Loading...
The URL can be used to link to this page
Your browser does not support the video tag.
Home
My WebLink
About
Agenda Packet_2022-05-03
City Council and Housing Authority Meeting Packet May 3, 2022 SPECIAL CLOSED SESSION MEETING - 4:00 PM REGULAR OPEN MEETING - 5:45 PM (Immediately following the Closed Session Meeting) CITY COUNCIL CHAMBER 22 Civic Center Plaza Santa Ana, CA 92701 ��II Vicente Sarmiento Mayor Thai Viet Phan David Penaloza Councilmember—Ward 1 Councilmember- Ward 2 Jessie Lopez Phil Bacerra Councilmember-Ward 3 Mayor Pro Tem -Ward 4 Johnathan Ryan Hernandez Nelida Mendoza Councilmember-Ward 5 Councilmember- Ward 6 Mayor and Council telephone: 714-647-6900 Agenda item inquiries: 714-647-6520 Sonia R. Carvalho Kristine Ridge Daisy Gomez City Attorney City Manager Clerk of the Council In compliance with the Americans with Disabilities Act (ADA), if you need special assistance to participate in this Meeting, contact Michael Ortiz, City ADA Program Coordinator, at(714)647-5624. Notification 48 hours prior to the Meeting will enable the City to make reasonable arrangements to assure accessibility to this meeting. The City Council agenda and supporting documentation can be found on the City's website—www.santa-ana.org/city-meetings. City Council 1 5/3/2022 CITY VISION AND CODE OF ETHICS The City of Santa Ana is committed to achieving a shared vision for the organization and its community. The Vision, Mission and Guiding Principles (Values) are the result of a thoughtful and inclusive process designed to set the City and organization on a course that meets the challenges of today and tomorrow, as follows: Vision -The dynamic center of Orange County which is acclaimed for our: Investment in youth • Safe and healthy community • Neighborhood pride • Thriving economic climate - Enriched and diverse culture • Quality government services Mission -To deliver efficient public services in partnership with our community which ensures public safety, a prosperous economic environment, opportunities for our youth, and a high quality of life for residents. Guiding Principles- Collaboration • Efficiency • Equity • Excellence • Fiscal Responsibility - Innovation • Transparency Code of Ethics and Conduct -At the Special Municipal Election held on February 5, 2008, voters approved an amendment to the City Charter which established the Code of Ethics and Conduct for elected officials and members of appointed boards, commissions, and committees to assure public confidence. The following are the core values expressed: - Integrity • Honesty • Responsibility • Fairness • Accountability • Respect • Efficiency City Council 2 5/3/2022 Members of the public may attend the City Council meeting in-person or join via Zoom. The City Council meeting will occur live via teleconference Zoom webinar. You may view the meeting from your computer, tablet or smart phone via YouTube LiveStream at www.youtube.com/user/SantaAnaLibrary or on CTV3, available on Spectrum channel 3. PUBLIC COMMENTS — Members of the public who wish to address the City Council on closed session items, items on the regular agenda or on matters which are not on the agenda, but are within the subject matter jurisdiction of the City Council may do so by one of the following ways: • MAILING OPTION written communications — Public comments may be mailed to: Office of the Clerk of the Council, 20 Civic Center Plaza M-30, Santa Ana, CA 92701. All written communications received via mail by 3:00 p.m. on the day of the meeting will be distributed to the City Council and imaged into the City's document archive system which is available for public review. • SENDING E-MAIL OPTION — Public comments may be sent via email to the City Clerk's office at eComment(a)santa-ana.org. Please note the agenda item you are commenting on in the subject line of the email. All emails received before 3:00 p.m. on the day of the meeting will be distributed to the City Council and imaged into the City's document archive system which is available for public review. • LIVE VIRTUAL OPTION — Members of the public may provide live comments during the meeting by Zoom or Conference Call. To join by Zoom click on or type the following address into your web browser https://us02web.zoom.us/j/315965149. To join the Conference Call: Dial (669) 900-9128 and enter MEETING ID: 315 965 149#. You will be prompted by the City Clerk when it is time for a: i) closed session item, ii) general agenda item, iii) public hearing item, iv) special agenda item, or v) for Housing Authority item. You may request to speak by dialing *9 from your phone or you may virtually raise your hand from Zoom. After the Clerk confirms the last three digits of the caller's phone number or Zoom ID and unmutes them, the caller must press *6 or microphone icon to speak. Callers are encouraged, but not required, to identify themselves by name. Each caller will be provided three (3) minutes to speak, unless due to the number of speakers wanting to speak a decision is made to provide a different amount of time to speak. • IN-PERSON OPTION - Members of the public can provide in-person comments at the podium in the Council Chamber. The Council Chamber will have seating available for members of the public to attend the meeting in-person. Face coverings are required for members of the public who enter City buildings. Public comments are limited to three (3) minutes per speaker, unless a different time is announced by the presiding chair. Speakers who wish to address the Council must do so by submitting a "Request to Speak" card by 4:00 p.m. for Closed Session items and by 6:00 p.m. for all other designated public comment periods as listed below. Cards will not be accepted after the Public Comment Session begins without the permission of the presiding chair. The following designated public comment periods are: 1. LIVE PUBLIC COMMENTS ON CLOSED SESSION ITEMS —You can provide live comments on closed session items by joining Zoom or the Conference Call as described in City Council 3 5/3/2022 the LIVE or IN-PERSON PUBLIC COMMENTS OPTION above. Speaker queue will open at 3.30 p.m. YOU MUST JOIN ZOOM OR THE CONFERENCE CALL BY 4.00 p.m. Speakers who are not in the speaker queue by 4:00 p.m. will not be permitted to speak. 2. LIVE PUBLIC COMMENTS ON REGULAR AGENDA ITEMS AND NON-AGENDA ITEMS (GENERAL PUBLIC COMMENT) —You can provide comments by joining Zoom or the Conference Call as described in the LIVE or IN-PERSON PUBLIC COMMENTS OPTION above. Speaker queue will open at 4.30 p.m. YOU MUST JOIN ZOOM OR THE CONFERENCE CALL PRIOR TO 6:00 p.m. Speakers who are not in the speaker queue by 6.00 p.m. will not be permitted to speak. 3. LIVE PUBLIC COMMENTS ON PUBLIC HEARING ITEMS —You can provide comments by joining Zoom or the Conference Call as described in the LIVE or IN-PERSON PUBLIC COMMENTS OPTION above. Speakers not in the queue by 6:00 p.m. will not be permitted to speak. 4. LIVE PUBLIC COMMENTS ON HOUSING AUTHORITY ITEMS —You can provide comments by joining Zoom or the Conference Call as described in the LIVE or IN-PERSON PUBLIC COMMENTS OPTION above. Speakers not in the queue by 6:00 p.m. will not be permitted to speak. About the Agenda To download or view the attachments (staff report and other supporting documentation)for each agenda item, you must select the agenda item to see the attachments to either open in a new link (the eyeball<I ) or download a pdf(the cloud symbol with the down arrow ). City Council 4 5/3/2022 SPECIAL CLOSED SESSION CALL TO ORDER ATTENDANCE Council Members Johnathan Ryan Hernandez Jessie Lopez Nelida Mendoza David Penaloza Thai Viet Phan Mayor Pro Tern Phil Bacerra Mayor Vicente Sarmiento City Manager Kristine Ridge City Attorney Sonia R. Carvalho Clerk of the Council Daisy Gomez ROLL CALL PUBLIC COMMENTS — Members of the public may address the City Council on Special Closed Session items. CLOSED SESSION ITEMS —The Brown Act permits legislative bodies to discuss certain matters without members of the public present. The City Council finds, based on advice from the City Attorney, that discussion in open session of the following matters will prejudice the position of the City in existing and anticipated litigation: 1. CONFERENCE WITH LEGAL COUNSEL - EXISTING LITIGATION pursuant to Paragraph (1) of subdivision (d) of Section 54956.9 of the Government Code: A. Santa Ana Police Officers Association and Gerry Serrano V. City of Santa Ana, Santa Ana Police Department, David Valentin, Kristin (sic) Ridge. Sonia Carvalho} Jason Motsick, and Does I-X, Orange County Superior Court, Case No. 30-2021- 01230129. B. Santa Ana Police Officers Association and Doe Officers v. David Valentin, Sonia Carvalho, Kristine Ridge, City of Santa Ana, Santa Ana Police Department, Santa Ana City Attorney's Office, and Does I-X, Orange County Superior Court, Case No. 30- 2021-01230134. 2. CONFERENCE WITH LEGAL COUNSEL— INITIATION OF LITIGATION pursuant to Paragraph (4) of subdivision (d) of Section 54956.9 of the Government Code: One (1) case Consideration of Amicus Brief, Ohio House, LLC v. City of Costa Mesa, 8:2019-cv- 01710 (United States District Court, Central District of California, filed Sept. 6, 2019). City Council 5 5/3/2022 3. PUBLIC EMPLOYEE PERFORMANCE EVALUATION Pursuant to Government Code Section 54957 Title: Clerk of the Council, City Attorney and City Manager CLOSED SESSION REPORT—The City Attorney will report on any action(s) to be taken at the Regular Open Session which will begin immediately following the Special Closed Session. RECESS — City Council will recess to Closed Session for the purpose of conducting regular City business. RECONVENE — City Council will reconvene to continue regular City business. City Council 6 5/3/2022 CITY COUNCIL REGULAR OPEN SESSION CALL TO ORDER ROLL CALL PLEDGE OF ALLEGIANCE Mayor Sarmiento WORDS OF INSPIRATION Rabbi Stephen Einstein CEREMONIAL PRESENTATIONS 1. Certificate of Recognition presented by Mayor Pro Tem Bacerra to Behr Paint Company in Recognition of their 75-Year Anniversary. 2. Proclamation presented by Councilmember Hernandez to Neutral Ground declaring May 2022 as National Mental Health Awareness Month. 3. Certificate of Recognition presented by Councilmember Lopez and Mayor Sarmiento to Orange County Fire Authority Chief James Henery for 35-years of Outstanding Contributions to the Community. 4. Certificate of Recognition presented by Councilmember Mendoza to El Mariachi Santanero for Outstanding Contributions to the Community. 5. Proclamation presented by Councilmember Penaloza to Eva Barrios declaring April 24-30, 2022 as National Crime Victims' Rights Week. 6. Proclamation presented by Councilmember Phan and Councilmember Hernandez to the Lau Family declaring May, 2022 as Asian American and Pacific Islander Heritage Month. STAFF PRESENTATIONS 7. OC Streetcar Project— Orange County Transportation Authority 8. Homelessness Update CLOSED SESSION REPORT—The City Attorney will report on any action(s) from Closed Session. PUBLIC COMMENT— Public comments will be held during the beginning of the meeting for ALL comments on agenda and non-agenda items, with the exception of public hearings. Comments for public hearings will take place after the hearing is opened. City Council 7 5/3/2022 I WORK STUDY SESSION I 9. Lobbyist Registration Assessment Department(s): Clerk of the Council Office Recommended Action: Accept informational report and provide direction to staff. I CONSENT CALENDAR RECOMMENDED ACTION: Approve staff recommendations on the following Consent Calendar Items: 10 through 29. 10. Excused Absences Department(s): Clerk of the Council Office Recommended Action: Excuse the absent members. 11. Minutes from the Regular and Housing Authority Meeting of April 5, 2022 Department(s): Clerk of the Council Office Recommended Action: Approve minutes. 12. Appoint Jose Mario Fernandez nominated by Councilmember Hernandez as the Ward 5 representative to the Arts and Culture Commission for a partial-term expiring December 10, 2024 Department(s): Clerk of the Council Office Recommended Action: Appoint Jose Mario Fernandez to the Arts and Culture Commission representing Ward 5 and administer Oath of Office. 13. Appoint Daniel Cornelious nominated by Councilmember Hernandez as the Ward 5 representative to the Community Development Commission for a partial-term expiring December 10, 2024 Department(s): Clerk of the Council Office Recommended Action: Appoint Daniel Cornelious to the Community Development Commission representing Ward 5 and administer Oath of Office. 14. Appoint Roberto Herrera nominated by Councilmember Lopez as the Ward 3 representative to the Parks, Recreation and Community Services Commission for a partial-term expiring December 10, 2024 City Council 8 5/3/2022 Department(s): Clerk of the Council Office Recommended Action: Appoint Roberto Herrera to the Parks, Recreation and Community Services Commission representing Ward 3 and administer Oath of Office. 15. Approve Destruction of Obsolete City Records Department(s): City Attorney Office, Clerk of the Council Office Recommended Action: Approve the request for the destruction of obsolete records from the City Attorney's Office and Clerk of the Council's Office in accordance with the retention schedule outlined in City Council Resolution 2013-014. 16. Quarterly Report for Housing Division Projects and Activities for the period of January 2022 to March 2022 Department(s): Community Development Agency Recommended Action: Receive and file the Quarterly Report for Housing Division Projects and Activities for the period of January 2022 to March 2022 17. Award a Purchase Order in the Amount of$147,988.87 to Hewlett Packard Enterprise for Server and Storage Support (Non-General Fund) Department(s): Information Technology Recommended Action: Authorize a one-time purchase and payment of purchase order to Hewlett Packard Enterprise for HP Support Services for Servers and Storage Systems, for a three-year period beginning May 14, 2022 through May 14, 2025, in the amount of$147,988.87, subject to non-substantive changes approved by the City Manager and City Attorney. 18. Approve Memorandum of Understanding and Appropriation Adjustments for Edward Byrne Memorial Justice Assistance Grant Program Funding (Non-General Fund) Department(s): Police Department Recommended Action: 1. Authorize the City Manager and the Chief of Police to execute a Memorandum of Understanding (#1 5PBJA-21-GG-01 188-JAGX) with the County of Orange, Sheriff's Department for the period of October 1, 2020 through September 30, 2024, accepting the 2021 Edward Byrne Memorial Justice Assistance Grant program funds in the amount of$105,143, subject to non-substantive changes approved by the City Manager and City Attorney (Agreement No. 2022-XXX). 2. Approve an appropriation adjustment recognizing $105,143 in the Law Enforcement Grants revenue account and appropriate same to expenditure account. (Requires five affirmative votes.) 3. Approve an appropriation adjustment recognizing $6,110 in the Law Enforcement Grants revenue account and appropriate same to expenditure account for portions of the 2019 and 2020 Edward Byrne Memorial Justice Assistance Grant program funds. City Council 9 5/3/2022 (Requires five affirmative votes.) 19. Approve a Five-Year Agreement with Rancho Santiago Community College District for Course Registration Services Department(s): Police Department Recommended Action: Authorize the City Manager to execute an agreement with Rancho Santiago Community College District for registering students to receive college credit for attending certified training, for the period of July 18, 2022 through July 17, 2027, subject to non-substantive changes approved by the City Manager and City Attorney. This agreement will result in tuition expenses of up to $95,835, and generate up to $270,000 in reimbursement revenue over the five-year term (Agreement No. 2022-XXX). 20. Approve an Appropriation Adjustment and a Purchase and Sale Agreement for the Purchase of Real Property at 315 E 17th Street in the Amount of$550,000 for the Relocation of a Water Resources Pressure Regulating Vault (Non-General Fund) Department(s): Public Works Agency Recommended Action: 1. Authorize the City Manager to execute a purchase and sale agreement with HuuAn Nguyen for the purchase of real property located at 315 E 17th Street (APN 003-153-49), in the amount of$550,000, plus normal closing costs and escrow fees, subject to non-substantive changes approved by the City Manager and City Attorney (Agreement No. 2022-XXX). 2. Approve an appropriation adjustment to recognize $575,000 of prior-year fund balance in the Water Fund, Public Works Water Revenue, Prior Year Carryforward revenue account, and appropriate the same amount to the Acquisition & Construction, Water Utility Capital Projects, Land expenditure account. (Requires five affirmative votes) 3. Approve an amendment to the Fiscal Year 2021-22 Capital Improvement Program to include $575,000 in construction funds for the Pressure Regulating Vault Relocation Project (No. 22-6474). 21. Approve an Agreement with All Environmental, Inc., dba AEI Consultants in the Amount of$300,000, to Conduct a Facilities Condition Assessment for Various City Buildings and Structures Throughout the City of Santa Ana, for up to a Three-year Term (Specification No. 21-014) (Non-General Fund) Department(s): Public Works Agency Recommended Action: Authorize the City Manager to execute an agreement with All Environmental, Inc., dba AEI Consultants to provide comprehensive Citywide facilities assessment services for a one-year period beginning May 3, 2022 and expiring May 1, 2023, with a provision for two, one-year renewal options exercisable by the City Manager and City Attorney, in an annual amount not to exceed $285,838, with a contingency of$14,162, for a total agreement amount not to exceed $300,000, City Council 10 5/3/2022 subject to non-substantive changes approved by the City Manager and City Attorney (Agreement No. 2022-XXX). 22. Approve Agreements with J&G Industries, Inc., Macro Z Technology Co., Interior Demolition, Inc., and American Wrecking, Inc. for On-Call Demolition Services for a Total Amount not to Exceed $2,000,000 for up to a Five-Year Term (Non-General Fund) Department(s): Public Works Agency Recommended Action: Authorize the City Manager to execute agreements with J&G Industries, Inc., Macro Z Technology Co., Interior Demolition, Inc., and American Wrecking, Inc. to provide on-call demolition services, for a shared aggregate amount not to exceed $2,000,000 for a three-year term beginning May 3, 2022 and expiring May 2, 2025, with provisions for two, one-year extensions, subject non-substantive changes approved by the City Manager and City Attorney (Agreement No. 2022- XXX). 23. Approve a Reallocation of Funds and Increase the Shared Agreement Amount by $40,000 for Existing Agreements with TSI and AIM for a new Aggregate Amount not to Exceed $140,000 (Non-General Fund) Department(s): Public Works Agency Recommended Action: 1. Approve the reallocation of$40,000 in unspent Measure M2 Local Fairshare funds from Traffic Management Plans FY19/20 Project (No. 20- 6897) to Traffic Management Plans FY 20/21 Project (No. 21-6897). 2. Authorize the City Manager to execute agreement amendments for traffic counting services with AimTD, LLC and Transportation Studies, Inc. to increase the shared agreement amount by $40,000, for an aggregate agreement amount of$140,000, subject to non-substantive changes approved by the City Manager and the City Attorney (Agreement No. 2022-XXX). 24. Approve an Agreement with Procure America, Inc. for Streetlight Utility Cost Savings Monitoring in an Amount not to Exceed $310,000 for up to a Five-year Term (Non- General Fund) Department(s): Public Works Agency Recommended Action: Authorize the City Manager to execute an agreement with Procure America, Inc., for streetlight utility cost savings monitoring, for a five-year term beginning October 1, 2021 and expiring September 30, 2026, in an amount not to exceed $310,000, subject to non-substantive changes approved by the City Manager and City Attorney (Agreement No. 2022-XXX). 25. Approve an Agreement with Valley Maintenance Corporation to Provide Custodial Services of City Park Restrooms and Park Buildings for an Annual Amount not to exceed $494,095 for Four Years and Total Agreement Amount of$1,976,380 City Council 11 5/3/2022 (General Fund) Department(s): Parks, Recreation, and Community Services Recommended Action: Authorize the City Manager to execute an agreement with Valley Maintenance Corporation to provide custodial services of City park restrooms and park buildings for an annual amount not to exceed $494,095, which includes a 15% contingency, for a term from June 1, 2022 through May 31, 2026 and total agreement amount of$1,976,380, subject to non-substantive changes approved by the City Manager and City Attorney (Agreement No. 2022-XXX). 26. Amend the Revive Santa Ana Spending Plan and Approve Agreements with Various Non-Profit Organizations to Provide Youth Services under the Revive Santa Ana Program (Revive Santa Ana Program) Department(s): Parks, Recreation, and Community Services Recommended Action: 1. Approve an amendment to the Revive Santa Ana spending plan to increase the amount for Youth Violence Prevention by $404,375 for a total $904,375, decrease the amount for Early Childhood Support & Head Start & Child/Day Care by $409,979 for a total $590,021, decrease the amount for After- School/Youth Sports Programs by $32,828 for a total $467,172 and approve an amount of$38,432 to administer the agreements, the total of all services and administration is $2,000,000 (Agreement No. 2022-XXX). 2. Approve an agreement with ALBI (Active Learning Believe & Inspire) to provide youth services (Youth Violence Prevention) under the Revive Santa Ana Program for an amount not to exceed $47,869 for the period July 1, 2022 through June 30, 2023, subject to non-substantive changes approved by the City Manager and City Attorney. 3. Approve an agreement with America On Track to provide youth services (Youth Violence Prevention) under the Revive Santa Ana Program for an amount not to exceed $125,000 for the period July 1, 2022 through June 30, 2023, subject to non- substantive changes approved by the City Manager and City Attorney. 4. Approve an agreement with Backhausdance to provide youth services (After- School/Youth Sports) under the Revive Santa Ana Program for an amount not to exceed $30,000 for the period July 1, 2022 through June 30, 2023, subject to non- substantive changes approved by the City Manager and City Attorney. 5. Approve an agreement with Community Action Partnership of Orange County to provide youth services (After-School/Youth Sports) under the Revive Santa Ana Program for an amount not to exceed $65,000 for the period July 1, 2022 through June 30, 2023, subject to non-substantive changes approved by the City Manager and City Attorney. 6. Approve an agreement with Delhi Center to provide youth services (Youth Violence Prevention) under the Revive Santa Ana Program for an amount not to exceed $123,930 for the period July 1, 2022 through June 30, 2023, subject to non- substantive changes approved by the City Manager and City Attorney. City Council 12 5/3/2022 7. Approve an agreement with Discovery Science Center of Orange County to provide youth services (Early Childhood Support & Head Start & Child/Day Care) under the Revive Santa Ana Program for an amount not to exceed $90,028 for the period July 1, 2022 through June 30, 2023, subject to non-substantive changes approved by the City Manager and City Attorney. 8. Approve an agreement with KidWorks Community Development Corporation to provide youth services (Early Childhood Support & Head Start & Child/Day Care) under the Revive Santa Ana Program for an amount not to exceed $125,000 for the period July 1, 2022 through June 30, 2023, subject to non-substantive changes approved by the City Manager and City Attorney. 9. Approve an agreement with Kidworks Community Development Corporation to provide youth services (After-School/Youth Sports) under the Revive Santa Ana Program for an amount not to exceed $125,000 for the period July 1, 2022 through June 30, 2023, subject to non-substantive changes approved by the City Manager and City Attorney. 10. Approve an agreement with Latino Health Access to provide youth services (Youth Violence Prevention) under the Revive Santa Ana Program for an amount not to exceed $125,000 for the period July 1, 2022 through June 30, 2023, subject to non- substantive changes approved by the City Manager and City Attorney. 11. Approve an agreement with Nati's House to provide youth services (After- School/Youth Sports) under the Revive Santa Ana Program for an amount not to exceed $122,172 for the period July 1, 2022 through June 30, 2023, subject to non- substantive changes approved by the City Manager and City Attorney. 12. Approve an agreement with Nati's House to provide youth services (Youth Violence Prevention) under the Revive Santa Ana Program for an amount not to exceed $113,183 for the period July 1, 2022 through June 30, 2023, subject to non- substantive changes approved by the City Manager and City Attorney. 13. Approve an agreement with Orange County Children Therapeutic Arts Center to provide youth services (Youth Violence Prevention) under the Revive Santa Ana Program for an amount not-to-exceed $124,998 for the period July 1, 2022 through June 30, 2023, subject to non-substantive changes approved by the City Manager and City Attorney. 14. Approve an agreement with Orange County Children Therapeutic Arts Center to provide youth services (Early Childhood Support & Head Start & Child/Day Care) under the Revive Santa Ana Program for an amount not to exceed $124,998 for the period July 1, 2022 through June 30, 2023, subject to non-substantive changes approved by the City Manager and City Attorney. 15. Approve an agreement with Orange County Bar Foundation to provide youth services (Youth Violence Prevention) under the Revive Santa Ana Program for an amount not to exceed $125,000 for the period July 1, 2022 through June 30, 2023, subject to non-substantive changes approved by the City Manager and City Attorney. 16. Approve an agreement with Padres Unidos to provide youth services (Early City Council 13 5/3/2022 Childhood Support & Head Start & Child/Day Care) under the Revive Santa Ana Program for an amount not to exceed $124,995 for the period July 1, 2022 through June 30, 2023, subject to non-substantive changes approved by the City Manager and City Attorney. 17. Approve an agreement with Padres Unidos to provide youth services (Youth Violence Prevention) under the Revive Santa Ana Program for an amount not to exceed $119,395 for the period July 1, 2022 through June 30, 2023, subject to non- substantive changes approved by the City Manager and City Attorney. 18. Approve an agreement with The Cambodian Family to provide youth services (After-School/Youth Sports) under the Revive Santa Ana Program for an amount not to exceed $125,000 for the period July 1, 2022 through June 30, 2023, subject to non- substantive changes approved by the City Manager and City Attorney. 19. Approve an agreement with Think Together to provide youth services (Early Childhood Support & Head Start & Child/Day Care) under the Revive Santa Ana Program for an amount not to exceed $125,000 for the period July 1, 2022 through June 30, 2023, subject to non-substantive changes approved by the City Manager and City Attorney. 27. Resolution Approving the Acceptance of Grant Funds from the State of California in the Amount of$4,000,000 to the General Fund Department(s): Parks, Recreation, and Community Services Recommended Action: Resolution No. 2022-XXX— Adopt a resolution approving the acceptance of grant funds from the State of California in the amount of$4,000,000 to the General Fund for the Zoo Educational Hub and installation of a Universally Accessible Playground at Thornton Park. 28. Use of Teleconferencing for Meetings of City Council and All Boards, Committees, and Commissions Pursuant to the Provisions of Assembly Bill 361 Department(s): Clerk of the Council Office Recommended Action: Resolution No. 2022-XXX—Adopt a resolution to consider continuing the use of teleconferencing for City Council, board, committee, and commission meetings pursuant to the provisions of Assembly Bill 361 for the next 30 days. 29. Resolution Calling Upon Our State Legislators to Introduce and Pass a Bill that Would End Child Marriage Department(s): City Manager Office Recommended Action: Resolution No. 2022-XXX—Adopt a resolution calling upon our state legislators to introduce and pass a bill that would end child marriage. City Council 14 5/3/2022 **END OF CONSENT CALENDAR** I BUSINESS CALENDAR 30. Fiscal Year 2021-22: Third Quarter Budget Update Department(s): Finance and Management Services Recommended Action: Receive and file the FY 2021-22 —Third Quarter Budget Update 31. Consider an Ordinance Amending Section 2-809 of Article VII.II of Chapter 2 of the Santa Ana Municipal Code Adopting a Policy Pursuant for the Use of Military Equipment by the Santa Ana Police Department Pursuant to California Assembly Bill 481 (Government Code § 7070 et. seq.) Department(s): Police Department Recommended Action: Approve first reading of an ordinance adopting a policy for the use of military equipment by the Santa Ana Police Department pursuant to California Assembly Bill 481 (Government Code § 7070 et. seq.). 32. Request for Direction Related to Outdoor Dining Department(s): Planning and Building Agency Recommended Action: Accept informational report and direct staff to prepare an ordinance allowing and regulating outdoor dining citywide. 33. Appoint Two to Three Members of the City Council to the Joint School Collaboration City Council Standing Subcommittee with the Santa Ana Unified School District Department(s): Parks, Recreation, and Community Services Recommended Action: Appoint two to three members of the City Council to the Joint School Collaboration City Council Standing Subcommittee with the Santa Ana Unified School District for terms expiring on December 15, 2022. **END OF BUSINESS CALENDAR** PUBLIC HEARINGS PUBLIC COMMENTS — Members of the public may address the City Council on each of the Public Hearing items. 34. Public Hearing —Approve the Fiscal Year 2022-2023 Annual Action Plan and budgets for the Community Development Block Grant, HOME Investment Partnerships Grant, and Emergency Solutions Grant, and authorize submission to the United States City Council 15 5/3/2022 Department of Housing and Urban Development Legal notice published in the Orange County Register, La Opinion, and Nguoi Viet on March 10, 2022. Continued from the April 19, 2022 City Council meeting. Department(s): Community Development Agency Recommended Action: 1. Hold a public hearing to receive resident and stakeholder comments on funding priorities and needs for activities funded with the Community Development Block Grant, HOME Investment Partnerships Grant, and Emergency Solutions Grant programs for the Fiscal Year 2022-23 Annual Action Plan. 2. Approve the Fiscal Year 2022 -2023 Annual Action Plan and authorize the submission of the Fiscal Year 2022 -2023 Annual Action Plan to the United States Department of Housing and Urban Development. 3. Approve the Fiscal Year 2022-2023 budgets for the Community Development Block Grant Program in the total amount of$8,294,360 that includes $5,640,635 from Grant Year 2022 allocation and a re-allocation of$2,653,725 in prior year program funds and program income; HOME Investment Partnerships grant in the amount of $1,706,231 from the Grant Year 2022 allocation and a re-allocation of$9,428,513 in prior year program funds; and Emergency Solutions Grant in the amount of$489,141 from the Grant Year 2022 allocation. All proposed activities' budgets will be proportionally increased or decreased from the estimated funding levels to match actual allocation amounts. 4. Direct the City Attorney to finalize and authorize the City Manager to execute memorandums of understanding with various city departments and agreements with non-profit public service providers awarded funds as part of the approved Community Development Block Grant program budget for a two-year term beginning July 1, 2022 through June 30, 2024, subject to non-substantive changes approved by the City Manager and City Attorney, and direct the Risk Manager or designee to determine the necessary insurance requirements applicable for each project (Agreement No. 2022- XXX). 5. Direct the City Attorney to finalize and authorize the City Manager to execute a memorandum of understanding with the Santa Ana Police Department and agreements with non-profit homeless service providers awarded funds as part of the approved Emergency Solutions Grant program budget for a term beginning July 1, 2022 through June 30, 2023, subject to non-substantive changes approved by the City Manager and City Attorney, and direct the Risk Manager or designee to determine the necessary insurance requirements applicable for each project (Agreement No. 2022- XXX). 35. Public Hearing - Ordinance Amendment No. 2022-01 to Update Chapters 18, 21, And 40 of the Santa Ana Municipal Code Addressing Medicinal Cannabis Retail, Consumption Lounges and Temporary Events, Measure BB Waitlist Termination, City Council 16 5/3/2022 Retail Facility Relocation, Commercial Cannabis Eligible Areas, Commercial Cannabis Tax Rate Reductions for Commercial Cannabis Cultivation, Distribution, and Manufacturing, and Adopt Language Addressing Proposed Tax Treatment of Microbusinesses and Shared Manufacturing, and Make Other Administrative Amendments of a Complimentary Nature Legal notice published in the Orange County Reporter on April 22, 2022. Department(s): Finance and Management Services, Planning and Building Agency Recommended Action: 1. Approve first reading of an ordinance amending Chapters 18, 21, and 40 of the Santa Ana Municipal Code addressing medicinal cannabis retail, consumption lounges and temporary events, Measure BB Waitlist termination, retail facility relocation, commercial cannabis eligible areas, commercial cannabis tax rate reductions for commercial cannabis cultivation, distribution, and manufacturing, and adopt language addressing proposed tax treatment of microbusinesses and shared manufacturing, and make other administrative amendments of a complimentary nature. 2. Resolution No. 2022-XXX—Adopt a resolution modifying various non-retail commercial cannabis tax rates. 3. Resolution No. 2022-XXX—Adopt a resolution establishing a map of commercial cannabis eligible areas in the City. COUNCILMEMBER REQUESTED ITEMS 36. Discuss and Consider Directing the City Manager to Direct Staff to Prepare a Resolution Apologizing to Chinese Immigrants and their Descendants — Councilmember Phan 37. Discuss and Consider Directing City Manager to Direct Staff to Draft an Ordinance to Require the Use of Skilled and Trained Workforce for Affordable Housing Projects that Utilizes City Funds— Mayor Pro Tem Bacerra CITY MANAGER COMMENTS COUNCIL COMMENTS AB1234 DISCLOSURE — If the City paid for travel or other expenses this is the time for members of the Council to provide a brief oral report on attendance of any regional board or commission meeting or any conference, meeting or event attended. 1. April 25, 2022 Mayor Sarmiento— Big City Mayors' Lobby Day, Sacramento, CA City Council 17 5/3/2022 ADJOURNMENT—Adjourn the City Council meeting and convene to the Housing Authority meeting. Future Items 1. Mental Health Mobile Outreach Services 2. Housing Element Update 3. Billboard Ordinance Update 4. Proposition 218 Solid Waste Rates Public Hearing 5. Parks, Facilities, Trails and Open Space Master Plan 6. Body Worn Cameras City Council 18 5/3/2022 HOUSING AUTHORITY CALL TO ORDER ATTENDANCE Authority Members Johnathan Ryan Hernandez Jessie Lopez Nelida Mendoza David Penaloza Thai Viet Phan Vice Chair Phil Bacerra Chair Vicente Sarmiento City Manager Kristine Ridge City Attorney Sonia R. Carvalho Clerk of the Council Daisy Gomez ROLL CALL PUBLIC COMMENTS — Members of the public may address Housing Authority on items on the Housing Authority agenda. I CONSENT CALENDAR RECOMMENDED ACTION: Approve staff recommendations on the following Consent Calendar Items: 1 through 3. 1. Excused Absences Department(s): Clerk of the Council Office Recommended Action: Excuse the absent members. 2. Minutes from the Housing Authority Meeting of April 5, 2022 Department(s): Clerk of the Council Office Recommended Action: Approve minutes. (Please refer to agenda item #11 in the City Council agenda) 3. Quarterly Report for the Housing Choice Voucher Program for the Period of January 1, 2022 to March 31, 2022 Department(s): Community Development Agency Recommended Action: Receive and file the Quarterly Report for the Housing Choice Voucher Program for the period of January 1, 2022 to March 31, 2022. City Council 19 5/3/2022 **END OF CONSENT CALENDAR** HOUSING AUTHORITY MEMBER COMMENTS ADJOURNMENT—Adjourn the Housing Authority meeting. City Council 20 5/3/2022 Management Partners To: Ms. Daisy Gomez, Clerk of the Council,City of Santa Ana From: Amy Paul, Corporate Vice President Andrea Miller. Special Advisor Leonard Hyman, Senior Management Analyst Subject: Santa Ana Lobbyist Registration Assessment Date: May 3, 2022 Executive Summary Management Partners was engaged by the City of Santa Ana to research lobbyist regulations adopted in peer cities and use this research to assess current requirements, the relationship between existing state and local reporting regulations, and present best practices in comparable agencies for consideration as part of Council's ongoing efforts to promote transparency in government decision-making. Background Santa Ana has adopted regulations that affect lobbyists. These regulations generally supplement state-required reporting such as Campaign Contribution Reports (Fair Political Practices Commission, FPPC Form 460), Statement of Economic Interests-Conflict of Interest Code Filing(Fair Political Practices Commission,FPPC Form 700) and Behested Payment Reports (Fair Political Practices Commission,FPPC Form 803) as well as establish restrictions on making and receiving gifts and public access to campaign contributions. Public Official Gift Restrictions Section 2-583 of the Santa Ana Municipal Code prohibits persons doing business with the City from making gifts to City officers or employees who,by virtue of their employment, could make or participate in a governmental decision or use his/her official position to influence a governmental decision regarding pending business of the donor. The section precludes donations or gifts within 12 months of any governmental decision and prohibits public officers or employees from soliciting and/or accepting gifts from any person whom he or she knows, or has reason to know, is doing business with the City or has done business within the preceding 12 months.Gifts from unknown donors are also prohibited by Section 2-583. 1730 MA�ISIO RRRYV CINCINNATI,OH 45206 • 513 8615400 • FAX 5T3 8613480 MANAGEMENTPARTNERS.5dM/2022 2107 NORTH FIRST STREET,SUITE 470 • SAN JOSE,CALIFORNIA 95131 • 408 437 5400 • FAX 408 453 6191 Lobbyist Registration Assessment Page 2 Public Access to Lobbyist Information Public access to forms disclosing information required by the Fair Political Practices Act(FPPC) which includes information related to campaign contributions is made available through a link on the City's website pursuant to Section 2-156 of the Santa Ana Municipal Code. This section requires that reporting, which is already required by the FPPC and is a public record, to be posted on the City's website. Project Approach Management Partners' approach involved learning about local regulation and why public agencies adopt laws and regulations related to lobbying, what is and is not lobbying, and understanding the issues related to adoption of lobbyist registration and reporting requirements.We interviewed staff members providing administrative support,reviewed existing documents including video segments of public meetings, and reviewed publicly available information from comparable agencies.We conducted follow-up interviews as needed to clarify information, with comparable agency staff. Why Adopt Local Lobbying Laws? Participatory democracy guarantees the right to free speech and to petition government. Lobbyists organize voices, sorting out the many competing interests of the public into a collective and comprehensive message, and apply continued pressure on issues to avoid loss of momentum as new issues arise. Additionally, lobbying and lobbyists can benefit government decision-making by providing technical or specialized information that might otherwise not be available to decision-makers. But there are competing public interests such as transparency,the fair exchange of ideas, and the integrity of the government decision-making process. The benefits of lobbying can be outweighed if the lobbying drowns out community voices, the information is incorrect or flawed, or where there is corruption or the appearance of corruption in the form of lobbyists exploiting their influence with public officials on behalf of private interests,bribery and/or sweet-heart contracts. To the greatest extent possible deliberations and actions by public agencies should be conducted openly. Members of the community have the right to know the identity of interests that attempt to influence decisions by government and to evaluate whether these interests create undue influence over local decision-makers. Lobbying laws, in varying forms, reflect an effort to reconcile these important rights and interests and promote public confidence in the integrity of City government by tempering the role of"influence" in government decision-making, preventing special interests from controlling the political process and ensuring ethical behavior by policymakers and government officials,while allowing the practice. The laws vary but essentially seek to capture who is acting on behalf of whom, on what kinds of matters with what desired outcome, and for what level of remuneration through registration and reporting on activities. City Council 9 - 2 5/3/2022 Lobbyist Registration Assessment Page 3 What is "lobbying"? Lobbying is generally defined as communicating directly or soliciting others to communicate with any public official or staff in the legislative or executive branch of government or in a quasi-public agency for the purpose of influencing any legislative or administrative action. This typically involves lobbying on behalf of another for compensation. Not everyone who engages in the act of lobbying is a lobbyist.Definitions commonly exclude legislators attempting to gather support for a bill or policy decision through the normal course of the legislative process, constituents making calls to policymakers regarding a matter of personal concern, government employees working within the ordinary course of their positions, and the media. Other persons or activities that are often excluded from the definition of lobbyist include professionals such as licensed lawyers filing comments in a regulatory proceeding on behalf of a client and individuals and companies responding to information requests from an administrative department. Regulation of Lobbyists in California California Business &Professions Code Section 6009 provides that cities and counties may regulate both attorney and non-attorney lobbyists. Information that may be required to be disclosed by the lobbyist includes: 1. The name,business address, and telephone number of the lobbyist, of any lobbying firm of which the lobbyist is a partner, owner, officer, or employee, and of any persons or lobbying firms paid to lobby by the lobbyist. 2. The name,business address, and business telephone number of each client who pays the lobbyist to lobby;the specific matter and agency lobbied, itemized by client; and the amount of money paid to the lobbyist for lobbying and the total expenses of the lobbyist for lobbying, itemized by client. 3. All gifts or payments made by the lobbyist to officials in the jurisdiction, itemized by the name of the official, the amount, date, and description of the gift or payment, and the names of the person making the gift or payment and the person receiving the gift or payment. 4. All campaign contributions made, arranged, or delivered by the lobbyist to officials in the jurisdiction, specified by amount, date, and name of the official receiving the contribution. Interviews and Review of City Documents Management Partners conducted interviews with staff in the City Clerk's Office, reviewed public agenda items and watched video segments of public meetings The purpose was to gather information and perspectives about the effectiveness of existing regulations, measures being undertaken to bring further transparency to decision-making, and the administrative support structure required to effectively manage existing and new reporting requirements, City Council 9 - 3 5/3/2022 Lobbyist Registration Assessment Page 4 Major Observations from Interviews and Document Review Major observations from the interviews and review of agenda items and video segments are provided below. • The City Council strives to be transparent to the public and supports efforts to bring further transparency to government decision-making. • A survey of similarly sized cities with lobbyist registration requirements and a comparison of the regulations imposed would be a useful starting point for discussions about the possible adoption of a lobbyist law in Santa Ana. • If the Mayor and City Council decide to move forward in developing a lobbyist law, a clear definition of"lobbyist" is critical, and an emphasis should be placed on people, businesses and other entities that are paid to engage decision-makers in a manner to sway a position on an item. The definition should not discourage or interfere with the rights of residents, community groups and other stakeholders to express their views to individual Council members or at public meetings. • Penalties should be commensurate with the violations, and alternative penalty options should be considered including infractions or fines as a first offense. Peer Agency Research Management Partners also researched the definition of lobbyist and the requirements set for lobbyists in the following jurisdictions: • Anaheim, • Bakersfield, • Los Angeles, • Long Beach, • Riverside, • San Diego, • Santa Monica, and • Stockton. We determined that Bakersfield, Riverside and Stockton have not adopted regulations requiring registration by lobbyists. The requirements for Anaheim, Los Angeles, Long Beach, San Diego, and Santa Monica are shown in Table 1 below. For each of these jurisdictions,we researched the following: • The definition of"lobbyist," including any exclusions; • Reporting requirements, such as the frequency of disclosures, registration fees, and other prohibited activities; and • Fines or other penalties for failing to follow the ordinance. City Council 9 - 4 5/3/2022 C Ln D +, 0 C 0) a Ln ? 01 U C • ' O 111 cap -O n3 L �n m N Q � 3 � •0J v �-+ +�-+ N naj O 0) in N O t6 N L c N O O M O � O C "00 Q v pU > Ln LO Ln CL z; 2E O C C L C Ln •+v�.+i �+� oO Cc0 O +' C °J Of (a U -0 — (A I-- rva 0 >' U •} O U 0J ° p � o� > — o + O ao> N V•ic^? O dJ L of Ln v? `� co U 2i Q Q i/? > O OU U V} C Ln cL0 LnQ U p p > L U p Ln 3 '0) 0J > a 0)U O 0J QJ 0) Q 0) a-+ U O" O O m + Y t U 0) c6 � C i a-+ 0J i L 0J C c6 E Ln f0 `� c6 �+ L 0J C O Q Ln to '� C .in .2 n3 �' C v�i p 06 O i u _0 N O C O E •O c .� � O in C a 0) >. L 0) fl" Clo U C �, ++ c6 in in E 7 o p '> U o n3 3 C O Q Q s >- 0) Ln E O c'Jo E cUo � coo ) oL °c° tw Ln - U in O O n3 ++ _ L •ELn •� E NO i >- -O C a..+ U 0J O O 0J C 0J Q M S Ln C C 0J O N C >. 'V O C O p c-I LJ -° U ++ n3 0J +�.+ t -C 00 ho +Ln 7 c6 E 0J bA +, U C L O C t 'O .E ptLo + � N C 0J U U Q 0J '� a C C U 00 CO -7n iJ � N 2 c�6 N o 0) (D OD 3 3 o Q ^ E L O E zs m > C ° o Ln ° > zS E �_ L _ O Ln u E _ O N U E a C) o °C° o a; U o f a o LO C o E � a � ^ ° N cov o � Imo I C) c C) m 0) N u p m o ° O Z3 � ° E 00 �+ o m C ri o f E a C) < C m � o O 'Cw O� c O 'V L t ''� rl Q N 0J * Q L a N m N L _ a co in p '� >- i +-+ � U in C n0 -0 O +-+ i i O v vi- �i bp U O 00) 0SJ E -O 7 C C 7 Q C) M 00 O N 0) D c > OA C) m O O L of CI -0 o Q -p m U � a c7 n3 O v> m Q N . . . . . . . . . . . L C Ln c0 6O t Ln > � C +� E o o a o o c o ° ° to o 0) O •� C m °' � '+� m E °' E L 3 Cw 3 a) p +-+ > •u L O U C) Ln 4J 0J O •h0 C p N E E + E mv m O °U O — o > o > u 'A ao a� N� °°Ln 0J x o ? C Lna u to o �n p O N m D 14 O 0) � 7 E O bo 'Zv ° O E m o C m E E> m m L> o CL o O - E m o o U > A CL Ln E •_ > U O m ° c0 ' � C C O L0 U 0 0 U C0 O to tri 'p t om3ou o Ln o o o c C U • E U — L � pOD V C> U a p > U+Op c "' o n F on xLn O ma o 0J O C 2 Qc 0J UU . M -C Q 0) x L a p , N C o O U o G N0) cL G C c C:N U E E a O o E Q p b.E n L - c, E 'E 6E00 p F, >- a Om -0 O - O0 + c_. C H w=Qa >E> Ln EE E> Lm > 3 C Z O U 0J Ln 00 W C 0) Co uO cc 'p 0 m N Ln E E O U 0) U +l� L 'oC�' O z� 0J U O cL � ELnLnOE u o ° ao o uuO o ° cL a ° o vQ � W a o W � m ECctiw0n L O D N co C o f3 c n3 c > a C c ca + > Ln o rn °'cO m oE o p E � Nc c O un � � ci o N 0 -0 aJ m O GJ f oo UO _ N co E o E LA � C .L_ aJ L L cLn aj E .0 Ln a t Q LO x C �Z E p v> -0 p •— O c c " m C U Cj Ln E •� m a 0 c aJ f6 c + a p O L L M -0 c p E ,x N Gj c `n a, > O > ,CL D c o m o E o C C. p Q �n O ca •+_+ L �^ ca to c _0 az E m ao ri C >- c o ,Ln Q � c o � � L c E 0 aJ m aJ ca O L aJ E GJ aJ O ° U ca u of v� a U a L Of L > E + cJ O in c m0 ° ° is C O in + O v Q a CY) N ca E � U ao — o m c GJ 00 L Q Ln p O u aj O O i - aJ u -0L +GJ N N m Q aJ n3 cc aJ U a"' C L 00 � Ln aj v, C:N E 0) maJ m CO p n3 CL � C O +� -0 o cc c_ Ln O ao E c i v °J ao ao CO 'n ao O c .c f6 o o n3 > C ao E C oo Sri > c u c C ca 12 C C '> O > aJ ca aJ O N O O aJ F N > .> E p U ca O E — 0 t > u aJ aJ u aJ x — � O aJ c > L c C ej ° > b.0 ate+ N a O O tNa ,in .^-i -0 o aJ t C: > +� vi U aJ '+' +� 3 'ca O aJ q -p C + u Ln vi aJ aJ c6 L N O .� T ,aJ E _ O C •U LJ C) aJ Ua � C N ci Z U O O c6 >- 7 v, N 7 Ln C. 7 3 3 L V .� 0 •u CL O -p ° � O E ON (a _p U c cJci O aJ L aJ aJ N pU > ci � N o > U C: a'' N n3 > c6 ci Ln v U c — t VI m c - C E Ln p O — ca +-+ O vi - — O C O aJ Ln 00 O7 N aJ aJ C Z 'z c6 �- ,O to >c: 4, -p in , n3 Q E aj Ln D �' �' ao n " c .� t � ° O ,n 'n > N aJ E (A Ln O � 7 .� aJ c6 ca •N aJ `•L aJ O c6 .E Z3 Z3 Z ca (� U aJ u L7 O to Q ,� + a�J c ° c p _0 bAci o 0 v, p }' " °J N °' c C L +� t C u 0 7 0 Ln ca C O E Q }' u +� 'u 0 c m 0 U O in E L � E . c aJ v O x p ap-+ O +-+ O GA >. C `� � p n3 in" O C aJ O L E Q n3 C C C O c = ms o fl- 'N '.�, O +�-+ in u 0 'n tlA C aJ aJ c6 >. N i ,C Gp0 in c6 u O >- �. c�6 i O 7 O E C O � E C aJ -0 C Q -0 aJ C cLn >' , ha p c6 aJ Q i O " +-+ O •� v, aJ U i aJ to O C 'p aJ 7 C cJ i u +, C E > O ON '} C ca ca aJ Q O L Q E E •0 aJ 00 C o c E QJ O 'c c +.+ p C o p E -a L E Q O cJ ca 7 +-+ E p O O > o f° ao v, E C a +� n3 n3 E a ° io' N c .� c C aj aJ ° aJ ca C a +, U o O " U m aJ E o E c m v C bo N c c c C Ln Ln ° — �-0 Ln 00 p o 'c E c c 'u m aJ c '> o o o .0 '+� m rn i � E +-" O Q aJ •}, E v, c C ca cJ N O C C — ca cJ c�a L t 3 aJ . O C n O O -0 C c) L O p O .� 'C Q1 cJ ° ca .� >- .� O a n3 +� v Q > u `1 c E t o +� •°0 t Q. '+� '+� c t c u Ln u +� +, N aJ iii p aJ E N Ou 3 to ci v, }' Q L '}, Gj G 0 p `o U O N O >- — N Q in aJ aJ in aJ O cJ m L L, o aJ ° o oo i aJ E C N C O E +� > aJ ° aco Ln C c6 c6 'U aJ "O C t L O C aJ aJ L aJ C L ca U 3 D W E h.0 co •� > +�+ >- o 3 to o o0 c:3 ° o E c -0 � O aj Ln u or E c ° a � ° f6 �° O GJ 'n u > u aJ c C Q -0 m O fl c o -0 o o f aco aco > o C �_ C) > fo — m — Q O c t 3 ° — E '— `J 'n > O cJ ao ° O v O aJ +' + L i •� o .� a aJ i c o " c a c C o c a a n c ao c aJ o 3 " � o o ° � +� � Q 3 C C to 0 M az ,� Q C o o C ca o o ao a C L � o o n3 > 3 -O C- O - -Z " " c z ca aJ + O U O O O v O Q 6 p O 3 O N H Q U Q .L O _O aJ v -a a ci O C o c ' aJ i C o c •� .0 Q •Eaj ,E O vi °c° a •}>— > aJ LL' c aJ ° > ° t i •}>— c t Q 0 > o Q C: aJ n3 cJ ° E n3 Q. — ° c 1 4 O c E cJ O cJ v, c O > E + O > ca 'S ~ +' E a caa •L a aJ N i •(6 a 7 °J fl- z >-� 'c6 t fl- bD n3 U aJ E °J z >• fl- ,� aJ O x > k p > aJ ^ o E Q C c t c c E L x t o o Q c E c p t C. w O W 0 n3 L n3 u aJ E 0 Q ca cJ - aJ O O W +� u cJ v, a a H Q aJ aJ cJ U N o 4' � � N M O .. LO Q 14. ate- cn un ¢ u bA E O `� C6 u u u cn > w A, O 4 Qj 3 Uo u 3 0 a w O O O o p u b�A � O s U +' �. 0 o A. c� o O u O ;Z: Ln N 00 u m O u m O� a) m u Ea � U — O � •3 s'" o •r' � bA � on —" too *' o b o c 'a) O ca c aci o)bD 4� i O a) fl- to c,V L) to + u u Q O Q O O p t+ =, •� ao L ,O O •3 p u m O c a) •D ,n � - bA � E an v v �� o c � t a) � v O ¢, a, on E o c o o aEi ." v .° o v 0 a) u O o u o ao� c 3 a) a o c `° m bA U CL by o n o '�o .O •U •� O u c E En U0.0 d O c O p a) _0 9 O� _� � O •� U c V1 ++ +' i U E tea) a) a) •~ Qr •U ani CL a) L c a) O > c O O n 4 c °n o v o v > E v 'v cL o L E W bo o m o 0 r • • n • - Ir+ � CU •O cu a L. �, ca 4-1 ca cc o V O "41) CD 4 N cn (X3 =3 N a--j o • �' N CIO •CAA 4-� LO �✓ W �� O O O C6 CO can =3 •— • • O �� •� .= m •C6 O %= V a--+ O O X • �, E � cu � -� � j cu - cri O •— ca O O O cc a� aD cc cu.� •� E Vcu •— %! E cuX cu x E cc V O O Z O a c � 4-a bA cn O N N •� C6 oN O O O 4-J �� •cn a--J O tv0 !C= V � O (3.)ro t� E ca a.� ca cc o -C3 E a--j a--j E C- O v > • 4-j o -C3 O CX3 _� � o , V o txo rn • - O O •a=' ZZ ca a--+ L . � 3: can E CAA di M- W_ .� O ._ O O - a--+ — 3 a--' cn a--j C'6 Q 4--JO - � � c�ii ca C- C— 0 •� O0 ca O > V i ca ca `~ - Q O _V a--j c V •� � O f-A E . C3 U a a., z z CA O E •- O V cn � .� O O � O a-- . a--� V a� O oC 1 a, E V O O • - V a--J O V O a--' � �o � o � c O O p LU Q z z • - O a- a ru O O O C:3 a--� ca cn CO t./'� ca O `_ }' U O 0 T O • V a--� +, ru U O CU aj ---' � V C- CU O � co ca U i c6 co E z aJ C� -- L- cO. T a--� CO � O O O -,c3 o = CO buo CIC3 E 'a (1) o �_ � co z z z CO p O k-0 a--' 00 - W 1 � 1 OCD a--j M O O cry •— 1 4=00 ca V) CX3 O a�om M o o M � CO N p cCO N - cn M • — o V ^ p M CID CO r--1 Q .— oo c� Q0 •N o C— R:zl- cm ri � CO c,n j N M . — M Q rvolo N N O N M LO W 4-j CDL C 4-j 4-j ^ , O • p V 'Ln ca O • .� =3 :>- X a--j uw O O V •- O Co V O 5 (.n rn . • ca cn 1 4--J �O a--J • • a--j U • � i � to •� =3 •— cr a--J • W � DC a� E -CD a� .� O - .— Q 'C i c6 0 ca CLJ = 4- .Y N LO Wk- LO r W � O . r V _ � W O � O O - O r •� Z) L V U LPL w a a., C13 = 4- �+ CU O Ca N CD E m ECU CU cu Lu O .CU aj � V a-=+ U a--+ O .v O > Z cu • • pu O cu umm 'N ago O co cu a—+ � a--+ m V w O O p O a� ca `� O = � O 4- j O m . . ca > C3 > p - V Q l � ca cn cn cu O N O % Lu bn c � = 4- c L z z . _s..• 4 X i S I I c1r) LO ca I ro • o ro • • • r • CLJ 4-j tom/') � 41) N N O • O LO (� a--j L.n cu UD • .- .> • cr a E 4-1 'a a -C3 � O aD a, o L.n � V • L a--j L cn a--j 00 i cu U) 4 a--j . � .— 7 • �j c6 cu t� 1 �� L cc � cn cn _ � O cr a--' cu• c6 V V V aj cc •cn -�-j � `n Ln 0 CAA O V •— O •— aj .— ca � cis a--+ a--+ U L •— a--j 7 - o .— oc Q o z a CLJ C13 = = 4- cu L w ' N N _- LO lb 1 O� I � L O 4-j �--� (n � L � O i (/) a--j O C6 4--, =3 — i _� (-a m = a •� E Q .� O >. L.L L.L f-A U f-A L a c CX3 4-j N O 4-j N O M LO O • • cCX3 O G Ln O Q) Q) V V E cu Ln c O -C3 a--' cnE V O Ln -N�- O cu O c6 • LnV c cq CD -(/7- 4-jV c a--+ cV cn ca O -Lf)- .0 ca • Co 0 E (u L O t� ctn Cu O - E m a--j 4-j cc o �• •— • cc 4-1 ) .0 O •> � Q ca V J a CLJ C13 = � 4- N N O N M LO W C� 4-j C�- .� O a--+ a--+ a--+ •� ca • =3 = 1 O cn CX3 - U cn •— 3 cn O O O .0 c6 cn c� Ei� = =3 O C-3 O X `~ - O t� a--+ a--+ a--+ ) C6 C6 C6 �, a CLJ C13 � c L P N N O N u co LO O _ U i N a--+ i ('a Q a--' N O ca cc E 5-- cc 0 E i V a N N O E rn V cc cc Q r' C O U U a a., C13 = = 4- DRAFT Minutes of the Regular and Housing Authority Meeting of the City Council City of Santa Ana, California q\ ?w• April 05, 2022 SPECIAL CLOSED SESSION MEETING - 5:00 pm CLOSED SESSION MEETING - 5:00 pm REGULAR OPEN MEETING - 5:45 pm (Immediately following the Closed Session Meeting) CITY COUNCIL CHAMBER 22 Civic Center Plaza Santa Ana, CA 92701 SPECIAL CLOSED SESSION CALL TO ORDER ATTENDANCE Council Members Johnathan Ryan Hernandez Jessie Lopez Nelida Mendoza David Penaloza Thai Viet Phan Mayor Pro Tern Phil Bacerra Mayor Vicente Sarmiento City Manager Kristine Ridge City Attorney Sonia R. Carvalho Clerk of the Council Daisy Gomez MINUTES: Mayor Sarmiento called the Special Closed session meeting to order at 5.00 p.m. City Council 111 — 1 5/5/2022 ROLL CALL MINUTES: Clerk of the Council Daisy Gomez conducted roll call. All councilmembers were present. Mayor Pro Tem Bacerra joined the closed session meetings at 5.47 p.m. and Councilmember Mendoza joined at 5.49 p.m. PUBLIC COMMENTS — Members of the public may address the City Council on Special Closed Session items. MINUTES: No public comments on the Special Closed Session item. SPECIAL CLOSED SESSION ITEMS —The Brown Act permits legislative bodies to discuss certain matters without members of the public present. The City Council finds, based on advice from the City Attorney, that discussion in open session of the following matters will prejudice the position of the City in existing and anticipated litigation: 1. CONFERENCE WITH LEGAL COUNSEL -THREAT OR ANTICIPATED/POTENTIAL LITIGATION pursuant to paragraphs (2) or(3) of subdivision (d) of Section 54956.9 of the Government Code: One Case RECESS — City Council will recess to Regular Closed Session Meeting. City Council 211 — 2 5/3/2022 MINUTES: Mayor Sarmiento recessed the portion of the meeting to consider the closed session items at 5.01 p.m. RECONVENE Mayor Sarmiento adjourned closed session meetings at 6:11 p.m. and convened to the Regular Open Session. CLOSED SESSION CALL TO ORDER ATTENDANCE Council Members Johnathan Ryan Hernande4 Jessie Lopez Nelida Mendoza David Penaloza Thai Viet Phan Mayor Pro Tern Phil Bacerra Mayor Vicente Sarmiento City Manager Kristine Ridge City Attorney Sonia R. Carvalho Clerk of the Council Daisy Gomez MINUTES: Mayor Sarmiento called the Closed Session meeting to order at 5.00 p.m. ROLL CALL MINUTES: Clerk of the Council Daisy Gomez conducted roll call. All councilmembers were present. Mayor Pro Tem Bacerra joined the closed session meetings at 5.17 p.m. and Councilmember Mendoza joined at 5.49 p.m. Councilmember Phan recused herself from Closed Session items 2 and 3 due to a conflict of interest. PUBLIC COMMENTS — Members of the public may address the City Council on Closed Session items. MINUTES: No public comments on Closed Session items. CLOSED SESSION ITEMS —The Brown Act permits legislative bodies to discuss certain matters without members of the public present. The City Council finds, based on advice from the City Attorney, that discussion in open session of the following matters will prejudice the position of the City in existing and anticipated litigation: City Council 311 — 3 5/3/2022 1. CONFERENCE WITH LABOR NEGOTIATOR pursuant to Government Code Section 54957.6(a): Agency Negotiators: Human Resources Executive Director, Jason Motsick Employee Organizations: • Santa Ana Police Officers Association (POA) • Service Employees' International Union (SEIU) Full-Time Employees • Service Employees' International Union (SEIU) Part-Time Non-Civil Service Employees 2. CONFERENCE WITH LEGAL COUNSEL - EXISTING LITIGATION pursuant to Paragraph (1) of subdivision (d) of Section 54956.9 of the Government Code: A. City of Santa Ana v. Dyer 18 LLC, Orange County Superior Court, Case No. 30- 2022-01248172-C U-MC-CJ C B. City of Santa Ana v. Dyer 18 LLC, United States District Court (Central District of California), Case No. 8:22-cv-00433-DOC-JDE 3. CONFERENCE WITH REAL PROPERTY NEGOTIATOR pursuant to Government Code Section 54956.8: Address of Property: APN #430-021-02; 1815 Carnegie Avenue, Santa Ana CA 92705. Negotiator: City Manager Kristine Ridge Negotiating with: Dyer 18 LLC Terms: Price and terms related to the possible acquisition of property. CLOSED SESSION REPORT—The City Attorney will report on any action(s) to be taken at the Regular Open Session which will begin immediately following the Closed Session. RECESS — City Council will recess to Closed Session for the purpose of conducting regular City business. MINUTES: Mayor Sarmiento recessed the portion of the meeting to consider the closed session items at 5:01 p.m. RECONVENE — City Council will reconvene to continue regular City business. MINUTES: Mayor Sarmiento adjourned closed session meetings at 6:11 p.m. and convened to the Regular Open Session. City Council 411 — 4 5/3/2022 CITY COUNCIL REGULAR OPEN SESSION CALL TO ORDER MINUTES: Mayor Sarmiento called the Regular Open Session meeting to order at 6.16 p.m. ROLL CALL MINUTES: Clerk of the Council conducted roll call. All councilmembers were present. PLEDGE OF ALLEGIANCE Mayor Sarmiento MINUTES: Mayor Pro Tem Bacerra led the pledge of allegiance WORDS OF INSPIRATION Pastor Tommy Cota CEREMONIAL PRESENTATIONS 1. Proclamation presented by Mayor Sarmiento declaring April as DMV/Donate Life Month. MINUTES: Item 3 taken out of order and considered after item 1, followed by item 2. 2. Proclamation presented by Councilmember Hernandez to Latino Health Access declaring April as National Child Abuse Prevention Month. MINUTES: Item 2 taken out of order and considered after item 3, followed by item 4. 3. Certificate of Recognition presented by Councilmember Lopez to Marytza K. Rubio for her Outstanding Contributions to Literary Arts and to the Artist Community. MINUTES: Item 3 taken out of order and considered after item 1, followed by item 2. 4. Certificate of Recognition presented by Councilmember Mendoza to Fred Flores for his Outstanding Contributions to the Community. MINUTES: Certificate of Recognition presented to Fred Flores and Andre Roberson. City Council 91 — 5 5/3/2022 5. Proclamation presented by Councilmember Penaloza and Councilmember Phan declaring April as Sexual Assault Awareness Month. STAFF PRESENTATIONS 6. Homelessness Update MINUTES: City Manager Kristine Ridge provided a brief presentation. Council discussion ensued and comments provided to staff. Councilmember Lopez requested a copy of all invoices paid of all services regarding Carnegie Centre and cost amendments regarding the shelter. Requested to meet with Homelessness Services Manager, requested the original project budget documents. Councilmember Penaloza requested information from staff in regards to new state funding for individuals regarding court order care for individuals with mental health and addiction issues. CLOSED SESSION REPORT—The City Attorney will report on any action(s) from Closed Session. MINUTES: City Attorney Sonia Carvalho stated there was no reportable action. PUBLIC COMMENT — Public comments will be held during the beginning of the meeting for ALL comments on agenda and non-agenda items, with the exception of public hearings. Comments for public hearings will take place after the hearing is opened. MINUTES: Ivana Unger spoke on closed session item 3. Communications Director of Chispa Hector Bustos spoke on item 38 and urged council to support the ad hoc committees recommended and prepare ordinance police oversight board. Delilah Snell spoke on the Orange County Transit Authority (OCTA) Street Car project. Expressed concern on a past event that took place on Third and Bush and requested no future event permits to take place while OCTA construction is taking place. Invited council to attend a town hall meeting involving all the downtown merchants on Friday, April 8, 2022. Laura Mown with Santiago Springs Homeowners Association spoke and expressed concern with a reduction on the graffiti budget. Provided suggestions on ways to reduce graffiti. Expressed concern with the types of retail businesses on south Bristol Street. Requested that council and staff be mindful of where certain types of business are established. City Council 611 — 6 5/3/2022 Amy Kavanaugh Mason, Managing Director of Peoples, part of Unrivaled Brands spoke on a non-agenda item as the Vice President of Orange County Advocacy Alliance, a cannabis advocacy group, shared their mission statement to council and informed them that their businesses are being impacted as the business climate is changing. Kelly Kruus-Lee spoke on item 38 and urged council to pass ordinance. Expressed concern with Orange County Transit Authority (OCTA) Street Car project affecting businesses and residents. Requested council to urge OCTA to speed up timeline and increase the cleanliness of the project. Victor Mendez spoke on item 36, thanked council for choosing a map, and spoke on the redistricting process. Expressed concern that explicit authority for fiscal oversight is missing from item 38, disagreed with the exclusion of having retired officers on the committee, and is in favor of having the best people serve. Lastly, spoke on subpoena power. Carla Reyna, Community Engagement Manager with Unite Us, spoke on connecting the city with their services and explained platform to council. Clerk of the Council, Daisy Gomez, reported out on correspondence received. Jennifer Rojas, Policy Advocate and Organizer of Orange County with American Civil Liberties Union (ACLU) and spoke on item 38. Biff Baker volunteer with Orange County Congregation Community Organization (OCCCO) spoke in support of item 36 and thanked councilmembers and Mayor Sarmiento for their work in structuring the process in redistricting Santa Ana. Maria Estella Valencia community volunteer with OCCCO spoke in support of item 36 and thanked city staff, mayor and councilmembers for having a robust engagement. Gerson and Angelica Nunez with OCCCO spoke in support of item 36 and thanked city staff, mayor and councilmembers for listening to their concerns and interests as it pertains to map N2. Dale Helvig spoke on item 36 and on the process of keeping neighborhoods intact. Thanked Lisa Rudloff and her team for the Lincoln Street entrance to Santiago Park. Noted that it was interesting that various cities provided input on the Housing Opportunity Ordinance (HOO). Lastly, expressed concern of potential residential project at 2525 Main. Irene Bautista community volunteer with OCCCO spoke in support of item 36 and thanked city staff, mayor and councilmembers for listening to their concerns and interests as it pertains to map N2. Roberto with Resilience Orange County spoke in support of item 38. Spoke on Santa Anita Turf expansion project and expressed support to keep the handball courts. Craiq Durfev, Founder of Parents for the Riqhts of Developmentally City Council 711 — 7 5/3/2022 Disabled Children, spoke in support of reduction of technology to support and advocate for the mental health of children. Jesus Santana a community organizer supporting the Sullivan community, spoke in support of item 36. Thanked staff, mayor, city council, Santa Ana Redistricting Coalition, and residents who provided comments. Cesar Medina with Sullivan En Accion thanked Mayor Sarmiento, coup ' Members and those that worked on the maps. After public comments, item 36 was taken out of order and hea I CONSENT CALENDAR RECOMMENDED ACTION: Approve staff recommendations on the following Consent Calendar Items: 7 through 34. 7. Excused Absences Department(s): Clerk of the Council Office Recommended Action: Excuse the absent members. 8. Minutes from the Regular Meeting of March 1, 2022 Department(s): Clerk of the Council Office Recommended Action: Approve minutes. 9. Minutes from the Special Meeting of March 7, 2022 Department(s): Clerk of the Council Office Recommended Action: Approve minutes. 10. Minutes from the Special Meeting of March 11, 2022 Department(s): Clerk of the Council Office Recommended Action: Approve minutes. 11. Minutes from the Regular Meeting of March 15, 2022 Department(s): Clerk of the Council Office Recommended Action: Approve minutes. 12. Adopt Ordinance No. NS-XXXX-AN ORDINANCE OF THE CITY COUNCIL OF THE City Council 811 — 8 5/3/2022 CITY OF SANTA ANA REPEALING AND REENACTING IN ITS ENTIRETY ARTICLE VI OF CHAPTER 39 OF THE SANTA ANA MUNICIPAL CODE RELATING TO WATER CONSERVATION First reading at the March 15, 2022 City Council meeting and approved by a vote of 6-0-1 (Councilmember Hernandez absent). Published in the Orange County Reporter on March 25, 2022. Department(s): Public Works Agency Recommended Action: Place ordinance on second reading and adopt. MINUTES: This consent Item - Ordinance No. NS-3016 was approved. 13. Adopt Ordinance No. NS-XXXX-AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA ANA REPEALING AND REENACTING IN ITS ENTIRETY ARTICLE II OF CHAPTER 16 OF THE SANTA ANA MUNICIPAL CODE RELATING TO SOLID WASTE COLLECTION REGULATIONS First reading at the March 15, 2022 City Council meeting and approved by a vote of 7-0. Published in the Orange County Reporter on March 25, 2022. Department(s): Public Works Agency Recommended Action: Place ordinance on second reading and adopt. MINUTES: This consent Item - Ordinance No. NS-3017 was approved. 14. Approve an Appropriation Adjustment and Award a Construction Contract to Lightning Fence Company, Inc. in the Amount of$669,348 for the Stormwater Channel Fencing Upgrades Phase II FY 2021-22 Project with an Estimated Construction Delivery Cost of$849,348 and a total Project Delivery Cost of$950,000 (Project No. 22-1390) (Non-General Fund) (Revive Santa Ana Program) Department(s): Public Works Agency Recommended Action: 1. Approve an adjustment to the Revive Santa Ana spending plan in the amount of$200,000 and approve an appropriation adjustment, moving funding from Reserve for Revenue Loss Allocation to the Stormwater Channel Fencing Upgrades Phase II Project. (Requires five affirmative votes) 2. Approve an amendment to the Fiscal Year 2021-22 Capital Improvement Program to include $950,000 of funding in American Rescue Plan Funds for the Stormwater Channel Fencing Upgrades Phase II Project. 3. Award a construction contract to Lightning Fence Company, Inc., the lowest responsible bidder, in accordance with the base bid in the amount of$669,348, for construction of the Stormwater Channel Fencing Upgrades Phase II FY 2021-22 Project, for the term beginning April 5, 2022 and ending upon project completion, and City Council 911 — 9 5/3/2022 authorize the City Manager to execute the contract subject to non-substantive changes approved by the City Manager and the City Attorney. 4. Approve the Project Cost Analysis for a total estimated project delivery cost of $950,000, which includes $669,348 for the construction contract, $55,000 for contract administration, inspection and testing, $125,000 project contingency for unanticipated or unforeseen work, and $100,652 for Design Engineering. MINUTES: Councilmember Phan thanked staff for their hard work on Item 14 and is looking forward to the results and upgrades to the fence. 15. Approve Appropriation Adjustment and Award a Construction Contract to Marina Landscape Inc. in the Amount of$469,000 for the Cabrillo Park Irrigation Renovation Project with an Estimated Project Delivery Cost of$587,000 (Project No. 21-2727) (Non-General Fund) Department(s): Public Works Agency, Parks, Recreation, and Community Services Recommended Action: 1. Approve an appropriation adjustment recognizing revenue received in Fiscal Year 21-22 in the amount of$319,143 in the Residential Development District 2, District Park Acquisition & Development Fees revenue account and appropriating the same amount into the Residential Development District 2, Improvements Other Than Building expenditure account for FY 2021-22 capital operating expenses. (Requires five affirmative votes) 2. Award a construction contract to Marina Landscape Inc, the lowest responsible bidder, in accordance with the base bid in the amount of$469,000, for construction of the Cabrillo Park Irrigation Renovation, for the term beginning April 5, 2022 and ending upon project completion, and authorize the City Manager to execute the contract subject to non-substantive changes approved by the City Manager and the City Attorney. 3. Approve the Project Cost Analysis for a total estimated construction delivery cost of $587,000 which includes $469,000 for the construction contract, $71,000 for contract administration, inspection and testing, and a $47,000 project contingency for unanticipated or unforeseen work. 4. Approve an amendment to the Fiscal Year 2021-22 Capital Improvement Program for$319,143 in construction funds for the Cabrillo Park Irrigation Renovation Project. 16. Approve Appropriation Adjustments, Budget Reallocation, and Award a Construction Contract to SRK Engineering, Inc. in the Amount of$3,024,538 for the Industrial Streets (Phase 1) Water and Sewer Improvements Project, with an Estimated Project Delivery Cost of$4,050,000.00 (Project Nos. 21-6452 & 21-6456) (Non-General Fund) Department(s): Public Works Agency Recommended Action: 1. Approve an appropriation adjustment to recognize and City Council M — 10 5/3/2022 utilize remaining bond proceeds from water bonds up to $110,000 of prior-year fund balance from Water Utility Water Division Capital, Prior Year Carry Forward, and appropriate the same amount to the Acquisition & Construction, Water Bond Capital Projects, Water Capital Project expenditure account. (Requires five affirmative votes) 2. Approve an appropriation adjustment to recognize $840,000 of prior-year fund balance in the Water Fund, Public Works Water Revenue, Prior Year Carryforward revenue account, and appropriate the same amount to the Acquisition & Construction, Water Utility Capital Projects, Water Capital Project expenditure account. (Requires five affirmative votes) 3. Approve an appropriation adjustment to recognize $175,000 of prior-year fund balance in the Sanitary Sewer Fund, Capital Recovery Charges, Prior Year Carry Forward revenue account, and appropriate the same amount to the Sanitary Sewer Fund, Capital Recovery Charges, Improvements Other Than Building expenditure account. (Requires five affirmative votes) 4. Approve an appropriation adjustment to recognize and transfer$1,200,000 from the Special Gas Tax Interfund Transfer account to the Select Street Construction Interfund Transfer account and appropriate the same amount into the Select Street Construction Fund, Improvements Other Than Building expenditure account. (Requires five affirmative votes) 5. Award a construction contract to SRK Engineering, Inc., the lowest responsible bidder, in accordance with the base bid in the amount of$3,024,538 for construction of the Industrial Streets (Phase 1) Water and Sewer Improvements Project, for the term beginning April 5, 2022, and ending upon project completion, and authorize the City Manager to execute the contract subject to non-substantive changes approved by the City Manager and the City Attorney. 6. Approve the Project Cost Analysis for a total estimated construction delivery cost of $4,050,000, which includes $3,024,538 for the construction contract, $453,681 for contract administration, inspection and testing, $150,000 for water engineering, and a $421,781 project contingency for unanticipated or unforeseen work. 7. Approve an amendment to the Fiscal Year 2021-22 Capital Improvement Program to include $2,325,000 in construction funds for the Industrial Streets (Phase 1) Water and Sewer Improvements Project. 17. Award a Construction Contract to Diamond Construction & Design in the Amount of $738,611 for Construction of the Residential Street Repair Program FY 2021-22 Project - Richland Street from Flower Street to Van Ness Street, Highland Street from Broadway to Main Street, and Camile Street from Ross Street to Birch, with an Estimated Project Delivery Cost of$1,025,924 (Project No. 22-7533) (Non-General Fund) Department(s): Public Works Agency Recommended Action: 1. Approve an amendment to the Fiscal Year 2021-22 Capital Improvement Program adding the Residential Street Repair Program FY City Council fm — 11 5/3/2022 2021-22 Project with a budget of$1,025,924 in Community Development Block Grant (CDBG) funding. 2. Award a construction contract to Diamond Construction & Design, the lowest responsible bidder, in accordance with the base bid in the amount of$738,611, for construction of the Residential Street Repair Program FY 2021-22 Project - Richland Street from Flower Street to Van Ness Street, Highland Street from Broadway to Main Street, and Camile Street from Ross Street to Birch, for the term beginning April 5, 2022 and ending upon project completion; and authorize the City Manager to execute the contract subject to non-substantive changes approved by the City Manager and the City Attorney. 3. Approve the Project Cost Analysis for a total estimated construction delivery cost of $1 025,924, which includes $738,611 for the construction contract, $110,791 for contract administration, inspection and testing, and a $176,522 project contingency for unanticipated or unforeseen work. 18. Award a Construction Contract to Allinone Construction, Inc. in the Amount of $427,051.62 for the City Hall 3rd Floor Tenant Improvements FY 2021-22 Project with an Estimated Project Delivery Cost of$576,519.94 (Project No. 22-1401) (General Fund) Department(s): Public Works Agency, Finance and Management Services Recommended Action: 1. Award a construction contract to Allinone Construction, Inc., the lowest responsible bidder, in accordance with the base bid in the amount of $427,051.62, for construction of the City Hall 3rd Floor Tenant Improvements Project, for the term beginning May 2, 2022 and ending upon project completion, and authorize the City Manager to execute the contract subject to non-substantive changes approved by the City Manager and the City Attorney. 2. Approve the Project Cost Analysis for a total estimated construction delivery cost of $576,519.94, which includes $427,051.62 for the construction contract, $64,058.00 for contract administration, inspection and testing, and $85,410.32 of project contingency for unanticipated or unforeseen work. 3. Approve an amendment to the Fiscal Year 2021-22 Capital Improvement Program to include $576,519.94 in construction funds for City Hall 3rd Floor Tenant Improvements Project (Project No. 22-1401). 19. Amend Agreement with Engineering Solutions Services, Inc. for Grant Writing Services by an Additional $75,000 for the Remainder of the Agreement Term (Non- General Fund) Department(s): Public Works Agency Recommended Action: Authorize the City Manager to execute an amendment to the agreement with Engineering Solutions Services, Inc. for grant writing services, to increase the agreement amount by $75,000, for a total annual amount not to exceed City Council f2l — 12 5/5/2022 $182,500 for the remainder of the term, expiring August 15, 2022, subject to non- substantive changes approved by the City Manager and City Attorney (Agreement No. 2022-XXX). MINUTES: This consent Item -Agreement No. 2022-041 was approved. 20. Authorize a Purchase Agreement in the Amount of$980,000 for Real Property Acquisition for Fairview Bridge Replacement and Street Improvements (Property Owners: Sergio De Leon and Laura De Leon) (Project No. 15-6827) (Non-General Fund) Department(s): Public Works Agency Recommended Action: Authorize the City Manager to execute a purchase agreement with property owners Sergio De Leon and Laura De Leon, for the property acquisition and goodwill (if any) for the real property located at 2507-2509 W. 9th Street (APN 405-213-14) in the amount of$980,000, subject to non-substantive changes approved by the City Manager and City Attorney (Agreement No. 2022- XXX). MINUTES: Council discussion ensued and direction provided to staff. Councilmember Hernandez requested more community outreach. Councilmember Lopez requested staff to reconsider the design and review other means to avoid destruction on housing. Executive Director of Public Works Agency Nabil Saba addressed council regarding how many homes would be removed and confirmed that community outreach was done on the project. This consent Item -Agreement No. 2022-042 was approved. Moved by Councilmember Phan, seconded by Councilmember Mendoza to approve recommended action. YES: 4— Mendoza, Penaloza, Phan, Bacerra NO: 3— Hernandez, — Lopez, — Sarmiento ABSTAIN: 0 ABSENT: 0 Status: 4 -3 - 0- 0 — Pass Moved by Councilmember Hernandez, seconded by Mayor Sarmiento to approve substitute motion to continue the item and present it at a future meeting after additional outreach is done. City Council f0l — 13 5/3/2022 YES: 3— Hernandez, Lopez, Sarmiento NO: 4 — Mendoza, — Penaloza, — Phan, — Bacerra ABSTAIN: 0 ABSENT: 0 Status: 3 -4 - 0- 0 — Fail 21. Approve an Agreement with Straightline Communications, LLC for Marketing and Graphic Art Services in an Amount Not to Exceed $600,000, for a Five-Year Term (Non-General Fund) Department(s): Public Works Agency Recommended Action: Authorize the City Manager to execute an Agreement with Straightline Communications, LLC, to provide as-needed assistance with development of outreach campaigns and collateral materials for performing community outreach and engagement leading to the effective delivery of projects and programs in an amount not to exceed $600,000 for a three-year term beginning April 5, 2022, and expiring April 4, 2025, with a City option of one two-year extension, subject to non-substantive changes approved by the City Manager and City Attorney (Agreement No. 2022-XXX). MINUTES: This consent Item -Agreement No. 2022-043 was approved. 22. Approve First Amendment to Agreement with Invengo America Corporation Doing Business as Fe Technologies to Add Additional Equipment, Maintenance Support, and Contingency Fund Related to the Library's Radio Frequency Identification (RFID) Project (General Fund) Department(s): Library Recommended Action: Authorize the City Manager to execute an amendment to the agreement with Invengo America Corporation doing business as FE Technologies to increase the total compensation from $82,284.94 to $101,401.34 to provide two live scanning wands, seven circulation assistant pads, RFID tags, second-year maintenance support, and a contingency fund, subject to non-substantive changes approved by the City Manager and City Attorney (Agreement No. 2022-XXX). MINUTES: This consent Item -Agreement No. 2022-044 was approved. 23. Agreement with CM Amusements for Amusement Ride Services at City Events for an Amount Payable to the City of 25 Percent of Gross Revenue Ticket Sales for the Period of April 1, 2022 to March 31, 2025 with Funds to be Deposited in the General Fund Department(s): Parks, Recreation, and Community Services City Council V — 14 5/3/2022 Recommended Action: Authorize the City Manager to execute an agreement with CM Amusements for amusement ride services at City events for an amount payable to the City of 25 percent of gross revenue ticket sales for the period of April 1, 2022 to March 31, 2025 with funds to be deposited in the General Fund, subject to non- substantive changes approved by the City Manager and City Attorney (Agreement No. 2022-XXX). MINUTES: This consent Item -Agreement No. 2022-045 was approved. 24. Agreements with Stage Plus, Inc. and GigRosters Professional Entertainment for Entertainment Performer Services at City Events for an Annual Aggregate Amount not to Exceed $100,000 for the Period April 1, 2022 to March 31, 2025, for a Total Aggregate Agreement Amount of$300,000 (General Fund) Department(s): Parks, Recreation, and Community Services Recommended Action: Authorize the City Manager to execute agreements with Stage Plus, Inc. and GigRosters Professional Entertainment for entertainment performer services at City events for an annual shared aggregate amount not to exceed $100,000 for the period April 1, 2022 to March 31, 2025, for a total shared aggregate agreement amount of$300,000, subject to non-substantive changes approved by the City Manager and City Attorney (Agreement No. 2022-XXX). Moved by Councilmember Hernandez, seconded by Councilmember Mendoza to approve. YES: 7 — Lopez, Hernandez, Mendoza, Penaloza, Phan, Bacerra, Sarmiento NO: 0 ABSTAIN: 0 ABSENT: 0 Status: 7 —0 - 0- 0 — Pass MINUTES: Council discussion ensued and input provided to staff. Councilmember Hernandez requested clarification on key events. This consent Item - Core Agreement No. 2022-046 was approved. 25. Agreement with Patrol Solutions for Security Services at City Events for an Annual Amount not to Exceed $150,000 for the Period April 1, 2022 to March 31, 2025, for a Total Agreement Amount of$450,000 (General Fund) Department(s): Parks, Recreation, and Community Services Recommended Action: Authorize the City Manager to execute an agreement with City Council f5l — 15 5/3/2022 Patrol Solutions, LLC for security services at City events for an annual amount not to exceed $150,000 for the period April 1, 2022 to March 31, 2025, for a total agreement amount of$450,000, subject to non-substantive changes approved by the City Manager and City Attorney (Agreement No. 2022-XXX). MINUTES: This consent Item -Agreement No. 2022-047 was approved. 26. Agreement with Stage Plus, Inc. for Stage Rental Service at City Events for an Annual Amount not to Exceed $158,000 for the Period April 1, 2022 to March 31, 2025, for a Total Agreement Amount of$474,000 (General Fund) Department(s): Parks, Recreation, and Community Services Recommended Action: Authorize the City Manager to execute an agreement with Stage Plus, Inc. for stage rental service at City events for an annual amount not to exceed $158,000 for the period April 1, 2022 to March 31, 2025, for a total agreement amount of$474,000, subject to non-substantive changes approved by the City Manager and City Attorney (Agreement No. 2022-XXX). MINUTES: This consent Item -Agreement No. 2022-048 was approved. 27. Agreement with California Barricade Rentals, Inc. for Traffic Control Equipment and Services at City Events for an Annual Amount Not to exceed $50,000 for the Period April 1, 2022 to March 31, 2025, for a Total Agreement Amount of$150,000 (General Fund) Department(s): Parks, Recreation, and Community Services Recommended Action: Authorize the City Manager to execute an Agreement with California Barricade Rentals, Inc. for traffic control equipment and services at City events for an annual amount not to exceed $50,000 for the period of April 1, 2022 to March 31, 2025, for a total agreement amount of$150,000, subject to non-substantive changes approved by the City Manager and City Attorney (Agreement No. 2022- XXX). MINUTES: This consent Item -Agreement No. 2022-049 was approved. 28. Agreement with Al Party Rental for Event Equipment Rental Services at City Events for an Annual Amount not to exceed $86,000 for the Period April 1, 2022 to March 31, 2025, for a Total Agreement Amount of$258,000 (General Fund) Department(s): Parks, Recreation, and Community Services Recommended Action: Authorize the City Manager to execute an agreement with Al Party Rental for event equipment rental services at City events for an annual City Council 'f0l — 16 5/3/2022 amount not to exceed $86,000 for the period April 1, 2022 to March 31, 2025, for a total agreement amount of$258,000, subject to non-substantive changes approved by the City Manager and City Attorney (Agreement No. 2022-XXX). MINUTES: This consent Item -Agreement No. 2022-050 was approved. 29. Resolution Approving the City of Santa Ana Partnership Policy; Resolution Approving the City of Santa Ana Sponsorship Policy Department(s): Parks, Recreation, and Community Services Recommended Action: 1. Resolution No. 2022-XXX—Adopt a resolution approving the City of Santa Ana Partnership Policy to establish guidelines and procedures governing how partnerships between the City and external entities transpire in an effort to expand or enhance programs and se,Jces the City delivers to Santa Ana residents and visitors. 2. Resolution No. 2022-XXX—Adopt a resolution approving the City of Santa Ana Sponsorship Policy to provide an effective framework for considering potential sponsorships that will enhance the programs, events, and projects provided by the City to Santa Ana residents and visitors. MINUTES: Council discussion ensued and direction provided to staff to incorporate a group and/or partner for a specific event. This consent Item - Resolution Nos. 2022-023 and 2022-024 Moved by Mayor Sarmiento, seconded by Councilmember Penaloza to approve recommended action and include additional language to allow flexibility for the City Manager to work with sponsors/partners to incorporate them on an event (fiscal/non-fiscal). YES: 7 — Hernandez, Lopez, Mendoza, Penaloza, Phan, Bacerra, Sarmiento NO: 0 ABSTAIN: 0 ABSENT: 0 Status: 7 —0 - 0- 0 — Pass 30. Approve Amended and Restated Resolution to Update the Required Language from CalPERS Delegating Authority to the City Manager for Disability Retirement Determinations and Applications and Recognizing an Appeal Process Department(s): Human Resources Recommended Action: Resolution No. 2022-XXX—Adopt a resolution for an amendment to and restatement of Resolution No. 92-061 delegating authority to the City Council Wl — 17 5/3/2022 City Manager to perform the necessary actions to effectuate the full Disability and Industrial Disability Retirement process for Miscellaneous and Local Safety Members. MINUTES: This consent Item - Resolution No. 2022-025 was approved. 31. Use of Teleconferencing for Meetings of City Council and All Boards, Committees, and Commissions Pursuant to the Provisions of Assembly Bill 361 Department(s): Clerk of the Council Office Recommended Action: Resolution No. 2022-XXX—Adopt a resolution to consider continuing the use of teleconferencing for City Council, board, committee, and commission meetings pursuant to the provisions of Assembly Bill 361 for the next 30 days. MINUTES: This consent Item - Resolution No. 2022-026 was approved. 32. Approve a Fourth Amendment to Illumination Foundation Agreement to Operate a Temporary Shelter at the Fullerton Recuperative Care Center for up to Four Additional Months (Non-General Fund) Department(s): Community Development Agency Recommended Action: 1. Authorize the City Manager to execute a fourth amendment to the agreement with Illumination Foundation to extend the term to operate a temporary shelter at the Fullerton Recuperative Care Center for up to an additional four months through June 30, 2022, at the rate of not to exceed $1,100,000 based upon costs and documentation, and a total aggregate amount not to exceed $3,278,000, subject to non-substantive changes approved by the City Manager and City Attorney (Agreement No. 2022-XXX). 2. Authorize the City Manager to execute a fourth amendment to the ESG-CV funding agreement with Illumination Foundation to pay a not-to-exceed amount of$1,100,000 based upon costs and documentation, and a total aggregate amount not to exceed $3,278,000, to extend the operation of the shelter at the Fullerton Recuperative Care Center, subject to non-substantive changes approved by the City Manager and City Attorney (Agreement No. 2022-XXX). MINUTES: Councilmember Phan recused herself from item 32. Councilmember Lopez requested to consider item 32 and item 33 together. Council discussion ensued and provided direction to staff. This consent Item -Agreement Nos. 2022-051 and 2022-052 were approved. Moved by Councilmember Lopez, seconded by Councilmember Mendoza to approve item 32 and 33. City Council 19 — 18 5/3/2022 YES: 6— Bacerra, Hernandez, Lopez, Mendoza, Penaloza, Sarmiento NO: 0 ABSTAIN: 1 — Phan ABSENT: 0 Status: 6 -0 — 1 — 0 — Pass 33. Approve a Second Amendment to Families Forward Agreement to Extend the Operation of a Family Motel Program (Non-General Fund) Department(s): Community Development Agency Recommended Action: Authorize the City Manager to execute a second amendment to the agreement with Families Forward for the operation of a temporary family motel program, extending the term for one additional month through June 30, 2022 and adding $80,000, for a total aggregate amount not to exceed $178,500 subject to non-substantive changes approved by the City Manager and City Attorney (Agreement No. 2022-XXX). Moved by Councilmember Lopez, seconded by Councilmember Mendoza to approve item 32 and 33. YES: 6— Hernandez, Lopez, Mendoza, Penaloza, Bacerra, Sarmiento NO: 0 ABSTAIN: 0 ABSENT: 1 — Phan Status: 6 -0 - 0— 1 — Pass MINUTES: Councilmember Phan absent from item 33. Councilmember Lopez requested to consider item 32 and item 33 together. Council discussion ensued and provided direction to staff. This consent Item -Agreement No. 2022-053 was approved. 34. Approve a third amendment to Salvation Army agreement to extend the operation of a temporary shelter at the Hospitality House (Non-General Fund) Department(s): Community Development Agency Recommended Action: Authorize the City Manager to execute: 1. A third amendment to the agreement with Salvation Army for the operation of a temporary shelter at the Hospitality House, extending the term for up to four additional months in the amount of$400,000, for a total aggregate amount not to exceed $1,440,00, subject to non-substantive changes approved by the City Manager and City Attorney (Agreement No. 2022-XXX). City Council to — 19 5/3/2022 2. A third amendment to the ESG-CV funding agreement with Salvation Army to use $400,000 to operate the shelter at the Hospitality House, for a total aggregate amount not to exceed $1,440,000, subject to non-substantive changes approved by the City Manager and City Attorney (Agreement No. 2022-XXX). MINUTES: This consent Item -Agreement Nos. 2022-054 and 2022-055 was approved. Moved by Mayor Pro Tern Bacerra, seconded by Councilmember Penaloza to approve Consent Calendar items 7-34 with the exception of 20, 24, 29, 32, and 33. Councilmember Phan recused herself from item 32 and provided comment on item 14. YES: 7 — Hernandez, Lopez, Mendoza, Penaloza, Phan, Bacerra, Sarmiento NO: 0 ABSTAIN: 0 ABSENT: 0 Status: 7 —0 - 0- 0 — Pass **END OF CONSENT CALENDAR** I BUSINESS CALENDAR 35. Amend the Agreement with Graffiti Protective Coatings, Inc. for Graffiti Removal Services, Increasing the Annual Amount for Fiscal Year 2021-22 by $350,000, and by $700,000 Annually for the Remaining Term of the Agreement (General and Non- General Fund) Department(s): Public Works Agency Recommended Action: Authorize the City Manager to execute an amendment to the agreement with Graffiti Protective Coatings, Inc., for graffiti removal services, increasing the amount for Fiscal Year 2021-22 by $350,000, for a total amount not to exceed $1,710,000, and increasing the annual amount by $700,000, for a total amount not to exceed $2,060,000 for the remaining term of the agreement ending on October 31, 2023, with five, one-year renewal options exercisable by the City Manager, for a total agreement amount not to exceed $15,663,333, subject to non- substantive changes approved by the City Manager and City Attorney (Agreement No. 2022-XXX). Moved by Councilmember Hernandez, seconded by Mayor Pro Tern Bacerra to approve. City Council 201 — 20 5/3/2022 YES: 7 — Hernandez, Lopez, Mendoza, Penaloza, Phan, Bacerra, Sarmiento NO: 0 ABSTAIN: 0 ABSENT: 0 Status: 7 —0 - 0- 0 — Pass MINUTES: This business Item -Agreement No. 2022-056 was approved. 36. Introduce Ordinance for First Reading and Adopt a Resolution of City Council Ward Boundaries Map Department(s): Clerk of the Council Office Recommended Action: 1. Accept a report by the City's demographer to provide the metes and bounds description of each City Council ward. 2. Approve first reading of an ordinance establishing new ward boundary lines of the wards of the City of Santa Ana and repealing Ordinance No. NS-2958. 3. Resolution No. 2022-XXX—Adopt a resolution establishing new boundary lines of the wards of the City of Santa Ana. MINUTES:After public comments, item 36 was taken out of order and heard. Clerk of the Council Daisy Gomez introduced the item and provided brief comments. Council discussion ensued and input provided to staff. Councilmember Phan spoke in support of new map and thanked community for participating and colleagues' willingness to compromise. Councilmember Penaloza inquired about the use of ward versus district when describing community and ward numeration. Mayor Pro Tem Bacerra thanked those that have participated in the process to finalize map and inquired when the map becomes effective. City Attorney Sonia Carvalho recommended to leave the language of the ordinance and resolution due to compliance with Fair Maps Act. City Attorney noted that in the future council can pass a resolution with language that suggests for operational purposes these wards can be used. For voter purposes the new lines come into effect on 2022 and 2024. Paul Mitchell concurs with City Attorney. Based on the Fair Map Act the maps cannot be effective until the 2022 or 2024 election. Councilmember Hernandez and Councilmember Lopez not in support of changing City Council 2M — 21 5/3/2022 the current numbers of the wards/districts. Direction provided to staff to return with a resolution or policy to how best to address operational procedures. This business Item - Resolution No. 2022-022 was approved. Moved by Councilmember Phan, seconded by Councilmember Penaloza to approve. YES: 7 — Hernandez, Lopez, Mendoza, Penaloza, Phan, Bacerra, Sarmiento NO: 0 ABSTAIN: 0 ABSENT: 0 Status: 7 —0 - 0- 0 — Pass 37. Charter Review Ad Hoc Committee Informational Report Department(s): City Manager Office Recommended Action: Accept informational report and provide direction to staff. MINUTES: Management Assistant Daniel Soto provided a brief presentation. Council discussion ensued. Clerk of the Council Daisy Gomez addr(- -�d council regarding deadlines and costs. City Attorney Sonia Carvalho noted she will circulate research regarding mayoral term to the ad hoc committee. Council accepted informanal report and provided direction to staff. 38. Police Oversight Ad Hoc Committee Informational Report Department(s): City Manager Office Recommended Action: Accept informational report and provide direction to staff. MINUTES: Council discussion ensued. Management Assistant Daniel Soto provided a brief presentation. Council accepted informational report and provided input to city staff. Directed staff City Council 221 — 22 5/3/2022 to bring item back to a special meeting. **END OF BUSINESS CALENDAR" PUBLIC HEARINGS PUBLIC COMMENTS — Members of the public may address the City Council on each of the Public Hearing items. 39. Public Hearing —Adopt a Resolution Approving the Relocation Plan for Fairview Bridge Replacement and Street Improvements (9th Street to 16th Street) (Project No. 15-6827) (Non-General Fund) Legal Notice published in the Orange County Reporter on March 25, 2022. Department(s): Public Works Agency Recommended Action: Resolution No. 2022-XXX—Adopt a resolution approving the Draft Relocation Plan for Fairview Bridge Replacement and Street Improvements (9th Street to 16th Street). MINUTES: Mayor Sarmiento opened the public hearing at 10.27 p.m. Manny Escamillia spoke in support of project. Noted a point of clarification regarding the 2020 mitigated negative declaration of the project. Executive Director of Public Works Agency Nabil Saba provided a brief presentation. Council discussion ensued and input provided to staff nis business Item - Resolution No. 2022-027 was approved. Moved by Councilmember Phan, seconded by Mayor Sarmiento to approve. YES: 6— Hernandez, Councilmember, — Mendoza, Councilmember, — Penaloza, Councilmember, — Phan, Councilmember, — Bacerra, Mayor Pro Tem, — Sarmiento, Mayor NO: 1 — Lopez, Councilmember ABSTAIN: 0 ABSENT: 0 Status: 6 — 1 — 0- 0— Pass 40. Public Hearing — Reintroduction of Zoning Ordinance Amendment No. 2021-03 for First Adoption Reading -An Ordinance of the City Council of the City of Santa Ana City Council 2131 — 23 5/3/2022 Repealing and Reenacting in its Entirety Article XVIII.I. of Chapter 41 of the Santa Ana Municipal Code Regarding the Housing Opportunity Ordinance Legal Notice published in the Orange County Reporter on March 25, 2022. Department(s): Planning and Building Agency Recommended Action: Approve the first reading of an ordinance repealing and reenacting in its entirety Article XVI II.I. of Chapter 41 of the Santa Ana Municipal Code Regarding the Housing Opportunity Ordinance. MINUTES: Mayor Sarmiento opened the public hearing at 10:39 p.m. Adam Wood spoke in opposition to item 40. John Hanna with the Southwest Regional Council of Carpenters spoke in support of item 40. Victor Mendez echoed John Hanna's comments. Francisco Gomez spoke in support of local hire. Clerk of the Council, Daisy Gomez, reported out on correspondence received. Executive Director of Planning and Building Agency Minh Thai provided a brief presentation. Council discussion ensued and input provided to staff. Public Hearing was closed. After item 40 was heard, Mayor Sarmiento recessed the City Council meeting and convened to the Housing Authority meeting at 11.09 p.m. Moved by Councilmember Phan, seconded by Councilmember Hernandez to approve item 40. YES: 5— Hernandez, Councilmember, — Lopez, Councilmember, — Mendoza, Councilmember, — Phan, Councilmember, — Sarmiento, Mayor NO: 2 — Penaloza, Councilmember, — Bacerra, Mayor Pro Tem ABSTAIN: 0 ABSENT: 0 Status: 5 -2 — 0- 0— Pass Moved by Mayor Pro Tern Bacerra, seconded by Councilmember Penaloza to approve substitute motion to deny recommended action on item 40. City Council 2M — 24 5/3/2022 YES: 3— Mendoza, Councilmember, — Penaloza, Councilmember, — Bacerra, Mayor Pro Tem NO: 4— Hernandez, Councilmember, — Lopez, Councilmember, — Phan, Councilmember, — Sarmiento, Mayor ABSTAIN: 0 ABSENT: 0 Status: 3 -4 - 0- 0— Fail CITY MANAGER COMMENTS MINUTES: Chair Sarmiento adjourned the Housing Authority meeting and reconvened to the City Council meeting at 11.12 p.m. to consider City Manager and Councilmember comments. City Manager Kristine Ridge announced that there is a ribbon cutting ceremony with Parks and Recreation Department on April 9, 2022 at 10 am at El Salvador Park to celebrate new fitness courts and renovated basketball courts. COUNCIL COMMENTS AB1234 DISCLOSURE — If the City paid for travel or other expenses this is the time for members of the Council to provide a brief oral report on attendance of any regional board or commission meeting or any conference, meeting or event attended. 1 March 17-20, 2022 Councilmember Lopez—2022 Local Government Commission Policymakers Conference, Yosemite National Park, CA MINUTES: Councilmember Hernandez announced that he will be at El Salvador Park ribbon cutting and will be distributing 30 basketballs to those in attendance. Councilmember Lopez requested to adjourn in memory of Ed Power, a former Floral Park resident. Wished everyone a happy Ramadan to our Muslim community. Wished to acknowledge Library staff during National Library week. Provided a brief report of her attendance to the CivicWell conference on March 17 through March 21 and reported items learned. Councilmember Mendoza requested to adjourn in memory of individuals affected by the mass shooting in Sacramento on Sunday, April 3, 2022 and offer condolences on behalf of the city. Requested future agenda item to have a summary of a plan if there is a mass shooting in Santa Ana and how that event would be handled. Provided input on the various recognitions that were presented at today's council meeting. Councilmember Phan wished all a good night. City Council 261 — 25 5/3/2022 Councilmember Penaloza reminded residents of the Wilshire Neighborhood that it is hosting a dumpster day on April 9, 2022 and wished all a good night. Mayor Pro Tem Bacerra announced his monthly office hours at the George Upton all access park at Thornton Park at 10 am on April 9, 2022. Congratulated UFCW bargaining team on reaching a tentative agreement with Albertsons, Vons, Ralphs and Pavilions. Congratulated Floral Park neighborhood for being a finalist for Neighborhood of the year in a nationwide competitive with Neighborhood USA. Wished all a good night. Mayor Sarmiento echoed support of the employees of the grocery store workers and support for the Mayor of Sacramento and those affected by the mass shooting. ADJOURNMENT—Adjourn the City Council meeting and convene to the Housing Authority meeting. MINUTES: Mayor Sarmiento adjourned the City Council meeting at 11:25 p.m. City Council 201 — 26 5/5/2022 HOUSING AUTHORITY CALL TO ORDER ATTENDANCE Authority Members Johnathan Ryan Hernandez Jessie Lopez Nelida Mendoza David Penaloza Thai Viet Phan Vice Chair Phil Bacerra Chair Vicente Sarmiento City Manager Kristine Ridge City Attorney Sonia R. Carvalho Clerk of the Council Daisy Gomez MINUTES: Chair Sarmiento called the Housing Authority mooting at 11:09 p.m. ROLL CALL MINUTES: Clerk of the Council conducted roll call. All Authority Members were present. PUBLIC COMMENTS — Members of the public may address Housing Authority on items on the Housing Authority agenda. MINUTES: None. I CONSENT CALENDAR RECOMMENDED ACTION: Approve staff recommendations on the following Consent Calendar Item 1. 1. Excused Absences Department(s): Clerk of the Council Office Recommended Action: Excuse the absent members. MINUTES: None. All Authority Members were present. City Council 2T7l — 27 5/3/2022 **END OF CONSENT CALENDAR** I BUSINESS CALENDAR 2. Extension of Memorandum of Agreement for Inter-Jurisdictional Mobility with the Orange County Housing Authority, Anaheim Housing Authority, and Garden Grove Housing Authority Department(s): Community Development Agency Recommended Action: Authorize the Executive Director of the Housing Authority to execute an extension of the Memorandum of Agreement for Inter-Jurisdictional Mobility with the Orange County Housing Authority, Anaheim Housing Authority, and Garden Grove Housing Authority effective May 1, 2022 through April 30, 2027, subject to non- substantive changes approved by the Executive Director and the Housing Authority General Counsel. Moved by Councilmember Hernandez, seconded by Mayor Sarmiento to approve. YES: 6— Hernandez, Councilmember, — Lopez, Councilmember, — Mendoza, Councilmember, — Penaloza, Councilmember, — Bacerra, Mayor Pro Tem, — Sarmiento, Mayor NO: 0 ABSTAIN: 1 — Phan, Councilmember ABSENT: 0 Status: 6 -0 — 1 — 0— Pass MINUTES:Authority Member Phan recused herself from Housing Authority item 2, due to a conflict of interest. **END OF BUSINESS CALENDAR** PUBLIC HEARINGS PUBLIC COMMENTS — Members of the public may address the City Council on each of the Public Hearing items. 3. Public Hearing -Approve the Housing Authority Annual Plan Legal Notice was published in the Orange County Register and La Opinion on February 23, 2022 and in Nguoi Viet on February 24, 2022. Department(s): Community Development Agency City Council 2B1 — 28 5/3/2022 Recommended Action: 1. Conduct a public hearing in consideration of the approval and submission of the Housing Authority Annual Plan to the United States Department of Housing and Urban Development. 2. Resolution No. 2022-XXX—Adopt a resolution approving the Housing Authority Annual Plan and authorize the Executive Director of the Housing Authority to submit the Annual Plan to the United States Department of Housing and Urban Development. MINUTES: Chair Sarmiento opened the public hearing at 11:11 p.m. and seeing there were no speakers, closed the public hearing at 11.12 p.m. Moved by Councilmember Hernandez, seconded by Councilmember Penaloza to approve. YES: 7 — Hernandez, Councilmember, — Lopez, Councilmember, —Mendoza, Councilmember, — Penaloza, Councilmember, — Phan, Councilmember, — Bacerra, Mayor Pro Tem, — Sarmiento, Mayor NO: 0 ABSTAIN: 0 ABSENT: 0 Status: 7 —0 -0 - 0— Pass HOUSING AUTHORITY MEMBER COMMENTS ADJOURNMENT—Adjourn the Housing Authority meeting. MINUTES: Chair Sarmiento adjourned the Housing Authority meeting and reconvened to the City Council meeting at 11.12 p.m. to consider City Manager and Councilmember comments. City Council 291 — 29 5/3/2022 City Attorney Office www.santa-ana.org/departments/city-attorneys-office/ Item # 15 City of Santa Ana 20 Civic Center Plaza, Santa Ana, CA 92701 Staff Report May 3, 2022 TOPIC: Destruction of Obsolete City Records AGENDA TITLE: Approve Destruction of Obsolete City Records RECOMMENDED ACTION Approve the request for the destruction of obsolete records from the City Attorney's Office and Clerk of the Council's Office in accordance with the retention schedule outlined in City Council Resolution 2013-014. DISCUSSION On April 1, 2013, the City Council approved Resolution 2013-014 ("Resolution"). This Resolution provides to the multiple agencies, departments, and offices of the City, guidance on the retention of City records and how long the records need to be retained. To assist the City, the Citywide Records Team compiled the Citywide Records Retention Schedule ("Schedule") which sets forth the retention period for a particular record. The Schedule reflects the requirements of the Public Records Act, is modeled after the California Secretary of State's sample for local government, and incorporates other statutory periods applicable to Santa Ana. The Resolution attaches the Schedule, which is broken down into multiple sections covering the varied responsibilities and retention periods for a City department. These are minimum retention periods. Each department makes discretionary decisions on whether to retain records past the minimum retention period requirements. Section 5.13 of this Resolution and the City's Municipal Code requires that the City Attorney approve the destruction of a City record. Accordingly, the City Attorney and Clerk of the Council lists obsolete records proposed for destruction. A copy of the memorandum was reviewed by staff from the City Attorney's Office and approved by the City Attorney. The memorandums are attached as exhibits to this staff report. Destruction of these records will serve to benefit each office with a more efficient access to files and alleviate the City's current storage needs to maintain these obsolete records. City Council 15 — 1 5/3/2022 Destruction of Obsolete City Records May 3, 2022 Page 2 ENVIRONMENTAL IMPACT There is no environmental impact associated with this action. FISCAL IMPACT There is no fiscal impact associated with this item. EXHIBIT(S) 1. Request for Destruction of Records — City Attorney's Office 2. Request for Destruction of Records — Clerk of the Council's Office Submitted By: Daisy Gomez, Clerk of the Council Approved By: Kristine Ridge, City Manager City Council 15 — 2 5/3/2022 ,NO MEMORANDUM To: Sonia R. Carvalho City Attorney From: David Quintana Senior Paralegal Date: April 19, 2022 Re: REQUEST FOR DESTRUCTION OF RECORDS Staff members of the City Attorney's Office have reviewed and identified City records that may be scheduled for destruction in accordance with the attached retention schedule outline in City Council Resolution 2013-014. Staff is respectfully requesting your approval. Thank you. RECORDS DESTROYED: Number of Boxes: 47 APPROVED BY: �,� R- &-,L� Sonia R. Carvalho Date City Attorney Attachment City Council 15 — 3 5/3/2022 City of Santa Ana Records Retention Schedule CITY ATTORNEYS OFFICE Exhibit C RECORD CATEGORY RECORD SERIES RECORD DESCRIPTION RECORD RETENTION REMARKS CUSTODIAN START DATE PERIOD e o nru EDERAL COURT CASES By Case Case file for Federal Court Case Closing Date 5 years Procedures Sec. 337 RIMINAL CASES By Case Case file for Criminal Court Case Closing date 5 years UDGEMENTS& By Case Concluding Case documents Closing Date 10 years SETTLEMENTS VP RSONNELBOARD byAppellant Personnel Closing Date 5 years PEALS SUPERIOR COURT ASES By Case Case file for Superior Court Case Closing Date 5 years EMINENT DOMAIN CASES By Property Closing Date 5 years GC 304090 ENERAL FILES By Subject Subject matter files Closing Date 2 Years City Council 15 — 4 5/3/2022 Mw rr��rr MEMORANDUM To: Sonia R. Carvalho, City Attorney Date: April 6, 2022 From Daisy Gomez, Clerk of the Council Subject: REQUEST FOR DESTRUCTION OF RECORDS The Clerk of the Council requests your approval to destroy City records on the attached listing, in accordance with the retention schedule outlined in the City Council Resolution 2013-014. Thank you. Attachments: Clerk of the Council Destruction Schedule City Council 15 — 5 5/3/2022 1',IRECORDS,RETENTION&DESTRUCTIONICLERK 20221VVIP_MEMO_DEPT RECORDS UESTR_{NO}.DOC C I TY OF SANTA ANA OBSOLETE RECORDS DESTRUCTION SCHEDULE CLERK OF THE COUNCIL OFFICE April 2022 RECORD RECORD RECORD RETENTION CODE CATEGORY SERIES RECORD DESCRIPTION START DATE PERIOD GENERAL Payroll Leave of Absence Requests (LOAs) Pay period, 2 years GC RECORD and copy of departmental reports Year 34090(d) 2016-2019 BOARDS& Applications Applications for B&C positions Folder Year 2 years GC 34090 COMMISSION for Boards & received during a calendar year and Date S(B&C) Commissions not acted upon by the Council Committees-- 2014-2019 Not Selected Applications Selected Folder Year Current+ 5 GC 34090 for Boards, Date years Commissions Selected 2016-Prior Committees CLERK- Appeals— Hearing Officer Reports, Appeal C+ 2 years GC Sec. ADMINISTRATI Santa Ana correspondence memoranda, and Application 34090; ON Municipal other documents relating to SAMC Date SAMC Code (SAMC) Chapter 3 appeals. Chapter 3 Chapter 3 2013 -2017 Code of Ethics Code of Ethics and Conduct Receipt Date T+ 3 years; GC 34090 certification )adopted June 2, 2008) Laserfiche submitted by elected officials and 2018-Prior permanent members of appointed boards, Commissions and Committees Miscellaneous Includes both incoming and Folder Year 2 years GC 34090 Correspon- outgoing general correspondence, Date dence including letter and email along with citizen feedback; various files, not 2016-2019 related to specific cases and not otherwise specifically covered by the retention schedule. City Council 15 — 6 5/3/2022 OBSOLETE RECORDS DESTRUCTION SCHEDULE CLERK OF THE COUNCIL OFFICE APRIL 2022 RECORD RECORD RECORD RETENTION CODE CATEGORY SERIES RECORD DESCRIPTION START DATE PERIOD PUBLIC Public Request from the public for Receipt Date 2 Years GC 34090 RECORDS Records documents retained by the City REQUEST Request 2016.2019 CLERKS LOGS Miscellaneous Log of documents received by the Folder Year 3 Years GC 34090 Logs Clerk and other actions under Date various SAMC sections: Alcoholic Beverage Control 2015-2018 (ABC) COUNCIL Agendas Original Meeting Agendas: City Folder Year Hardcopy-2 GC Sec. MEETINGS Council, Redevelopment Agency, Date years; 34090; Successor Agency, Santa Ana Imaging 34090.5 Financing Authority, Special 2016-2019 Copy- Meetings, Commissions—agendas Permanent and packets can be imaged (2004 to im mediately for permanent present) retention, if desired. A paper copy can be maintained for one year, if desired. Agenda Notices—Public Meetings including Folder Year 2 years Notices Special Meetings. Date 2016-2019 Agenda Affidavits of Publication/Posting - Folder Year 2 years Publications Proof of publication or posting of Date legal notices--examples of legal notices: Notice of Public Hearing, 2016-2019 Notice of Lien, etc. Agenda Council Meeting, Successor Folder Year Hardcopy-2 GC 50115; Packets Agency, Santa Ana Financing Date years, GC Authority, Commissions agenda Imaging- 34090.5 packet materials, e.g., Requests for 2016-2019 Permanent Council Action (RFCA's)and (available backup information on Council from 2004 to Agenda items-Originals can be present only) imaged immediately for permanent City Council 15 — 7 5/3/2022 RECORD RECORD RECORD RETENTION CODE CATEGORY SERIES RECORD DESCRIPTION START DATE PERIOD retention, if desired. The imaged record can serve as the permanent record, if desired. ELECTIONS Petitions-- 1. Medical Cannabis Clerk's final 8 months EC Sec. initiative/Recal Restriction and Limitation exam of 17200, [/Referendum Initiative— 1/24/2013 petition 17400 GC 6253.5; EC 2. Recall of Cecilia Iglesias— 17400; GC 12/20/2019 34458-60; EC Sec, 3. Rent Control Initiative— 17200 7/20/2020 requires petition 4. Petition for Referendum documents Against Ordinance No. NS be kept 8 2980—2/24/2020 months after Council adoption of election results Or after Clerk's final exam of petition if no election FAIR Campaign Original statements of candidates Election 5 years (can GC POLITICAL Statements— and supporting committees for image after 81009(b) PRACTICES candidate for candidates for Mayor, City Council 2005-2013 2 years) GC (FPPC) Mayor, City 81009(g) Council—not elected (originals) Campaign Original Statements of all other Election 7 years (can GC Statements for persons and committees; other image after 81009(c), other than original reports and statements 2007-2014 2 years) (e) Mayor, City GC Council; other 81009(g) campaign reports originals City Council 15 — 8 5/3/2022 OBSOLETE RECORDS DESTRUCTION SCHEDULE CLERK OF THE COUNCIL OFFICE APRIL 2022 RECORD RECORD RECORD RETENTION CODE CATEGORY SERIES RECORD DESCRIPTION START DATE PERIOD Ethics Records required to be kept under Filing Year Hardcopy— GC Training Gov. Code sections 53235.2 5 years after 53235.2 Records (AB (effective 1/1/06). Records must 2016- Prior receipt of 1234; effective show dates officials satisfied the training; 1/1/2006) training requirements and the entity Laserfiche— that provided the training. Applies to permanent. boards and commissions, and elected officials. Statements of Originals of statements of Filing Year j 7 years (can GC 81009 Economic designated employees image after (e), (g) Interest— 2011-2014 2 years) Form 700 (originals) (non-elected) OPEN Open The Santa Ana Municipal Code Year 3 Years GC 34090 CALENDARS Calendars (SAMC) Chapter 2, Article 11.111, (Sunshine Section 2-155 requires the 2015-2018 Provision) Calendars of Certain Officers to be posted on the City's website. • City Council and Executive Management Team calendars PREPARED BY: CONSENT BY: A hllzMv, Norma Orozco 0 Date: Daisy Gome Date Deputy Clerk of the Council Clerk of the Council RECORDS DESTROYED: APPROVED BY: Number of Boxes : 'T 0,� N.r�.A--,L _4/25/2022 foy, Sonia R. Carvalho Date City Attorney City Council 15 — 9 5/3/2022 Community Development Agency santa-ana.org/cd Item # 16 City of Santa Ana 20 Civic Center Plaza, Santa Ana, CA 92701 Staff Report May 3, 2022 TOPIC: Quarterly Report for Housing Division Projects and Activities AGENDA TITLE: Quarterly Report for Housing Division Projects and Activities for the period of January 2022 to March 2022 RECOMMENDED ACTION Receive and file the Quarterly Report for Housing Division Projects and Activities for the period of January 2022 to March 2022 DISCUSSION This report for the quarter ending on March 31 , 2022 provides statistics for all of the affordable housing projects and activities for the Housing Division. The report is divided into five sections: Loan Activity, Loan Portfolio Management and Monitoring, Renter Protections, Affordable Housing Funds and Commitments, and Development Projects. Loan Activity Applications The Housing Division offers several different programs including down payment assistance for first-time homebuyers and rehabilitation grants for mobile homes and single-family homes. Inquiries are received from the public and applications are mailed out, received and approved for these programs on a continual basis. Table 1 shows the number of inquiries, applications sent out, received and approved by type for the quarter and for the total fiscal year: Table 1: Applications Sent Out, Received & Approved Inquiries Applications Applications Applications Program Sent Out Received Approved Q3 Total FY Q3 Total FY Q3 Total FY Q3 Total FY Home Repair Grant Program 5 33 5 33 28 28 24 28 Homeownership/ DPAP 28 96 1 20 76 1 1 4 0 2 Loan Subordinations 0 1 1 0 1 0 1 0 1 City Council 16 — 1 5/3/2022 Quarterly Report for Housing Division Projects and Activities May 3, 2022 Page 2 The number of applications received is typically lower than the number of applications sent out in any given period due to the stringent program guidelines for eligibility regulated by the federal government, which makes it difficult for most applicants to qualify. The City of Santa Ana's Home Repair Program is designed to increase, improve, and preserve affordable housing through the use of federal Community Development Block Grant (CDBG) funds. The program is administered by Habitat for Humanity of Orange County on behalf of the City. The program provides grants of up to $25,000 for eligible home repairs for low- and moderate-income homeowners at or below 80 percent of the Area Median Income (AMI) as defined by the U.S. Department of Housing and Urban Development (HUD). Eligible activities include the repair, replacement, and/or installation of major systems including plumbing, heating, electrical, windows, roof, paint, and handicap accessibility. A total of four rehabilitation projects were completed during this quarter. Down Payment Assistance Loan Program (DPAP) Progress For the Down Payment Assistance Loan Program, staff evaluates applicant eligibility and oversees underwriting to ensure compliance with program guidelines and requirements established by HUD. During this quarter, staff conducted one down payment assistance virtual workshop via Zoom, with a total of seven attendees. One down payment assistance loan application was approved and closed escrow and one application was denied. Loan Portfolio Management and Monitoring The Housing Division is responsible for managing the residential loan portfolio, which includes all of the loans entered into by the City and Housing Authority acting as the Housing Successor Agency. As of the end of the third quarter, the principal balance was $136,454,564.28. This is composed of 347 loans, of which 322 are deferred or residual receipt payment loans. As shown in Table 2, the loan portfolio generated $959,256.23 in payments of principal and interest during the third quarter. The amount of residual receipts payments changes every quarter. Table 2: Portfolio Revenue Funding Source HOME CDBG Redevelopment NSP CalHOME Loan Payoffs $483,268.72 $302,984.35 $107,488.20 $0 $0 Residual Receipts Payments $26,707.00 $0 $0 $0 $0 Amortized Loan Payments $2,137.76 $13,872.70 $22,797.50 $0 $0 Total for Q3 $512,113.48 $316,857.05 $130,285.70 $0 $0 City Council 16 — 2 5/3/2022 Quarterly Report for Housing Division Projects and Activities May 3, 2022 Page 3 Monitoring As part of the requirements for these loans, staff must monitor the owner occupancy of single-family homes that have received loans, and the building code compliance of units in rental projects with long-term affordability covenants. During this quarter, 51 owner- occupancy recertification letters were mailed and 23 were returned and processed. This number includes letters sent from previous months. Staff also conducted a total of 86 inspections during this quarter. Renter Protection Ordinances The City Council adopted two new ordinances to help protect renters: a Rent Stabilization Ordinance, which limits residential rent increases to the lower of 3 percent or 80 percent of consumer price index (CPI) per year, and a Just Cause Eviction Ordinance, which limits the allowed reasons for which a renter can be evicted. The new ordinances became effective on November 19, 2021 and expand on existing protections under the California Tenant Protection Act of 2019. Since then, flyers, frequently asked questions, and press releases have been circulated to the community. The City has also created a website devoted to the ordinances, which includes related documents and updates (www.santa-ana.org/protections-for-renters). The ordinances are currently administered by RSG on behalf of staff. Durign this quarter, staff and RSG distributed letters, postcards, and flyers to residents and property owners throughout the city. A total of 36,350 informational postcards were mailed to renters in Santa Ana informing them about the two new ordinances and 13,612 letters were mailed to registered property owners and landlords. Letters about the two new ordinances were also emailed to 20 affordable housing developers and 46 nonprofit organizations throughout the City. Staff and RSG also conducted three virtual workshops via Zoom in English, Spanish and Vietnamese: • January 11, 2022: 38 attendees • January 25, 2022: 19 attendees • February 23, 2022: 17 attendees • March 22, 2022: Training for staff at the Hope Center Lastly, staff and RSG have also been responding to various inquiries via email and phone. A breakdown on the number of inquiries is a follows: Month # of Inquiries January 2022 215 February 2022 203 March 2022 332 Total 750 City Council 16 — 3 5/3/2022 Quarterly Report for Housing Division Projects and Activities May 3, 2022 Page 4 Available Funds and Land Assets for Affordable Housing Development Projects The City of Santa Ana and the Housing Authority acting as the Housing Successor Agency manages multiple sources of local, state and federal funds to promote and facilitate the development of affordable housing as well as land assets held by the Housing Authority. Exhibit 1 provides a summary of the funds available as of March 31 , 2022. Exhibit 2 provides a summary of available land assets. Housing Opportunity Ordinance On-Site Development.- Since 2011, a total of 33 units have been developed on-site as a result of the Ordinance, including 23 ownership units for-sale and 10 rental units: Units Built On-Site Ownership Rental Total 23 10 33 In-Lieu Fees Generated.- All in-lieu fees, penalties and other monies collected pursuant to the Housing Opportunity Ordinance, including interest, are deposited into the Inclusionary Housing Fund. Since inception, the Inclusionary Housing Fund has generated $28,442,887 to be used for the development of housing affordable to low- and moderate-income households, with a reasonable amount spent on administrative or related expenses associated with the administration of the Housing Opportunity Ordinance. In-lieu fees generated have been used to develop new affordable housing opportunities, provide emergency shelter, and create homeownership opportunities. Below is a summary of how in-lieu fees have been used by the City: Project Inclusionary Housing # of Units Address Funds SPENT Santa Ana Arts $4,775,000 57 1666 N Main Street Collective Tiny Tim Plaza $1,300,000 50 2239 W 5th Street The Link Interim $4,140,295 N/A 2320 S Red Hill Emergency Shelter Avenue TOTAL $10,215,295 107 Project Inclusionary Housing # of Units Address Funds COMMITTED Habitat for Humanity $565,271 2 826 N Lacy Street and "Lacy&Vance" 830 N Lacy Street Westview House $1,514,113 84 2530 and 2534 Westminster Avenue City Council 16 — 4 5/3/2022 Quarterly Report for Housing Division Projects and Activities May 3, 2022 Page 5 WISE Place Steps to Independence Public $90,000 N/A N/A Service Program Down Payment $1,250,000 N/A N/A Assistance TOTAL $3,419,384 86 Affordable Housing Development Projects There are two affordable housing projects under construction, and four affordable housing projects in pre-development. Below is a brief summary and status update for each project. Exhibit 3 provides a development timeline for each project. The Request for Proposals (RFP) for Affordable Housing Development was issued on December 8, 2021 and closed on February 28, 2022. The City received five proposals, which are currently in the review and evaluation phase. Projects under Construction Legacy Square (609 North Spurgeon Street) Developer National Community Renaissance with Mercy House as the service provider New construction of a 100-percent affordable multifamily apartment complex Description consisting of 92 units of rental housing and one manager's unit. All units will be affordable to households earning less than 60 percent AMI, of which 33 units will be set-aside for permanent supportive housing. Authority Eight Project-Based Vouchers (PBVs) Funds Construction is currently underway. Specifically, the podium deck is 100- percent poured. Framing on the podium deck (2nd floor) at section's A & B are up. Community center and leasing area steel studs are framed and the storefront is complete. MEP's are underway under the deck and in the parking Update garage. Windows are getting installed on the 1st floor and the fire sprinklers are working on the 41" floor. Roofing, insulation and prelim drywall will start in the next few weeks. Five community workshops have also been scheduled for information on the application process. The estimated completion date is February 2023. North Harbor Village (1108 N Harbor Boulevard) Developer Jamboree Housing Corporation Description Acquisition and rehabilitation of a former motel yielding 89 units of permanent supportive housing. City /Authority CDBG ($1,687,047); 89 PBVs consisting of 34 HUD-VASH PBVs and 55 non Funds HUD-VASH PBVs. Construction is currently underway. Specifically, the following items have Update been completed: demolition of units, including dry wall removal; demolition of building exterior and existing parking lot; grading and pad certification of new City Council 16 — 5 5/3/2022 Quarterly Report for Housing Division Projects and Activities May 3, 2022 Page 6 community center building; grading of existing parking lot; fire sprinkler demolition; removal of existing insulation; removal of CMU wall; sewer work is done offsite; driveway entrance, framing and shoring and underground utilites are complete. There have been some construction delays so the new estimated completion date is December 2022. Projects in Pre-Development Crossroads at Washington (1126, 1136 and 1146 E Washington Avenue) Developer Related Companies of California with A Community of Friends (ACOF) as co- developer and lead service provider New construction of a 100-percent affordable multifamily apartment complex Description consisting of 85 units of rental housing and one manager's unit. All units will be affordable to households earning less than 30 percent AMI, of which 43 units will be set aside for permanent supportive housing. HOME Investment Partnerships Program ($3,007,489), Neighborhood City /Authority Stabilization Program ($1,297,693), 65-year ground lease agreement for Funds 1126, 1136 and 1146 E Washington Avenue (Appraised Value as of September 22, 2019: $4,108,136) Seven Project-Based Vouchers PBVs The Developer continues to work with the City, County, and the California Department of Toxic Substances Control (DTSC) on supplemental environmental investigations. The City, County, and DTSC entered into a Standard Voluntary Agreement for further agency oversight. DTSC approved the draft Removal Action Workplan on March 28, 2022 and is currently reviewing the Removal Implementation Plan which is required for the start of Update remediation activities. Remediation/Cleanup is expected to start after approval of the Removal Implementation Plan and execution of two Agreements to enter into a Housing Assistance Payments Contract with the Housing Authority of the City of Santa Ana and Orange County Housing Authority. With the help of the Developer, the Housing Authority and County will be submitting the full application for DTSC's Equitable Community Revitalization Grant (ECRG) program in April 2022. FX Residences (801, 809, 809 % East Santa Ana Boulevard) Developer HomeAid Orange County, Inc. with Mercy House as the service provider Description New construction of an affordable multifamily apartment complex consisting of 16 units of permanent supportive housing, and one manager's unit. City /Authority Housing Successor Agency ($1,656,947), three PBVs, 99-year ground lease Funds agreement for 801 E Santa Ana Boulevard (Appraised Value as of Oct. 25, 2018: $788,000) On December 7, 2021, the City Council approved an additional $587,000 from its Low and Moderate Income Housing Assets Fund due to an unanticipated increase in construction costs for the project. City Council also approved the Update project's Loan Agreement, 99-Year Ground Lease, Density Bonus Agreement, and Development Impact Fee Deferral Agreement. HomeAid Orange County submitted for the first grading plan check in November of 2021 and for the first building plan check in February of 2022. There City Council 16 — 6 5/3/2022 Quarterly Report for Housing Division Projects and Activities May 3, 2022 Page 7 have been comments back on a few plans and HomeAid is working with their engineers to resubmit those plans. They are expecting permits to be pulled in mid-summer 2022. HomeAid also applied for AHP funding in March of 2022 and will know if they were awarded funds in June of 2022. Closing calls for current financers of the project will begin in April 2022. Habitat for Humanity (826 N Lacy & 830 N Lacy Street *formerly 416 Vance Street)) Developer Habitat for Humanity of Orange County Description New construction of two single-family detached homes for homeownership serving households up to 120 percent AMI. City /Authority Inclusionary Housing ($565,271) and a 99-year ground lease agreement for Funds 416 Vance Street and 826 N Lacy Street (Appraised Value as of Oct. 25, 2018: $578,000) The Developer's Site Plan Review application was submitted in April 2021. Final approval of Site Plan Review was awarded and project will be presented to Planning Commission on May 9, 2022. Grading plans Update submitted for review at the end of December 2021, comments received and resubmittal will be first of April. Building plans submitted for review beginning of February 2022, comments received and resubmittal will be mid-April. Westview House (2530 Westminster Avenue) Developer Community Development Partners New construction of an affordable multi-family apartment development Description consisting of 85 units of both large family and PSH with one manager's unit. Twenty-six of the units will be funded by PBV and MHSA funds through the NPLH program. City /Authority Inclusionary Housing ($1,514,113), HOME Investment Partnerships Program Funds ($2,003,705), Rental Rehabilitation Program ($386,523), and 26 Mainstream Program PBVs. The developer received an award of 4-percent tax credits and bonds on December 8, 2021. Financial closing calls are currently underway as the Update project is expected to close on their financing by end of May 2022 and break ground in June 2022. Staff will be recommending approval of the Loan Documents for this project on May 17, 2022. Regional Housing Needs Assessment Housing projects that have been approved, permitted, or received a certificate of occupancy after June 30, 2021 may be counted towards the 6t" Regional Housing Needs Assessment (RHNA) Cycle (October 2021 to October 2029). Below is a summary of our progress to meet our 6t" RHNA Cycle requirements for affordable housing: City Council 16 — 7 5/3/2022 Quarterly Report for Housing Division Projects and Activities May 3, 2022 Page 8 Land Resource Very Low Moderate Above . . Income I M- e I Income Income RH NA 606 362 545 1,624 3,137 Total Pipeline' 414* 689 2 5,064 6,169 ADU Projections' 90 155 108 7 360 Moderate Pipeline ; 203 Balance to 102 -482 232 -3,244 -3,392 Accommodate 1.Pipeline projects include projects that have been approved,permitted,or received a certificate of orcupancy after lone 30,2021.Affordability levels for pipeline projects are all based on wvenants and affordability restricti—thatare part of project application or entitlement. 2.The total Accessory Dwelling Unit projection is based on a conservative estimate(less than 65 percent)of the permitted four-year average of 70(2018-2021,extrapolating 2021 to a full year)ADUs per year,multiplied by the Planning period in number of years.The affordable category projections are based on the SCAG study on ADU affordability for Orange County that found the following percentages of units fell into each respective affordability category:25 percent very low;43 percent low,30 percent moderate;and 2 percent above moderate. 3.Moderate pipeline unit totals taken from total above moderate pipeline units and reciassified as moderate based on survey results.The 203 units that were reel—ied appear in the Total Pipeline but do not appear is the balance of above-moderate RHNA to accommodate,rather,have been carded over to the moderate category. °A total of 281 units are for extremely very-low Income:44units in Legacy Square;85 units at Crossroads at Wash Ington;89un Its at North Harbor Village;and 63 units at Westview House. FISCAL IMPACT There is no fiscal impact associated with this action. EXHIBIT(S) 1. Available Funds for Affordable Housing Development Projects 2. Available Land Assets for Affordable Housing Development 3. Project Timelines Submitted By- Steven Mendoza, Assistant City Manager Approved By- Kristine Ridge, City Manager City Council 16 — 8 5/3/2022 Exhibit 1 Available Funds for Affordable Housing Development Projects As of March 31,2022 Housing Successor Agency(Housing Authority) $4,771,069 Cash on Hand ($1,656,947) Frances Xavier Residence Project Pre-Commitment Loan ' ($250,000) Administrative Costs Allowance 2 ($2,543,852) Administrative Costs Allowance for Future Fiscal Years 3 ($307,386) Crossroads at Washington Option Agreement Amendment 4 ($12,883) Crossroads at Washington Environmental Assessment Oversight s $0 Available Funds Inclusionary Housing Funds $16,487,591 Cash on Hand ($1,250,000) Down Payment Assistance Program 6 ($565,271) Lacy Street Project Grant 7 ($1,514,113) Westview House Pre-Commitment Loan 8 ($25,952) WISEPlace Steps to Independence Program Agreement s ($3,088,300) Administrative Costs Allowance(CDA/PBA) $10,043,955 Available Funds HOME Program $9,165,545 Funds to Drawdown ($3,007,489) Crossroads at Washington Pre-Commitment Loan 10 ($60,150) Crossroads at Washington Project Costs ($2,003,705) Westview House Pre-Commitment Loan 8 ($40,074) Westview House Project Costs $4,054,127 Available Funds to Drawdown HOME-American Rescue Plan Program (PSH Projects Only) $5,256,327 Funds to Drawdown $5,256,327 Available Funds to Drawdown CDBG Program(Acquisition/Rehabilitation Projects Only) $185,690 Funds to Drawdown $185,690 Available Funds to Drawdown NSP Program (Abandoned, Foreclosed or Vacant Properties Only) $ 1,614,523 Funds to Drawdown ($1,297,693) Crossroads at Washington Pre-Commitment Loan 10 ($96,395) Crossroads at Washington Project Costs $ 220,434.87 Available Funds to Drawdown Rental Rehabilitation Grant Program $395,722 Cash on Hand 11 ($386,523) Westview House Pre-Commitment Loan 8 $9,199 Available Funds $19,769,733 Total Available Funds ' Approved by Housing Authority on January 15,2019.Additional$587,000 approved by Housing Authority on December 7,2021. z The Housing Successor Agency relies on available cash to fund the monitoring and compliance functions related to the former Redevelopment Agencys housing loans. z Funds to beset aside for compliance and monitoring requirements due to uncertainty of future repayment revenues. ° Approved by Housing Authority on December 15,2020.Additional$150,000 maximum approved by Housing Authority on August 17,2021(2nd Amendment to Option Agreement). s Approved by Housing Authority on July 20,2021. e $400,000 o rig in al I yapproved by City Council on March 6,2018.Nine loans paid through end of September 2021.Additional$1,200,000 approved by Council on November 2,2021. Approved by City Cou no il/Housing Authority on March 5,2019.Additional$333,777 approved by City Council on April 6,2020. a Approved by City Council on April 7,2020. Jp�/o4d W,n ual on July2,2019.Additional$333,742loan amount approved on August 17,204 6 — 9 5/3/2022 OI program income available after closeout of program with HUD. EXHIBIT 2 AVAILABLE LAND ASSETS FOR AFFORDABLE HOUSING DEVELOPMENT (1) 302 E. Twenty-Second Street a. APN: 003-122-25 b. Lot Size: 27,817sf c. Current Zoning: R1 Single-Family Residence, which allows one house per lot. d. Parcel was acquired 10/30/2002 using Low and Moderate Income Housing Asset Fund - 20% Set Aside. e. Previous Use: Purchased from Cal Trans. It was a remnant parcel from the freeway widening project. The site was vacant and undeveloped at the time it was acquired. f. General Plan: Low Density Residential, which allows single-family residences and ancillary uses. g. Maximum du/ac: Seven units per acre. h. Site Condition / Environmental Conditions: Property is irregular in shape, is below the minimum lot size for a residential lot, and will most likely require the approval of several variances from the zoning code in order to facilitate a residential unit. City Council 16 — 10 5/3/2022 EXHIBIT 3 Current Affordable Housing Development Project Timelines Projects Under Construction Legacy Square — 609 North Spurgeon Street Aug 18 Santa Ana CDA Funding Application Dec 18 Applied for NPLH and SNHP Funds Jan 19 Santa Ana funding award Feb 19 Planning entitlements approved Feb 19 Applied for Round 4 AHSC Funding May 19 Award of SNHP funds Jul 19 Applied for Round 1 MHP Nov 19 Applied for State 4% tax credits Jan 20 Construction drawings (8-12 weeks) Feb 20 Apply for Round 5 AHSC funding May 20 Apply for 4% tax credits May 20 Plan check (12-16 weeks) Jun 20 Award of AHSC funds July 20 Award of 4% Tax Credits July 20 Award of Tax-Exempt Bonds May 20 Plan Check (12-16 weeks) Jan 21 Building permit issuance Feb 21 Construction closing/syndication Feb 21 Begin construction (24 months) Jul 21 Groundbreaking Ceremony Mar 22 Press Release announcing 5 Community Workshops for Lease Up information Apr 22 Framing complete May 22 Roofing to start Feb 23 Construction complete June 23 100% fully leased (4 months) North Harbor Village — 1108 N. Harbor Mar 19 Start of design development Mar 19 Applied to FHLBSF for AHP Financing ($890,000) Mar 19 Award of VASH Vouchers & City Loan by City Council (89 Vouchers and $1,687,047) Mar 19 Start environmental approval process with City of Santa Ana (CEQA/NEPA) Mar 19 Applied for Home Depot Grant ($500,000) Jun 19 CEQA / NEPA Approval — City of Santa Ana Jun 19 AHP Award Date ($890,000) Aug 20 Applied to HCD for MHP 1st Round Funding ($13,316,412) Dec 19 Notified project did not receive 1 st Round MHP funding Feb 20 Applied to HCD for VHHP Funding ($10,000,000) Mar 20 Applied to HCD for MHP 2nd round funding Mar 20 Applied to OCHFT Financing ($2,292,920) City Council 6 — 11 5/3/2022 EXHIBIT 3 May 20 Notified project did not receive 2st Round MHP funding May 20 Received OCHFT funding award ($2,292,920) Jun 20 Received VHHP funding award ($10,000,000) Jun 20 Submitted Plans for Ministerial Design Approval Jun 20 Applied for CDLAC tax exempt bond allocation ($24,000,000) Jul 20 Applied for TCAC 4% competitive state and federal tax credits ($9,896,911) Sept 20 CDLAC Allocation Nov 20 Ministerial Design Approval (upon completion of community meeting on 11/4/2020) Oct 20 TCAC Allocation Oct 20 Start construction documents for rehab Nov 20 Submit first plan check Dec 20 Awarded Home Depot Grant Jan 21 Receipt of first plan check comments Jan 21 Submit second plan check Feb 21 Receipt of second plan check comments Feb 21 Submit third plan check Mar 21 Received permit ready Apr 21 Construction loan closing Apr 21 Pull Permits and start construction May 21 Site Demolition Dec 21 Work on mock up units begins May 22 Roofing and Framing Jun 22 OCHFT Loan finalized Jun 22 Structural retrofitting and repairs Aug 22 Stock drywall & Inspections Sep 22 Gutter , Awning and Painting & installation of stairs Sep 22 Interior refurbishments & finishes Oct 22 Complete flooring Oct 22 Final Cleaning Oct 22 Start of lease up Dec 22 Construction Completion Apr 23 Full occupancy City Council 6 — 12 5/3/2022 EXHIBIT 3 Projects in Pre-Development Crossroads at Washington — 1126 and 1146 E. Washington Avenue Aug 19 Submitted PSH application to County Oct 19 Submitted for Planning entitlements Oct 19 Community meeting Nov 19 Approval of Joint Powers Agreement, Option to Ground Lease, Voucher Resolution and Cooperation Agreement, and Regional Housing Needs Assessment (RHNA) Agreement and Density Bonus Dec 19 NEPA EA City Approval — City of Santa Ana submits NEPA EA to HUD Feb 20 PSH Funds and Voucher approval from County Board of Supervisors Feb 20 Planning entitlements approved Mar 20 TCAC 9% Application — 1st Round 2020 Jul 20 TCAC FCAA/9% Application — 2nd Round 2020 Oct 20 TCAC FCAA/9% Award — 2nd Round 2020 Mar 21 Submitted OCHFT PSH NOFA Application May 21 OCHFT PSH NOFA Award Dec 21 Submit DTSC Equitable Community Revitalization Grant (ECRG) Pre-Qualifying Application Feb 22 Submit for 1st plan check Mar 22 DTSC approves draft Removal Action Workplan; draft Removal Implementaion Plan under review Apr 22 DTSC ECRG Full Application Jun 22 DTSC ECRG Award Jun 22 City issues permit ready letter Jun 22 Start construction Oct 23 Construction complete Feb 23 Full occupancy FX Residences — 801, 809, 809 % E. Santa Ana Boulevard Jan 19 Council approval for land lease and project funding Jan 19 Submittal of application for NPLH funding Feb 19 Confirm with City staff that project site can yield additional units under existing zoning Mar 19 Revise conceptual drawings for additional 5 units (17 total units, up from the original 12 units) Mar 19 SNHP funding application submitted to County Apr 19 City staff to review revised conceptual design Apr 19 Begin development agreement May19 Board of Supervisors meeting for SNHP funding Jul 19 Execute Development Agreement Jul 19 Formal awards letters for NPLH funding to be issued Aug19 Initial planning submittal Sept19 Sunshine Ordinance Meeting Mar 21 Planning Commission Meeting (ministerial approval of density bonus) Oct 21 Submit for first plan check City Council 6 — 13 5/3/2022 EXHIBIT 3 Dec 21 City Council Meeting (ministerial approval of density bonus) Dec 21 City Council approval of additional $587,000 for construction costs Feb 22 Building permit submittal Apr 22 Closing calls to start for financing Jul 22 Building and Grading Permit Approval Aug 22 Begin construction (grading, weather permitting) Nov 23 Completion of construction Habitat for Humanity — 826 N. Lacy Street & 830 Lacy Street ( 416 Vance Street) May 20 DDA signed June 20 Prepare grading plans Oct 20 Prepare architectural plans Oct 20 Submit Neighborhood Review Application Feb 21 Final Approval from Historic French Park Committee Apr 21 Submit Site Review Application Dec 21 Submit grading/ Non-Priority WQMP Jan 22 Submit architectural plans May 22 Planning Commission Approval Jun 22 Grading permit issued Jun 22 Commence Grading Jul 22 Building Permits issued Ju122 Begin construction Jun 23 Anticipated construction completion Jun23 Certificate of Occupancy / Closings Westview House — 2530 Westminster Avenue Oct 19 City of Santa Ana RFP submittal May 20 OC 2020 Supportive Housing NOFA Submittal Dec 20 OC 2020 Supportive Housing NOFA award Jan 21 City of Santa Ana PBV Award Jan 21 Construction/permanent debt commitments Jan 21 Receive Entitlements Jan 21 No Place Like Home application Mar 21 OCHFT application May 21 OCHFT Award Jun 21 No Place Like Home commitment Sep 21 CDLAC/TCAC 4% application Dec 21 CDLAC/TCAC 4% award Jun 22 Close on construction financing Jun 22 Construction permits issued Jun 22 Construction start Feb 24 Construction complete July 24 All units Leased Nov 24 Perm Debt Conversion City Council 6 — 14 5/3/2022 Information Technology www.santa-ana.org/it Item # 17 City of Santa Ana 20 Civic Center Plaza, Santa Ana, CA 92701 Staff Report May 3, 2022 TOPIC: Purchase of HP Support Services for Servers and Storage Systems AGENDA TITLE: Award a Purchase Order in the Amount of$147,988.87 to Hewlett Packard Enterprise for Server and Storage Support (Non-General Fund) RECOMMENDED ACTION Authorize a one-time purchase and payment of purchase order to Hewlett Packard Enterprise for HP Support Services for Servers and Storage Systems, for a three-year period beginning May 14, 2022 through May 14, 2025, in the amount of $147,988.87, subject to non-substantive changes approved by the City Manager and City Attorney. DISCUSSION The City's two data centers support the continuous City business operations on a 24 hours a day/ 7 days a week/ 365 days a year (24/7/365) cycle. In order to provide this service level, the Information Technology Department maintains the computer infrastructure with manufacturer-supported, 24/7/365 maintenance contracts. The Hewlett Packard servers and storage equipment within the data centers require provisions with access directly to the manufacturers' technical support centers. This level of support allows the manufacturer to interactively and remotely diagnose system difficulties and provide solutions to localized problems and return equipment back to service as soon as possible. In addition, the support contract with Hewlett Packard includes access to bug fixes, patches, and upgrades. These are essential for preserving the fitness and considerable investment of the hardware. Santa Ana City Ordinance No. NS-2312 authorizes the City to purchase against contracts from any public agency utilizing a competitive bid process. Hewlett Packard is an authorized dealer that offers the National Association of States Procurement Officials (NASPO) Valuepoint cooperative contract for HP equipment, annual support and maintenance. The existing NASPO master contract (Exhibit 1) was awarded as a result of open, competitive bidding conducted by the State of Minnesota, resulting in master agreement no. MNNVP-134 and California Participating Addendum No 7-15-70-34-002. City Council 17 — 1 5/3/2022 Purchase of HP Support Services for Servers and Storage Systems May 3, 2022 Page 2 By participating in cooperative purchasing agreements, the City joins with other public agencies to leverage volume pricing for cost savings. Exhibit B is the Hewlett Packard Support Service Quote for the City's equipment which provides the ability to cancel support of any item with 30-day written notice. ENVIRONMENTAL IMPACT There is no environmental impact associated with this action. FISCAL IMPACT Funds are available for expenditure in FY 2021-2022 in the Information Technology, Data Center, Hardware Maintenance & Support Account (No. 10920147-62307). EXHIBIT(S) 1. NASPO ValuePoint Cooperative Agreement — Hewlett Packard Enterprise 2. Hewlett Packard Support Service Quote Submitted By: Jack Ciulla, Chief Technology Innovations Officer Approved By: Kristine Ridge, City Manager City Council 17 — 2 5/3/2022 PARTICIPATING ADDENDUM AMENDMENT California Participating Addendum No. 7-15-70-34-002 Amendment No. 1 The parties hereto mutually agree to amend Participating Addendum Number 7-15-70-34-002 as follows: 1. Per Participating Addendum Section 12 (Separation), Participating Addendum 7-15-70-34-002 is assigned from Master Agreement No. MNWNC-115 with Hewlett Packard Company to Master Agreement No. MNNVP-134 with Hewlett Packard Enterprise effective November 1, 2015. All references to Hewlett Packard Company ("Contractor") and MNWNC-115 within the Participating Addendum are hereby revised to reflect Hewlett Packard Enterprise ("Contractor") and MNNVP-134. 2. The Contractor primary contact specified in Participating Addendum Section 10 (Contract Management) is revised to the following: Heuvlett.Packard Enterprise (Contractor) Name: Stacey Kearns Phone: (501) 319-3018 Fax: (501) 339-2377 E-Mail: Stacey.lyn.kearns@hpe.com Address: 355 Ledgelawn Drive Conway, AR 72204 All other terms and conditions remain the same. IN WITNESS WHEREOF, the parties have executed this Participating Addendum Amendment as of the date of execution by both parties below. Participating State: Contractor: STATE OF CALIFORNIA HEWLETT PACKARD ENTERPRISE By: By: C� 0-Name: ,Jim Sutler Name: Title: Deputy Director Title: Date: Date: -, [ City Council Page 1 of 1 17 - 3 5/3/2022 PARTICIPATING ADDENDUM NASPO Valuepoint Cooperative Purchasing Program COMPUTER EQUIPMENT MASTER AGREEMENT Minnesota Master Agreement No.: MNWNC-115 and MNNVP-134 California Participating Addendum No. 7-15-70-34-002 HEWLETT PACKARD COMPANY (Contractor) This Participating Addendum Number 7-15-70-34-002 is entered into between the State of California, Department of General Services (hereafter referred to as "State" or°DGS") and Hewlett Packard Company (hereafter referred to as "Contractor') under the NASPO Valuepoint Cooperative Purchasing Program Master Agreement Number MNWNC-115 ("Master Agreement") executed by the State of Minnesota. 1. Scope A. This Participating Addendum covers the purchase of Computer Equipment under the Master Agreement for the following product bands: Band 4—Server Band 5—Storage B. This Participating Addendum is available for use by California political subdivisions/local governments (hereafter referred to as "Purchasing Entities"). A political subdivision/local government is defined as any city, county, city and county, district, or other local governmental body or corporation, including the California State Universities (CSU) and University of California (UC) systems, K-12 schools and community colleges empowered to expend public funds. C. Political subdivision/local government use of this Participating Addendum is optional. Each political subdivision/local government is to make its own determination whether this Participating Addendum and the Minnesota Master Agreement are consistent with its procurement policies and regulations. 2. Term A. The term of this Participating Addendum shall begin upon signature approval by the State and will end March 31, 2017, or upon termination by the State, whichever occurs first. B. Lead State amendments to extend the Master Agreement term date are automatically incorporated into this Participating Addendum unless terminated early in accordance with the terms and conditions of the Master Agreement or this Participating Addendum. City Council 17 — 4 5/3/2022 Participating Addendum No.7-15-70-34-002 Hewlett Packard Company 3. Order of Precedence In the event of any inconsistency between the articles, attachments,_or provisions which constitute this agreement, the following descending order of precedence shall apply: A. California Participating Addendum 7-15-70-34-002 B. Minnesota WSCA-NASPO Master Agreement MNWNC-115 j C. Minnesota Solicitation including all Addendums; and D. Contract Vendor's response to the Solicitation 4. Terms and Conditions I The California General Provisions - Information Technology(GSPD401 IT), revised and effective 09/5114, is hereby incorporated by reference and made a part of this Participating Addendum. The 12 page document is available at: http://www.documents.dgs.ca.gov/pd/poliproc/GSPD401 IT14_0905_pdf. 5. Price List Contractor shall maintain a website dedicated to this Participating Addendum which contains the Product and Service Schedule (PSS) and designated base line price list for participating entities to verify product/service pricing and applicable discounts offered under the Master Agreement. 6. Partner Utilization A. Contractor may use Partners under this Participating Addendum for sales and service functions as defined herein. Contractor shall be responsible for successful performance and compliance with all requirements.in accordance with the terms and conditions under this Participating Addendum, even if work is performed by Partners. Contractor will be the sole point of contact with regard to Participating Addendum contractual matters, reporting, and administrative fee requirements. B. Contractor has two (2) distinct Partner Programs: (1) the Reseller Agent Program; and (2)the Fulfillment Subcontractor Program. Both are available to authorized Purchasing Entities to select from under this Participating Addendum. 1) Reseller Agent Program: Under the Reseller Agent Program the purchase order("Order") is made out to Hewlett-Packard Company ("W"). HP fulfills and ships the Order to the Purchasing Entity and invoices the Purchasing Entity directly. The Reseller Agents provide pre- and post-sales support. Pre- and post-sales support includes, but is not limited to, providing advice on specifications, quotes, assist in escalation of order(s), and returns. The authorized Reseller Agent(s) under this Participating Addendum will be listed on the Contractor's dedicated website. Orders and payment are issued by the Purchasing Entity direct to HP under the Reseller Agent Program. The Reseller Agent HP Authorization Number must be listed in all quotes and related Order activities for sales and tracking purposes. Orders must include the Participating Addendum Number. Page 2 of 6 City Council 17 — 5 5/3/2022 I' Participating Addendum No.7-15-70-34-002 Hewlett Packard Company 2) Fulfillment Subcontractor Program: Under Fulfillment Subcontractor Program the purchase order("Order") is made out to the named Fulfillment Subcontractor. The Fulfillment Subcontractor receives the Order(s) and invoices the Purchasing Entity directly, in addition to handling all Order tracking and escalations and offering pre-and post-sales support. The authorized Fulfillment Subcontractor(s)for receipt of Orders from Participating Entities under this Participating Addendum will be listed on the Contractor's dedicated website. Orders and payment are issued by the Purchasing Entity direct to the named Fulfillment Subcontractor under the Fulfillment Subcontractor Program. Fulfillment Subcontractors are responsible for sending a copy of all purchase orders and invoices to the Contractor for compliance with quarterly usage reporting and administrative fee requirements. Orders must include the Participating Addendum Number. 7. Invoicing The Participating Addendum Number and Ordering Agency Purchase Order Number shall appear on each purchase order and invoice for all purchases placed under this Participating Addendum, 8. Usage Reporting A. Contractor shall submit usage reports on a quarterly basis to the State Contract Administrator for all California entity purchases using the WSCA-NASPO Detailed Sales report template. B. The report is due even when there is no activity. C. The report shall be an Excel spreadsheet transmitted electronically to the DGS mailbox at PDWSCA@dgs.ca.gov. D. Any report that does not follow the required format or that excludes information will be deemed incomplete. Contractor will be responsible for submitting corrected reports within five business days of the date of written notification from the State. E. Tax must not be included in the report, even if it is on the purchase order. F. Reports are due for each quarter as follows: Reporttng te RerEod` Due Da JUL 1 to SEP 30 OCT 31 OCT 1 to DEC 31 JAN 31 JAN 1 to MAR 31 APR 30 APR 1 to JUN 30 JUL 31 G. Failure to meet reporting requirements and submit the reports on a timely basis shall constitute grounds for suspension of this contract. Page 8 of 6 City Council 17 — 6 5/3/2022 Participating Addendum No.7-15-70-34-002 Hewlett Packard Company 9. Administrative Fee A. Contractor shall submit a check, payable to the State of California, remitted to the Department of General Services, Procurement Division for the calculated amount equal to one percent(0.01) of the sales for the quarterly period. B. Contractor must include the Participating Addendum Number on the check. Those checks submitted to the State without the Participating Addendum Number will be returned to Contractor for additional identifying information. C. Administrative fee checks shall be submitted to: State of California Department of General Services, Procurement Division Attention:Multiple Awards Program 707 3rd Street, 2°d Floor, MS 2-202 West Sacramento, CA 95605 D. The administrative fee shall not be included as an adjustment to Contractor's Master Agreement pricing. E. The administrative fee shall not be invoiced or charged to the ordering agency. F. Payment of the administrative fee is due irrespective of payment status on orders or service contracts from a Purchasing Entity. G. Administrative fee checks are due for each quarter as follows: ,Reporting Period. D_ue'Date JUL 1 to SEP 30 OCT 31 OCT 1 to DEC 31 JAN 31 JAN 1 to MAR 31 APR 30 APR 1 to JUN 30 JUL 31 H. Failure to meet administrative fee requirements and submit fees on.a timely basis shall constitute grounds for suspension of this contract. i I Page 4 of 6 City Council 17 — 7 5/3/2022 i i Participating Addendum No.7-15-70-34-002 Hewlett Packard Company 10. Contract Management A. The primary contact individuals this Participating Addendum shall be as follows: Hewlett Packard Company(Contractor} Name: Debra Lee Phone: (847) 537-0344 Fax: (847) 572-1336 E-Mail: Debra.Lee@.hp.com Address: 442 Swan Blvd. Deerfield, IL 60015 State,af Ga[forniaF �- Name: Julie Matthews Phone: (916) 375-4612 Fax: (916) 375-4663 E-Mail: Ju lie.Matthews(aD-dgs.ca.gov Address: Department of General Services Procurement Division 707 Third Street, 2nd Floor, MS 2-202 West Sacramento, CA 95605 B. Should the contact information for either party change, the party will provide written notice with updated information no later than ten business days after the change. 11.Termination of Agreement The State may terminate this Participating Addendum at any time upon 30 days prior written notice to the Contractor. Upon termination or other expiration of this Participating Addendum, each party will assist the other party in orderly termination of the Participating Addendum and the transfer of all assets, tangible and intangible, as may facilitate the orderly, nondisrupted business continuation of each party. This provision shall not relieve the Contractor of the obligation to perform under any purchase order or other similar ordering document executed prior to the termination becoming effective. 12.Separation This Participating Addendum is based on Master Agreement Number MNWNC-115 until November 1, 2015. In accordance with the Assignment Agreement for MNWNC-115 executed by the State of Minnesota on July 7, 2015, this Participating Addendum will be assigned to Master Agreement No. MNNVP-134 effective November 1, 2015. City Council 17 — 8 5/3/2022 Participating Addendum No.7-15-70-34-002 Hewlett Packard Company 13.Agreement A. This Participating Addendum and the Master Agreement together with its exhibits and/or amendments, set forth the entire agreement between the parties with respect to the subject matter of all previous communications, representations or agreements, whether oral or written, with respect to the subject matter hereof. Terms and conditions inconsistent with, contrary or in addition to the terms and conditions of this Participating Addendum and the Master Agreement, together with its exhibits and/or amendments, shall not be added to or incorporated into this Participating Addendum or the Master Agreement and its exhibits and/or amendments, by any subsequent purchase order or otherwise, and any such attempts to add or incorporate such terms and conditions are hereby rejected. The terms and conditions of this Participating Addendum and the Master Agreement and its exhibits and/or amendments shall prevail and govern in the case of any such inconsistent or additional terms. B. By signing below Contractor agrees to offer the same products/and or services as on the Master Agreement, at prices equal to or lower than the prices on that contract. C. IN WITNESS WHEREOF, the parties have executed this Participating Addendum as of the date of execution by both parties below. Participating State: Contractor: STATE OF CALIFORNIA HEWLETT P CKARD COMPANY By: _ By: Name: Jim Butler Name: ���" � C. K c--k Title: Deputy Director Title: �kAicr CCVAt e Date: V2- Date: Ywl ) — t LJ Page 6 of 6 City Council 17 — 9 5/3/2022 0 Hewlett Packard Janelle Roberson Enterprise Hewlett Packard Enterprise Company 8000 Foothills Blvd ROSEVILLE CA 95747 Mike Fetner City of Santa Ana 04/01/2022 20 CIVIC CENTER PLZ SANTA ANA CA 92701-4058 Support Account Reference: LLFL SANTA ANA HPE Reference Number: 71618204 Dear Mike Fetner: Enclosed is a Hewlett Packard Enterprise support service quote for your products. Review the services, support items, coverage dates, addresses, and company contacts for accuracy. Please advise Hewlett Packard Enterprise of any changes prior to submitting your purchase order or authorization. To order support services detailed in this package, please return billing authorization by choosing one of the following convenient options. Subject to HPE Customer Terms- Support or purchase agreement with Hewlett Packard Enterprise and if applicable, Exhibit E24. Option 1: Provide an open-ended purchase order. An open-ended purchase order allows Hewlett Packard Enterprise to add products to your agreement as necessary, as well as renew your support from year to year. Cancellation of the support service agreement requires a 30-day written notice. Option 2: Provide a PO for the coverage dates specified in the enclosed referenced proposal. Your PO must note at least one of the following, along with the support coverage period: 1. Hewlett Packard Enterprise Reference(quote)number(s), 2. Support Account Reference(s) (SAR) 3. Service Agreement ID(s)(SAID) 4. AMP ID(s) * If there is an approval signature section on your PO then it should be signed/approved before sending to Hewlett Packard Enterprise. Please indicate if you are taxable or tax exempt. If your organization is Tax Exempt, please send a copy of your Tax Exemption Certificate with your PO. Include your billing frequency and current invoice-to address. Option 3: Sign and return the attached Signature Authorization Form(SAM). * If you provide authorization via the SAM form(Signature Authorization Method), please insure that all of the applicable boxes are checked on the form, along with the printed name and signature of the authorizing party. Note: If the information in Options 1 through 3 is not included in your PO or SAM Form then Hewlett Packard Enterprise will need to contact you to collect this missing data, which will cause a delay in activating your support contract(s). Hewlett Packard Enterprise requires these details for audit purposes. Hewlett Packard Enterprise values your business and looks forward to providing you with continued support. If you require further assistance, please contact your HPE Representative at 916 5401056 . You can send your PO or SAM to your HPE Representative, or FAX it to . Sincerely, Janelle Roberson HPE Representative City Council 17 — 10 5/3/2022 0 Hewlett Packard Enterprise SIGNATURE AUTHORIZATION METHOD (SAM) The Signature Authorization Method(SAM)may be used to order Hewlett Packard Enterprise(HPE) Support Services ONLY IF A PURCHASE ORDER IS NOT REQUIRED TO AUTHORIZE SERVICE DELIVERY AND REMIT PAYMENT. This SAM form, including the quotation(s)and governing terms referenced herein shall be referred to collectively as the "Support Agreement." (1)Customer Information: Company Name Invoice to Address City of Santa Ana 20 CIVIC CENTER PLZ SANTA ANA CA 92701-4058 (2)Contract Information: Unless otherwise notified all quotes under the AMP ID below will be renewed: [ ] Initial Quote Number:71618204 [ ]**AMP ID: 700818745NBQ Support Account Reference: LLFL SANTA ANA Coverage Period: 05/14/2022 -05/14/2025 ***The enclosed Support Account Overview dated 04/01/2022 summarizes the quotes contained within the above AMP ID. This quote bundle is valid until: 05/13/2022 [] Check as applicable if your authorization is open-ended. The following term applies only to open-ended support agreements. This Support Agreement is for the period stated on Hewlett Packard Enterprise's quote. It will be extended without modification by consecutive terms of 12 months unless one of the parties gives written notice in accordance with the underlying business terms prior to the end of the respective 12 months. If modifications of the Support Agreement are necessary, Hewlett Packard Enterprise will notify Customer in writing 60 days before the modifications are effective. Customer may terminate this Support Agreement within 30 days from receipt of notice. If Customer does not exercise this right of termination, this Support Agreement will be continued to the end of the current term with the modifications, and extended by consecutive 12-month terms. Re-pricing will occur automatically without further authorization. (3)REQUIRED-Tax Information: [] Taxable OR [] Tax Exempt Exemption# (Attach copy of exemption certificate) (4)REQUIRED-Billing Frequency: Do not enclose Payment. Please select one of the following: Please bill me: [] Pre-Pay up front for the entire coverage term [] Annually [] Quarterly(Total annual amount must exceed$20,000) [] Semi-Annually(Total annual amount must exceed$20,000) [] Monthly(Total annual amount must exceed$20,000) [] Charge my credit card. Check one: []Visa [] MasterCard []American Express For your protection, please call your HPE Sales Representative with the credit card number. Cardholder Name (Print) Cardholder's Signature Credit Card Invoice-To Address (5)REQUIRED- Service Authorization and Terms and Conditions: Customer's signature on this form constitutes authorization for Hewlett Packard Enterprise to invoice Customer for the Hewlett Packard Enterprise support services represented in this Support Agreement. This support agreement will be governed by the following: i)The purchase agreement currently in effect between Customer and Hewlett Packard Enterprise that includes the delivery of Support Services, or if none, the Hewlett Packard Enterprise Customer Terms-Support(CTSPOI), the Supplemental Data Sheet(CTDSOI); and ii)any applicable Transaction Documents thereto. Authorized Signature and Date Printed Name, Title and Phone Number (6)Completed form should be returned to: Hewlett Packard Enterprise Company Janelle Roberson 8000 Foothills Blvd TEL:916 5401056 ROSEVILLE, CA 95747 FAX: City Council 17 — 11 5/3/2022 0 Hewlett Packard Support Account Overview Enterprise AMP ID: 700818745NBQ Special Terms and Conditions No: 7157034002 Customer Address: HPE Address: City of Santa Ana Hewlett Packard Enterprise Company 20 CIVIC CENTER PLZ 8000 Foothills Blvd SANTA ANA CA 92701-4058 ROSEVILLE CA 95747 Customer Contact: HPE Representative: Mike Fetner Janelle Roberson Tel: (714)647-5384 Tel: 916 5401056 Fax: Fax: E-mail MFetner@santa-ana.org E-mail janelle.roberson@hpe.com This quote is valid until 05/13/2022 This order is governed by the specific agreement referenced below in the comment section. If none is identified, then Hewlett Packard Enterprise's standard terms will apply.Either one is the"Agreement". Multi-year support renewals are governed by the Exhibit E24 in addition to the Agreement unless otherwise specified. eStandard Terms:www.hpe.com/docs/customerterms eDatasheets:www.hpe.com/info/n*tlibrary Your Support Access Options for Service Agreement Customers: *Manage your service agreement online,visit-https://s360.hpe.com/https://esam.hpe.com OHPE Support Center- www.hpe.com/support/hpesc Please have your Service Agreement ID and Product/Serial available to expedite your support experience. For Support,please call: 866-211-5211 Support Account Reference Service Coverage Period Description Contract Total/USD Agreement ID From: To: LLFL SANTA ANA 1051 1728 0921 05/14/2022 05/14/2025 LLFL Santa Ana 147,988.87 Total Excluding Taxes 700818745NBQ 147,988.87 Print Date 04/01/2022 Pagel /11 Support Account Overview o Hewlett Packard Enterprise AMP ID: 700818745NBQ Customer Address: HPE Address: City of Santa Ana Hewlett Packard Enterprise Company 20 CIVIC CENTER PLZ 8000 Foothills Blvd SANTA ANA CA 92701-4058 ROSEVILLE CA 95747 Support Account Reference Coverage Period Description Contract Total/USD From: To: Summary of Charges Hardware Support 105,705.78 Hardware and Software Helpdesk Services 34,166.99 SW Updates eDelivery 8,116.10 Total Excluding Taxes 147,988.87 Total excludes all taxes. If applicable, taxes will be added at the time of invoicing at the current tax rate. Total price includes all additions, deletions, warranties, discounts and adjustments if applicable. Refer to the detail document for any applicable state& local tax City Council 17 — 13 5/3/2022 Print Date 04/01/2022 Pa_c 2 i I 1 Support Account Detail l� Hewlett Packard Enterprise Special Terms and Conditions No: 7157034002 Support Account Reference: LLFL SANTA Your PO Reference: ANA CCRN Number: 0511728090 HPE Reference No.: 71618204 Equipment Address: Software Update Address: City of Santa Ana City of Santa Ana 20 CIVIC CENTER PLZ 20 CIVIC CENTER PLZ SANTA ANA CA 92701-4058 SANTA ANA CA 92701-4058 Hardware Contact: Software Contact: Mike Fetner Mike Fetner Tel: (714)647-5384 Tel: (714)647-5384 Fax: Fax: This quote is valid until 05/13/2022 Coverage from: 05/14/2022 to: 05/14/2025 Service Agreement ID:1051 1728 0921 For Support,please call:866-211-5211 Product No. Description Serial No. Coverage Period Qty Price/USD from: to: Comment:Participating Addendum#7-15-70-34-002 must be sited on Purchase Order HlJ4A7AC HPE Tech Care Essential wDMR SVC ***Environmental Services*** HPE Remote Tech Support Technical Support General Technical Guidance Essential Service Level QR483A HPE 3PAR StoreSery 7400 2-N Storage Base 2M233009QL 05/15/2022 10/31/2022 1 23.78 Please note HPE can no longer support this item from:10/31/2022 H6Y96A HPE 3PAR StoreSery 8400 2N Fld Int Base 2M26350ORQ 09/14/2022 1 17.48 QW937A HPE SN3000B 24/12 FC Switch USB630202Z 09/14/2022 04/30/2025 1 4.19 Please note HPE can no longer support this item from:04/30/2025 QW937A HPE SN3000B 24/12 FC Switch USB628205W 09/14/2022 04/30/2025 1 4.19 Please note HPE can no longer support this item from:04/30/2025 653200-B21 HP DL380p Gen8 8-SFF CTO Server 2M233703BH 05/15/2022 1 12.59 653200-B21 HP DL380p Gcn8 8-SFF CTO Server 2M233703BJ 05/15/2022 1 12.59 653200-1321 HP DL380p Gen8 8-SFF CTO Server 2M233703BK 05/15/2022 1 12.59 653200-1321 HP DL380p Gen8 8-SFF CTO Server 2M233703BL 05/15/2022 1 12.59 653200-B21 HP DL380p Gen8 8-SFF CTO Server 2M233703BF 05/15/2022 1 12.59 653200-B21 HP DL380p Gcn8 8-SFF CTO Server 2M233703BG 05/15/2022 1 12.59 641016-1321 HP BL460c Gen8 10/20Gb FLB CTO Blade MXQ3380NIO 05/15/2022 1 5.60 641016-1321 HP BL460c Gen8 10/20Gb FLB CTO Blade MXQ338ON11 05/15/2022 1 5.60 641016-B21 HP BL460c Gen8 10/20Gb FLB CTO Blade MXQ338ON12 05/15/2022 1 5.60 735151-B21 HP BL460c Gen8 E5-v2 10/20Gb CTO Blade MXQ443027R 05/15/2022 1 5.60 727021-1321 HPE BL460c Gen9 IOGb/2OGb FLB CTO Blade 2M272403IV 07/01/2022 1 6.30 727021-1321 HPE BL460c Gen9 IOGb/2OGb FLB CTO Blade 2M27240320 07/01/2022 1 6.30 727021-B21 HPE BL460c Gen9 lOGb/2OGb FLB CTO Blade 2M2724031W 07/01/2022 1 6.30 City Council 17 — 14 5/3/2022 Printed on:04/01/2022 Page:3 /11 0 Hewlett Packard Special Terms and Conditions No: 7157034002 Enterprise Your PO Reference: CCRN Number: 0511728090 Product No. Description Serial No. Coverage Period Qty Price/USD from: to: 727021-B21 HPE BL460c Gen9 10Gb/20Gb FLB CTO Blade 2M2724031Z 07/01/2022 1 6.30 727021-B21 HPE BL460c Gen9 I0Gb/20Gb FLB CTO Blade 2M2724031X 07/01/2022 1 6.30 727021-B21 HPE BL460c Gen9 I0Gb/20Gb FLB CTO Blade 2M2724031Y 07/01/2022 1 6.30 868703-B21 HPE DL380 Gen10 8SFF CTO Server 2M20220660 06/11/2023 1 20.98 868705-B21 HPE DL380 Gen10 12LFF CTO Server 2M20250BG4 07/01/2023 1 20.98 403321-B21 HP BLc7000 1 PH 2 PS 4 Fan Full Icde Kit USE852JMMV 05/15/2022 1 4.89 AJ821C Brocade 8/24c SAN Switch for BladeSystem 1CG648BOOL 07/01/2022 08/31/2023 1 5.60 Please note HPE can no longer support this item from:08/31/2023 AJ821C Brocade 8/24c SAN Switch for BladeSystem 1CG649BO4Z 07/01/2022 08/31/2023 1 5.60 Please note HPE can no longer support this item from:08/31/2023 668667-001 HP DL380e Gen8 E5-2420 12LFF Stor US Svr MXQ30904HS 05/15/2022 1 5.60 668667-001 HP DL380e Gen8 E5-2420 12LFF Stor US Svr MXQ309037R 05/15/2022 1 5.60 719061-B21 HPE DL380 Gen9 12LFF CTO Server MXQ6190262 05/15/2022 1 15.38 719061-B21 HPE DL380 Gen9 12LFF CTO Server MXQ6190261 05/15/2022 1 15.38 719061-B21 HPE DL380 Gen9 12LFF CTO Server MXQ6190263 05/15/2022 1 15.38 719061-B21 HPE DL380 Gen9 12LFF CTO Server MXQ6190260 05/15/2022 1 15.38 719061-B21 HPE DL380 Gen9 12LFF CTO Server MXQ81104FS 04/02/2023 1 15.38 669255-B21 HP DL380e Gen8 8LFF CTO Server CZJ304248L 05/15/2022 1 5.60 719061-B21 HPE DL380 Gen9 12LFF CTO Server MXQ82502WC 09/23/2023 1 15.38 719061-B21 HPE DL380 Gen9 12LFF CTO Server MXQ82502WF 09/23/2023 1 15.38 719061-B21 HPE DL380 Gen9 12LFF CTO Server MXQ82502WD 09/23/2023 1 15.38 719061-B21 HPE DL380 Gen9 12LFF CTO Server MXQ75202QC 01/09/2023 1 15.38 719061-B21 HPE DL380 Gen9 12LFF CTO Server MXQ82502WG 09/23/2023 1 15.38 QR490A HPE M6710 2.5in 2U SAS Drive Enclosure 05/15/2022 10/31/2022 7 39.20 Please note HPE can no longer support this item from:10/31/2022 QR492A HPE M6710 30OGB 6G SAS 15K 2.5in HDD 05/15/2022 10/31/2022 48 33.60 Please note HPE can no longer support this item from:10/31/2022 QR496A HPE M6710 90OGB 6G SAS IOK 2.5in HDD 05/15/2022 10/31/2022 86 60.20 Please note HPE can no longer support this item from: 10/31/2022 E7X49A HPE M6710 1.2TB 12G SAS 10K 2.5in HDD 05/15/2022 10/31/2022 30 21.00 Please note HPE can no longer support this item from:10/31/2022 BC773AAE HP 3PAR 7400 OS Suite Base E-LTU 05/15/2022 10/31/2022 1 100.01 Please note HPE can no longer support this item from:10/31/2022 BC774AAE HPE 3PAR 7400 OS Suite Dry E-LTU 05/15/2022 10/31/2022 164 227.96 Please note HPE can no longer support this item from:10/31/2022 BC777AAE HP 3PAR 7400 Data Opt Suite Base E-LTU 05/15/2022 10/31/2022 1 85.32 Please note HPE can no longer support this item from: 10/31/2022 BC778AAE HPE 3PAR 7400 Data Opt Suite Drive E-LTU 05/15/2022 10/31/2022 164 227.96 Please note HPE can no longer support this item from:10/31/2022 BC795AAE HP 3PAR 7400 Reporting Suite E-LTU 05/15/2022 10/31/2022 1 66.44 Please note HPE can no longer support this item from:10/31/2022 E7Y71A HPE 3PAR 8000 SFF(2.5in)Fld Int Dr Encl 09/15/2022 3 12.57 K2Q95A HPE 3PAR 8000 48OGB SFF SSD 09/15/2022 8 11.12 K2P93A HPE 3PAR 8000 1.2TB SAS 10K SFF HDD 09/15/2022 32 22.40 K2P93A HPE 3PAR 8000 1.2TB SAS IOK SFF HDD 06/02/2024 16 11.20 L7B69A HPE 3PAR 8400 OS Suite Base LTU 09/15/2022 1 137.77 L7B70A HPE 3PAR 8400 OS Suite Drive LTU 09/15/2022 40 55.60 City Council 17 - 1 5/3/2022 Printed on:04/01/2022 Page:4/It 0 Hewlett Packard Special Terms and Conditions No: 7157034002 Enterprise Your PO Reference: CCRN Number: 0511728090 Product No. Description Serial No. Coverage Period Qty Price/USD from: to: L7B70A HPE 3PAR 8400 OS Suite Drive LTU 06/02/2024 16 22.24 L7B81A HPE 3PAR 8400 Virtual Copy Base LTU 09/15/2022 1 13.29 L7B82A HPE 3PAR 8400 Virtual Copy Drive LTU 09/15/2022 40 55.60 L7B82A HPE 3PAR 8400 Virtual Copy Drive LTU 06/02/2024 16 22.24 L7B71A HPE 3PAR 8400 Data Opt St v2 Base LTU 09/15/2022 1 48.26 L7B72A HPE 3PAR 8400 Data Opt St v2 Drive LTU 09/15/2022 40 55.60 L7B72A HPE 3PAR 8400 Data Opt St v2 Drive LTU 06/02/2024 16 22.24 QK724A HPE B-series 16Gb SFP+SW XCVR 09/15/2022 24 0.00 Discounts Multi-Year Hdr Disc%-6% 151.86- Government Header Discount%-20% 478.22- Pre Payment HdrDisc%-7% 135.07- ***Hardware Support*** HPE Hardware Tech Support Onsite Support Replacement Parts Essential Service Level Defective Media Retention Travel Zone 1 QR483A HPE 3PAR StoreSery 7400 2-N Storage Base 2M233009QL 05/15/2022 10/31/2022 1 110.50 Please note HPE can no longer support this item from:10/31/2022 H6Y96A HPE 3PAR StoreSery 8400 2N Fld Int Base 2M26350ORQ 09/14/2022 1 68.54 QW937A HPE SN3000B 24/12 FC Switch USB630202Z 09/14/2022 04/30/2025 1 19.59 Please note HPE can no longer support this item from:04/30/2025 QW937A HPE SN3000B 24/12 FC Switch USB628205W 09/14/2022 04/30/2025 1 19.59 Please note HPE can no longer support this item from:04/30/2025 653200-1321 HP DL380p Gen8 8-SFF CTO Server 2M233703BH 05/15/2022 1 78.32 653200-B21 HP DL380p Gen8 8-SFF CTO Server 2M233703BJ 05/15/2022 1 78.32 653200-B21 HP DL380p Gen8 8-SFF CTO Server 2M233703BK 05/15/2022 1 78.32 653200-B21 HP DL380p Gen8 8-SFF CTO Server 2M233703BL 05/15/2022 1 78.32 653200-1321 HP DL380p Gen8 8-SFF CTO Server 2M233703BF 05/15/2022 1 78.32 653200-1321 HP DL380p Gen8 8-SFF CTO Server 2M233703BG 05/15/2022 1 78.32 641016-1321 HP BL460c Gen8 10/20Gb FLB CTO Blade MXQ3380NIO 05/15/2022 1 53.85 641016-1321 HP BL460c Gen8 10/20Gb FLB CTO Blade MXQ338ON11 05/15/2022 1 53.85 641016-1321 HP BL460c Gen8 10/20Gb FLB CTO Blade MXQ338ON12 05/15/2022 1 53.85 735151-1321 HP BL460c Gen8 E5-v2 10/20Gb CTO Blade MXQ443027R 05/15/2022 1 53.85 727021-1321 HPE BL460c Gen9 IOGb/2OGb FLB CTO Blade 2M272403IV 07/01/2022 1 55.95 727021-B21 HPE BL460c Gen9 I0Gb/20Gb FLB CTO Blade 2M27240320 07/01/2022 1 55.95 727021-1321 HPE BL460c Gen9 IOGb/2OGb FLB CTO Blade 2M2724031W 07/01/2022 1 55.95 727021-1321 HPE BL460c Gen9 I0Gb/20Gb FLB CTO Blade 2M2724031Z 07/01/2022 1 55.95 727021-1321 HPE BL460c Gen9 IOGb/2OGb FLB CTO Blade 2M2724031X 07/01/2022 1 55.95 727021-B21 HPE BL460c Gen9 IOGb/2OGb FLB CTO Blade 2M2724031Y 07/01/2022 1 55.95 868703-1321 HPE DL380 Gen10 8SFF CTO Server 2M20220660 06/11/2023 09/06/2023 1 59.45 868703-1321 HPE DL380 Gen10 8SFF CTO Server 2M20220660 09/07/2023 1 124.49 City Council 17 - 1 5/3/2022 Printed on:04/01/2022 Page:5 /11 0 Hewlett Packard Special Terms and Conditions No: 7157034002 Enterprise Your PO Reference: CCRN Number: 0511728090 Product No. Description Serial No. Coverage Period Qty Price/USD from: to: 868705-B21 HPE DL380 Gen10 12LFF CTO Server 2M20250BG4 07/01/2023 09/22/2023 1 59.45 868705-B21 HPE DL380 Gen10 12LFF CTO Server 2M20250BG4 09/23/2023 1 124.49 403321-B21 HP BLc7000 1 PH 2 PS 4 Fan Full Icde Kit USE852JMMV 05/15/2022 1 78.32 AJ821C Brocade 8/24c SAN Switch for BladeSystem 1CG648BOOL 07/01/2022 08/31/2023 1 24.48 Please note HPE can no longer support this item from:08/31/2023 AJ821C Brocade 8/24c SAN Switch for BladeSystem 1CG649BO4Z 07/01/2022 08/31/2023 1 24.48 Please note HPE can no longer support this item from:08/31/2023 668667-001 HP DL380e Gen8 E5-2420 12LFF Stor US Svr MXQ30904HS 05/15/2022 1 31.47 668667-001 HP DL380e Gen8 E5-2420 12LFF Stor US Svr MXQ309037R 05/15/2022 1 31.47 719061-B21 HPE DL380 Gen9 12LFF CTO Server MXQ6190262 05/15/2022 1 91.61 719061-B21 HPE DL380 Gen9 12LFF CTO Server MXQ6190261 05/15/2022 1 91.61 719061-B21 HPE DL380 Gen9 12LFF CTO Server MXQ6190263 05/15/2022 1 91.61 719061-B21 HPE DL380 Gen9 12LFF CTO Server MXQ6190260 05/15/2022 1 91.61 719061-B21 HPE DL380 Gen9 12LFF CTO Server MXQ81104FS 04/02/2023 1 91.61 669255-B21 HP DL380e Gen8 8LFF CTO Server CZJ304248L 05/15/2022 1 31.47 719061-B21 HPE DL380 Gen9 12LFF CTO Server MXQ82502WC 09/23/2023 1 91.61 719061-B21 HPE DL380 Gen9 12LFF CTO Server MXQ82502WF 09/23/2023 1 91.61 719061-B21 HPE DL380 Gen9 12LFF CTO Server MXQ82502WD 09/23/2023 1 91.61 719061-B21 HPE DL380 Gen9 12LFF CTO Server MXQ75202QC 01/09/2023 1 91.61 719061-B21 HPE DL380 Gen9 12LFF CTO Server MXQ82502WG 09/23/2023 1 91.61 QR490A HPE M6710 2.5in 2U SAS Drive Enclosure 05/15/2022 10/31/2022 7 161.56 Please note HPE can no longer support this item from:10/31/2022 QR492A HPE M6710 30OGB 6G SAS 15K 2.5in HDD 05/15/2022 10/31/2022 48 134.40 Please note HPE can no longer support this item from:10/31/2022 QR496A HPE M6710 90OGB 6G SAS IOK 2.5in HDD 05/15/2022 10/31/2022 86 240.80 Please note HPE can no longer support this item from:10/31/2022 E7X49A HPE M6710 1.2TB 12G SAS IOK 2.5in HDD 05/15/2022 10/31/2022 30 84.00 Please note HPE can no longer support this item from:10/31/2022 E7Y71A HPE 3PAR 8000 SFF(2.5in)Fld Int Dr Encl 09/15/2022 3 54.54 K2Q95A HPE 3PAR 8000 48OGB SFF SSD 09/15/2022 8 106.32 K2P93A HPE 3PAR 8000 1.2TB SAS 10K SFF HDD 09/15/2022 32 112.00 K2P93A HPE 3PAR 8000 1.2TB SAS IOK SFF HDD 06/02/2024 16 56.00 QK724A HPE B-series 16Gb SFP+SW XCVR 09/15/2022 24 0.00 Discounts Multi-Year Hdr Disc%-6% 316.92- Government Header Discount%-20% 992.69- Pre Payment HdrDisc%-7% 277.86- **Software Support*** HPE Software Updates SVC License to Use&SW Updates Electronic SW Information HPE Recommended SW Upd Method HPE Recommended Doc Upd Method Tech Care City Council 17 — 1 5/3/2022 Printed on:04/01/2022 Page:6/It 0 Hewlett Packard Special Terms and Conditions No: 7157034002 Enterprise Your PO Reference: CCRN Number: 0511728090 Product No. Description Serial No. Coverage Period Qty Price/USD from: to: QW937A HPE SN3000B 24/12 FC Switch USB630202Z 09/14/2022 04/30/2025 1 0.00 Please note HPE can no longer support this item from:04/30/2025 QW937A HPE SN3000B 24/12 FC Switch USB628205W 09/14/2022 04/30/2025 1 0.00 Please note HPE can no longer support this item from:04/30/2025 BC773AAE HP 3PAR 7400 OS Suite Base E-LTU 05/15/2022 10/31/2022 1 45.46 Please note HPE can no longer support this item from:10/31/2022 BC774AAE HPE 3PAR 7400 OS Suite Dry E-LTU 05/15/2022 10/31/2022 164 114.80 Please note HPE can no longer support this item from:10/31/2022 BC777AAE HP 3PAR 7400 Data Opt Suite Base E-LTU 05/15/2022 10/31/2022 1 39.16 Please note HPE can no longer support this item from:10/31/2022 BC778AAE HPE 3PAR 7400 Data Opt Suite Drive E-LTU 05/15/2022 10/31/2022 164 114.80 Please note HPE can no longer support this item from:10/31/2022 BC795AAE HP 3PAR 7400 Reporting Suite E-LTU 05/15/2022 10/31/2022 1 30.77 Please note HPE can no longer support this item from: 10/31/2022 L7B69A HPE 3PAR 8400 OS Suite Base LTU 09/15/2022 1 62.94 L7B70A HPE 3PAR 8400 OS Suite Drive LTU 09/15/2022 40 28.00 L7B70A HPE 3PAR 8400 OS Suite Drive LTU 06/02/2024 16 11.20 L7B81A HPE 3PAR 8400 Virtual Copy Base LTU 09/15/2022 1 6.30 L7B82A HPE 3PAR 8400 Virtual Copy Drive LTU 09/15/2022 40 28.00 L7B82A HPE 3PAR 8400 Virtual Copy Drive LTU 06/02/2024 16 11.20 L7B71A HPE 3PAR 8400 Data Opt St v2 Base LTU 09/15/2022 1 21.68 L7B72A HPE 3PAR 8400 Data Opt St Q Drive LTU 09/15/2022 40 28.00 L7B72A HPE 3PAR 8400 Data Opt St v2 Drive LTU 06/02/2024 16 11.20 BD362AAE HPE 3PAR StoreSery Mgmt/Core SW E-Media 09/15/2022 1 0.00 BD363AAE HPE 3PAR OS Suite Latest E-Media 09/15/2022 1 0.00 Discounts Multi-Year Hdr Disc%-6% 47.46- Government Header Discount%-20% 149.70- Pre Payment HdrDisc%-7% 40.33- HU4B3AC HPE Tech Care Basic wDMR SVC ***Environmental Services*** HPE Remote Tech Support Technical Support General Technical Guidance Basic Service Level K2R82A HPE MSA 2040 ES LFF Chassis 2S6519CO30 05/15/2022 1 12.59 MOS96A HPE MSA 2040 ES LFF Disk Enclosure 2S6609DO40 05/15/2022 1 8.39 MOS96A HPE MSA 2040 ES LFF Disk Enclosure 2S6712DO39 05/15/2022 1 8.39 K2R82A HPE MSA 2040 ES LFF Chassis 2S6519CO31 05/15/2022 1 12.59 MOS96A HPE MSA 2040 ES LFF Disk Enclosure 2S6609DO41 05/15/2022 1 8.39 MOS96A HPE MSA 2040 ES LFF Disk Enclosure 2S6713DO05 05/15/2022 1 8.39 City Council 17 — 1 5/3/2022 Printed on:04/01/2022 Page:7 /11 0 Hewlett Packard Special Terms and Conditions No: 7157034002 Enterprise Your PO Reference: CCRN Number: 0511728090 Product No. Description Serial No. Coverage Period Qty Price/USD from: to: K2R82A HPE MSA 2040 ES LFF Chassis 2S6551C412 05/15/2022 1 12.59 MOS96A HPE MSA 2040 ES LFF Disk Enclosure 2S6609DO04 05/15/2022 1 8.39 MOS96A HPE MSA 2040 ES LFF Disk Enclosure 2S6609DO57 05/15/2022 1 8.39 MOS96A HPE MSA 2040 ES LFF Disk Enclosure 2S6804D247 04/02/2023 1 8.39 Discounts Multi-Year Hdr Disc%-6% 8.28- Government Header Discount%-20% 25.96- Pre Payment HdrDisc%-7% 7.26- ***Hardware Support*** HPE Hardware Tech Support Onsite Support Replacement Parts Basic Service Level Defective Media Retention Travel Zone 1 K2R82A HPE MSA 2040 ES LFF Chassis 2S6519CO30 05/15/2022 1 50.35 MOS96A HPE MSA 2040 ES LFF Disk Enclosure 2S6609DO40 05/15/2022 1 39.86 MOS96A HPE MSA 2040 ES LFF Disk Enclosure 2S6712DO39 05/15/2022 1 39.86 K2R82A HPE MSA 2040 ES LFF Chassis 2S6519CO31 05/15/2022 1 50.35 MOS96A HPE MSA 2040 ES LFF Disk Enclosure 2S6609DO41 05/15/2022 1 39.86 MOS96A HPE MSA 2040 ES LFF Disk Enclosure 2S6713DO05 05/15/2022 1 39.86 K2R82A HPE MSA 2040 ES LFF Chassis 2S6551C412 05/15/2022 1 50.35 MOS96A HPE MSA 2040 ES LFF Disk Enclosure 2S6609DO04 05/15/2022 1 39.86 MOS96A HPE MSA 2040 ES LFF Disk Enclosure 2S6609DO57 05/15/2022 1 39.86 MOS96A HPE MSA 2040 ES LFF Disk Enclosure 2S6804D247 04/02/2023 1 39.86 Discounts Multi-Year Hdr Disc%-6% 36.90- Government Header Discount%-20% 115.66- Pre Payment HdrDisc%-7% 32.37- ***Software Support*** HPE Software Updates SVC License to Use&SW Updates Electronic SW Information HPE Recommended SW Upd Method HPE Recommended Doc Upd Method Tech Care K2R82A HPE MSA 2040 ES LFF Chassis 2S6519CO30 05/15/2022 1 2.10 K2R82A HPE MSA 2040 ES LFF Chassis 2S6519CO31 05/15/2022 1 2.10 K2R82A HPE MSA 2040 ES LFF Chassis 2S6551C412 05/15/2022 1 2.10 City Council 17 — 1 5/3/2022 Printed on:04/01/2022 Page:8 /11 0 Hewlett Packard Special Terms and Conditions No: 7157034002 Enterprise Your PO Reference: CCRN Number: 0511728090 Product No. Description Serial No. Coverage Period Qty Price/USD from: to: Discounts Multi-Year Hdr Disc%-6% 0.54- Government Header Discount%-20% 1.68- Pre Payment HdrDisc%-7% 0.48- Summary of Charges Hardware Support 4,124.60 Hardware Support Tax CA 0.00 Hardware and Software Helpdesk Services 1,862.35 Hardware and Software Helpdesk Services Tax CA 0.00 SW Updates eDelivery 559.81 SW Updates eDelivery Tax CA 0.00 TOTAL INCLUDING TAX 6,546.76 Taxes have been added at current rate, however, tax rates will be those in effect at the time of invoicing. Total price includes all additions, deletions, warranties, discounts and adjustments if applicable. Hardware products under warranty H6Y96A HPE 3PAR StoreSery 8400 2N Fld Int Base 2M26350ORQ 09/28/2016 09/13/2022 1 QW937A HPE SN3000B 24/12 FC Switch USB630202Z 09/28/2016 09/13/2022 1 QW937A HPE SN3000B 24/12 FC Switch USB628205W 09/29/2016 09/13/2022 1 727021-B21 HPE BL460c Gen9 I0Gb/20Gb FLB CTO Blade 2M2724031V 06/30/2022 1 727021-B21 HPE BL460c Gen9 IOGb/2OGb FLB CTO Blade 2M27240320 06/30/2022 1 727021-B21 HPE BL460c Gen9 I0Gb/20Gb FLB CTO Blade 2M2724031W 06/30/2022 1 727021-B21 HPE BL460c Gen9 I0Gb/20Gb FLB CTO Blade 2M2724031Z 06/30/2022 1 727021-B21 HPE BL460c Gen9 I0Gb/20Gb FLB CTO Blade 2M2724031X 06/30/2022 1 727021-B21 HPE BL460c Gen9 I0Gb/20Gb FLB CTO Blade 2M2724031Y 06/30/2022 1 868703-B21 HPE DL380 Gen10 8SFF CTO Server 2M20220660 09/07/2020 09/06/2023a) 1 868705-B21 HPE DL380 Gen10 12LFF CTO Server 2M20250BG4 09/23/2020 09/22/2023a) 1 AJ821C Brocade 8/24c SAN Switch for BladeSystem ICG648BOOL 06/28/2017 06/30/2022 1 AJ821C Brocade 8/24c SAN Switch for BladeSystem 1CG649BO4Z 09/26/2017 06/30/2022 1 MOS96A HPE MSA 2040 ES LFF Disk Enclosure 2S6804D247 04/01/2023 1 719061-B21 HPE DL380 Gen9 12LFF CTO Server MXQ81104FS 04/07/2018 04/01/2023 1 719061-B21 HPE DL380 Gen9 12LFF CTO Server MXQ82502WC 09/23/2018 09/22/2023 1 719061-B21 HPE DL380 Gen9 12LFF CTO Server MXQ82502WF 09/23/2018 09/22/2023 1 719061-B21 HPE DL380 Gen9 12LFF CTO Server MXQ82502WD 09/23/2018 09/22/2023 1 719061-B21 HPE DL380 Gen9 12LFF CTO Server MXQ75202QC 01/09/2018 01/08/2023 1 719061-B21 HPE DL380 Gen9 12LFF CTO Server MXQ82502WG 09/23/2018 09/22/2023 1 SW products with pre paid support QW937A HPE SN3000B 24/12 FC Switch USB630202Z 09/28/2016 09/13/2022 1 City Council 11 17 — 2 5/3/2022 Printed on:04/01/2022 Page:9 /11 0 Hewlett Packard Special Terms and Conditions No: 7157034002 Enterprise Your PO Reference: CCRN Number: 0511728090 Product No. Description Serial No. Coverage Period Qty Price/USD from: to: QW937A HPE SN3000B 24/12 FC Switch USB628205W 09/29/2016 09/13/2022 1 City Council 17 — 21 5/3/2022 Printed on:04/O1/2022 Page:10/11 / N N O N � O � O 4-o c 2 _u � � u � I � u 2 � « � � / � 3 k �) / � \ m , � 0-0 \ \ { \ c ) Police Department www.santa-ana.org/pd Item # 18 City of Santa Ana 20 Civic Center Plaza, Santa Ana, CA 92701 Staff Report May 3, 2022 TOPIC: Edward Byrne Memorial Justice Assistance Grant Funding AGENDA TITLE: Approve Memorandum of Understanding and Appropriation Adjustments for Edward Byrne Memorial Justice Assistance Grant Program Funding (Non-General Fund) RECOMMENDED ACTION 1. Authorize the City Manager and the Chief of Police to execute a Memorandum of Understanding (#1 5PBJA-21-GG-01 188-JAGX)with the County of Orange, Sheriff's Department for the period of October 1, 2020 through September 30, 2024, accepting the 2021 Edward Byrne Memorial Justice Assistance Grant program funds in the amount of$105,143, subject to non-substantive changes approved by the City Manager and City Attorney. 2. Approve an appropriation adjustment recognizing $105,143 in the Law Enforcement Grants revenue account and appropriate same to expenditure account. (Requires five affirmative votes.) 3. Approve an appropriation adjustment recognizing $6,110 in the Law Enforcement Grants revenue account and appropriate same to expenditure account for portions of the 2019 and 2020 Edward Byrne Memorial Justice Assistance Grant program funds. (Requires five affirmative votes.) DISCUSSION The Edward Byrne Memorial Justice Assistance Grant (JAG) program provides federal criminal justice funding to state and local jurisdictions. JAG awards are based on a statutory formula that equally weighs the City's share of violent crime and population according to statistics from the Bureau of Justice Statistics (BJS). JAG requires the County to function as the applicant/fiscal agent to apply for, receive, and administer the funds on behalf of all cities. Funding in the amount of $105,143 has been awarded to the City of Santa Ana for the 2021 JAG allocation. Three percent ($3,505) will be set aside for training, overtime, and City Council 18 — 1 5/3/2022 Edward Byrne Memorial Justice Assistance Grant Funding May 3, 2022 Page 2 software costs associated with the transition to the National Incident-Based Reporting System (NIBRS) as is required by the Bureau of Justice Assistance. The remainder of the funds in the amount of $101,638 will be utilized by the Police Department for officer and professional staff overtime to augment gang prevention and enforcement, ensure successful prosecutions of gang-related crimes, and enhancement of educational opportunities through schools, community associations, and neighborhood watch groups. On September 15, 2020, the City Council approved the 2019 JAG MOU in the amount of $99,445.50 and the period of performance for this grant is still valid, with an ending date of September 30, 2022. On April 6, 2021, the City Council approved the 2020 JAG MOU in the amount of$90,364.23 which ends on September 30, 2023. At the time both awards were accepted, the NIBRS three percent set-aside amounts ($3,315 for the 2019 JAG program and $2,795 for the 2020 JAG program) were not included in Santa Ana's grant award appropriations because the County was previously responsible for spending the three percent set-aside funds for the benefit of all participating agencies. However, since then, the County has decided to allocate these funds directly to all cities for the 2019, 2020, and 2021 JAG awards. Therefore the combined $6,110 total must be appropriated into the City's budget in order for the Police Department to spend the funds as required. ENVIRONMENTAL IMPACT There is no environmental impact associated with this action. FISCAL IMPACT The appropriation adjustments will recognize $111,253 in the Law Enforcement Grants Revenue account (no. 12814002-52001) and appropriate same in expenditure account (nos. 12814409-various) for the following fiscal years: Fiscal Accounting Unit - Fund Description Accounting Unit, Amount Year Account# Account Description FY 21-22 12814409-various Law Enforcement Byrne Justice $ 26,110 Grants Assistance - Various FY 22-23 12814409-various Law Enforcement Byrne Justice $ 85,143 Grants Assistance - Various Total $111,253 The amounts above are estimates only and subject to change. Any unspent balance from FY 2021-22 will carried forward to FY 2022-23. EXHIBIT(S) 1. MOU with County of Orange (Sheriff's Department) Submitted By: David Valentin, Police Chief City Council 18 — 2 5/3/2022 Edward Byrne Memorial Justice Assistance Grant Funding May 3, 2022 Page 3 Approved By: Kristine Ridge, City Manager City Council 18 — 3 5/3/2022 EXHIBIT 1 MEMORANDUM OF UNDERSTANDING BETWEEN THE COUNTY OF ORANGE (SHERIFF) AND THE CITY OF SANTA ANA TO DISTRIBUTE TOE 2021 EDWARD BYRNE MEMORIAL.FUND—JUSTICE ASSISTANCE GRANT"JAG" AWARD ti1SPBJA-21-GG-01188-JAGH AWARD DATE:10/08/2021 ACCEPTANCE DATE:12/07/2021 L Participants Participants here to acknowledge the County of Orange as lead fiscal agent In charge of programmatic oversight and administration of funds and compliance over all eligible participant law enforcement agencies, hereinafter referred to Individually as "Party" and jointly as"the Parties." fi. Purpose The purpose of this Memorandum of Understanding (MOU) Is to support of the objectives of the Office of Justice Programs,expressly those identified as Priority Purpose Areas (PPAs)for the term of this award. W. Program Overview and Description of Project(s) The Edward Byrne Memorial Justice Assistance Grant Program(JAG)allows states and units of local government, including tribes, to support a broad range of criminal justice related activities based on their own state and local needs and conditions, Equipment purchases or funded initiatives such as overtime, task forces, drug programs, information sharing, etc,will be aimed at reducing crime and/or enhancing public/officer safety. JAG funds can be used for state and local initiatives,technical assistance,training, personnel, equipment, supplies, contractual support, and information systems for criminal justice, including for any one or more of the following purpose areas: 1) law enforcement programs; 2)prosecution and court programs;3) prevention and education programs;4)corrections and community corrections programs;5)drug treatment and enforcement programs; 6) planning, evaluation, and technology improvement programs; 7) crime victim and witness programs (other than compensation);and 8)mental health programs and related law enforcement and corrections programs, including behavioral programs and crisis intervention teams. The County of Orange (Sheriff)will determine validity of each project included in the application 1of2 City Council 18 — 4 5/3/2022 MEMORANDUM OF UNDERSTANDING BETWEEN THE COUNTY OF ORANGE (SHERIFF) AND THE CITY OF SANTA ANA TO DISTRIBUTE THE 2021 EDWARD BYRNE MEMORIAL FUND—JUSTICE ASSISTANCE GRANT"JAG" AWARD#15PBJA-2I-GG-01188-JAGX AWARD DATE: 10/08/2021 ACCEPTANCE DATE: 12/07/2021 and subsequent awards. JAG funding will be used to support criminal justice initiatives that fall under one or more of the allowable program areas above. This award is subject to all terms and conditions of the grant and administrative and financial requirements, including the timely submission of all financial and programmatic reports, resolution of all interim audit findings, and the maintenance of a minimum level of cash-on- hand. Should you not adhere to these requirements, you will be in violation of the terms of this agreement and the award will be subject to termination for cause or other administrative action as appropriate. THE UNDERSIGNED PARTIES HERETO ACKNOWLEDGE THE RECEIPT OF FUNDS FROM THE DEPARTMENT OF JUSTICE AND TRANSFER OF FUNDS FROM COUNTY TO MUNICIPAL GOVERNMENTS. COUNTY OF ORANGE ORANGE COUNTY SHERIFF DON BARNES on behalf of COUNTY EXECUTIVE OFFICER,FRANK KIM AUTHORIZED SIGNALO Y ORANGE COUNTYSHERIFF'S DEPARTMENT FINANCIAL/ADMINISTRATIVE SERVICES DIVISION FINANCIAL DIRECTOR � ( X AUTHORIZED SIGNATORY SANTA ANA CITY SANTA ANA POLICE DEPARTMENT CHIEF OF POLICE, DAVID VALENTIN AUTHORIZED SIGNATORY Ar-KHQNtJ AS 10 FQKW OFFICE QF THE COUNTY COUNSEL oPANGE cOUNTY.CA[JFoFo A 2 of 2 City Council 18 — 5 �' ��� � 2022 ATTEST: CITY OF SANTA ANA DAISY GOMEZ KRISTINE RIDGE Clerk of the Council City Manager APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney By: TAMARA BOGOSIAN Senior Assistant City Attorney City Council 18 — 6 5/3/2022 a H Cn � p - = pmn W DO O m D r- M < C > C O C zm Y z z — z =4 -- 0m - 0r za - DtK zG) z � DmO COD WDDc) � -OIa0mDn'm (D CD -1 O Z1 z w X 00 �. mc� C� zpnD7 -� C (, (D m ,-1 � 2 7 IV to CD mo o 0 n CD 0 (n � K E10, C) Z N C C C C C C C C C C C O ^ 7 C_ 7 C 7 7 _7 7 7 7 -_C 7 C O y/ CD "O ''a "C 'C 'O � 'C �• � � �• � � G7 v N v N v_ v v v ili N 0 0 ID 7 C rt Z c0 � � n m �6669fflEn f2969,fA694A69;69 -En 69 y N CD n n o I I D r O W J O (A O W N: Cn CD CO O D p W m 00 O CD CO to -A CO -N CO N -! C n O to A v O N W W -'.A M O sv r— o Ge En (A 6969fH696969iA696969 D r a 0 3 n T v D i �* ; o .p 0 0 W A'N) N. OO N C Z �I J O O O'',W N O CT7 CJl CO O O G rt CA W W m m O,CO O CO i�, O - CO W -1 o'G 00 O O W -N M Cn O W O -! " CD -N 69 69 w w -69 69''69 69 fA 69 69 W.69 W 00 M Wi4 W O N v v Cn M M �-+ O O " 00 Cn — Cn M W �l N �D Cn CD Cfl CO W O -N v CD N m b19 4A 4A 4A,fA fA 4A fA 4A -(A.-(A 69 EA < -n � C N 7 N � N 0 O Gf ~ J O N W N N " �1. �I �4 00 �l 00 s N 00 -I j W C) O N U W M M O V .P M N W 4h N CD O -4 V N W N O W �a City Council 18 — 7 5/3/2022 Police Department www.santa-ana.org/pd Item # 19 City of Santa Ana 20 Civic Center Plaza, Santa Ana, CA 92701 Staff Report May 3, 2022 TOPIC: Agreement with Rancho Santiago Community College District for Course Registration Services AGENDA TITLE: Approve a Five-Year Agreement with Rancho Santiago Community College District for Course Registration Services RECOMMENDED ACTION Authorize the City Manager to execute an agreement with Rancho Santiago Community College District for registering students to receive college credit for attending certified training, for the period of July 18, 2022 through July 17, 2027, subject to non-substantive changes approved by the City Manager and City Attorney. This agreement will result in tuition expenses of up to $95,835, and generate up to $270,000 in reimbursement revenue over the five-year term. DISCUSSION The Santa Ana Police Department has a long standing relationship with Rancho Santiago Community College District (District) to ensure law enforcement officers receive college credit for law enforcement training that has been certified by the District. Under the terms of this agreement, Santa Ana College offers advanced public safety courses to students under the immediate supervision of a Rancho Santiago Community College District - approved instructor Santa Ana PD training officer). The officers receive college credit, and the District is eligible to receive state apportionment to help fund the costs of instruction. A percentage of the apportionment is used to compensate the Police Department for costs incurred while presenting the course (i.e. instructor costs, instructional supplies, printing costs, etc.). Over the course of an average year, the Police Department trains approximately 600-700 employees (Santa Ana and outside agencies). Registration costs vary based on the class, and the Department is reimbursed at two dollars and seventy cents ($2.70) per student contact hour, not to exceed 20,000 student contract hours or $54,000 per fiscal year. Although the maximum annual reimbursement authorized by the district is $54,000 per state guidelines, the Police Department anticipates our current training program schedule will generate approximately $35,000 per year. However, as training needs increase, the City Council 19 — 1 5/3/2022 Agreement with Rancho Santiago Community College District for Course Registration Services May 3, 2022 Page 2 agreement may generate up to the $54,000 annual maximum (20,000 contact hours x $2.70 per contact hour = $54,000). The Police Department anticipates paying approximately $7,000 per year in tuition costs, which will total $35,000 over the five-year term. However, the Police Department may pay up to a maximum of $19,167 per year as training needs change and the contract is maximized. This annual amount was derived using the following calculations: • 20,000 training hours divided by 48 (48 hours of instruction = 1 unit) equals 416.67 units • 416.67 units multiplied by $46 (tuition per unit) equals $19,167 in tuition costs Actual expenses and revenue received will be based on the annual training needs of the Police Department, and the number of registrations processed through the District. ENVIRONMENTAL IMPACT There is no environmental impact associated with this action. FISCAL IMPACT Funds for this agreement will be budgeted and available in the Police Department's Training Services, Contract Services account (no. 01 1 1441 0-62300), and revenues will be deposited in the Police Department's Miscellaneous Reimbursement revenue account (no. 01114002-57402) for the following fiscal years: Anticipated Maximum Expenditure Revenue Expenditure Revenue FY 2022-23 $ 7,000 $ 35,000 $19,167 $ 54,000 FY 2023-24 $ 7,000 $ 35,000 $19,167 $ 54,000 FY 2024-25 $ 7,000 $ 35,000 $19,167 $ 54,000 FY 2025-26 $ 7,000 $ 35,000 $19,167 $ 54,000 FY 2026-27 $ 7,000 $ 35,000 $19,167 $ 54,000 Totals $35,000 $175,000 $95,835 $270,000 The amounts above are estimates only and are subject to change. EXHIBIT(S) 1 . Agreement with Rancho Santiago Community College District Submitted By: David Valentin, Police Chief Approved By: Kristine Ridge, City Manager City Council 19 - 2 5/3/2022 EXHIBIT 1 STANDARD INTER-AGENCY INSTRUCTIONAL SERVICES AGREEMENT THIS AGREEMENT is entered into by and between the Rancho Santiago Community College District with its principle place of business located at 2323 North Broadway, Santa Ana, California 92706 (District) on behalf of the Santa Ana College Criminal Justice Academies and Santa Ana Police Department (Agency) with its principle place of business located at 60 Civic Center Plaza Santa Ana, CA 92701. RECITALS WHEREAS, under Government Code Section 53060 and Education Code Section 78021, the Rancho Santiago Community College District desires to contract with Agency as an independent contractor to the District; and WHEREAS, Agency has the personnel, expertise and equipment to provide the special services required herein, and WHEREAS, the public's interest, convenience and general welfare will be served by this contract; NOW THEREFORE, in consideration of the following covenants, conditions and agreements, the parties hereto agree as follows: 1) TERM AND TERMINATION. This agreement shall be binding and deemed effective on July 18, 2022 and shall remain in effect for five (5) years unless sooner terminated by either party in accordance with this section. a) Either party may terminate this Agreement without cause by giving thirty (30) days prior written notice to the other party of its intention to terminate. In the event a rotation is in progress, any written notice to terminate with or without cause shall become effective at the expiration of the rotation. b) In the event of a material breach of this Agreement, the aggrieved party may terminate this Agreement by giving thirty(30) days'prior written notice of termination to the breaching party. If the breach is not cured, the Agreement shall terminate at the end of the thirty day period. c) Notwithstanding the foregoing, in the event the Program is discontinued by College during its Term, this Agreement shall immediately terminate without further action by the parties hereto. 2) AGENCY'S RESPONSIBILITIES: a) Services. Agency is authorized to teach the following courses: • CJA 038A Tactical/Weapons Training • CJA 034E- Continued Professional Training for Peace Officers City Council 19 — 3 5/3/2022 SAC Contract#22-036 Page I of 7 SAPD ISA Renewal w CJA ISA 2022 (Updated)(188950.5).docx2 • CJA 039A First Aid/ CPR Refresher • CJA 039B First Aid Refresher • Other related courses approved by the Associate Dean, Criminal Justice Academies and specific to Criminal Justice and all other approved Criminal Justice related courses offered at Santa Ana College. b) Instructor Qualifications: All student contact hours submitted by the Agency to the District shall have been taught under the line of sight supervision of instructors who meet the District's minimum or equivalent qualifications for hiring as part-time Criminal Justice Instructors. This expertise is furnished at the expense of the Agency. The services include the use of their specialized equipment, facilities, all handouts, and instructors with specific expertise. c) Enrollment of Students: The District will supply current student enrollment forms to the Agency who will return properly completed enrollment forms to the District prior to beginning instruction. d) Student Attendance Records. Agency will maintain records of student attendance and achievement. Records will be open for review at all times by officials of the District and submitted on a schedule developed by the District. Mutually acceptable documentation of student contact hours and any changes thereto, shall be determined by the Parties prior to each course e) Applicable Law. Agency agrees to comply with all federal, state, and local laws, rules regulations, and ordinances that are now or may in the future become applicable to Agency, Agency's business, equipment, and personnel engaged in operations covered by this agreement or occurring out of the performance of such operations. 3) DISTRICT'S RESPONSIBILITIES a) Educational Proms. The educational program provided under this agreement is the sole responsibility of the District. When a course is offered for credit,participants in the course will earn academic credit in accordance with District policy regarding eligibility, attendance, course work, examinations, and related policies and procedures. Accordingly, District retains responsibility for the Program and/or courses offered pursuant to this Agreement. b) Supervise and Control Instruction. The instruction claimed for apportionment under this contract shall be under the immediate supervision and control of a District employee (Title 5, Section 58058)who has met the minimum qualifications for instruction in a vocational subject in a California community college. c) Instructor Who Is Not a District Employee - District's Responsibilities. Where Agency's instructor is not a paid employee of the District, the District shall have a written agreement with each such instructor who is conducting instruction for which City Council 19 — 4 5/3/2022 SAC Contract#22-036 Page 2 of 7 SAPD ISA Renewal w CJA ISA 2022 (Updated)(188950.5).docx2 Full time Equivalency Students (FTES) are reported. The agreement shall state that the District has the primary right to control and direct the instructional activities of Agency's instructor. d) Qualifications of Instructors. District shall list the minimum qualifications for instructors teaching these courses. Such qualifications shall be consistent with requirements specified by the District. e) District's Control of and Direction for Instructors. District shall provide instructors with an orientation, instructors manual, course outlines, curriculum materials, testing and grading procedures, and any of the other necessary materials and services that it would provide to its hourly instructors on campus. f) Courses of Instruction. It is the District's responsibility to ensure that the course outline of records are approved by the District's curriculum committee pursuant to Title 5 course standards, and that the courses have been approved by the District's board of trustees. g) Different Section of Courses. District shall have procedures to ensure that faculty teaching different sections of the same course teach in a manner consistent with the approved outline of record for that course. Such procedures apply to the faculty and courses that are the subject of this contract, and the students shall be held to a comparable level of rigor. h) Enrollment. District will advise Agency of the enrollment period, student enrollment fees, the number of class hours sufficient to meet the stated performance objectives, policy regarding the supervision and evaluation of students, and the procedure applicable to the withdrawal of students prior to completion of a course or program. i) Approval of Degree and Certificate Programs. District is responsible to ensure that degree and certificate programs have been approved by the State Chancellor's Office and courses that make up the programs must be part of the approved programs, or District must have received delegate authority to separately approve those courses locally. j) Classes Held Outside of District. If the classes are to be located outside the boundaries of the District, the District must comply with the requirements of title 5, Sections 55230-55232, concerning approval by adjoining high school or community college districts and use of non-District facilities. k) Funding Source. District shall certify that it does not receive full compensation for the direct education costs of the course from any public or private agency, individual, or group. 1) Certification. District is responsible for obtaining certification verifying that the instruction activity to be conducted will not be fully funded by other sources. (Title 5, Section 58051.5) City Council 19 — 5 5/3/2022 SAC Contract#22-036 Page 3 of 7 SAPD ISA Renewal w CJA ISA 2022 (Updated)(188950.5).docx2 4) FEES a) Agency Fee and Expenses. The fee to be paid by District for the services and materials to be supplied hereunder is: Two dollars and seventy cents ($2.70) per student contact hour, not to exceed 20,000 student contract hours or fifty four thousand dollars ($54,000)per fiscal year. Annual limits shall not be exceeded without the expressed written permission from either the Dean of Human Services & Technology Division or by the Associate Dean, Criminal Justice Academies. I. Invoices. The Agency shall invoice the District at the conclusion of each course, supplying mutually acceptable documentation of student contact hours for each course, pursuant to section 2d above. II. Tuition. It is mutually agreed that tuition fees will be deducted from the total dollar amount per student contact hours paid to Agency by District. 5) TERMS AND CONDITIONS a) Facilities. Agency and District agree that the course shall be held at facilities that are clearly identified as being open to the general public. (Title 5, Section 58051.5) b) Open Enrollment. District and Agency agree that enrollment in the course must be open to any person who has been admitted to the college and has met any applicable prerequisites. (Title 5, Sections 51006 and 59106) The District's policy on open enrollment is published in the college catalogue and schedule of classes (Title 5, Section 51006), along with a description of the course and information about whether the course is offered for credit and is transferable. (Title 5, Section 55005) c) Support Services for Students. Both Agency and District shall ensure that ancillary and support services are provided for the students (e.g. Counseling and Guidance, and Placement Assistance). d) Indemnification. The District shall defend, indemnify and hold Agency harmless from and against any and all liability, loss, expense, reasonable attorneys' fees, or claims for injury or damages arising out of the performance of this Agreement, but only in proportion to and to the extent such liability, loss, expense, reasonable attorneys' fees, or claims for injury or damages are caused by or result from the negligent or intentional acts or omissions of the District, its officers, agents, employees, Students, or District Instructors. Agency shall defend, indemnify and hold the District harmless from and against any and all liability, loss, expense, reasonable attorneys' fees, or claims for injury or damages arising out of the performance of this Agreement, but only in proportion to and to the extent such liability, loss, expense, reasonable attorneys' fees, or claims for injury or damages are caused by or result from the negligent or intentional acts or omissions of Agency, its officers, agents, or employees. City Council 19 — 6 5/3/2022 SAC Contract#22-036 Page 4 of 7 SAPD ISA Renewal w CJA ISA 2022 (Updated)(188950.5).docx2 In the event that third-party loss is attributed to the concurrent act(s) or omission(s) of both Parties, the ultimate financial responsibility of each Party for said loss shall be apportioned according to the Party's percentage of fault as determined by mutual agreement between the Parties or by a court of competent jurisdiction. Neither party shall request a jury apportionment. This mutual indemnification shall survive termination of this Agreement or final payment therefore. e) Counterparts. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original but all of which together shall constitute one and the same agreement. Any such counterpart containing an electronic or facsimile signature shall be deemed an original. f) Independent Contractors. It is understood that this is an Agreement by and between independent contractors and is not intended to, and shall not be construed to, create the relationship of agent, servant, employee,partnership,joint venture of association, or any other relationship whatsoever other than that of independent contractor. Except as District may specify in writing. g) Assi nme. This Agreement shall not be assigned by Agency either in whole or in part. Any such purported assignment voids this Agreement. h) Force Majeure. Neither party shall be responsible for delays or failure in performance resulting from acts beyond the control of such parties. Such acts shall include, but not be limited to, Acts of God, labor disputes, civil disruptions, acts of war, epidemics, fire, electrical power outages, earthquakes or other natural disasters. i) Notices. All notices required or permitted under this Agreement shall be in writing and shall be deemed delivered when delivered in person or deposited in the United States mail, postage prepaid, addressed as follows: If to District: Rancho Santiago Community College District ATTN: Vice Chancellor of Business Services 2323 North Broadway Santa Ana, California 92706 If submitting an invoice, insert: "Attn: Accounts Payable" If to Agency; Santa Ana Police Department Attn: Chief Dave Valentin 60 Civic Center Plaza Santa Ana, CA 92701 j) Time Is of the Essence. Time is of the essence for each of the provisions of this Agreement, and all the provisions of this Agreement, shall extend to and be binding City Council 19 — 7 5/3/2022 SAC Contract#22-036 Page 5 of 7 SAPD ISA Renewal w CJA ISA 2022 (Updated)(188950.5).docx2 upon the heirs, executors, administrators, successors, and assigns of the respective parties hereto. k) Modifications. No modifications or variations of the terms of this Agreement shall be valid unless made in writing and signed by the parties hereto, and no oral understanding or agreements not incorporated herein shall be binding on any of the parties hereto. 1) Insurance. Each Party to this Agreement shall insure or self-insure its activities in connection with this Agreement and obtain, keep in force and maintain during the term hereof insurance or self-insurance coverage as listed below. Certificates of insurance, or other satisfactory documentation, evidencing that the insurance coverage specified herein is in full force and effect throughout the term of this Agreement may be requested by either party. Commercial General Liability insurance, which shall include coverage for: "bodily injury", "property damage", "advertising injury", and "personal injury", including,but not limited to, coverage for products and completed operations, with combined single policy limits or limits of liability of not less than$1,000,000 per occurrence and not less than$2,000,000 in the aggregate, if the policy or memorandum of coverage is subject to any aggregate policy limit or aggregate limit of liability. Business or Commercial Automobile Liability insurance or coverage written on an "occurrence" basis with policy limits or limits of liability of not less than $1,000,000 per accident. It must cover owned, hired, non-owned motor vehicles, with a combined single policy limit or limit of liability for bodily injury and property damage of not less than$1,000,000. Workers Compensation insurance with statutory limit and Employers' Liability with a $1,000,000 limit per occurrence. Additional Insured Endorsements: Each Parry to this Agreement shall cause the Commercial General Liability insurance or self-insurance program required by this Agreement to be endorsed to name the other Party as an additional insured. Subrogation Waivers: The Workers' Compensation policy shall be endorsed to state that all rights of subrogation are waived as to each Party to this Agreement m) Equal Employment Opportunity Clause. The parties to this contract agree to promote equal employment opportunities through its policies and regulations. This means that both parties will not discriminate, nor tolerate discrimination, against any applicant or employee because of race, color, religion, gender, sexual orientations, national origin, age, disabled, or veteran status. Additionally, the parties will provide an environment City Council 19 — 8 5/3/2022 SAC Contract#22-036 Page 6 of 7 SAPD ISA Renewal w CJA ISA 2022 (Updated)(188950.5).docx2 that is free from sexual harassment, as well as harassment and intimidation on account of an individual's race, color, religion, gender, sexual orientation, national origin, age, disability, or veteran status. n) Severability. Should any part of this Agreement be declared through a final decision by a court or tribunal of competent jurisdiction to be unconstitutional, invalid, or beyond the authority of either party to enter into or to carry out, such decision shall not affect the validity of the remainder of this Agreement, which shall continue in full force and effect, provided that the remainder of this Agreement, absent the unexercised portion, can be interpreted reasonably to give effect to the intentions of the parties. Execution. By their signatures below, each of the following represents that they have authority to execute this Agreement and to bind the party on whose behalf their execution is made. AGENCY RANCHO SANTIAGO COMMUNITY COLLEGE DISTRICT By: See attached signature pie By: Name: Name: Iris I. Ingram Title: Title: Vice Chancellor of Business Operations Date: Date: SAC Contract# 22-036 City Council 19 — 9 5/3/2022 SAC Contract#22-036 Page 7 of 7 SAPD ISA Renewal w CJA ISA 2022 (Updated)(188950.5).docx2 Rancho Santiago Community College District STANDARD INTER-AGENCY INSTRUCTIONAL SERVICES AGREEMENT IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: CITY OF SANTA ANA DAISY GOMEZ KRISTINE RIDGE Clerk of the Council City Manager APPROVED AS TO FORM: RECOMMENDED FOR APPROVAL: SONIA R. CARVALHO City Attorney By: itil.'u q---- Tamara Bogosian David Valentin Senior Assistant City Attorney Chief of Police City Council 19 — 10 5/3/2022 Public Works Agency www.santa-ana.org/pw Item # 20 City of Santa Ana 20 Civic Center Plaza, Santa Ana, CA 92701 Staff Report May 3, 2022 TOPIC: Purchase of Real Property for Water Resources Pressure Regulating Vault Relocation AGENDA TITLE Approve an Appropriation Adjustment and a Purchase and Sale Agreement for the Purchase of Real Property at 315 E 171" Street in the Amount of $550,000 for the Relocation of a Water Resources Pressure Regulating Vault (Non-General Fund) RECOMMENDED ACTION 1 . Authorize the City Manager to execute a purchase and sale agreement with HuuAn Nguyen for the purchase of real property located at 315 E 171" Street (APN 003-153- 49), in the amount of $550,000, plus normal closing costs and escrow fees, subject to non-substantive changes approved by the City Manager and City Attorney. 2. Approve an appropriation adjustment to recognize $575,000 of prior-year fund balance in the Water Fund, Public Works Water Revenue, Prior Year Carryforward revenue account, and appropriate the same amount to the Acquisition & Construction, Water Utility Capital Projects, Land expenditure account. (Requires five affirmative votes) 3. Approve an amendment to the Fiscal Year 2021-22 Capital Improvement Program to include $575,000 in construction funds for the Pressure Regulating Vault Relocation Project (No. 22-6474). DISCUSSION The Public Works Agency's Water Resources Division oversees and maintains the daily operations of the City's water distribution system. The water system is composed of approximately 480 miles of water main, 21 groundwater wells, seven pump stations, 10 reservoirs with a storage capacity of 49 million gallons, four pressure-regulating vaults (PRVs), and seven connection points with Metropolitan Water District of Southern California (MWD). The City currently has a pressure regulating vault, PRV-2, located in the public right-of- way at 399 3/4 E 171" Street, underneath the Interstate 5 overpass. PRV-2 has exceeded its useful life and is in need of replacement. Rather than replace PRV-2 in its current City Council 20 - 1 5/3/2022 Purchase Agreement for Pressure Regulating Vault Relocation May 3, 2022 Page 2 location under an interstate highway overpass, the Water Resources Division recommends relocating the vault approximately 380 feet east of the existing location. The purchase of real property located at 315 E 171" Street (APN 003-153-49) is needed in order to relocate and construct the new vault. The new location (Exhibit 1) will provide Water Resources with a safer and more operationally-efficient site out of the public right- of-way. The purchase price for this property is $550,000, plus standard fees and closing costs (Exhibit 2). Closing costs and escrow fees are approximated at $25,000. The approval of the amendment to the Fiscal Year 2021-22 Capital Improvement Program which will officially incorporate this project into the program (Exhibit 3). ENVIRONMENTAL IMPACT There is no environmental impact associated with the action. FISCAL IMPACT Approval of the requested appropriation adjustment will recognize sufficient funds from Water Fund, Public Works Water Revenue, Prior Year Carryforward revenue account (No. 06017002-50001) and appropriate the same amount to the Acquisition & Construction, Water Utility Capital Projects, Land expenditure account (No. 06617647- 66100) to complete the funding for the purchase of the property in the amount of $575,000. The following table summarizes the funds budgeted and available for expenditure. Fiscal Accounting Unit Fund Accounting Unit, Amount Year - Account # Description Account Description 06617647-66100 Acquisition & Water Utility Capital 2021-22 (22-6474) Construction Projects, Land $575,000 EXHIBIT(S) 1 . Location Map 2. Purchase and Sale Agreement 3. FY 2021-22 Capital Improvement Program Sheet Submitted By: Nabil Saba, P.E., Executive Director— Public Works Agency Approved By: Kristine Ridge, City Manager City Council 20 — 2 5/3/2022 ! i L1J y rl t �'J � � o - ryry M 6 4 il INfPI �_�r 11 a o ' U I DocuSign Envelope ID:A43F09A5-E094-42413-89137-8241 CD31313584 PURCHASE AND SALE AGREEMENT FOR ACQUISITION OF REAL PROPERTY AND BILATERAL ESCROW INSTRUCTIONS 3/25/2022 THIS AGREEMENT ( hereinafter " PSA") , entered into on 2022 , between the CITY OF SANTA ANA, a charter city and municipal corporation duly organized under the Constitution and laws of the State of California (hereinafter "City" or "Buyer"), and, HuuAn Nguyen, a single man (hereinafter "Seller"), regardless of number or gender; THEREFORE, for and in consideration of their mutual promises, covenants and agreements, and subject to the terms, conditions and provisions of this PSA, Seller agrees to sell to City, and City agrees to purchase from Seller, that certain real property (hereinafter "Said Real Property") legally described as follows: SEE EXHIBIT "A" — Legal Description ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF (Commonly known as 315 E. 1711 Street, Santa Ana, CA 92706) (APN: 003-153-49) Said purchase and sale of Said Real Property shall be in accordance with and subject to all of the following terms, conditions, promises, covenants, agreements and provisions, to wit: 1. Conveyance by Seller. Seller agrees to convey said real property to City, by Grant Deed, at the office of Fidelity National Title, 4400 MacArthur Blvd., Suite 200, Newport Beach, California, within sixty (60) days from and after the date on which the City has approved this Agreement. 2. Title to be Conveyed. Seller agrees that, except as may hereinafter be otherwise expressly provided, said real property shall be conveyed by Seller to City, as aforesaid, free and clear of any and all conditions, restrictions, reservations, exceptions, easements, assessments, profits, limitations, encumbrances (whether monetary or non-monetary, general or specific, including any and all leasehold interests), liens, clouds or defects in title except those exceptions shown in Paragraph 15 below. Seller hereby warrants that the title to said real property to be conveyed by Seller to City shall be free and clear as provided above. Seller further agrees that acceptance by City of any deed to said real property, with or without knowledge of any condition, restriction, reservation, exception, easement, assessment, profit, limitation, encumbrance (whether monetary or non-monetary, general or specific, and including any and all leasehold interests), lien, cloud or defect in title, shall not constitute a waiver by City of its right to the full and clear title hereinabove agreed to be conveyed by Seller to City, nor of any right which might accrue to City because of the failure of Seller to convey title as hereinabove provided. 3. Title Insurance. Seller agrees to deliver to City, concurrently with the conveyance of said real property to City, within the time and at the place hereinabove specified for said conveyance of said real property, a policy of title insurance to be issued by the above mentioned title company, with the City therein named as the insured, in the amount of $550,000 (Five Hundred Fifty Thousand Dollars) insuring the title of the City to said real property is free and clear of any and all conditions, restrictions, reservations, exceptions, easements, assessments, profits, limitations, encumbrances (whether monetary or non-monetary, general or specific, and including any and all leasehold interests), liens, clouds or defects in title, excepting such specific ones as city may hereinafter expressly agree to take subject to. Acceptance by City of any such policy of insurance, whether such insurance complies with the requirements of this paragraph or not, shall not constitute a waiver by City of its right to such insurance as is herein required of Seller, nor a waiver by the City of any rights of action for damages or any other rights which may accrue to City by reason of the failure of Seller to convey title or to provide title insurance as required in this Agreement. City Council 20 — 4 5/3/2022 DocuSign Envelope ID:A43F09A5-E094-42413-89137-8241 CD31313584 4. Escrow. City agrees to open an escrow at the office of Fidelity National Title, 4400 MacArthur Blvd. Suite 200, Newport Beach, California, (the Escrow Agent) within five (5) days from and after the date on which the City has approved this Agreement. This Agreement constitutes the joint escrow instructions of the City and the Seller and a duplicate original of this Agreement shall be delivered to the Escrow Agent upon the opening of the escrow. Escrow to close within forty-five (45) days of the City's execution of this Agreement. If escrow is not in a condition to close by the Close of Escrow, and failure to close is due to unforeseen conditions of title or interest of third parties in the Property that cannot be resolved in Escrow, then buyer may, at its option, request cancellation of escrow and this Agreement and return of any funds it has deposited into escrow. Thereupon, all obligations and liabilities of the Parties under this Agreement shall cease and terminate. If no such request is made, Escrow shall be closed as soon as possible thereafter. Buyer shall be entitled to possession of the Property immediately upon close of Escrow. The Escrow Agent hereby is empowered to act under this Agreement, and upon indicating its acceptance of this Section 4 and of the General Provisions described in Exhibit "B" attached hereto and incorporated herein by this reference, in writing, delivered to the City and to the Seller within five (5) days after delivery of this Agreement, shall carry out its duties as Escrow Agent hereunder. Seller shall pay (a) the fees of any counsel/real estate agent representing Seller in connection with this transaction, (b) one-half (1/2) of any conveyance fee, transfer tax, documentary stamp tax or similar tax which becomes payable by reason of the transfer of the Property; and (c) one-half (1/2) of any escrow fee which may be charged by the Escrow Agent or Title Company. City shall pay (a) the fees of any counsel/real estate agent representing City in connection with this transaction; (b) the fee for the title examination and the Title Report, (c) the premium for the Owner's Policy of Title Insurance and any endorsements to be issued to the City by the Title Company at Closing; (d) the cost of the Survey, if needed; (e) one-half (1/2) of any conveyance fee, transfer tax, documentary stamp tax or similar tax which becomes payable by reason of the transfer of the Property; (f) the fees for recording the deed conveying the Property to the City, if any; and (g) one-half (1/2) of any escrow fees charged by the Escrow Agent or Title Company. All other costs and expenses incident to this transaction and the closing thereof shall be paid by the party incurring same. 5. Property Taxes. Such real property taxes, if any, on said real property for the fiscal year within which said real property is conveyed to City as are unpaid at the time of said conveyance shall be cleared and paid in accordance with the provisions of Section 4986 of the Revenue and Taxation Code of the State of California. Seller shall be eligible for a refund under Section 5096.7 of the Revenue and Taxation Code of the State of California for that portion of property taxes on said real property for said fiscal year which have been paid prior to the date the deed conveying said real property to City is recorded which is allocable to that portion of the fiscal year which begins on the date the deed conveying said real property to City is recorded and made uncollectible if unpaid by reason of Section 5086 of the Revenue and Taxation Code of the State of California. To the extent that Seller has prepaid any taxes or assessments attributable to the Property; Seller shall be solely responsible for obtaining any refund due thereon from the taxing authority. Upon written request, Buyer shall assist Seller, at Seller's sole cost, in obtaining said refund, if any; however, in no case shall Buyer credit or otherwise pay Seller for that refund, if any, through or outside of Escrow. All unpaid taxes on said real property for any and all years prior to the fiscal year within which said conveyance is made shall be paid by Seller before conveyance of said real property to City. 6. Payment of Purchase Price. City agrees to pay to Seller, and Seller agrees to accept from City, as and for the full purchase price for said real property, fixtures & equipment (improvements pertaining to the realty), goodwill (if any), and severance damages, the total sum of $550,000 (Five Hundred Fifty Thousand Dollars). City agrees to deposit said purchase price in escrow with the Escrow Agent within THIRTY (30) days from and after the date on which the City has approved this Agreement, and the Escrow Agent is hereby authorized to pay the same to Seller upon and after: (a) Conveyance of said real property by Seller to City as hereinabove provided; (b) A Ci y Council 20 - 9 1 w 5/3/2022 DocuSign Envelope ID:A43F09A5-E094-42413-89137-8241 CD31313584 (c) Delivery to City of the policy of title insurance as hereinabove provided; (d) Recordation of the Deed conveying said real property to City. 7. Possession. Seller agrees to deliver to City, on the date the Deed conveying said real property to City is recorded, quiet and peaceful possession of said real property, which shall be made free by Seller of all personal property. a. No later than fourteen (14) days after the close of escrow, Seller shall have removed all merchandise, inventory, equipment, personal property, and/or removable trade fixtures from the Property. Any merchandise, inventory, equipment, personal property, and/or removable trade fixtures at the Property as of fourteen (14) days after the close of escrow shall be deemed abandoned by Seller on that date. b. If Seller does not vacate the Property by the above stated date, the Seller agrees to have the Court immediately issue a Writ of Possession and/or Assistance, directing the Marshall or Sheriff of Orange County to take physical possession of the Property in favor of the City. Seller waives the right to have the City file an unlawful detainer action, as well as waive the right to any hearing or any requirements for an application by City to obtain the Writ of Possession and/or Assistance and waives any and all rights to object to the issuance of said Writ if Seller does not vacate the Property by fourteen (14) days after the close of escrow. 8. Rental and Occupancy By Seller. Intentionally deleted. 9. Waivers. The waiver by City of any breach of any covenant or agreement herein contained on the part of the Seller shall not be deemed or held to be a waiver of any subsequent or other breach of said covenant or agreement nor a waiver of any breach of any other covenants or agreements contained herein. 10. Heirs, Assigns, Successors-in-Interest. This PSA, and all the terms, covenants and conditions hereof, shall apply to and bind the heirs, executors, administrators, successors and assigns of the respective Parties hereto. 11. Time is of the Essence. In all matters and things hereunder to be done and in all payments hereunder to be made, time is and shall be of the essence. 12. Just Compensation. Seller acknowledges and agrees that said purchase price is just compensation at fair market value for said real property and includes payment for fixtures & equipment (improvements pertaining to the realty), goodwill (if any), and severance damages. 13. Acknowledgment of Full Benefits and Release. A. By execution of this Agreement, Seller, on behalf of himself, his heirs, executors, administrators, successors and assigns, hereby acknowledges that this Agreement provides full payment for the acquisition of the Property by Buyer, and Seller hereby expressly and unconditionally waives any claim for compensation for injury to the remainder ("severance damages"); precondemnation damages; claims for inverse condemnation; loss of goodwill and/or lost profits; loss or impairment of any "bonus value" attributable to any lease; damage to or loss of improvements pertaining to the realty; damage to or loss of machinery, fixtures, inventory, equipment and/or personal property; any right to repurchase, leaseback from Seller, or receive any financial gain from, the sale of any portion of the Property , or challenge Buyer's adoption of a resolution of necessity, pursuant to Code of Civil Procedure sections 1245.245; any right to receive any notices pursuant to Code of Civil Procedure section 1245.245; any right to enforce any other obligation placed upon Seller pursuant to Code of Ci 11 it ounci59 _ rred upon Y DocuSign Envelope ID:A43F09A5-E094-42413-89137-8241 CD31313584 Defendants pursuant to Code of Civil Procedure sections 1245.245 and 1263.615 and 1263.025; and attorney's fees and costs. It being understood that this is a complete and full settlement of all acquisition claims, liabilities, or benefits of any type or nature whatsoever relating to or in connection with the acquisition of the Property by Buyer. This release shall survive the Close of Escrow. This acknowledgment and release shall survive the Close of Escrow. 14. Notices. The mailing address of the City of Santa Ana is 215 S. Center St (Admin Bldg. A), in the City of Santa Ana 92705, County of Orange, State of California. The mailing address of the Seller is 1762 W. Minerva Ave. , Anaheim CA 92804 15. Exceptions. City agrees to accept title to said real property subject to the following: NONE. 16. Entire Agreement. It is mutually agreed that the Parties hereto have herein set forth the whole of their Agreement. 17. Hazardous Waste. Neither Seller nor, to the best of Seller's knowledge, any previous owner, tenant, occupant, or user of the Property used, generated, released, discharged, stored, or disposed of any hazardous waste, toxic substances, or related materials ("Hazardous Materials") on, under, in, or about the Property, or transported any Hazardous Materials to or from the Property. Seller shall not cause or permit the presence, use, generation, release, discharge, storage, or disposal of any Hazardous Materials on, under, in, or about, or the transportation of any Hazardous Materials to or from, the Property. The term "Hazardous Material" shall mean any substance, material, or waste which is or becomes regulated by any local governmental authority, the State of California, or the United States Government, including, but not limited to, any material or substance which is (i) defined as a "hazardous waste", "extremely hazardous waste", or "restricted hazardous waste" under Section 25115, 25117 or 25122.7, or listed pursuant to Section 25140 of the California Health and Safety Code, Division 20, Chapter 6.5 (Hazardous Waste Control Law), (ii) defined as "hazardous substance" under Section 25316 of the California Health and Safety Code, Division 20, Chapter 6.8 (Carpenter-Presley-Tanner Hazardous Substance Account Act), (iii) defined as a "hazardous material", "hazardous substance", or "hazardous waste" under Section 25501 of the California Health and Safety Code, Division 20, Chapter 6.95 (Hazardous Materials Release Response Plans and Inventory), (iv) defined as a "hazardous substance" under Section 25281 of the California Health and Safety Code, Division 20, Chapter 6.7 (Underground Storage of Hazardous Substances), (v) petroleum, (vi) asbestos, (vii) polychlorinated biphenyls, (viii) listed under Article 9 or defined as "hazardous" or "extremely hazardous" pursuant to Article 11 of Title 22 of the California Administrative Code, Division 4, Chapter 20, (ix) designated as a "hazardous substances" pursuant to Section 311 of the Clean Water Act, (33 U.S.C. S1317), (x) defined as a "hazardous waste" pursuant to Section 1004 of the Resource Conservation and Recovery Act, 42 U.S.C. S6901 et seg. (42 U.S.C. S6903) or (xi) defined as a "hazardous substances" pursuant to Section 101 of the Comprehensive Environmental Response, Compensation, as amended by Liability Act, 42. U.S.C. S9601 et seg. (42 U.S.C. S9601). 18. Compliance With Environmental Laws. To the best of Seller's knowledge the Property complies with all applicable laws and governmental regulations including, without limitation, all applicable federal, state, and local laws pertaining to air and water quality, hazardous waste, waste disposal, and other environmental matters, including, but not limited to, the Clean Water, Clean Air, Federal Water Pollution Control, Solid Waste Disposal, Resource Conservation Recovery and Comprehensive Environmental Response Compensation and Liability Acts, and the California Environment Quality Act, and the rules, regulations, and ordinances of the city within which the subject property is located, the California Department of Health Services, the Regional Water Quality Control Board, the State Water Resources Control Board, the Environmental Protection Agency, and all applicable federal, state, and local agencies and bureaus. 19. Indemnity. Seller agrees to indemnify, defend and hold the City harmless from and against any claim, action, suit, proceeding, loss, cost, damage, liability, deficiency, fine, penalty, punitive damage, or expense (including, without limitation, attorneys' fees), resulting from, arising out of, or based upon (i) the presence, release, use, generation, discharge, storage, or disposal of any Hazardous Material on, under, in or about, or or alleged City Council 20 — 7 5/ 0/2 DocuSign Envelope ID:A43F09A5-E094-42413-89137-8241 CD31313584 violation, of any statute, ordinance, order, rule, regulation, permit, judgment, or license relating to the use, generation, release, discharge, storage, disposal, or transportation of Hazardous Materials on, under, in, or about, to or from, the Property. This indemnity shall include, without limitation, any damage, liability, fine, penalty, punitive damage, cost, or expense arising from or out of any claim, action, suit or proceeding for personal injury (including sickness, disease, or death, tangible or intangible property damage, compensation for lost wages, business income, profits or other economic loss, damage to the natural resource or the environment, nuisance, pollution, contamination, leak, spill, release, or other adverse effect on the environment). This indemnity extends only to liability created prior to or up to the date this escrow shall close. Seller shall not be responsible for acts or omissions to act post close of this escrow. 20. Contingency. It is understood and agreed between the parties hereto that the completion of this transaction, and the escrow created hereby, is contingent upon the specific acceptance and approval of the City herein. The execution of these documents and the delivery of same to Escrow Agent constitute said acceptance and approval. 21. Modification and Amendment. This PSA may not be modified or amended except in writing signed by the Seller and City. 22. Partial Invalidity. Any provision of this PSA that is unenforceable or invalid or the conclusion of which would adversely affect the validity, legality, or enforcement of this PSA shall have no effect, but all the remaining provisions of this PSA shall remain in full force. 23. Captions. Captions and headings in this PSA, including the title of this PSA, are for convenience only and are not to be considered in construing this PSA. 24. Governing Law. This PSA shall be governed by and construed in accordance with the laws of the State of California. 25. No Reliance By One Party On The Other. Each party has received independent legal advice from its attorneys with respect to the advisability of executing this PSA and the meaning of the provisions hereof. The provisions of this PSA shall be construed as to their fair meaning, and not for or against any party based upon any attribution to such party as the source of the language in question. 26. No Third Party Beneficiary. This PSA is intended to benefit only the Parties hereto and no other person or entity has or shall acquire any rights hereunder. 27. Duty To Cooperate Further. Each party hereby agrees that it shall, upon request of the other, execute and deliver such further documents (in form and substance reasonably acceptable to the party to be charged) and do such other acts and things as are reasonably necessary and appropriate to effectuate the terms and conditions of this PSA, without cost. 28. Applicability of Agreement To Assignees. This PSA shall be binding upon and shall inure to the benefit of the successors and assigns of the Parties to this PSA. 29. Authority to Execute Agreement. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this PSA, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. 30. Incorporation of Exhibits. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this PSA. City Council 20 — 8 5/3/2022 DocuSign Envelope ID:A43F09A5-E094-42413-89137-8241 CD31313584 IN WITNESS WHEREOF, the Parties hereto have executed this PSA on the date and year first written above. SELLER: HuuAn Nguyen, a single man DocuSigned by: 3/25/2022 85F4F1 G-= Date: , 2022 06CCC51 E4 ... nuuHn Nguyen City/Buyer: City of Santa Ana Date: , 2022 Kristine Ridge City Manager Attest: Date: , 2022 Daisy Gomez City Clerk Approved as to Form: _� _ Date: 4-6-22 , 2022 John M. Funk Sr. Assistant City Attorney RECOMMENDED FOR APPROVAL: Date: 2022 Nabil Saba Executive Director Public Works Agency City Council 20 — 9 5/3/2022 EXHIBIT "A" THE LAND REFERRED TO HEREIN IS SITUATED IN THE COUNTY OF ORANGE, STATE OF CALIFORNIA, AND IS DESCRIBED AS FOLLOWS: THE SOUTH 170 FEET OF THOSE PORTIONS OF THE 7.48 ACRE PARCEL AND OF 17TH STREET, IN WILEY'S ADDITION, IN THE CITY OF SANTA ANA, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 1, PAGE 86, MISCELLANEOUS MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, DESCRIBED AS FOLLOWS: BEGINNING AT A POINT 1024.98 FEET EAST OF THE SOUTHWEST CORNER OF SECTION 6, IN TOWNSHIP 5 SOUTH, RANGE 9 WEST, SAN BERNARDINO BASE AND MERIDIAN, SAID POINT ALSO BEING THE SOUTHWEST CORNER OF THE LAND DESCRIBED IN THE DEED TO GEORGE B. MACGILLIVRAY RECORDED DECEMBER 5, 1898 IN BOOK 41, PAGE 21, DEEDS, RECORDS OF SAID ORANGE COUNTY AND RUNNING THENCE WEST 114 FEET; THENCE NORTH 380 FEET; THENCE EAST 114 FEET TO THE WEST LINE OF SAID LAND OF MACGILLIVRAY; THENCE SOUTH 380 FEET TO THE POINT OF BEGINNING. EXCEPT THE WEST 54.00 FEET THEREOF. ALSO EXCEPTING THEREFROM 1C AS DESCRIBED IN THAT CERTAIN FINAL ORDER OF CONDEMNATION, SUPERIOR COURT CASE NO. 160974, A CERTIFIED COPY OF WHICH WAS RECORDED DECEMBER 13, 1972 IN BOOK 10469, PAGE 332 OF OFFICIAL RECORDS OF ORANGE COUNTY, CALIFORNIA. ASSESSOR'S PARCEL NUMBER: 003-153-49 City Council 20 — 10 5/3/2022 DocuSign Envelope ID:A43F09A5-E094-42413-89137-8241 CD31313584 EXHIBIT "B" (Fidelity National Title) GENERAL ESCROW PROVISIONS 1.DEPOSIT OF FUNDS The law dealing with the disbursement of funds requires that all funds be available for withdrawal as a matter of right by the title entity's escrow and/or sub escrow account prior to disbursement of any funds. Only wire-transferred funds can be given immediate availability upon deposit. Cashier's checks,teller's checks and Certified checks may be available one business day after deposit.All other funds such as personal,corporate or partnership checks and drafts are subject to mandatory holding periods which may cause material delays in disbursement of funds in this escrow.In order to avoid delays, all fundings should be wire transferred. Outgoing wire transfers will not be authorized until confirmation of the respective incoming wire transfer or of availability of deposited checks. Deposit of funds into general escrow trust account unless instructed otherwise. You may instruct Escrow Holder to deposit your funds into an interest bearing account by signing and returning the"Escrow Instructions-Interest Bearing Account",which has been provided to you.If you do not so instruct us,then all funds received in this escrow shall be deposited with other escrow funds in one or more general escrow trust accounts, which include both non-interest bearing demand accounts and other depository accounts of Escrow Holder,in any state or national bank or savings and loan association insured by the Federal Deposit Insurance Corporation(the"depository institutions")and may be transferred to any other such escrow trust accounts of Escrow Holder or one of its affiliates, either within or outside the State of California.A general escrow trust account is restricted and protected against claims by third parties and creditors of Escrow Holder and its affiliates. Receipt of benefits by Escrow Holder and affiliates. The parties to this escrow acknowledge that the maintenance of such general escrow trust accounts with some depository institutions may result in Escrow Holder or its affiliates being provided with an array of bank services, accommodations or other benefits by the depository institution. Some or all of these benefits may be considered interest due you under California Insurance Code Section 12413.5. Escrow Holder or its affiliates also may elect to enter into other business transactions with or obtain loans for investment or other purposes from the depository institution.All such services,accommodations,and other benefits shall accrue to Escrow Holder or its affiliates and Escrow Holder shall have no obligation to account to the parties to this escrow for the value of such services,accommodations, interest or other benefits. Said funds will not earn interest unless the instructions otherwise specifically state that funds shall be deposited in an interest-bearing account.All disbursements shall be made by check of Fidelity National Title Company. The principals to this escrow are hereby notified that the funds deposited herein are insured only to the limit provided by the Federal Deposit Insurance Corporation.Any instruction for bank wire will provide reasonable time or notice for Escrow Holder's compliance with such instruction.Escrow Holders sole duty and responsibility shall be to place said wire transfer instructions with its wiring bank upon confirmation of(1)satisfaction of conditions precedent or(2)document recordation at close of escrow.Escrow Holder will NOT be held responsible for lost interest due to wire delays caused by any bank or the Federal Reserve System,and recommends that all parties make themselves aware of banking regulations with regard to placement of wires. In the event there is insufficient time to place a wire upon any such confirmation or the wires have closed for the day,the parties agree to provide written instructions for an alternative method of disbursement. WITHOUT AN ALTERNATIVE DISBURSEMENT INSTRUCTION, FUNDS WILL BE HELD IN TRUST IN A NON-INTEREST BEARING ACCOUNT UNTIL THE NEXT OPPORTUNITY FOR WIRE PLACEMENT. 2.PRORATIONS AND ADJUSTMENTS All prorations and/or adjustments called for in this escrow are to be made on the basis of a thirty (30)day month unless otherwise instructed in writing.You are to use information contained on last available tax statement,rental statement as provided by the Seller,beneficiary's statement and fire insurance policy delivered into escrow for the prorations provided for herein. 3.SUPPLEMENTAL TAXES The within described property may be subject to supplemental real property taxes due to the change of ownership taking place through this or a previous escrow transaction. Any supplemental real property taxes arising as a result of the transfer of the property to Buyer shall be the sole responsibility of Buyer and any supplemental real property taxes arising prior to the closing date shall be the sole responsibility of the Seller.TAX BILLS OR REFUNDS ISSUED AFTER CLOSE OF ESCROW SHALL BE HANDLED DIRECTLY BETWEEN BUYER AND SELLER. 4.UTILITIES/POSSESSION Transfer of utilities and possession of the premises are to be settled by the parties directly and outside escrow. 5.PREPARATION AND RECORDATION OF INSTRUMENTS Escrow Holder is authorized to prepare,obtain,record and deliver the necessary instruments to carry out the terms and conditions of this escrow and to order the policy of title insurance to be issued at close of escrow as called for in these instructions. Close of escrow shall mean the date instruments are recorded. 6.AUTHORIZATION TO FURNISH COPIES You are authorized to furnish copies of these instructions, supplements, amendments,notices of cancellation and closing statements,to the Real Estate Broker(s)and Lender(s)named in this escrow. City Council 20 — 11 5/3/2022 DocuSign Envelope ID:A43F09A5-E094-42413-89137-8241 CD31313584 General Provisions Printed: 1/l/0001 12:00 AM by JK EI000076(DSI Rev.05/19/17) Page 1 7.RIGHT OF CANCELLATION Any principal instructing you to cancel this escrow shall file notice of cancellation in your office in writing.You shall,within two(2)working days thereafter,deliver,one copy of such notice to each of the other principals at the addresses stated in this escrow.UNLESS WRITTEN OBJECTION TO CANCELLATION IS FILED IN YOUR OFFICE BY A PRINCIPAL WITHIN TEN(10)DAYS AFTER DATE OF SUCH DELIVERY, YOU ARE AUTHORIZED TO COMPLY WITH SUCH NOTICE AND DEMAND PAYMENT OF YOUR CANCELLATION CHARGES. If written objection is filed, you are authorized to hold all money and instruments in this escrow and take no further action until otherwise directed,either by the principals'mutual written instructions,or by final order of a court of competent jurisdiction. 8.PERSONAL PROPERTY No examination or insurance as to the amount or payment of personal property taxes is required unless specifically requested. By signing these General Provisions,the parties to the escrow hereby acknowledge that they are indemnifying the Escrow Holder against any and all matters relating to any"Bulk Sales"requirements,and instruct Escrow Agent to proceed with the closing of escrow without any consideration of matter of any nature whatsoever regarding"Bulk Sales"being handled through escrow. 9.RIGHT OF RESIGNATION Escrow Holder has the right to resign upon written notice delivered to the principals herein.If such right is exercised,all funds and documents shall be returned to the party who deposited them and Escrow Holder shall have no liability hereunder. 10.AUTHORIZATION TO EXECUTE ASSIGNMENT OF HAZARD INSURANCE POLICIES Either Buyer,Seller and/or Lender may hand you the insurance agent's name and insurance policy information,and you are to execute,on behalf of the principals hereto,form assignments of interest in any insurance policy(other than title insurance)called for in this escrow,forward assignment and policy to the insurance agent, requesting that the insurer consent to such transfer and/or attach a loss payable clause and/or such other endorsements as may be required,and forward such policy(s)to the principals entitled thereto.It is not your responsibility to verify the information handed you or the assignability of said insurance.Your sole duty is to forward said request to insurance agent at close of escrow. Further,there shall be no responsibility upon the part of Escrow Holder to renew hazard insurance policy(s)upon expiration or otherwise keep it in force either during or subsequent to the close of escrow. Cancellation of any existing hazard insurance policies is to be handled directly by the principals,and outside of escrow. 11.ACTION IN INTERPLEADER The principals hereto expressly agree that you,as Escrow Holder,have the absolute right at your election to file an action in interpleader requiring the principals to answer and litigate their several claims and rights among themselves and you are authorized to deposit with the clerk of the court all documents and funds held in this escrow.In the event such action is filed,the principals jointly and severally agree to pay your cancellation charges and costs, expenses and reasonable attorney's fees which you are required to expend or incur in such interpleader action, the amount thereof to be fixed and judgment therefore to be rendered by the court. Upon the filing of such action,you shall thereupon be fully released and discharged from all obligations imposed by the terms of this escrow or otherwise. 12.TERMINATION OF AGENCY OBLIGATION If there is no action taken on this escrow within six(6)months after the"time limit date"as set forth in the escrow instructions or written extension thereof,your agency obligation shall terminate at your option and all documents,monies or other items held by you shall be returned to the parties depositing same.In the event of cancellation of this escrow,whether it be at the request of any of the principals or otherwise,the fees and charges due Fidelity National Title Company, including expenditures incurred and/or authorized shall be home equally by the parties hereto (unless otherwise agreed to specifically). 13.CONFLICTING INSTRUCTIONS Upon receipt of any conflicting instructions,you are to take no action in connection with this escrow until non-conflicting instructions are received from all of the principals to this escrow(subject to sections 7,9, 11 and 12 above). 14.DELIVERY/RECEIPT Delivery to principals as used in these instructions unless otherwise stated herein is to be by hand in person to the principal,regular mail,email or fax to any of the contact information provided in these instructions. If delivered by regular mail receipt is determined to be 72 hours after such mailing.All documents,balances and statements due to the undersigned may be delivered to the contact information shown herein. All notices, change of instructions,communications and documents are to be delivered in writing to the office of Fidelity National Title Company as set forth herein. 15.STATE/FEDERAL CODE NOTIFICATIONS According to Federal Law,the Seller,when applicable,will be required to complete a sales activity report that will be utilized to generate a 1099 statement to the Internal Revenue Service. General Provisions Printed: I/l/0001 12:00 AM by JK E1000076(Ds ity ou cil age 20 - 12 5/3/2022 DocuSign Envelope ID:A43F09A5-E094-42413-89137-8241 CD31313584 Pursuant to State Law,prior to the close of escrow, Buyer will provide Escrow Holder with a Preliminary Change of Ownership Report. In the event said report is not handed to Escrow Holder for submission to the County in which subject property is located,upon recording of the Grant Deed,Buyers acknowledge that the applicable fee will be assessed by said County and Escrow Holder shall debit the account of Buyer for same at close of escrow. 16.NON-RESIDENT ALIEN The Foreign Investment in Real Property Tax Act(FIRPTA),Title 26 U.S.C.,Section 1445,and the regulations there under,provide in part,that a transferee (buyer) of a U.S. real property interest from a foreign person must withhold a statutory percentage of the amount realized on the disposition, report the transaction and remit the withholding to the Internal Revenue Service (IRS) within twenty (20) days after the transfer. Fidelity National Title Company will not determine nor aid in the determination of whether the FIRPTA withholding provisions are applicable to the subject transaction,nor act as a Qualified Substitute under state or federal law,nor furnish tax advice to any party to the transaction.Fidelity National Title Company will not determine nor aid in the determination of whether the transaction will qualify for an exception or an exemption and is not responsible for the filing of any tax forms with the IRS as they relate to FIRPTA, nor responsible for collecting and holding of any documentation from the buyer or seller on the buyer's behalf for the purpose of supporting a claim of an exception or exemption.Fidelity National Title Company is not an agent for the buyer for the purposes of receiving and analyzing any evidence or documentation that the seller in the subject transaction is a U.S.citizen or resident alien.Fidelity National Title Company is not responsible for the payment of this tax and/or penalty and/or interest incurred in connection therewith and such taxes are not a matter covered by the Owner's Policy of Title Insurance to be issued to the buyer. Fidelity National Title Company is not responsible for the completion of any IRS documents or related forms related to the referenced statute.The buyer is advised:they must independently make a determination of whether the contemplated transaction is subject to the withholding requirement; bear full responsibility for compliance with the withholding requirement if applicable and/or for payment of any tax, interest, penalties and/or other expenses that may be due on the subject transaction; and they are responsible for the completion of any and all forms, including but not limited to applicable IRS documentation, and the mailing of those forms. The Buyer is advised any forms, documents, or information received from Fidelity National Title Company is not tax or legal advice and should not be construed as such nor treated as a complete representation of FIRPTA requirements. Buyer should seek outside counsel from a qualified individual to determine any and all implications of the referenced statute. 17.ENCUMBRANCES Escrow Holder is to act upon any statements furnished by a lienholder or his agent without liability or responsibility for the accuracy of such statements. Any adjustments necessary because of a discrepancy between the information furnished Escrow Holder and any amount later determined to be correct shall be settled between the parties direct and outside of escrow. You are authorized,without the need for further approval,to debit my account for any fees and charges that I have agreed to pay in connection with this escrow,and for any amounts that I am obligated to pay to the holder of any lien or encumbrance to establish the title as insured by the policy of title insurance called for in these instructions. If for any reason my account is not debited for such amounts at the time of closing,I agree to pay them immediately upon demand,or to reimburse any other person or entity who has paid them. 18.ENVIRONMENTAL ISSUES Fidelity National Title Company has made no investigation concerning said property as to environmental/toxic waste issues.Any due diligence required or needed to determine environmental impact as to forms of toxification,if applicable,will be done directly and by principals outside of escrow.Fidelity National Title Company is released of any responsibility and/or liability in connection therewith. 19.USURY Escrow Holder is not to be concerned with any questions of usury in any loan or encumbrance involved in the processing of this escrow and is hereby released of any responsibility or liability therefore. 20.DISCLOSURE Escrow Holder's knowledge of matters affecting the property, provided such facts do not prevent compliance with these instructions, does not create any liability or duty in addition to these instructions. 21.FACSIMILE/ELECTRONIC SIGNATURE Escrow Holder is hereby authorized and instructed that, in the event any party utilizes electronic or"facsimile" transmitted signed documents or instructions to Escrow Holder,you are to rely on the same for all escrow instruction purposes and the closing of escrow as if they bore original signatures."Electronic Signature"means,as applicable,an electronic copy or signature complying with California Law. 22.CLARIFICATION OF DUTIES Fidelity National Title Company serves ONLY as an Escrow Holder in connection with these instructions and cannot give legal advice to any party hereto. Escrow Holder is not to be held accountable or liable for the sufficiency or correctness as to form, manner of execution, or validity of any instrument deposited in this escrow,nor as to the identity,authority or rights of any person executing the same.Escrow Holder's duties hereunder shall be limited to the proper handling of such money and the proper safekeeping of such instruments, or other documents received by Escrow Holder,and for the disposition of same in accordance with the written instructions accepted by Escrow Holder. The agency and duties of Escrow Holder commence only upon receipt of copies of these Escrow Instructions executed by all parties. General Provisions Printed: 1/l/0001 12:00 AM by JK City Council 20 — 13 5/3/2022 DocuSign Envelope ID:A43F09A5-E094-42413-89137-8241 CD31313584 EI000076(DSI Rev.05/19/17) Page 3 23.FUNDS HELD IN ESCROW When the company has funds remaining in escrow over 90 days after close of escrow or estimated close of escrow,the Company shall impose a monthly holding fee of$25.00 that is to be charged against the funds held by the Company. THIS AGREEMENT IN ALL PARTS APPLIES TO,INURES TO THE BENEFIT OF,AND BINDS ALL PARTIES HERETO,THEIR HEIRS, LEGATEES, DEVISEES, ADMINISTRATORS, EXECUTORS, SUCCESSORS AND ASSIGNS, AND WHENEVER THE CONTEXT SO REQUIRES THE MASCULINE GENDER INCLUDES THE FEMININE AND NEUTER,AND THE SINGULAR NUMBER INCLUDES THE PLURAL. THESE INSTRUCTIONS AND ANY OTHER AMENDMENTS MAY BE EXECUTED IN ANY NUMBER OF COUNTERPARTS, EACH OF WHICH SHALL BE CONSIDERED AS AN ORIGINAL AND BE EFFECTIVE AS SUCH. MY SIGNATURE HERETO CONSTITUTES INSTRUCTION TO ESCROW HOLDER OF ALL TERMS AND CONDITIONS CONTAINED IN THIS AND ALL PRECEDING PAGES AND FURTHER SIGNIFIES THAT I HAVE READ AND UNDERSTAND THESE GENERAL PROVISIONS. Fidelity National Title Company conducts escrow business under a Certificate of Authority No. 305350 issued by the California Department of Insurance. General Provisions Printed: l/1/0001 12:00 AM by JK E1000076(DSIRev.05/19/17) Page 4 City Council 20 — 14 5/3/2022 DocuSign Envelope ID:A43F09A5-E094-42413-89137-8241 CD31313584 When recorded, please mail this instrument and tax statements to: Clerk of the Council City of Santa Ana 20 Civic Center Plaza,M-30 Santa Ana, California 92701 Free recording requested by THE CITY OF SANTA ANA PER SPACE ABOVE THIS LINE FOR RECORDER'S USE GOVERNMENT CODE SECTION 6103. CANCEL APPROVED AS TO APPROVED BY DESCRIPTION DESCRIPTION A.P.N. R/W MAP PROJECT TAXES FORM BY AT TY. DIRECTOR WRITTENBY CHECKED-O.K. 003-153-49 NUMBER NUMBER X 315 E. 17"'Street,Santa Ana,CA 92706 DEED NUMBER GRANT DEED FOR VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, HuuAn Nguyen, a single man Do Hereby Grant to the CITY OF SANTA ANA, a charter city and municipal corporation duly organized under the Constitution and laws of the State of California, all that real property in the City of Santa Ana, Orange County, State of California, located at 315 E. 171" Street, Santa Ana, CA 92706, described as follows: SEE EXHIBIT "A" ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF; DocuSigned by: 3/25/2022 Dated : By: — 06CCC51 E485F4F1...y, 1 IMMAII 1\l�.My�ill City Council 20 — 15 5/3/2022 q 2 = - k w , , ° O // § § Lli / q }\ � � ® § LO }( )\ clio\ | § .. . � --— §{ LL LLy > 2 / °> m I m way : - \ Z \[ L ` LL 6 ! 3 \ U 22 , § ' ' § ' ' q LU Q) ItC14 - O \\ LL L k LU § LU 2 a a § L) O LL LL Rc � S \ R � � w f § § 0 ) ■ § q 8 8CLa� q 8 8 U « / L \ � \ C) q co LLO 0 -0 � a � / � \ O COO m ! a L v U \ Ez b z ( LU ® § S LU / -) - / k CO a $k 2 j q / \ a CO loot �o q)§ z Ll� 2 U 2CO . . w2 / 2 q , 2 / Public Works Agency www.santa-ana.org/pw Item # 21 City of Santa Ana 20 Civic Center Plaza, Santa Ana, CA 92701 Staff Report May 3, 2022 TOPIC: Comprehensive Facilities Condition Assessment for Various City Buildings AGENDA TITLE Approve an Agreement with All Environmental, Inc., dba AEI Consultants in the Amount of$300,000, to Conduct a Facilities Condition Assessment for Various City Buildings and Structures Throughout the City of Santa Ana, for up to a Three-year Term (Specification No. 21-014) (Non-General Fund) RECOMMENDED ACTION Authorize the City Manager to execute an agreement with All Environmental, Inc., dba AEI Consultants to provide comprehensive Citywide facilities assessment services for a one-year period beginning May 3, 2022 and expiring May 1, 2023, with a provision for two, one-year renewal options exercisable by the City Manager and City Attorney, in an annual amount not to exceed $285,838, with a contingency of $14,162, for a total agreement amount not to exceed $300,000, subject to non-substantive changes approved by the City Manager and City Attorney. DISCUSSION The Public Works Agency's Building Maintenance Division oversees facility repairs and maintenance, including the rehabilitation of office spaces, modifications to existing floor plans, and the addition of workstations, at facilities throughout the City. The Public Works Agency desires to conduct a comprehensive assessment of all City facilities to gain a better understanding of their current condition in order to develop a prioritized list of repairs and building improvements that will assist the City Council and staff in allocating resources and funding. The scope of this facilities assessment covers 175 City-owned facilities and buildings with a total area of approximately 1,404,158 square feet. With the findings of the assessment, the City can establish a long-term plan to improve these facilities. On March 4, 2021, the Public Works Agency issued a Request for Proposals (RFP) for a Facility Conditions Assessment. The RFP was advertised on the City's online bid management and publication system, with the bids due on April 7, 2021. Twelve vendors downloaded the project documents and three proposals were submitted. The proposals were evaluated, based on criteria as outlined in the RFP, by a selection committee comprised of Public Works Agency staff. RFPs were rated based on experience, City Council 21 — 1 5/3/2022 Comprehensive Facilities Condition Assessment for Various City Buildings May 3, 2022 Page 2 qualifications, project understanding, scheduling, past performance, and the overall proposal. In accordance with the RFP evaluation results, staff recommends awarding an agreement to AEI Consultants (Exhibit 1). AEI has experience performing similar services for other agencies and the proposal contained a clear path toward achieving City goals and objectives as required by the RFP. Staff recommends awarding agreements to the top rated responding contractor listed below. Rank Firm Average Score 1 AEI Consultants 94 2 NOVA Group 92 3 Faith & Gould 92 ENVIRONMENTAL IMPACT There is no environmental impact associated with the action FISCAL IMPACT Funds in the amount of $300,000 are available for expenditure as shown in the table below. Any remaining funds will be carried forward if the renewal options are exercised. Accounting Unit- Fund Accounting Unit, Fiscal Year Account # Description Account Description Amount Building Maintenance, (May-June) Maintenance 2021-22 07317100-62300 Building Contract Services - $100,000 Professional Building Maintenance, (July-May) Maintenance 20 07317100-62300 Building Contract Services- $200,000 Professional TOTAL $300,000 EXHIBIT(S) 1 . Agreement with All Environmental, Inc., dba AEI Consultants Submitted By: Nabil Saba, P.E., Executive Director— Public Works Agency Approved By: Kristine Ridge, City Manager City Council 21 — 2 5/3/2022 EXHIBIT 1 AGREEMENT WITH ALL ENVIRONMENTAL, INC., DBA AEI CONSULTANTS, TO PROVIDE BUILDING ASSESSMENT AND CAPITAL PLANNING BUDGET SERVICES THIS AGREEMENT is made and entered into on this 3rd day of May 2022 by and between All Environmental, Inc., a California corporation dba AEI Consultants ("Consultant"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("City"). RECITALS A. On March 4, 2021 the City issued Request for Proposal No. 21-014, by which it sought firms to provide a facility conditions assessment and development of a capital planning budget for building systems and components. B. Consultant submitted a responsive proposal that was selected by the City. Consultant represents that it is able and willing to provide the services described in the scope of work that was included in RFP No. 21-014. C. In undertaking the performance of this Agreement, Consultant represents that it is knowledgeable in its field and that any services performed by Consultant under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. SCOPE OF SERVICES Consultant shall perform the services described in the scope of work that was included in RFP No. 21-014, which is attached as Exhibit A, and as more specifically delineated in Consultant's proposal, which is attached as Exhibit B and incorporated in full. The Scope of Services shall include a schedule for the delivery of services, which shall be delivered as prescribed, beginning upon the City's issuance of a Notice to Proceed. 2. COMPENSATION a. City agrees to pay, and Consultant agrees to accept as total payment for its services for City, the rates and charges identified in Exhibit C, attached hereto and incorporated by reference. The total amount to be expended under this Agreement shall not exceed Three Hundred Thousand Dollars and Zero Cents ($300,000.00)during the term of this Agreement, including any extension periods. The sum is comprised of (a) the base amount of$285,838.00 and (b) an approximate five percent (5%) contingency in the amount of$14,162 for additional services at the City's sole discretion. b. Payment by City shall be made within 45 days (forty-five) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. City Council 1 — 3 5/3/2022 Payment need not be made for work that fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. 3. TERM This Agreement shall commence on May 3, 2022 and terminate on May 1, 2023, unless terminated earlier in accordance with Section 16, below. The term of this Agreement may be extended for two (2) one-year periods upon a writing executed by the City Manager and City Attorney. 4. PREVAILING WAGES Consultant 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 16000, 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 being performed are part of an applicable "public works" or"maintenance" project, as defined by the Prevailing Wage Laws, and the total compensation is $1,000 or more, Consultant agrees to fully comply with such Prevailing Wage Laws. Consultant 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. 5. INDEPENDENT CONTRACTOR Consultant shall, during the entire term of this Agreement, be construed to be an independent contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer-employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Consultant performs the services which are the subject matter of this Agreement; however, the services to be provided by Consultant shall be provided in a manner consistent with all applicable standards and regulations governing such services. Consultant shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 6. OWNERSHIP OF MATERIALS 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 Consultant under this Agreement ("Documents & Data"). Consultant 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. Consultant represents and warrants that Consultant has the legal right to license any and all Documents & Data. Consultant makes no such representation and warranty in regard to City Council 1 — 4 5/3/2022 Documents & Data which were provided to Consultant 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. 7. INSURANCE Prior to undertaking performance of work under this Agreement, Consultant shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a. Minimum Scope and Limit of Insurance 1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an "occurrence" basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $1,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit. 2. Automobile Liability: ISO Form Number CA 00 01 covering any auto (Code 1), or if Consultant has no owned autos, hired, (Code 8) and non-owned autos (Code 9), with a limit no less than $1,000,000 per accident for bodily injury and property damage. 3. Workers' Compensation: as required by the State of California, with Statutory Limits, and Employer's Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. 4. Professional Liability (Errors and Omissions): insurance appropriate to the Consultant's profession, with limit no less than $1,000,000 per occurrence. 5. Broader Coverage: if the Consultant maintains broader coverage and/or higher limits than the minimums shown above, the City requires and shall be entitled to the broader coverage and/or the higher limits maintained by the Consultant. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. b. Other Insurance Provisions 1. Additional Insured Status: The City, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Consultant including materials, parts, or equipment furnished in connectionwith such work or operations. General liability coverage can be provided in the form of an endorsement to the Consultant's insurance(at least as City Council 1 — 5 5/3/2022 broad as ISO Form CG 20 10 11 85 or if notavailable, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 2037 if a later edition is used). 2. Primary Coverage: For any claims related to this contract, the Consultant's insurance coverage shall be primary coverage at least as broad as ISO CG 20 01 04 13 as respects the City, its officers, officials, employees, and volunteers. Any insurance or self- insurance maintained by the City, its officers, officials, employees, or volunteers shall be excess of the Consultant's insurance and shall not contribute with it. 3. Notice of Cancellation: Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the City. 4. Waiver of Subrogation: Consultant hereby grants to City a waiver of any right to subrogation that any insurer of said Consultant may acquire against the City by virtue of the payment of any loss under such insurance. Consultant agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. 5. Self-Insured Retentions: Self-insured retentions must be declared to and approved by the City. The City may require theConsultant to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self-insured retention may be satisfied by either the named insured or City. 6. Acceptability of Insurers: Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M. Best's rating of no less than AXII, unless otherwise acceptable to the City. 7. Claims Made Policies (applicable only to professional liability): i. The Retroactive Date must be shown, and must be before the date of the contract or the beginning of contract work. ii. Insurance must be maintained and evidence of insurance must be provided for at least five (5)years after completion of the contract of work. City Council 1 — 6 5/3/2022 iii. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive Date prior to the contract effective date,the Consultant must purchase "extended reporting" coverage for a minimum of five (5) years after completion of work. 8. Verification of Coverage: Consultant shall furnish the City with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage requiredby this clause) and a copy of the Declarations and Endorsement Page of the CGL policy listing allpolicy endorsements to City before work begins. However, failure to obtain the required documents prior to the work beginning shall not waive the Consultant's obligation to provide them. The City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. 9. Subcontractors: Consultant shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Consultant shall ensure that City is an additional insured on insurance required from subcontractors. 10. Special Risks or Circumstances: City reserves the right to modify these requirements, including limits, based on the nature of therisk, prior experience, insurer, coverage, or other special circumstances. 8. INDEMNIFICATION Consultant agrees to defend, and shall indemnify and hold harmless the City, its officers, agents, employees, contractors, special counsel, and representatives from liability: (1)for personal injury, damages,just compensation,restitution,judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the negligent operations of the Consultant, its subcontractors, agents, employees, or other persons acting on its behalf which relates to the services described in section 1 of this Agreement; and (2) from any claim that personal injury, damages,just compensation, restitution,judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement. This indemnity and hold harmless agreement applies to all claims for damages,just compensation, restitution,judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this Section or by reason of the terms of, or effects, arising from this Agreement. The Consultant further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages, just compensation, restitution,judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects arising from this Agreement. City may make all reasonable City Council 1 — 7 5/3/2022 decisions with respect to its representation in any legal proceeding.Notwithstanding the foregoing, to the extent Consultant's services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant. 9. INTELLECTUAL PROPERTY INDEMNIFICATION Consultant shall defend and indemnify the City, its officers, agents, representatives, and employees against any and all liability, including costs, for infringement of any United States' letters patent,trademark, or copyright infringement,including costs, contained in the work product or documents provided by Consultant to the City pursuant to this Agreement. 10. RECORDS Consultant shall keep records and invoices in connection with the work to be performed under this Agreement. Consultant shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any services, expenditures, and disbursements charged to the City for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Consultant under this Agreement. All such records and invoices shall be clearly identifiable. Consultant shall allow a representative of the City to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement during regular business hours. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to this Agreement for a period of three (3) years from the date of final payment to Consultant under this Agreement. 11. CONFIDENTIALITY If Consultant receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Consultant agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance,but in no event less than reasonable care. "Confidential Information" shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that(a)has been disclosed in publicly available sources; (b)is, through no fault of the Consultant disclosed in a publicly available source; (c) is in rightful possession of the Consultant without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or(e) is independently developed by the Consultant without reference to information disclosed by the City. 12. CONFLICT OF INTEREST CLAUSE Consultant covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this City Council 1 — 8 5/3/2022 Agreement. 13. NON-DISCRIMINATION Consultant shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, gender identity, gender expression, gender, medical conditions, genetic information, or military and veteran status, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, teaching, training, utilization, promotion, termination or other employment related activities or any services provided under this Agreement. Consultant affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 14. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Consultant, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Consultant. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to,the terms and conditions hereof, shall not bind or obligate Consultant or the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which is not embodied herein. 15. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Consultant, Consultant may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other consultants retained by City. 16. TERMINATION This Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such event, Consultant shall be entitled to receive and the City shall pay Consultant compensation for all services performed by Consultant prior to receipt of such notice of termination, subject to the following conditions: a. As a condition of such payment, the Executive Director may require Consultant to deliver to the City all work product(s) completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Consultant consents to the City's use thereof for such purposes as the City deems appropriate. City Council 1 — 9 5/3/2022 b. Payment need not be made for work that fails to meet the standard of performance specified in the Recitals of this Agreement. 17. WAIVER No waiver of breach, failure of any condition, or any right or remedy contained in or granted by the provisions of this Agreement shall be effective unless it is in writing and signed by the party waiving the breach, failure, right or remedy. No waiver of any breach, failure or right, or remedy shall be deemed a waiver of any other breach, failure, right or remedy, whether or not similar, nor shall any waiver constitute a continuing waiver unless the writing so specifies. 18. JURISDICTION - VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 19. PROFESSIONAL LICENSES Consultant shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. Consultant shall notify the City immediately and in writing of its inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 20. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. b. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. 21. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by fax or other telegraphic communication in the manner provided in this Section, to the following persons: City Council 1 — 10 5/3/2022 To City: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 Fax: 714- 647-6956 With courtesy copies to: Nabil Saba, PE Executive Director, Public Works Agency City of Santa Ana 20 Civic Center Plaza (M-21) P.O. Box 1988 Santa Ana, California 92702 Fax: 714-647-5635 To Consultant: All Environment, Inc. Attn: Paul Hinkston, COO 3880 S. Bascom Avenue, Suite 104 San Jose, CA 95124 A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by fax, communication shall be effective or deemed to have been given twenty-four(24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: CITY OF SANTA ANA Daisy Gomez Kristine Ridge Clerk of the Council City Manager [signatures continued on next page] City Council 1 — 11 5/3/2022 APPROVED AS TO FORM: ALL ENVIRONMENT,INC., SONIA R. CARVALHO DBA AEI CONSULTANTS: City Attorney Br`a iron Salvatierra aul ksto Deputy City Attorney CO RECOMMENDED FOR APPROVAL: Nabil Saba, PE Executive Director Public Works Agency l2aga I n Qf I n City Council 21 — 12 5/3/2022 EXHIBIT A City Council 21 — 13 5/3/2022 CITY OF SANTA ANA EXHIBIT A SCOPE OF SERVICES - RFP NO.: 21-014 PROJECT MOBILIZATION: Upon award of the project, AEI will obtain the necessary documentation available from the Client to include Building Plans/Blueprints, previously prepared Facility Condition Assessments, maintenance inspection reports, as well as any other pertinent documentation. At the mobilization stage of the project, AEI will also determine those team members who are best qualified to work on the various portions of the project. DOCUMENTATION REVIEW: AEI will review all building plans/blueprints for each project. AEI will also perform a thorough review of previous property condition inspection reports, capital improvement plans, and building maintenance history reports to determine the effective ages of the various equipment and major building systems. AEI will use this information in conjunction with data collected from the field inspections. AEI will also review available Asbestos and LBP surveys to determine if there are any environmental concerns associated with future building renovations/capital improvements which may require abatement, and thus increase cost estimates. INTERVIEWS: After a thorough review of all available project documentation and plans, AEI will interview individuals knowledgeable about the buildings' maintenance, capital improvements and energy consumption history. Interviews with outside maintenance firms and service providers (fire alarm, elevator, plumbing, mechanical, etc.) will also be conducted from the beginning of the project through the data analysis and reporting stage. FIELD INSPECTION (CONDITION ASSESSMENT): After a comprehensive review of plans, and prior reports, AEI will conduct a field inspection of the buildings and grounds of each property. AEI will also tailor the field inspection based upon the document reviews conducted prior to the site visits. At a minimum, the following areas will be surveyed: • All Buildings will be surveyed (roofs, mechanical areas, common areas, cellars, basements, exteriors). • All Site areas (100%) will be surveyed • 100% of building exteriors will be surveyed • 100% of building mechanical rooms will be surveyed. • A representative sampling of building interior areas will be surveyed. • All Assets will be inventoried and the condition of same will be assessed as part of the FCA. • An inventory of various building systems and equipment, it is effective age and condition will be taken during the field inspections. • Costs associated with fire & life safety issues, deferred maintenance and a long-term capital reserve extending out to 10 years . City Council 21 — 14 5/3/2022 ADA SURVEY: As part of the field inspection, AEI will incorporate elements as outlined in the City of Santa Ana's transition plan including budgetary requirements as provided. ELECTRONIC DATA COLLECTION: AEI's team of professionals his been utilizing tablet PC and iPads to collect information from the field. AEI will utilize Kykloud software application to develop the FCAs as well as tablet data collection devices to collect date from the field. This system also allows AEI to geo-code and tag assets and take photographs of same within a 15 to 30 foot radius. Interior systems and components may not be captured due based on the ability to triangulate with cell phone systems. QR BAR CODING: AEI will place bar codes on all major mechanical, electrical, and plumbing equipment and incorporate same into the global FCA database. Data Analysis & Report Format: AEI typically prepares one summary letter report for each building/facility with cost estimates and future capital reserve expenditures. These reports have typically included the following information: General description of the building/facility in accordance with ASTM E2018-15. Summary discussion of major costs and significant identified Immediate issues. A Facility Condition Needs Index (aka Life Cycle Cost Analysis) of the facilities and associated components. A Capital Planning Replacement Reserve for 10 years MS Excel Report Cost Data sheet with details of component information including quantity, size, and cost indices (inflation factor) Photos of Assets and deficiencies and identifying same with GIS coordinates. Upon issuance, the City of Santa Ana will have 30 business days to provide commentary and feedback for AEI to incorporate in the DRAFT Letter Report. A Final Letter Report and MS Excel Tables will be delivered at that time. Database & Computerized Maintenance Management System (CMMS) Integration: AEI partners with Four Winds Group to provide CMMS capability with work ordering ticketing. These systems have been designed to seamlessly integrate with AEI's data sets. Four Winds Group provides Maintenance Productivity Enhancement Tool (M-PET) as part of this submission package. Of note, the CMMS software will be hosted on the City of Santa Ana's servers. Data Migration & Integration: AEI will upload all FCA data (narrative reports, photos, bar coding, cost database, etc. into the City's Computerized Maintenance Management System (CMMS). Training: Four Winds Group Training will take place with your data and the basic necessities of using the M-PET.NET application will be shown and put in place. Training for 3 levels of maintenance will be completed (Management, Admin, Technician), . Some primary custom reports required will be built and ready to access thru the M-PET.NET application. Additional custom reports may be created at Customers request. This is a two person, three days on site event. PowerPoint Presentation: After the completion of the project, AEI will provide PowerPoint presentations of our findings to the City well as elected officials and the public. City Council 21 — 15 5/3/2022 Schedule&Time Frame: AEI will complete all required tasks associated with this project within 180 Calendar Days. City Council 21 — 16 5/3/2022 EXHIBIT B CONSULTANT'S PROPOSAL City Council 21 — 17 5/3/2022 AAE1 Consultants April 14, 2021 Revised: March 7, 2022 RFP NO.: 21-014 FACILITY CONDITIONS ASSESSMENT Property Identification: Various Buildings & Structure throughout Santa Anna — 1,434,810 GSF Prepared for: City of Santa Anna Public Works Agency 20 Civic Center Plaza Santa Anna, CA 92701 Prepared by: AEI Consultants 2207 West 190t" Street Torrance, CA 90504 (310) 798-4255 (tel) AEI Corporate Headquarters 2500 Camino Diablo Walnut Creek, CA 94597 (925) 746-6000 (tel) AEI Main Point of Contact: Matthew E. Wasson (740) 363-0717 (tel) mwasson@aeiconsultants.com National Presence Regional Focus 4A I Consultants April 14, 2021 Revised: March 7, 2022 Tyrone Chesanek, PE Project Manager City of Santa Anna — Public Works Agency 20 Civic Center Plaza Santa Anna, CA 92701 Subject: RFP No.: 21-014 — Facilities Condition Assessment Dear Mr. Chesanek: AEI Consultants (AEI) is pleased to present this Qualifications Package for the above referenced project. AEI has a solid understanding of conducting Facility Condition Assessments on diverse types of municipal and institutional buildings. AEI is completely familiar with the required ASTM FCA scope of work we have substantial experience in performing these services on projects of similar sized assets, construction, and use. Furthermore, AEI has the experience in managing and completing large portfolio projects, and most importantly, we have the professional workforce of engineers and architects to complete same. AEI is not debarred, suspended, or declared ineligible to contract with any federal, state, or local agencies. AEI Consultants is a registered corporation in the state of California. AEI's principal place of business (corporate headquarters) is located at 2500 Camino Diablo, Walnut Creek, CA 94597. Completion of this project will primarily be completed from AEI's Southern California regional offices as well as AEI's dedicated Capital Planning Team. Douglas Olson, PE will be the Main Point of Contact (POC) and will be able to answer all questions associated with the Qualifications Package. Sincerely, Matthew E. Wasson Holly Neber Vice President, Capital Planning Services Chief Executive Officer (740) 363-0717 (tel) (925) 746-6017 (tel) mwasson@aeiconsultants.com hneber@aeiconsultants.com City Council 21 — 19 5/3/2022 TABLE OF CONTENTS COVERLETTER................................................................................................................A AGREEMENT STATEMENT...............................................................................................B FIRM &TEAM EXPERIENCE............................................................................................C UNDERSTANDING SCOPE OF SERVICES........................................................................D RELEVANT PROJECT EXPERIENCE................................................................................. E REFERENCES................................................................................................................... F CERTIFICATIONS ...........................................................................................................G PROJECT TEAM RESUMES..............................................................................................H rQ City Council — 5/3/2022 Append 'Ix City Council 21 — 21 5/3/2022 6 - AGREEMENT STATEMENT AEI Consultants has no concerns regarding the Standard Agreement which was included as Attachment 4 (pages 24 to 31) of the RFP documentation. Acknowledged: - Matthew E. asson —Vice President, Capital Planning Services City Council AEI COnSUltants 5/3/2022 Append 'Ix " C " City Council 21 — 23 5/3/2022 C - FIRM & TEAM EXPERIENCE Firm Name: All Environmental Inc. (dba AEI Consultants) Corporate Address: 2500 Camino Diablo Walnut Creek CA 94597 AEI's Local Address: 2207 West 190t" Street, Torrance, CA 90504 Primary Contact Info: Matthew E. Wasson —Vice President, Capital Planning Services (740) 363.0717 mwasson@aeiconsultants.com Website: htt s: aeiconsultants.com Federal Tax ID #: 68-0269965 # of Years in Business: 29 Type of Organization: S Corporation Date of Organization: June 1992 Locations of Business Nationwide — over 20 offices OVERVIEW OF AEI CONSULTANTS: Founded in 1992 and headquartered in Northern California, AEI Consultants is a full-service environmental and engineering services firm operating with over 20 offices strategically located throughout the US. AEI currently has approximately 300 employees and 2020 sales revenue was approximately $70 million dollars. AEI is committed to providing responsive, accurate, cost-effective environmental and engineering consulting services that empower our clients to achieve solutions associated with complex real estate-related issues and associated business risk. We measure our success through the following areas: client satisfaction and retention, a challenging and rewarding work environment for our staff, and maintaining the highest standard of professional integrity in every aspect of our business. AEI is known for our dependability and responsiveness. From the initial consult to the final reports, our reliable staff takes ownership of each project including set-up, research, field work, billing, and client communication, resulting in accurate, concise and well-organized reporting and assessments. AEI is proud of our 25-year track record of providing assessment and consulting services to the commercial real estate community. AEI's growth has resulted in being named in the Fastest Growing Private Companies awards in the San Francisco Bay Area, the location of our company headquarters, for the years 1999-2007, and 2011. We have combined our steady growth with consistent financial performance allowing us to continue to grow our office locations across the US. AEI's majority owner is Craig Hertz, Chairman and Founder. Several of AEI's key personnel are also minority shareholders in the company which is incorporated in the State of California. These individuals include Holly Neber, (CEO), Paul Hinkston (COO) and Mark Nobler (EVP). In addition, in 2012, AEI formed an Employee Stock Ownership Program (ESOP), which enables all eligible employees to accumulate capital ownership in the company. The transition of the company to that of an employee- owned firm was designed to provide ownership of the company to those who helped build the company, incorporate greater employee input into operational decisions, and provide an attractive program for recruitment, motivation and employee retention. INCORPORATION CERTIFICATION: AEI is incorporated in the State of California with a California Business License of #04-0030, with a Federal Tax ID #68-0269965. REVENUE FOR PAST 5 YEARS: 2016: $58,876,325; 2017: $65,867,794; 2018: $71,271,183 2019: $76,053,924; 2020: $69,888,157 City Council AE1 Consultants 5/3/2022 C - FIRM & TEAM EXPERIENCE OFFICE LOCATIONS: AEI has over 20 offices located throughout the United States. Please visit our website at www.aeiconsultants.com for a list of address locations. Work on this project will be primarily completed from AEI's regional local offices and AEI's dedicated Capital Planning Consulting Team. AEI CONSULTANTS' CORE BUSINESS: AEI's core business and service lines include the preparation of Facility Condition Assessments (FCAs) and Physical Needs Assessments. AEI also completes a substantial amount of construction consulting and cost estimating services which is further discussed in Section II of this Qualifications Package. AEI has been completing Facility Condition Assessments on real estate assets for the past 15 years. To date, AEI has completed over 28,000 Facility Condition Assessments throughout North America. Last year (2017), AEI prepared over 5,100 Facility Condition Assessments. Other services which AEI Consultants provides include the preparation of Phase I Environmental Site Assessments, Phase II Sub-Surface Investigations, Site Mitigation/Remediation Services, Industrial Hygiene Consulting (ACM & LBP Surveys) as well as Building Science Consulting which includes the preparation of Seismic Risk Analysis Reports, Energy Audits and Surveys for compliance with the Americans with Disabilities Act (ADA), as well as forensic and intrusive surveys of buildings. STAFFING: In order to successfully complete this project, AEI will call upon its senior level engineers and architects who have substantial experience in completing FCAs on municipal, educational and university buildings. Matt Wasson will be acting as the Project Manager and providing the final level of technical review on all aspects of the project. The table presented below represents the potential staff for the various tasks of this assignment and responsibilities of the individuals working on the project. Facility Condition Assessment Team Team Member Title & Position Responsibilities Matthew Wasson Vice President - Capital Matt will be acting as the Project Manager and managing Planning AEI's field inspection team. Matt will also be heavily FCA Project Manager involved with Quality Control and providing a global FCA database for the entire campus. Joe Sloboda Vice President— Building Field Inspection, mechanical &electrical systems Assessments evaluation & narrative report preparation, Cost Estimating Roy Anderson, PE Vice President— Seismic Risk Field inspection, seismic risk analysis, narrative report preparation Jason Santiago Project Manager Field inspection, narrative report preparation, cost estimating Steven Peck Project Manager Field inspection, narrative report preparation, cost estimating Michael Novick, RA Sr. Project Manager Field inspection, narrative report preparation, cost estimating Mahmoud Nazemi Project Manager Field ins ection narrative report preparation Resumes of AEI's project team are included in Section G of this Qualifications Package City Council AE1 Consultants 5/3/2022 C - FIRM & TEAM EXPERIENCE AEI has completed FCA reports more than 50 Million SF of building space. Please refer to the following pages for a discussion of relevant FCA projects recently completed by AEI Consultants: City of Columbia, Missouri Client: City of Columbia Missouri — Department of Public Works Contact: David Nichols — Public Works Director; (573) 874-7255, david.nichols@como.go Dan Darnell — Purchasing Manager (573) 874-7255 dan.darnell@como.gov Project AEI prepared FCAs in accordance with ASTM E2018-15 on a portfolio of 23 Discussion: buildings owned and operated by the City of Columbia. The portfolio comprised an area of 423,896 SF and consist of fire stations, a police station, a police training center, armory, city hall and various office buildings and a clinic. AEI is also completed bar coding of all assets and is also performed a cursory Level I Energy Audit to determine if the installation of Energy Conservation Measures would have any measurable impact upon energy savings. Matt Wasson, Don Gerardi and Michael Novick performed field inspections. Kyle Christiansen acted as the Project Executive and Project Manager and performed senior level technical review. Presentation: AEI utilized an FCA software application with similar capabilities to Kykloud as well as tablet data collection devices in developing FCA reports. AEI's project deliverables include narrative FCA reports, geo-coded photos, equipment & condition inventories, ADA accessibility data and cost estimates for future maintenance and replacements. Key information included in the reports is each building's Facility Condition Index (FCI), Expected and Remaining Useful Lives (EULs & RULs) of equipment and building systems, and a 10 years capital expenditure budget. All that data is integrating seamlessly with the client's maintenance management software platform. Date: Com leted Ma 2018 A; M.r lug =! Ms +OR •�: i f Old _ City Council AE1 COnSUltants 5/3/2022 ;. . C - FIRM & TEAM EXPERIENCE University of Alabama - Tuscaloosa, AL Client: University of Alabama - Tuscaloosa Contact: Clint Hamner— Facility Condition Assessment Program Manager (205) 799-9970 (tel); chamner@fama.edu Marlene Thomas — Purchasing Manager 205 348-5552; mthomas@fa.ua.edu Project AEI completed Facility Condition Assessments on a portfolio of over 200 buildings Discussion: comprising over 10.2 Million SF. The buildings were a mix of various campus structures to include residence halls and apartments, libraries, academic buildings, laboratories, dining halls, clinics/medical buildings, museums, office buildings, maintenance building and an energy/mechanical plant. As part of this assessment, AEI completed an asset inventory (roofs, fire protection equipment, HVAC equipment windows, mechanical equipment, etc.) including the placement of bar codes on all mechanical equipment and various building components. In addition to the completion of FCAs for each asset, AEI developed a global database of the equipment, it's condition and forecasting future maintenance and replacement requirements. An FCA inventory of compliance with the American's with Disabilities Act (ADA) was also included in the project's scope of work. Matthew Wasson performed project management, field inspections and provided senior level technical review on this assignment. Other AEI team members working on this project included Michael Novick, Don Gerardi and Joe Sloboda. Presentation: AEI utilized an FCA software application with similar capabilities to Kykloud as well as tablet data collection devices in developing FCA reports. AEI's project deliverables included narrative FCA reports, geo-coded photos, equipment &condition inventories, ADA accessibility data and cost estimates for future maintenance and replacements. Key information included in the reports is each building's Facility Condition Index (FCI), Expected and Remaining Useful Lives (EULs & RULs) of equipment and building systems, and a 10 years capital expenditure budget. All that data is integrating seamlessly with the client's AssetWorks maintenance management software platform. Date: Completed July 2018 City Council AE1 Co21 ns- 27 ultants 5/3/2022 C - FIRM & TEAM EXPERIENCE Village of Oak Park Portfolio, Oak Park, IL Client: Village of Oak Park, Illinois Contact: Lisa Shelley - Village Manager — (708) 383-6400 — villagemanager@oak- ark.us Project Discussion: AEI is preparing FCAs in accordance with ASTM E2018-15 on a portfolio of 2 fire stations and 3 water pumping station buildings comprising an area of 32,600 SF. AEI is capturing data in tablets and utilizing KyKloud software in the preparation of the FCA reports and global FCA database. Michael Novick, RA is performing field inspections and preparing the FCA analysis and project management and senior level technical review is being performed Matt Wasson. Presentation: AEI's project deliverables include narrative FCA reports, geo-coded photos, equipment & condition inventories, ADA accessibility data and cost estimates for future maintenance and replacements. Key information to be included in the reports is each building's Facility Condition Index (FCI), Expected and Remaining Useful Lives (EULs & RULs) of equipment and building systems, and a 10-year capital expenditure budget. Date: January 2020 �. sw �Iro Oak Park a _ City Council 21 — 2EJ 5/3/2022 AEI Consultants C — FIRM & TEAM EXPERIENCE Evergreen School District, San Jose, CA Client: Aedis Architects & Evergreen School District John Diffenderfer— President— (408) 221-9011 — jdiffenderfer aedisarchitects.com Project AEI completed Facility Condition Assessments on a portfolio of 18 Discussion: elementary and middle school campuses of the Evergreen School District as well as the district's main administrative offices. The portfolio comprises a total building area of over 1.2MM SF. As part of this assessment, AEI is completing an asset inventory and facility assessment in advance of proposed renovations. AEI is working closely with the design architect and school district to determine what systems and equipment can be salvaged prior to the design stage of rehabilitation. Preparation of a complete database of various building systems and equipment is also included in the scope of work. Presentation: AEI utilized an FCA software application with similar capabilities to Kykloud as well as tablet data collection devices in developing FCA reports. AEI's project deliverables include narrative FCA reports, geo-coded photos, equipment &condition inventories, ADA accessibility data and cost estimates for future maintenance and replacements. Key information included in the reports is each building's Facility Condition Index (FCI), Expected and Remaining Useful Lives (EULs & RULs) of equipment and building systems, and a 10 years capital expenditure budget. All that data is integrating seamlessly with the client's maintenance management software platform. Date: Completed December 2018 GNA61iYA MIP11�4 gg196 Evergreen School District ti City Council h AEI Consultants 5/3/2022 C - FIRM & TEAM EXPERIENCE Northrup Grumman Marine Systems, Sunnyvale, CA Client: Northrup Grumman Marine Systems Steve Winters — Manager— Facilities, Maintenance & Real Estate (408) 735-2613 steve.winters@nac.com Project AEI is in the process of completing a Facility Condition Assessment on this 70-acre Discussion: industrial complex in Northern, California. This property was first developed as an Iron Works in the early 20' century and played a significant role in defense production during World War II. AEI's FCA includes all 50 major buildings and 1,312,835 GSF of space as well as site improvements. In addition to the FCA, AEI is also completing a detailed California scope Accessibility Survey and we've also completing Seismic Risk Assessments with design recommendations on select historic buildings. Presentation: AEI utilized the Kykloud FCA data-gathering software as well as tablet data collection devices in developing detailed reports. A Narrative report was completed, along with a database and spreadsheet of all deficiencies which included projected maintenance activities. Key information included in the reports is each building's Facility Condition Index (FCI), Expected and Remaining Useful Lives (EULs & RULs) of e ui ment and building systems, and a 10 years capital expenditure budget. Date: October 2020 with an estimated completion date of June 2021 Ab City Council AE1 Consultants 5/3/2022 C - FIRM & TEAM EXPERIENCE Laguna Art Museum, Laguna Beach, CA Client: The Laguna Art Museum Contact: Joel Woodward — Director of Operations — 307 Cliff Drive, Laguna Beach, CA 92651 •woodard la unaartmuseum.or 949 494-8971 x206 Project AEI prepared Facility Condition Assessment/Property Condition Survey on an 18,000 SF Discussion: art museum and community center that was originally constructed in 1929 and expanded in 1986. The building was located on a zero-lot line basis and included 2 floors above grade plus a walk-out basement/terrace level. The assessment was completed in accordance with ASTM E2018-15. AEI's detailed investigation included the use of specialty system consultants which provided detailed analysis of the following building systems: 1) Building Envelope & Roof; 2) Mechanical, Electrical, Plumbing (MEP) / Fire & Life Safety & 3) Elevator Conveying Systems. AEI's detailed report included short term cost estimates related to deferred maintenance and accessibility upgrades. A long-term capital plan over a 15-year period for various system replacements and retrofits. Presentation: Narrative report with photographs detailing various building systems. Cost estimate tables were presented for immediate and life safety repairs, and a detailed capital reserve plan over a 15-year period. A Review of ADA requirements compliance and Seismic analysis was not included in the Scope of Work. Date: Project authorization was granted on 1/3/20 and was completed on 2/3/20 M PP I -� 1 ■ w y l MM10 City Council AE1 Consultants 5/3/2022 C - FIRM & TEAM EXPERIENCE Kauai County Parks Portfolio - Kauai, Hawaii Owner: Owner: Dept. of Park & Recreation, 4444 Rice Street, Lihue, HI 96777 Contact: Nancy McMahon: 808 241-4459, nmcmahon@kauai.gov Project AEI completed Facility Condition Assessments on a portfolio of 75 assets operated Discussion and maintained by the Kauai Department of Parks and Recreation. The assets include 10 community centers, a golf course, swimming pools, playing fields, beach parks, stadiums and one courthouse building. Buildings accounted for approximately 65,000 GSF. The project was completed in approximately 270 calendar days and was completed using data collection tablets and FCA report software. Matt Wasson was the Project Manager for this assignment. Carole Wilson and Weston Dockrey performed site inspections and prepared FCA Reports. Senior level technical review was performed by Kyle Christiansen who also acted as the Project Executive. Presentation: AEI utilized an FCA software application with similar capabilities to Kykloud as well as tablet data collection devices in developing FCA reports. AEI's project deliverables include narrative FCA reports, geo-coded photos, equipment & condition inventories, ADA accessibility data and cost estimates for future maintenance and replacements. Key information included in the reports is each building's Facility Condition Index (FCI), Expected and Remaining Useful Lives (EULs & RULs) of equipment and building systems, and a 10 years capital expenditure budget. All that data is integrating seamlessly with the client's maintenance management software platform. Date: Completed December 2017 r--rZ A i _f 1ke+r.y,r 4 City Council `' 21 — 1 5/3/2022 AEI Consultants C - FIRM & TEAM EXPERIENCE Rocky Mountain Regional Medical Center — US Dept. of Veterans Affairs Client: DavEnergy Solutions & US Department of Veteran's Affairs Contact: Jason Ha e: jason.ha e davener .com — 912 667-7847 Portfolio AEI prepared a detailed Facility Condition Assessment on the VA Medical Center Discussion: campus in Aurora, Colorado. This new facility includes approximately 1.2 million square feet of space set on a 31-acre campus. The property is improved with 10 major campus/clinical buildings as well as a concourse connecting all improvements. A mechanical pant and two parking garages also exist on the campus and are included in the assessment. AEIs scope of work includes a complete inventory of all building systems as well as confirming the presence of various MEP equipment which was identified on design drawings. AEI's FCA survey also includes identifying discrepancies between construction drawings and as-built drawings. AEI's field inspection services are being utilized to amend the "as-built"drawings to reflect"true"conditions. Presentation: AEI utilized the Kykloud FCA data-gathering software as well as tablet data collection devices in developing detailed reports. Narrative reports will be completed, along with a database and spreadsheet of all deficiencies which included projected maintenance activities. Geocoded photos of deficiencies overlaid on maps and site plans will be provided and integrated into the FCA reports and database to be provided to the client. Date: Completed August 2019 d9 - - - -_ �90_ FUTU E SfTf DE Tiff WA NEQ1CAl Cfll�Ea City Council �� `' 21 — 3 5/3/2022 AEI Consultants C - FIRM & TEAM EXPERIENCE Mercer County Parks Portfolio — Mercer County, NJ Client: Mercer County Parks Commission, 197 Blackwell Road, Pennington, New Jersey Contact: Mr. Joseph Pizza — Project Manager & Karl Thomas (609) 847-3023 Portfolio AEI prepared Facility Condition Assessments in accordance with ASTM Discussion: E2018-15 on a portfolio of 27 county-owned properties which ranged in size from 1,482 SF to 43,796 SF of building area. The buildings and site improvements were associated with parks, recreation areas, farms, golf courses, as well as nature and wildlife centers. The scope of work also included a tier I ADA Survey for each facility. Joseph Slobada acted as the project manager and performed senior level technical review. All FCAs were completed within a 60-calendar day time frame and AEI utilized FCA data collection tablets and FCA report development software. Presentation: Narrative FCA reports with geo-coded photos, equipment/condition inventories, ADA accessibility data and cost estimates for future maintenance and replacements. Key information included in the reports is each building's Facility Condition Index (FCI), Expected and Remaining Useful Lives (EULs & RULs) of equipment and building systems, and a 10 years capital expenditure budget in database format. Date: Com feted January 2017 t. R COIJ caM M Wr City Council AE1 Consultants 5/3/2022 C - FIRM & TEAM EXPERIENCE Maryland School for the Blind Client: Maryland School for the Blind William McCubbin — Facilities Director (410) 444-5000 xt 1237 billmc@mdschblind.org Project AEI completed a detailed Facility Condition Assessment on this historic institution Discussion: which was established in 1853. The Maryland School for the Blind is a private school located on a 70-acre campus in Baltimore. The school serves all of Maryland's public school districts and has outreach, educational and residential programs for children from birth to 21 years in age. AEI's FCA included all 28 buildings and 397,615 GSF of space as well as site improvements. Buildings included dormitories, residence buildings, a gymnasium, academic and office/administrative buildings and an indoor pool complex. The project was completed for Capital Planning Purposes in advance of State funding for various improvements. Presentation: AEI utilized the Kykloud FCA data-gathering software as well as tablet data collection devices in developing detailed reports. A Narrative report was completed, along with a database and spreadsheet of all deficiencies which included projected maintenance activities. Key information included in the reports is each building's Facility Condition Index (FCI), Expected and Remaining Useful Lives (EULs & RULs) of equipment and building systems, and a 10 years capital expenditure budget. Date: Completed October 2020 ICI + The Maryland School for the Blind Z71P a Ikk ACHIEVING INDEPENDENCE l r � - Y. , WWI- City ;. Council AE1 Consultants 5/3/2022 C - FIRM & TEAM EXPERIENCE Municipal Facility Condition Assessment Experience City of Bowie- Maryland Portfolio Client: City of Bowie, Maryland Contact: George Stephanos— Director of Public Works (301) 262-6200; gstephanos@cityofbowie.org Project AEI prepared Facility Condition Assessments in accordance with ASTM E2018-15 Discussion on a portfolio of 18 buildings comprising over 165,000 SF and site work associated with several parks (concession stands, office buildings, vehicle storage and maintenance buildings and the Bowie City Hall. A Tier I ADA Survey is also included in the Scope of Work. The project was completed utilizing data- collection tablets and software similar to K Cloud. Date May 2017 & December 2018 sowe r . ,.% �.O�-Ema= dwkir-i IsI�IN�tlli `� City Council AE1 Consultants 5/3/2022 Append 'Ix " D " City Council 21 — 37 5/3/2022 D — UNDERSTANDING SCOPE OF SERVICES PROJECT STRATEGY & MANAGEMENT PLAN OVERVIEW: AEI has completed numerous FCA portfolios with multiple assets spread over substantial geographic areas. As such, both AEI and our team of professionals have learned how to effectively complete multi-site FCA portfolios in a timely and cost- effective manner. The most important lesson learned over the years is that effective planning and scheduling is critical for a successful project. Communicating with our clients and establishing expectations with regards to report format, cost categories and timing is also critical. PROJECT MOBILIZATION: Upon award of the project, AEI will obtain the necessary documentation available from the Client to include Building Plans/Blueprints, previously prepared Facility Condition Assessments, maintenance inspection reports, as well as any other pertinent documentation. At the mobilization stage of the project, AEI will also determine those team members (Refer to Section "C") who are best qualified to work on the various portions of the project. AEI will also prepare a sample report format (with narrative and photo documentation sections) for approval from the client at the mobilization stage of the project. AEI will also conduct a Needs Analysis and review the existing computerized maintenance management software application (if any). This will facilitate AEI's data collection plan and also allow us to program our data collection tablets which will be used to abstract data during field inspection work. DOCUMENTATION REVIEW: AEI will review all building plans/blueprints for each project. This plan review is being conducted to determine if there would be any latent defects in the buildings' designs which could lead to premature failures of various systems. AEI's will also perform a thorough review of previous property condition inspection reports, capital improvement plans, and building maintenance history reports to determine the effective ages of the various equipment and major building systems. AEI will use this information in conjunction with data collected from our field inspection. AEI will also review available Asbestos and LBP surveys to determine if there are any environmental concerns associated with future building renovations/capital improvements which may require abatement, and thus increase cost estimates. INTERVIEWS: After a thorough review of all available project documentation and plans, AEI will interview individuals knowledgeable about the buildings' maintenance, capital improvements and energy consumption history. Interviews with outside maintenance firms and service providers (fire alarm, elevator, plumbing, mechanical, etc.) will also be conducted from the beginning of the project through the data analysis and reporting stage. FIELD INSPECTION (CONDITION ASSESSMENT): After a comprehensive review of plans, prior reports and energy consumption data, AEI will conduct a field inspection of the buildings and grounds of each property. AEI will also tailor the field inspection based upon the document reviews conducted prior to the site visits. At a minimum, the following areas will be surveyed: • All Buildings will be surveyed (roofs, mechanical areas, common areas, cellars, basements, exteriors). • All Site areas (100%) will be surveyed • 100% of building exteriors will be surveyed • 100% of building mechanical rooms will be surveyed. • A representative sampling of building interior areas will be surveyed. Emphasis will be placed on those units which are more susceptible to damage such as corner units, top floor units, etc. • All Assets will be inventoried and the condition of same will be assessed as part of the FCA. City Council AE1 COnSUltants 5/3/2022 D - UNDERSTANDING SCOPE OF SERVICES • Attention to the Americans with Accessibility Act will be paid to common areas. • An inventory of various building systems and equipment, it is effective age and condition will be taken during the field inspections. This information will be transposed to the various report sections: (Excel Capital Reserve Schedule, Photo Documentation) • Costs associated with fire & life safety issues, deferred maintenance and a long-term capital reserve extending out to 10 years (or any specific timeframe requested by the client will be included in the report) ADA SURVEY: As part of the field inspection, AEI will incorporate elements as outlined in the City of Santa Ana's transition plan including budgetary requirements as provided. ELECTRONIC DATA COLLECTION: AEI's team of professionals his been utilizing tablet PC and iPads to collect information from the field. AEI will utilize Kykloud software application to develop the FCAs as well as tablet data collection devices to collect date from the field. This powerful system also allows AEI to geo-code and tag assets and take photographs of same. The system is designed to provide streamlined data collection, data processing and reporting capabilities. From the start of the walk- through survey, document review and interviews, to the generation of the narrative report, the system adapts to the natural work-flow, data capture, analysis and reporting processes required for a comprehensive Facility Condition Assessment. The wireless synchronization of data collection minimizes field time as it reduces duplicate data entry, improves quality assurance and control processes, and provides access to information that reflects current conditions. This system is also designed to synchronize with maintenance management software platforms. This is at both the application and database level. As such, the data can easily be uploaded to the client's existing maintenance management software program. AEI's software solution can also export the data into MS Excel format. DATABASE APPLICATION AEI will utilize the Kykloud software application, that perfectly syncs with AEI's data collection tablets. The system provides a central knowledge software base that is used to assist with the capital planning process. The database will generate up-to-the-minute information on deficiencies, corrective actions, equipment lifecycles, maintenance requirements and replacement dates for various building components. Facility Condition Database: AEI will provide an excel spreadsheet of our findings which include cost estimates, photos, recommended replacements, narrative descriptions, bar code data of equipment (if part of the scope of work). This database is building specific and global for the entire municipality. QR Bar Coding: AEI will place bar codes on all major equipment and incorporate same into the global FCA database. AEI has provided these services to the University of Alabama and the City of Columbia, MO. City Council 4 21 — 3 5/3/2022 � ' AE1 Consultants D - UNDERSTANDING SCOPE OF SERVICES AEI will utilize tablets in the field • for data collection and direct integration Tablets will also be utilized in the f interview process with Facility Maintenance Staff. VF High Quality Photographs taken from tablets allow for data and geo-coding coordinates on facility components and deficiencies ," 1 Data Analysis & Report Format: AEI typically prepares one summary report for each building/facility with cost estimates and future capital reserve expenditures. These reports have typically included the following information: General description of the building/facility in accordance with ASTM E2018-15. Summary discussion of major costs and significant identified Immediate issues. A Facility Condition Needs Index (aka Life Cycle Cost Analysis) of the facilities and associated components. City Council AE1 Consultants 5/3/2022 D - UNDERSTANDING SCOPE OF SERVICES A Capital Planning Replacement Reserve for 10 years (at client's discretion) for various equipment and assets. MS Excel Report Cost Data sheet with details of component information including quantity, size, and cost indices (inflation factor) Photos of Assets and deficiencies and identifying same with GIS coordinates. Database &Computerized Maintenance Management System (CMMS) Integration: AEI partners with Four Winds Group to provide CMMS capability with work ordering ticketing. These systems have been designed to seamlessly integrate with AEI's data sets. Four Winds Group provides Maintenance Productivity Enhancement Tool (M-PET) as part of this submission package. The key features of M-PET: • Assets — Create, modify, and track any and all of your business's assets. • Personnel —Track all of your personnel through one easy and concise screen. • Preventative Maintenance — One of the biggest areas of focus of any maintenance division. An orchestrated and followed preventative maintenance plan is invaluable down the road, saving work hours, materials, and money. • Jobs — Handle anything related to a particular Job all on one, easy to follow screen. Track and update Jobs real-time, as work is completed on them. • Materials / Parts — Stay on top of needed spares or material to plan and complete jobs. • Production — Keep track of everything from efficiency and downtime to repair time and breakdown response time quickly and easily. • Reports — Print reports directly from M-PET. • Schedule — Get a detailed overview of current jobs using our calendar scheduler. • GPS — 3 Axis Location Assignment—This allows for both Point and Elevation Location for a Job or Asset. The system will display the Location on a map. M-PETAET Maintenance Productivity Enhancement Tool PAaintenan ersonnel Wr} Jobs �svenlmry chedaEng iltihties Reports Assets eis GrouOs Tasks - Requests Warehause ` Calenda ing 8lmc&s Raufes ews Task Links tl Jabs Master Parls _PM.At A Glance l Passwords nnaf Roulins Jahe Storeroom Parts I Cand Chart Sgcurity taN Jabs SIR Actively rk Events Time Cards Requisi-icns Tracking PD's reject Dlary Gourds City Council `' 21 — 4 5/3/2022 AEI Consultants D - UNDERSTANDING SCOPE OF SERVICES Pilot Project: In accordance with the Scope of Work, AEI will complete the first building FCA as a Pilot project. Schedule &Time Frame: AEI will complete all required tasks associated with this project within 180 Calendar Days (approximately 6 months). A tentative schedule for the tasks and milestones associated with the project is presented in Section 6 of this Qualifications Package Data Migration &Integration: AEI will upload all FCA data (narrative reports, photos, bar coding, cost database, Level I Energy Audits (if included in scope), etc. into the City's Computerized Maintenance Management System (CMMS) Fiscal Model: After completion of the FCA, AEI will develop a fiscal model and cash flow analysis for the most effective way to make replacements and improvements throughout the portfolio. This will be based on presumed dates of equipment failure across the portfolio and to get the most advantageous fees from contractors and suppliers that will be completing work associated with same. Training: AEI will provide all the necessary training associated with utilizing CMMS software and the data that AEI will provide for same. PowerPoint Presentation: After the completion of the project, AEI will provide up to PowerPoint presentations of our findings to the City well as elected officials and the public. City Council AE1 Consultants 5/3/2022 Append 'Ix " E " City Council 21 — 43 5/3/2022 E - RELEVANT PROJECT EXPERIENCE AEI has substantial experience in conducting Facility Condition Assessments (FCAs) on large portfolios of assets for government entities. AEI has a separate Capital Planning consulting team which specializes in the completion of Building Condition Assessments for Municipalities, K-12 School Systems and University Campuses. AEI utilizes state of the art data collection tablets and software to prepare our reports. AEI's Capital Planning team also has specialized experience in working with the municipalities and are specifically trained for this type of consulting. To date, AEI has completed FCA reports in excess of 50 Million SF of building space. AEI has substantial experience in providing these services which is outlined in the various sections of this Qualifications Package. Matt Wasson, who'll be acting as the Project Manager is an expert in performing Facility Condition Assessments for municipalities and university campuses. AEI will take a systematic approach to completing this FCA project. As can be seen in the attached qualifications package, the highlights and benefits of AEI's expertise are as follows: • Expert Facility Assessment Staff — AEI's team of professionals have municipal FCA experience, as well as over 200 years of combined experience in the fields of architecture, engineering, cost estimating and construction management. • Proven record of success in preparing FCAs on multiple park facilities. • Cutting Edge Technology — AEI will be utilizing tablet PCs in order to collect and streamline data, take representative photographs and perform a GPS inventory of equipment. • Dedication to Customer Service - AEI's depth of staff involved with the project will ensure that client questions and comments are responded to within 1 hour. • Training for facilities staff with respect to all aspects of AEI's deliverables. City of Bowie- Maryland Portfolio Client: City of Bowie Maryland Contact: George Stephanos— Director of Public Works (301) 262-6200; gstephanos@cityofbowie.org Project AEI prepared Facility Condition Assessments in accordance with ASTM E2018-15 on a Discussion portfolio of 18 buildings comprising over 165,000 SF and site work associated with several parks (concession stands, office buildings, vehicle storage and maintenance buildings and the Bowie City Hall. A Tier I ADA Survey is also included in the Scope of Work. The project was completed utilizing data-collection tablets and software similar to K Cloud. Date May 2017 & December 2018 M ► :r City Council AE1 Consultants 5/3/2022 E - RELEVANT PROJECT EXPERIENCE City of Columbia, Missouri Client: City of Columbia Missouri — Department of Public Works Contact: David Nichols — Public Works Director; (573) 874-7255, david.nichols@como.go Dan Darnell — Purchasing Manager 573 874-7255 dan.darnell@como.gov Project AEI prepared FCAs in accordance with ASTM E2018-15 on a portfolio of 23 Discussion: buildings owned and operated by the City of Columbia. The portfolio comprised an area of 423,896 SF and consist of fire stations, a police station, a police training center, armory, city hall and various office buildings and a clinic. AEI is also completed bar coding of all assets and is also performed a cursory Level I Energy Audit to determine if the installation of Energy Conservation Measures would have any measurable impact upon energy savings. Matt Wasson, Don Gerardi and Michael Novick performed field inspections. Kyle Christiansen acted as the Project Executive and Project Manager and performed senior level technical review. Presentation: AEI utilized an FCA software application with similar capabilities to Kykloud as well as tablet data collection devices in developing FCA reports. AEI's project deliverables include narrative FCA reports, geo-coded photos, equipment & condition inventories, ADA accessibility data and cost estimates for future maintenance and replacements. Key information included in the reports is each building's Facility Condition Index (FCI), Expected and Remaining Useful Lives (EULs & RULs) of equipment and building systems, and a 10 years capital expenditure budget. All that data is integrating seamlessly with the client's maintenance management software platform. Date: Completed May 2018 r,. i 4 _ - City Council AE1 Consultants 5/3/2022 :. ; E - RELEVANT PROJECT EXPERIENCE University of Alabama - Tuscaloosa, AL Client: University of Alabama - Tuscaloosa Contact: Clint Hamner— Facility Condition Assessment Program Manager (205) 799-9970 (tel); chamner@fama.edu Marlene Thomas — Purchasing Manager 205 348-5552; mthomas@fa.ua.edu Project AEI completed Facility Condition Assessments on a portfolio of over 200 buildings Discussion: comprising over 10.2 Million SF. The buildings were a mix of various campus structures to include residence halls and apartments, libraries, academic buildings, laboratories, dining halls, clinics/medical buildings, museums, office buildings, maintenance building and an energy/mechanical plant. As part of this assessment, AEI completed an asset inventory (roofs, fire protection equipment, HVAC equipment windows, mechanical equipment, etc.) including the placement of bar codes on all mechanical equipment and various building components. In addition to the completion of FCAs for each asset, AEI developed a global database of the equipment, it's condition and forecasting future maintenance and replacement requirements. An FCA inventory of compliance with the American's with Disabilities Act (ADA) was also included in the project's scope of work. Matthew Wasson performed project management, field inspections and provided senior level technical review on this assignment. Other AEI team members working on this project included Michael Novick, Don Gerardi and Joe Sloboda. Presentation: AEI utilized an FCA software application with similar capabilities to Kykloud as well as tablet data collection devices in developing FCA reports. AEI's project deliverables included narrative FCA reports, geo-coded photos, equipment &condition inventories, ADA accessibility data and cost estimates for future maintenance and replacements. Key information included in the reports is each building's Facility Condition Index (FCI), Expected and Remaining Useful Lives (EULs & RULs) of equipment and building systems, and a 10 years capital expenditure budget. All that data is integrating seamlessly with the client's AssetWorks maintenance management software platform. Date: Completed July 2018 City Council AE1 Consultants 5/3/2022 E - RELEVANT PROJECT EXPERIENCE Village of Oak Park Portfolio, Oak Park, IL Client: Village of Oak Park, Illinois Contact: Lisa Shelley - Village Manager — (708) 383-6400 — villagemanager@oak- ark.us Project Discussion: AEI is preparing FCAs in accordance with ASTM E2018-15 on a portfolio of 2 fire stations and 3 water pumping station buildings comprising an area of 32,600 SF. AEI is capturing data in tablets and utilizing KyKloud software in the preparation of the FCA reports and global FCA database. Michael Novick, RA is performing field inspections and preparing the FCA analysis and project management and senior level technical review is being performed Matt Wasson. Presentation: AEI's project deliverables include narrative FCA reports, geo-coded photos, equipment & condition inventories, ADA accessibility data and cost estimates for future maintenance and replacements. Key information to be included in the reports is each building's Facility Condition Index (FCI), Expected and Remaining Useful Lives (EULs & RULs) of equipment and building systems, and a 10-year capital expenditure budget. Date: January 2020 0 sq: - Oak Park iL Cann /0; City Council 'r AE1 CO21 - 11 antS 5/3/2022 E — RELEVANT PROJECT EXPERIENCE Evergreen School District, San Jose, CA Client: Aedis Architects & Evergreen School District John Diffenderfer— President— (408) 221-9011 — jdiffenderfer aedisarchitects.com Project AEI completed Facility Condition Assessments on a portfolio of 18 Discussion: elementary and middle school campuses of the Evergreen School District as well as the district's main administrative offices. The portfolio comprises a total building area of over 1.2MM SF. As part of this assessment, AEI is completing an asset inventory and facility assessment in advance of proposed renovations. AEI is working closely with the design architect and school district to determine what systems and equipment can be salvaged prior to the design stage of rehabilitation. Preparation of a complete database of various building systems and equipment is also included in the scope of work. Presentation: AEI utilized an FCA software application with similar capabilities to Kykloud as well as tablet data collection devices in developing FCA reports. AEI's project deliverables include narrative FCA reports, geo-coded photos, equipment &condition inventories, ADA accessibility data and cost estimates for future maintenance and replacements. Key information included in the reports is each building's Facility Condition Index (FCI), Expected and Remaining Useful Lives (EULs & RULs) of equipment and building systems, and a 10 years capital expenditure budget. All that data is integrating seamlessly with the client's maintenance management software platform. Date: Completed December 2018 GNA61iYA MIP11�4 gg196 Evergreen School District ti City Council h AEI Consultants 5/3/2022 E - RELEVANT PROJECT EXPERIENCE Northrup Grumman Marine Systems, Sunnyvale, CA Client: Northrup Grumman Marine Systems Steve Winters — Manager— Facilities, Maintenance & Real Estate (408) 735-2613 steve.winters@nac.com Project AEI is in the process of completing a Facility Condition Assessment on this 70-acre Discussion: industrial complex in Northern, California. This property was first developed as an Iron Works in the early 20' century and played a significant role in defense production during World War II. AEI's FCA includes all 50 major buildings and 1,312,835 GSF of space as well as site improvements. In addition to the FCA, AEI is also completing a detailed California scope Accessibility Survey and we've also completing Seismic Risk Assessments with design recommendations on select historic buildings. Presentation: AEI utilized the Kykloud FCA data-gathering software as well as tablet data collection devices in developing detailed reports. A Narrative report was completed, along with a database and spreadsheet of all deficiencies which included projected maintenance activities. Key information included in the reports is each building's Facility Condition Index (FCI), Expected and Remaining Useful Lives (EULs & RULs) of e ui ment and building systems, and a 10 years capital expenditure budget. Date: October 2020 with an estimated completion date of June 2021 jib City Council AE1 Consultants 5/3/2022 E - RELEVANT PROJECT EXPERIENCE Laguna Art Museum, Laguna Beach, CA Client: The Laguna Art Museum Contact: Joel Woodward — Director of Operations — 307 Cliff Drive, Laguna Beach, CA 92651 •woodard la unaartmuseum.or 949 494-8971 x206 Project AEI prepared Facility Condition Assessment/Property Condition Survey on an 18,000 SF Discussion: art museum and community center that was originally constructed in 1929 and expanded in 1986. The building was located on a zero-lot line basis and included 2 floors above grade plus a walk-out basement/terrace level. The assessment was completed in accordance with ASTM E2018-15. AEI's detailed investigation included the use of specialty system consultants which provided detailed analysis of the following building systems: 1) Building Envelope & Roof; 2) Mechanical, Electrical, Plumbing (MEP) / Fire & Life Safety & 3) Elevator Conveying Systems. AEI's detailed report included short term cost estimates related to deferred maintenance and accessibility upgrades. A long-term capital plan over a 15-year period for various system replacements and retrofits. Presentation: Narrative report with photographs detailing various building systems. Cost estimate tables were presented for immediate and life safety repairs, and a detailed capital reserve plan over a 15-year period. A Review of ADA requirements compliance and Seismic analysis was not included in the Scope of Work. Date: Project authorization was granted on 1/3/20 and was completed on 2/3/20 M PP I -� 1 ■ w y l ��'■rr MM10 City Council AE1 Consultants 5/3/2022 E - RELEVANT PROJECT EXPERIENCE Kauai County Parks Portfolio - Kauai, Hawaii Owner: Owner: Dept. of Park & Recreation, 4444 Rice Street, Lihue, HI 96777 Contact: Nancy McMahon: 808 241-4459, nmcmahon@kauai.gov Project AEI completed Facility Condition Assessments on a portfolio of 75 assets operated Discussion and maintained by the Kauai Department of Parks and Recreation. The assets include 10 community centers, a golf course, swimming pools, playing fields, beach parks, stadiums and one courthouse building. Buildings accounted for approximately 65,000 GSF. The project was completed in approximately 270 calendar days and was completed using data collection tablets and FCA report software. Matt Wasson was the Project Manager for this assignment. Carole Wilson and Weston Dockrey performed site inspections and prepared FCA Reports. Senior level technical review was performed by Kyle Christiansen who also acted as the Project Executive. Presentation: AEI utilized an FCA software application with similar capabilities to Kykloud as well as tablet data collection devices in developing FCA reports. AEI's project deliverables include narrative FCA reports, geo-coded photos, equipment & condition inventories, ADA accessibility data and cost estimates for future maintenance and replacements. Key information included in the reports is each building's Facility Condition Index (FCI), Expected and Remaining Useful Lives (EULs & RULs) of equipment and building systems, and a 10 years capital expenditure budget. All that data is integrating seamlessly with the client's maintenance management software platform. Date: Completed December 2017 Aw _f- 1ke+r.y,r 4 City Council `' 21 — 1 5/3/2022 AEI Consultants E - RELEVANT PROJECT EXPERIENCE Rocky Mountain Regional Medical Center — US Dept. of Veterans Affairs Client: DavEnergy Solutions & US Department of Veteran's Affairs Contact: Jason Ha e: jason.ha e davener .com — 912 667-7847 Portfolio AEI prepared a detailed Facility Condition Assessment on the VA Medical Center Discussion: campus in Aurora, Colorado. This new facility includes approximately 1.2 million square feet of space set on a 31-acre campus. The property is improved with 10 major campus/clinical buildings as well as a concourse connecting all improvements. A mechanical pant and two parking garages also exist on the campus and are included in the assessment. AEIs scope of work includes a complete inventory of all building systems as well as confirming the presence of various MEP equipment which was identified on design drawings. AEI's FCA survey also includes identifying discrepancies between construction drawings and as-built drawings. AEI's field inspection services are being utilized to amend the "as-built"drawings to reflect"true"conditions. Presentation: AEI utilized the Kykloud FCA data-gathering software as well as tablet data collection devices in developing detailed reports. Narrative reports will be completed, along with a database and spreadsheet of all deficiencies which included projected maintenance activities. Geocoded photos of deficiencies overlaid on maps and site plans will be provided and integrated into the FCA reports and database to be provided to the client. Date: Completed August 2019 d9 - - - -_ �90_ FUTU E SfTf DE Tiff WA NEQ1CAl Cfll�Ea City Council �� `' 21 — 5 5/3/2022 AEI Consultants E - RELEVANT PROJECT EXPERIENCE Mercer County Parks Portfolio — Mercer County, NJ Client: Mercer County Parks Commission, 197 Blackwell Road, Pennington, New Jersey Contact: Mr. Joseph Pizza — Project Manager & Karl Thomas (609) 847-3023 Portfolio AEI prepared Facility Condition Assessments in accordance with ASTM Discussion: E2018-15 on a portfolio of 27 county-owned properties which ranged in size from 1,482 SF to 43,796 SF of building area. The buildings and site improvements were associated with parks, recreation areas, farms, golf courses, as well as nature and wildlife centers. The scope of work also included a tier I ADA Survey for each facility. Joseph Slobada acted as the project manager and performed senior level technical review. All FCAs were completed within a 60-calendar day time frame and AEI utilized FCA data collection tablets and FCA report development software. Presentation: Narrative FCA reports with geo-coded photos, equipment/condition inventories, ADA accessibility data and cost estimates for future maintenance and replacements. Key information included in the reports is each building's Facility Condition Index (FCI), Expected and Remaining Useful Lives (EULs & RULs) of equipment and building systems, and a 10 years capital expenditure budget in database format. Date: Com feted January 2017 t. R COIJ caM M Wr City Council AE1 Consultants 5/3/2022 E - RELEVANT PROJECT EXPERIENCE Maryland School for the Blind Client: Maryland School for the Blind William McCubbin — Facilities Director (410) 444-5000 xt 1237 billmc@mdschblind.org Project AEI completed a detailed Facility Condition Assessment on this historic institution Discussion: which was established in 1853. The Maryland School for the Blind is a private school located on a 70-acre campus in Baltimore. The school serves all of Maryland's public school districts and has outreach, educational and residential programs for children from birth to 21 years in age. AEI's FCA included all 28 buildings and 397,615 GSF of space as well as site improvements. Buildings included dormitories, residence buildings, a gymnasium, academic and office/administrative buildings and an indoor pool complex. The project was completed for Capital Planning Purposes in advance of State funding for various improvements. Presentation: AEI utilized the Kykloud FCA data-gathering software as well as tablet data collection devices in developing detailed reports. A Narrative report was completed, along with a database and spreadsheet of all deficiencies which included projected maintenance activities. Key information included in the reports is each building's Facility Condition Index (FCI), Expected and Remaining Useful Lives (EULs & RULs) of equipment and building systems, and a 10 years capital expenditure budget. Date: Completed October 2020 ICI + The Maryland School for the Blind Z71P a Ikk ACHIEVING INDEPENDENCE l r � - Y. , WWI- City ;. Council AE1 Consultants 5/3/2022 E - RELEVANT PROJECT EXPERIENCE County of Kauai — Waste Water (CMMS) Client: County of Kauai Project The Wastewater Treatment Facilities Program is responsible for the operation, Discussion: maintenance and repair of all County wastewater collection, treatment and disposal facilities in order to provide a consistent and reliable level of performance necessary to protect health and the environment. Activities include preventive maintenance (PM), treatment process control, wastewater effluent reuse, solids management, safety and training, laboratory monitoring for regulatory compliance. Objectives for the Asset and Maintenance Management Control: 1. Identify and record all assets located at the four plants and associated pump stations located throughout the island. 2. Track and record ALL maintenance activities, both preventive and corrective. 3. Define PM requirements and establish leveled schedules designed to properly maintain assets and extend longevity. 4. Accurately monitor maintenance costs for all assets and support life cycle determinations. 5. Ability to produce reliable reporting measures. Current 1. Nearly 1,200 assets are being maintained by 25 maintenance staff distributed Status: among the four plants. 2. On-going interfacing to identify and document replacement and/or additional assets. 3. On-going training and support to include development/refinement of PM Tasks as well as Maintenance Routes designed to minimize work orders. 4. Database is providing feedback through on-line services and reports to assist management in developing future goals, projects, and schedules. 5. Reliance on maintenance management system for asset management. e `4. L Vl i e. City Council `' 21 — 1 5/3/2022 AEI Consultants E - RELEVANT PROJECT EXPERIENCE County of Kauai — Roads (CMMS) Client: County of Kauai Project The Roads Maintenance Division performs roads pavement, shoulder, bridge, Discussion: sidewa I k/d riveway/curb/g utter, levee and appurtenances maintenance and repairs; installation and maintenance of traffic and safety devices; installation, maintenance and repair of signs and road markings. The Roads Maintenance Division supports the Department of Parks and Recreation and the Solid Waste Division on a regular basis and supports other agencies on an as needed basis. Objectives for the Asset and Maintenance Management Control: 1. Identify and record all assets located throughout the island. 2. Track and record ALL maintenance activities, both preventive and corrective. 3. Accurately monitor maintenance costs for all assets and support life cycle determinations. 4. Abilityto produce reliable reporting measures. Current 1. Nearly 24,000 roadway functions are being maintained by 73 staff located at one Status: of three base yards. 2. On-going interfacing to identify and document replacement and/or additional assets. 3. On-going training and support. 4. Database is providing feedback through on-line services and reports to assist management in developing future goals, projects, and schedules. 5. Reliance on maintenance management system for asset management. ;,,. �yratranuu 00 City Council '' 21 — 5 5/3/2022 if AEI Consultants E - RELEVANT PROJECT EXPERIENCE Green Airport (CMMS) Client: Rhode Island Airport Corporation Project RIAC is the corporation overseeing the TF Green Airport, as well as 5 other smaller Discussion: airports, just south of Providence Rhode Island. M-PET is currently be utilized at the garage facility to track maintenance PM's, inventory costs, and job history and costs. They have typical passenger traffic in the area of 4 million passengers per year. Objectives for the Asset and Maintenance Management Control: 1. Convert all active items from old Access CMMS to M-PET 2. Track ALL maintenance activities, both preventive and corrective, for assets associated with the equipment. 3. Assist with Preventive Maintenance (PM) requirements and establish leveled schedules designed to properly maintain assets and extend longevity. 4. Accurately monitor maintenance costs for all assets and support life cycle determinations. Current 1. Around 250 assets are being maintained by 4 Maintenance staff. Status: 2. On-going interfacing to identify and document additional assets. 3. On-going development/refinement of PM Tasks 4. Future integration with fuel pump program to monitor vehicle mileage and performance •' i3i S i.11 f City Council `' 21 — 57 5/3/2022 AEI Consultants Append 'Ix " F" City Council 21 — 58 5/3/2022 Appendix ATTACHMENT 3: REFERENCES List and describe fully the contracts performed by your firm which demonstrate your ability to provide the supplies, equipment or services included in the scope of the proposal specifications. Attach additional pages if required. The City reserves the right to contact each of the references listed for additional information regarding your firm's qualifications. Reference Customer Name: Davenenergy Solutions Contact Individual: Jason HaRpe Address: 2207 Garnet Ave-Suite I Phone Number: 912.667.7847 San Diego,CA 92109 Facsimile Number: Contract Amount: $403,783.43 Year: 2019-2020 Description of supplies, equipment, or services provided: We delivered Capital Plaining Reports using the CAD/DIM for VA Centers in Colorado and California. Reference Customer Name: Maryland School for the Blind Contact Individual: William McCubbin Address: 3501 Taylor Ave Phone Number: 410.444.5000 x1237 Baltimore,MD 21236 Facsimile Number: Contract Amount: $35,939 Year: 2020 Description of supplies, equipment, or services provided: We delivered a Capital Reserve Analysis Summary Report.We also provided a narrative Preventative Maintenance Report using a Facility Dude computerized maintenance management software application. Reference Customer Name: City of Columbia Contact Individual: David Nichols/ Dan Darnell Address: 701 East Broadway Phone Number: David: 573.874.7255/Dan: 573,874,7255 Columbia,MO 65205 Facsimile Number: Contract Amount: $68,240 Year: 2018 Description of supplies, equipment, or services provided: AEI prepared FCAs in accordance with ASTM E2018-15 on a portfolio of 23 buildings owned and operated by the City of Columbia. The portfolio comprised an area of 423,896 SF and consist of fire stations,a police station,a police training center,armory,city hall and various office buildings and a clinic THIS FORM MUST BE COMPLETED AND INCLUDED WITH THE PROPOSAL. PROPOSALS THAT DO NOT CONTAIN THIS FORM WILL BE CONSIDERED NONRESPONSIVE. 24 City Council 21 — 59 5/3/2022 Appendix ATTACHMENT 3: REFERENCES List and describe fully the contracts performed by your firm which demonstrate your ability to provide the supplies, equipment or services included in the scope of the proposal specifications. Attach additional pages if required. The City reserves the right to contact each of the references listed for additional information regarding your firm's qualifications. Reference Customer Name: Mercer County Parks Contact Individual: Joseph Pizza Address: McDade Administration Bldgs,640 S Phone Number: 609.847.3023 Trenton,NJ 08650 Facsimile Number: Contract Amount: $64,800 Year: 2016 &2017 Description of supplies, equipment, or services provided: AEI prepared Facility Condition Assessments in accordance with ASTM E2018-15 on a portfolio of 27 county- owned properties which ranged in size from 1,482 SF to 43,796 SF of building area. Reference Customer Name: Village of Oak Park Contact Individual: Lisa Shelley Address: 201 South Boulevard Phone Number: 708.383.6400 Oak Park,IL 60302 Facsimile Number: Contract Amount: $15,050 Year: 2019 Description of supplies, equipment, or services provided: AEI is preparing FCAs in accordance with ASTM E2018-15 on a portfolio of 2 fire stations and 3 water pumping station buildings comprising an area of 32.600 SF. AEI is capturing data in tablets and utilizing KyKloud software in the preparation of the FCA reports and global FCA database. Reference Customer Name: Kauai County Parks Contact Individual: Nancy McMahon Address: 4444 Rice Street-Ste 303 Phone Number: 808.241.4288 Lihu'e HI 96766 Facsimile Number: 808.241.6297 Contract Amount: $139,675 Year: 2017 Description of supplies, equipment, or services provided: THIS FORM MUST BE COMPLETED AND INCLUDED WITH THE PROPOSAL. PROPOSALS THAT DO NOT CONTAIN THIS FORM WILL BE CONSIDERED NONRESPONSIVE. 24 City Council 21 — 60 5/3/2022 Appendix ATTACHMENT 3: REFERENCES List and describe fully the contracts performed by your firm which demonstrate your ability to provide the supplies, equipment or services included in the scope of the proposal specifications. Attach additional pages if required. The City reserves the right to contact each of the references listed for additional information regarding your firm's qualifications. Reference Customer Name: City of Bowie, Maryland Contact Individual: George Stephanos Address: 15901 Exalibur Road Phone Number: 301.262.6200 Bowie, MD 20716 Facsimile Number: Contract Amount: $21,400 Year: 2017 &2018 Description of supplies, equipment, or services provided: AEI prepared Facility Condition Assessments in accordance with ASTM E2018-15 on a portfolio of 18 buildings comprising over 165,000 SF and site work associated with several parks (concession stands, office buildin s,vehicle storage and maintenance buildings and the Bowie City Hall. RefereNce Customer Name: The Laguna Art Museum Contact Individual: Joel Woodward Address: 307 Cliff Drive Phone Number: 301.262.6200 Laguna Beach, CA 92651 Facsimile Number: Contract Amount: $4,400 Year: 2020 Description of supplies, equipment, or services provided: AEI prepared Facility Condition Assessment/Property Condition Survey on an 18,000 SF art museum and community center. The detailed investigation included the use of specialty system consultants which provided detailed analysis of the following building systems: 1)Building Envelope&Roof;2) Mechanical,Electrical,Plumbing(MEP)/Fire&Life Safety&3)Elevator Conveying Systems. Reference Customer Name: City of Providence Contact Individual: Brian Hull Address: 444 Westminster Street Phone Number: 401.680.8409 Providence,RI 02903 Facsimile Number: Contract Amount: $50,000 Year: 2016 Description of supplies, equipment, or services provided: AEI completed FCA evaluations for 20 City-owned properties throught Providence.We evaluated the physical condition of each property in order to document the level of repairs necessary to bring the buildings and parcels back to good condition. THIS FORM MUST BE COMPLETED AND INCLUDED WITH THE PROPOSAL. PROPOSALS THAT DO NOT CONTAIN THIS FORM WILL BE CONSIDERED NONRESPONSIVE. 24 City Council 21 — 61 5/3/2022 Appendix ATTACHMENT 3: REFERENCES List and describe fully the contracts performed by your firm which demonstrate your ability to provide the supplies, equipment or services included in the scope of the proposal specifications. Attach additional pages if required. The City reserves the right to contact each of the references listed for additional information regarding your firm's qualifications. Reference Northrup Grumman Customer Name: Marine Systems Contact Individual: Steve Winters Address: 401 East Hendy Ave Phone Number: 408.735.2613 Sunnyvale, CA 94086 Facsimile Number: Contract Amount: $165,000 Year: 2020 &2021 Description of supplies, aquipment, or services provided: AEI's FCA includes all 50 major buildings and 1,312,835 GSF of space as well as site improvements. In addition to the FCA, AEI is also completing a detailed California scope Accessibility Survey and also completing Seismic Risk Assessments with design recommendations on select historic buildings. Reference Customer Name: Richalnd County Govt. Contact Individual: Jennifer Wladischkin Address: 2020 Hampton Street Phone Number: 803.576.2126 Columbia, SC 29204 Facsimile Number: Contract Amount: $25,700 Year: 2019 Description of supplies, equipment, or services provided: AEI prepared FC�As on three County properties located at Columbia Place Mall. Richland.The purpose of the assessments was to identify safety concerns associated with the real estate assets. Reference Customer Name: Contact Individual: Address: Phone Number: Facsimile Number: Contract Amount: Year: Description of supplies, equipment, or services provided: THIS FORM MUST BE COMPLETED AND INCLUDED WITH THE PROPOSAL. PROPOSALS THAT DO NOT CONTAIN THIS FORM WILL BE CONSIDERED NONRESPONSIVE. 24 City Council 21 — 62 5/3/2022 Append 'Ix " G " City Council 21 — 63 5/3/2022 APPENDIX ATTACHMENT 5: CERTIFICATIONS NON-COLLUSION AFFIDAVIT (Title 23 United States Code Section 112 and Public Contract Code Section 7106) In conformance with Title 23 United States Code Section 112 and Public Contract Code 7106 the BIDDER declares that the bid is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation; that the bid is genuine and not collusive or sham; that the BIDDER has not directly or indirectly induced or solicited any other BIDDER to put in a false or sham bid, and has not directly or indirectly colluded, conspired, connived, or agreed with any BIDDER or anyone else to put in a sham bid, or that anyone shall refrain from bidding; that the BIDDER has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the bid price of the BIDDER or any other BIDDER, or to fix any overhead, profit, or cost element of the bid price, or of that of any other BIDDER, or to secure any advantage against the public body awarding the contract of anyone interested in the proposed contract; that all statements contained in the bid are true; and, further, that the BIDDER has not, directly or indirectly, submitted his or her bid price or any breakdown thereof, or the contents thereof, or divulged information or data relative thereto, or paid, and will not pay, any fee to any corporation, partnership, company association, organization, bid depository, or to any member or agent thereof to effectuate a collusive or sham bid. Note: The above Non-collusion Affidavit is part of the Proposal. BIDDERS are cautioned that making false certification may s biect the certifier to criminal prosecution. Signed State of 46atiffe ff9 " County of S 6S IA Subscribed and sworn to (or affirmed) before me on this ' day of %� , 20-(, by proved to me on the basis of satisfactory evidence to be the person(s)who appeared before me Notary Public Signature Notary Public Seal MATTHEW KAPLAN, Notary Public Commonwealth of Nlassavnusetts My Comm.Expires May 21,2021 City Council 34 21 — 64 5/3/2022 NON-LOBBYING CERTIFICATION The prospective participant certifies, by signing and submitting this bid or proposal, to the best of his or her knowledge and belief, that: (1) No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any Federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement. (2) If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any Federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, "Disclosure of Lobbying Activities," in conformance with its instructions. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352, Title 31, U.S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. The prospective participant also agrees by submitting his or her bid or proposal that he or she shall require that the language of this certification be included in all lower tier subcontracts, which exceed $100,000 and that all such subrecipients shall certify and disclose accordingly. Signed: Title: Executive Vice President Firm: AEI Consultants Date: 4/5/2021 City Council 21 — 65 5/3/2022 35 NON-DISCRIMINATION CERTIFICATION The undersigned Contractor or corporate officer, during the performance of this contract, certifies as follows.. 1. The Contractor shall not discriminate against any employee or applicant for employment because of race, color, religion, sex, or national origin. The Contractor 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, or national origin. Such action shall include, but not be limited to, the following: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. 2. The Contractor shall, in all solicitations or advertisements for employees placed by or on behalf of the Contractor, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, or national origin. 3. The Contractor shall send to each labor union or representative of workers with which he/she has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers' representatives of the Contractor's commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. 4. The Contractor shall comply with all provisions of Executive Order 11246 of September 24, 19657 and of the rules, regulations, and relevant orders of the Secretary of Labor. 5. The Contractor shall furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his/her books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation, to ascertain compliance with such rules, regulations, and orders. 6. In the event of the Contractor's non-compliance with the nondiscrimination clauses of this contract or with any of the said rules, regulations, or orders, the contract may be canceled, terminated, or suspended in whole or in part and the Contractor may be declared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in Execution Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulations, or order of the Secretary of Labor, or as otherwise provided by law. City Council 21 — 66 5/3/2022 36 7. The Contractor shall include the portion of the sentence immediately preceding paragraph (1) and the provisions of paragraphs (1) through (7) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to Section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontract or purchase order as the administering agency may direct as means of enforcing such provisions, including sanctions for noncompliance; provided, however, that in the event the Contractor becomes involved in, or is threatened with, litigation with a subContractor or Contractor as a result of such direction by the administering agency, the Contractor may request that the United States enter into such litigation to protect the interests of the United States. 8. Pursuant to California Labor Code Section 1735, as added by Chapter 643 Stats. 1939, and as amended, no discrimination shall be made in the employment of persons upon public works because of race, religious creed, color, national origin, ancestry, physical handicaps, mental condition, marital status, or sex of such persons, except as provided in Section 1420, and any Contractor of public works violating this Section is subject to all the penalties imposed for a violation of the Chapter. Signed: Title: Executive Vice President Firm: AEI Consultants Date: 4/5/2021 City Council 21 — 67 5/3/2022 37 Append 'Ix " H " City Council 21 — 68 5/3/2022 Matthew E. Wasson —Vice President, Capital Planning Services BS — Bachelor of Science, Civil and Environmental Engineering, University of Cincinnati Mr. Wasson has more than 25 years' experience with engineering and environmental assessments. He has performed thousands of site surveys and directed thousands of due diligence assessments for HUD clients, Federal and State clientele, Higher and Lower Education Institutions, Capital Market entities, and Equity Investors in all 50 states and two United States territories. Mr. Wasson is knowledgeable with the ASTM Standard Guide for Property Condition Assessments and Phase I Environmental Site Assessments, accessibility standards including UFAS, FHAA, ADA, and Section 504. Mr. Wasson has a thorough understanding of the various site and building components and systems that make up a property, the types of issues that arise, and needs of the clients. RELEVANT PROJECT EXPERIENCE • Northrop Grumman Corporation — Directed and managed Facility Condition Assessments and Accessibility Survey at a campus composed of 49, multi-use buildings, some dating from before 1945. Aided Client in developing repair/replacement hierarchy and prioritization schedule. • General Services Administration - Development and implementation of Facility Condition Assessment Program to comply with the GSA Building Engineering Report program evaluating 40 facilities with over 15 million square feet utilizing architectural, engineering, and specialty service personnel. • University of Alabama — Directed and managed multi-disciplinary team to develop 10-Year forecast of site and building component maintenance and life cycle replacement recommendations as well as accessibility barriers. Included developing inventory of mechanical equipment with bar coding to import into computer maintenance monitoring system. Evaluation scope included over 10 million square feet comprised of 195 structures composed of modern construction, historical buildings, residential high-rise buildings, sports complexes, science institutions, and senior living facilities. • Arlington County Government, VA —Responsible for designing and implementing a project approach that provided comprehensive facility condition assessments services consisting of evaluating backlog maintenance and costs required to remedy deteriorating conditions, identify near-term needs to maintain standards, and assure the service integrity of aging systems and building components. In addition, established a facility condition baseline for benchmarking and tracking progress, and developing cost estimates and priorities for major repair and replacement projects. Portfolio consisted of 65 properties which equated to over 1.5 million square feet. • Diocese of Arlington, Arlington VA — Created and implemented an assessment model to identify, evaluate, and prioritize Capital Improvement Projects, Healthy and Safety repairs, and Accessibility deficiencies. The goal of the facility condition assessments was to enable the Diocese to prioritize funding and allow a global view of the condition of the school systems in the Parishes. City Council 21 -69 �� ]I1 1 JIJ'1 02, Joe Sloboda, J.D., IEEE -Vice President - Building Assessments J.D — Law, Pace University School of Law, 1987 B.S. — Mechanical Engineering, Rutgers University, 1984 B.A. — Political Science, Fairleigh Dickinson University, 1984 Mr. Sloboda has experience in the capital planning and asset management industry for the last ten years. Prior to this period Mr. Sloboda has worked extensively in project management and system design in the electrical distribution and transmission fields. Project experience for Mr. Sloboda includes: • State of New Mexico — Directed and served as primary reviewer for the Physical Condition Assessment (PCA) survey of all state owned properties for the General Services Department, the project consisted of over 850 buildings, including prisons, offices, medical and various facilities. • New York State School Construction Authority (SCA) — Deputy project manager responsible for operations for the Building Condition Assessment Survey (BCAS), an annual physical condition examination of all properties maintained by the New York City Department of Education including over 1,500 schools and ancillary structures throughout the five boroughs of New York City. Provided capital planning data for the SCA to determine viability of additional school construction and proactive maintenance. • Town of Hull, Massachusetts — Managed and was primary reviewer for Physical Condition Assessment (PCA) of all municipal properties owned by the town, devised twenty-year capital plan working with city officials to most effectively allocate limited resources. • State of Vermont — Lead reviewer of statewide building condition survey (BCA) including historic structures and buildings with special conditions. • City of Pittsburg Housing Authority (HACP), PA — Managed and reviewed submittal documents in support of $ 35,000,000 HUD Community Housing Block Grant to successful conclusion. • Ohio State University — Reviewed electronically collected data for Green Physical Needs Assessment (GPNA) reports for all university buildings providing Green Alternatives and Energy Conservation Measures (ECM) to create an environmentally friendly campus. • Lee County Hospital Corp. (Florida) — Managed and provided designs for new hospital electrical construction project. Multimillion dollar electrical installation of state of the art electrical system for new 250 bed hospital. Institute of Electrical and Electronic Engineers U.S. Green Building Council National Fire Protection Association — Electrical Section City Council 21 — 70 5AE1 Consu—i,;ts Roy Anderson PE —Vice President, Seismic Risk Services University of California, San Diego; BS Structural Engineering 1990 Mr. Anderson currently oversees and manages the Seismic Services Division of AEI's Building Assessments Department. Responsibilities include Senior Assessment of Seismic Risk Assessment Reports, Conducting Peer Reviews, scheduling, Seismic Retrofit Design, interfacing with Clients, providing outreach and education to Clients and Building Owners. Mr. Anderson has over 39 years of construction, construction management, structural design, seismic retrofit, capital planning, structural assessment, and commercial due diligence experience. He owned and operated a successful structural design consulting firm for over 14 years. His project experience includes public infrastructure, public works, and private developments including both residential and commercial projects. He has acted as a regional manager for a national consulting services firm overseeing property and casualty and seismic risk assessment operations in the western states, performing over 2000 Seismic Risk Assessment (Probable Maximum Loss) assessments and reports in the seismically active United States, Europe, and Mexico, over 100 Property Condition Assessments, and over 400 Property Damage Assessments for the insurance industry in 38 states. Some of his specific areas of expertise include: forensic analysis of architectural and structural damage, seismic assessments of buildings, structural remediation and rehabilitation of properties (URM, Historic, seismic, tornado, hurricane, flood, and fire), and structural design of swimming pools, wood and timber framed structures, structural steel structures, reinforced concrete structures, reinforced masonry structures, and pre- manufactured light gage steel structures. Mr. Anderson has experience in the capital planning. Project experience for Mr. Anderson includes: • Northrup Grumman Corporation — Directed Structural Assessments and served as primary reviewer on industrial assets. Recommendations were prioritized and categorized with regards to impact on ancillary building systems. • Korean Consulate Office — Directed Structural Assessment and served as primary reviewer on various assets. Professional Engineer, California, Civil 82059 California Licensed General Contractor, B641049, Inactive ATC First Responder Training, California OES Volunteer Redwood Empire Remodelers Association, Board Member, Past President Appointed to the City of Santa Rosa Board of Building Regulations Appeals, Chairman Committee Member ASTM WK55885 Seismic Risk Assessment of Real Estate Portfolios American Society of Civil Engineers (ASCE) Structural Engineers Association of Northern California (SEAONC) Earthquake Engineering Research Institute (EERI) City Council 21 — 71 E 1 n ull ni Michael Novick, Sr. — Senior Project Manager B.A School of Environmental Design and Planning, University of Colorado, Boulder 1983 Mr. Novick has 38 years of experience in the design and development of buildings, capital planning, and facility condition assessments. Since 2015, Mr. Novick has been the Sr. Project Manager within the Building Sciences and Engineering division, Capital Planning Services group of AEI Consultants. Principal responsibilities include leading portfolio assessment teams, managing client relationships, and review of technical reports. Mr. Novick is knowledgeable with the ASTM Standard Guide for Property Condition Assessments, accessibility standards including UFAS, FHAA, ADA, and Section 504. Mr. Novick has a thorough understanding of the various site and building components and systems that make up a property, the types of issues that arise, and needs of the clients. RELEVANT PROJECT EXPERIENCE • Maryland School for the Blind - Development and implementation of Facility Condition Assessment and Preventative Maintenance Program to comply with the State of Maryland budgeting program requirements, evaluating 13 facilities utilizing architectural, engineering, and specialty service personnel. Responsible for designing and implementing a project approach that provided comprehensive facility condition assessments services consisting of evaluating backlog maintenance and costs required to remedy deteriorating conditions, identify near-term needs to maintain standards, and assure the service integrity of aging systems and building components. • University of Alabama — Managed multi-disciplinary team to develop 10-Year forecast of site and building component maintenance and life cycle replacement recommendations as well as accessibility barriers. Evaluation scope included 10+ MM SF, 195 structures composed of modern construction, historical buildings, residential high-rise buildings, sports complexes, science institutions, and senior living facilities. • Evergreen School District — Managed and directed multi-disciplinary team on portfolio of 18 elementary and middle school campuses of the Evergreen School District as well as the district's main administrative offices. The portfolio comprises a total building area of over 1.2MM SF. • City of Columbia, MO— Managed site team in field assessments and preparation of Facility Condition Assessment Reports across 23 municipal buildings including a courthouse, police station and training centers, fire stations, city hall, and office buildings. • Veterans Administration, Denver — Directed and managed AEI team regarding space management planning and plan verification. Training/Licenses/Registrations: Licensed Architect, State of Colorado Licensed Architect, State of Pennsylvania Licensed Architect, State of Texas Member: American Institute of Architects City Council 2l '�'", 5 202 .AEI nun1t Mahmoud Nazemi — Project Manager B.A - Architecture, Structural Engineering Minor, University of California, Berkeley, CA Mr. Nazemi provides project management to ensure ASTM compliance and satisfaction of client requirements for Facility Condition Assessments, Property Conditions Assessments, as well as Property Status Reports. Property Condition Assessments include identifying the structural framing, foundations, HVAC systems, MEP systems, roof systems and exterior finishes of a property. As part of the Project Status Reports, Mr. Nazemi observes overall progress of construction sites and interior renovation projects as well as the different building systems over the duration of construction. RELEVANT PROJECT EXPERIENCE • Korean Consulate — Field assessment and Facility Condition Assessment Report preparation of project building for the purposes of providing prioritization and budgeting of observed deferred maintenance, and anticipated capital expenditures related to building system and component upkeep. Prioritization included health and safety assessment related to site access and system usage. • Industrial/Manufacturing Portfolio - Field assessment and Property Condition Assessment Report preparation of 1.3 MM SF building for the purposes of providing pre-acquisition budgeting of observed deferred maintenance. • Commercial Office - Field assessment and Property Condition Assessment Report preparation of 1.3 MM SF building for the purposes of providing due diligence report related to financing. • Multi-family - Field assessment and Property Condition Assessment Report preparation of multiple building containing 500+ dwelling units for the purposes of providing pre-acquisition budgeting of observed deferred maintenance. • Skilled Nursing - Field assessment and Property Condition Assessment Report preparation of multiple building containing 300+ beds for the purposes of providing pre-acquisition budgeting of observed deferred maintenance. Prior to joining the AEI Building Sciences and Engineering team, Mr. Nazemi spent four years learning how buildings work as a system. His focus was the study and design of steel framed and reinforced concrete framed structures capable of adapting into dynamic architectural forms. City Council 21 — 3 E 1 n s ulla ni Steven Peck — Project Manager B.S. Mechanical Engineering; University of California, Irvine Mr. Peck provides project management to ensure ASTM compliance and satisfaction of client requirements for Facility Condition Assessments, Property Conditions Assessments, as well as Property Status Reports. Property Condition Assessments include identifying the structural framing, foundations, HVAC systems, MEP systems, roof systems and exterior finishes of a property. As part of the Project Status Reports, Mr. Peck observes overall progress of construction sites and interior renovation projects as well as the different building systems over the duration of construction. RELEVANT PROJECT EXPERIENCE • Faith-based — Field assessment and Facility Condition Assessment Report preparation of project buildings for the purposes of providing prioritization and budgeting of observed deferred maintenance, and anticipated capital expenditures related to building system and component upkeep. Prioritization included health and safety assessment related to site access and system usage. • Industrial/Manufacturing Portfolio - Field assessment and Property Condition Assessment Report preparation of 1.3 MM SF building for the purposes of providing flood damage assessment. Building systems were mapped against flood plain elevations and costs of maximum loss were estimated. • Commercial Office - Field assessment and Property Condition Assessment Report preparation of 350,000 SF building for the purposes of providing pre-acquisition budgeting of observed deferred maintenance. . • Hospitality - Field assessment and Property Condition Assessment Report preparation of 67-story high-rise building for the purposes of providing pre-acquisition budgeting of observed deferred maintenance. • Educational - Field assessment and Facility Condition Assessment Report preparation of k-5 school for the purposes of providing budgeting and cost estimated to mitigate deferred maintenance. Prior to joining AEI Consultants, Mr. Peck performed independent property and casualty insurance audits, property risk assessments, building fire rating surveys and fire protection gradings. In addition, these assessments included assessing property and liability risks and providing recommendations. City Council 21 — 74 E 1 n ull ni Jason Santiago, BPI-MFBA— Senior Project Manager BS— Mechanical Engineering, Santa Clara University Mr. Santiago has 7 years of experience in the design and development of buildings, capital planning, and facility condition assessments. Since 2019, Mr. Santiago has been the Sr. Project Manager within the Building Sciences and Engineering division, Capital Planning Services group of AEI Consultants. Principal responsibilities include leading portfolio assessment teams, managing client relationships, and review of technical reports. Mr. Santiago is knowledgeable with the ASTM Standard Guide for Property Condition Assessments, accessibility standards including UFAS, FHAA, ADA, and Section 504. Mr. Santiago has a thorough understanding of the various site and building components and systems that make up a property, the types of issues that arise, and needs of the clients. RELEVANT PROJECT EXPERIENCE • Northrop Grumman Corporation — Field assessment and completion of Facility Condition Assessment Reports at a campus composed of 49, multi-use buildings, some dating from before 1945. Aided Client in developing repair/replacement hierarchy and prioritization schedule. • University of Alabama — Mechanical engineering assessment to forecast MEP systems and life cycle replacement recommendations. Evaluation scope included 10+ MM SF, 195 structures composed of modern construction, historical buildings, residential high-rise buildings, sports complexes, science institutions, and senior living facilities. • Evergreen School District — Managed and directed multi-disciplinary team on portfolio of 18 elementary and middle school campuses of the Evergreen School District as well as the district's main administrative offices. The portfolio comprises a total building area of over 1.2MM SF. • City of Columbia, MO — Field assessment and completion of Facility Condition Assessment Reports across 23 municipal buildings including a courthouse, police station and training centers, fire stations, city hall, and office buildings. • Veterans Administration, Denver — Space management planning and plan verification. Training/Licenses/Registrations: Multifamily Building Analyst - Building Performance Institute (BPI) City Council 21 = E 1 n s ulla ni FoUR Four Winds Group, Inc. PO. Box 3411 WINDS La Jolla, California 92038 (858) 483-7654 Fax: (858) 483-5444 www.fwginc.corn .lames Koczera, koczeraj0)fWcJnc.com, (206) 618-2432 Operations and Reliability Manager, based in New Hampshire Expected Duties: Project Manager and main point of contact for all items, including but not limited to quoting, evaluations, system migrations, implementation, training, continued service, and communications Qualifications James (Jamie) attended the University of New Hampshire for Mechanical Engineering. He first worked with M-PET at a food manufacturing facility, Lindt Chocolate, where he completely transitioned all assets, PM's, inventory, and purchasing processes from one "top- tier"CMMS to M-PET. He was the main administrator of the system for 8 years, in which time the productivity and efficiency of the facilities and maintenance department transitioned from a reactive mentality to a preventive/predictive mindset. Also, in that time he created and managed the input of 3,500 assets, 2,500 PM tasks, 8,500 parts in inventory, and many custom reports all culminating in the creation of over 125,000 work orders processed. His job evolved to include development of an in-house integrated solution between their production SCADA information and M-PET that resulted in dynamic real-time condition-based maintenance and Artificial Intelligence (AI). Jamie also worked for a large government contractor, BAE Systems Inc, as a Senior Facilities Engineer. This required Incident Commander assignment, 13 direct reports, and CMMS management. His knowledge and experience in the maintenance and facilities management field allow for setting up the proper processes to link physical assets (maintenance objects and maintenance personnel) to M-PET to maximize efficiency and reliability. Representative Current / Past Projects • Lindt & Sprungli USA, Stratham, NH • Koch Membrane Systems, Inc., Wilmington, MA • Boston Centerless, Woburn, MA • Kayem Foods, Chelsea, MA • Rhode Island Airport Corporation, Warwick, RI City Council 21 — 76 5/3/2022 FOUR Four Winds Group, Inc. ► — PO. Box 3411 WINDS to Jolla, California 92038 (858) 483-7654 Fax: (858) 483-5444 www.fwginc.corn Tom Hamm, hammt@fwginc.com, (619) 921-5845 Vice-president and Co-Owner Expected Duties: Assistance with all levels of operations Qualifications Tom Hamm has a Bachelor of Science degree in Mathematics from Bethel College and an extensive background in mini and microcomputer requirements with emphasis in maintenance management applications for manufacturing, facilities, DOT's and government. System installations and implementation / training on numerous clients with requirements as diverse as earth moving equipment to the Major facility operations. Over the past 20 years he has been deeply involved with providing client specific solutions for advanced automation extensions to existing client CMMS systems, such as handheld computer data gathering and barcode interfaces and the utilization of the newest technology available within the .NET Framework. Representative Current / Past Projects Project manager for Four Winds Group for the County of Kauai, Department of Water for the full implementation of the M-PET® system for their operations and maintenance department. Covered database assets include all equipment, water delivery infrastructure, and customer service delivery for startup and repair. Project manager for Four Winds Group on the Kauai District DOT Prototype effort for Highway Maintenance Automation. This two-year project is to develop standards for implementation on a state wide basis for the Hawaii Department of Transportation Project management for the prototype development for the CMMS for the Massachusetts Central Artery Tunnel (CAT) project. The prototype will lead to a full CMMS implementation with the completed project in the 21st century. Project manager for Four Winds on their subconsultant role at the Trans Koolau H3 Tunnel on Oahu. Database development and technical design manager for Washington State Ferries proposal for CMMS system for 24 boats, 22 terminals and Harbor based LAN system. City Council 21 — 77 5/3/2022 EXHIBIT C City Council 21 — 78 5/3/2022 CITY OF SANTA ANA EXHIBIT C COMPENSATION— RFP NO.: 21-014 Facility Condition Assessment Payment Schedule With regards to the Facility Condition Assessment, an invoice for each Project (property) will be issued at the issuance of each DRAFT Letter Report. Invoices will be submitted on a monthly schedule on, or around the 15' of each month. See table below regarding price per project. Software Payment Schedule Payment for the initial installation of the CMMS software will be 100% of the proposed cost $66,400.00, prior to installation of the software and training of staff. The $66,400 fee covers One annual Year of the CMMS software. Year One begins after training of the City staff and hand-off of the CMMS software to the City of Santa Ana who will be hosting the software. 2023: Year 2: $6,500.00 — Annual license for 25 users 2024: Year 3: $6,500.00 — Annual license for 25 users 2025: Year 4: $6,500.00 — Annual license for 25 users 2026: Year 5: $6,500.00 — Annual license for 25 users City Council 21 — 79 5/3/2022 Appendix ATTACHMENT 2: FEE PROPOSAL Certification - I certify that I have read, understand and agree to the terms and conditions of this Request for Proposals. I have examined the Scope of Services (Appendix: Attachment 1) and am familiar with the scope of work. I am familiar with all the existing conditions and limitation that may impact work requests. I understand and agree that I am responsible for reporting any errors, omissions or discrepancies to the City for clarification prior to the submission of my proposal. Proposer Item Price — Pricing shall be based on a unit cost for services described in Scope of Services. Fee must be inclusive of all costs, including but not limited to, direct and indirect costs for labor, overhead, incidental supplies, travel, mileage and fuel. Any special materials will be purchased by the Contractor only after discussed and authorized by City Public Works Agency in writing. Contractor shall submit additional labor, material and equipment rates along with fee schedule. Contractor's labor and equipment rate sheet shall list rates for all labor designations, equipment and materials. Specify and estimate any other costs associated with the system. At the City's discretions, additional sites may be added or deleted. Total quotation is to be firm offer for no less than ninety (90) days and will be regarded by the City as bidder's best and final offer. Note: This contract is subject to prevailing wages. TO: CITY COUNCIL OF THE CITY OF SANTA ANA FROM. AEI Consultants City Council 21 — 80 5/3/2022 ATTACHMENT 2-A GROUP 1 PRICING: CORE FCA PROPOSAL Year Approx. Name Address Built Sq.Ft. CITYHALL 20 CIVIC CENTER PLAZA 92701 1972 127,302 COUNCIL CHAMBERS 20 CIVIC CENTER PLAZA 92701 1972 8,328 CITY HALL ROSS ANNEX 20 CIVIC CENTER PLAZA 92701 1999 68,823 JEROME PARK REC.CENTER-RECREATION CENTER 2115 W.MC FAD DEN ST. 92704 1970 15,932 JEROME PARK BUILDING&POOL-POOL BUILDING 2115 W.MC FAD DEN STREET 92704 1969 3,710 JEROME PARK RESTROOM-RESTROOM/CONCESSION 2115 W.MC FAD DEN STREET 92704 1990 1,200 SANTA ANITA PARK&POOL-RECREATION BUILDING&POOL 300 S.FIGUEROA 92703 1970 2,770 MAIN LIBRARY 26 CIVIC CENTER PLAZA 92701 1958 39,790 SANTA ANA POLICE ATHLETIC&ACTIVITY LEAGUE 2627 W.MC FAD DEN 92704 1970 7,783 LIBRARY-NEWHOPE-LIBRARY 122 N.NEWHOPE STREET 92703 1978 8,987 CORBIN COMMUNITYCENTER-COMMUNITYCENTER 2215 W.MC FAD DEN 92704 1973 6,914 SANTA ANA SENIOR CENTER-SENIOR CENTER 424 W.3RD STREET 92701 1976 9,447 TRANSPORTATION CENTER 1000 E SANTA ANA BLVD 92701 1983 42,259 TRAIN DEPOT PARKING STRUCTURE 625 NORTH SANTIAGO ST 92701 1999 105,618 SOUTHWEST SENIOR CENTER-CORBIN SENIOR CITIZEN 2207 W.MC FAD DEN STREET 92704 1989 10,264 CITYYARD-ADMINISTRATION BUILDING 220 S.DAISYSTREET 92703 1991 26,690 CITYYARD-SHOPS BUILDING 215 S.CENTER STREET 92703 1991 15,648 CITYYARD-FLEET SERVICES BUILDING 215 S.CENTER STREET 92703 1991 40,240 CITYYARD-ROADWAY/STREETS BUILDING 215 S.CENTER STREET 92703 1991 2,054 CITYYARD-GUARD HOUSE 215 S.CENTER STREET 92703 1991 136 CITYYARD-WASH/FUEL ISLAND 215 S.CENTER STREET 92703 1991 5,810 CITYYARD-MAINTENANCE/CARPENTER BLD 215 S.CENTER STREET 92703 1991 1,350 CITYYARD-HMS BUILDING 215 S.CENTER STREET 92703 1991 1,280 CITYYARD-WAREHOUSE 215 S.CENTER STREET 92703 1991 17,831 CITYYARD-COVERED PARKING A 215 S.CENTER STREET 92703 1991 6,720 CITYYARD-COVERED PARKING B 215 S.CENTER STREET 92703 1991 5,100 CITYYARD-COVERED PARKING C 215 S.CENTER STREET 92703 1991 4,144 CITYYARD-COVERED PARKING D 215 S.CENTER STREET 92703 1991 18,176 POLICE ADMINISTRATION 60/62 CIVIC CENTER PLAZA 92703 1996 2401000 F7 LIVID C=FR PI A7A g2ZQ3 1ggF City Council 21 — 81 5/3/2022 ATTACHMENT 2-13 GROUP 2 PRICING Year Approx. Name Address Built Sq.Ft. RIVERVIEW PARK-CONCESSION STAND 1817 W.21 ST STREET 92706 1982 441 BIRCH PARK-BIRCH PARK PAVILLION 210 B.BIRCH STREET 92701 1984 6,480 CABRILLO PARK-RESTROOM/CONCESSION-RESTROOM- CONCESSION 1820 E.FRUIT STREET 92701 1966 1,101 CABRILLO TENNIS CENTER-CABRILLO PARK TENNIS OFC. 800 CABILLO PARK DRIVE 92701 1990 1,374 CESAR CHAVEZ CAMPESINO PARK RESTROOM-RESTROOM BUILDING 3311 W.5TH STREET 92703 1969 684 EDNA PARK RESTROOM-RESTROOM 2140 W.EDNA STREET 92706 1979 374 EL SALVADOR PARK REC.CTR&POOL-RECREATION BUILDING 1825 W.CIVIC CTR.,DR. 92703 1959 8,504 EL SALVADOR PARK RESTROOM-RESTROOM 1825 W.CIVIC CTR.,DR. 92703 1959 900 EL SALVADOR CONCESS.STAND-CONCESSION STAND 1825 W.CIVIC CTR.DR. 92703 1998 339 FISHER PARK CLUBHOUSE 2501 N.FLOWER STREET 92703 1966 567 FISHER PARK RESTROOM 2501 N.FLOWER STREET 92703 1966 219 FISHER PARK STORAGE SHED 2501 N.FLOWER STREET 92703 153 SANTIAGO PARK-LAWN BOWLING CLUBHOUSE-LAWN BOWLING COMPLEX 2615 N.VALENCIA STREE 92706 1990 254 SANTIAGO PARK-LAWN BOWLING CLUBHOUSE 2615 N.VALENCIA STREE 92706 1990 3,807 LOGAN PARK CLUBHOUSE 1009 CUSTER STREET 92701 1965 1,380 LILLIE KING PARK-PLAYGROUND EQUIPMENT 500 W.ALTON 92707 1976 806 HERITAGE PARK RESTROOM 4812 W.CAMILE STREET 92707 1962 360 MADISON PARK RESTROOM 1528 STANDARD STREET 92707 1957 1,481 MEMORIAL PARK POOL/LCKRS.-POOL/LOCKER BUILDING 2102 S.FLOWER STREET 92707 1955 5,701 MEMORIAL PARK RESTROOM 2102 S.FLOWER STREET 92707 1979 810 MEMORIAL PARK-CONCESSION STAND 2102 S.FLOWER STREET 92707 1979 1,210 MEMORIAL PARK BANDSTAND-MEMORIAL PARK BANDSTAND 2102 S.FLOWER STREET 92707 1961 975 MEMORIAL PARK EQUIP.SHED-EQUIPMENT SHEDS(4) 2102 S.FLOWER STREET 92707 1976 984 PRENTICE PARK/ZOO-GIFT SHOP 1801 E.CHESTNUT 92703 1988 3,231 PRENTICE PARK/ZOO-PRENTICE PARK/ZOO-HOLDING FACILITY 1801 E.CHESTNUT 92703 1969 700 PRENTICE PARK/ZOO-OFFICEBLDG ANNEX 1801 E.CHESTNUT 92703 1987 1,877 PRENTICE PARK/ZOO-RESTROOMS 1801 E.CHESTNUT 92703 1987 400 PRENTICE PARK/ZOO-STORAGE SHED 1801 E.CHESTNUT 92703 1960 400 PRENTICE PARK/ZOO-OLD COMMISSARY BLDG 1801 E.CHESTNUT 92703 1973 228 PRENTICE PARK/ZOO-JUNGLE HUT 1801 E.CHESTNUT 92703 2006 1,213 PRENTICE PARK/ZOO-STORAGE BLDG"T' 1801 E.CHESTNUT 92701 341 PRENTICE PARK/ZOO-COMMISSARYBLDG 1801 E.CHESTNUT 92703 1973 1,400 PRENTICE PARK/ZOO-STORAGE BLDG"U" 1801 E.CHESTNUT 92703 1960 101 PRENTICE PARK/ZOO-AMAZON EDGE 1801 E.CHESTNUT 92703 1995 1,310 PRENTICE PARK/ZOO-AVIARY-BIRD AVIARY 1801 E.CHESTNUT 92703 1995 9,000 PRENTICE PARK/ZOO-AMPHITHEATER 1801 E.CHESTNUT 92703 1999 3,300 PRENTICE PARK/ZOO-QUARANTINE BLDG. 1801 E.CHESTNUT 92703 2000 1,008 PRENTICE PARK/ZOO-ZOO TRAIN DEPOT 1801 E.CHESTNUT 92703 2000 4,492 PRENTICE PARK/ZOO-VETERINARY TRAILER 1801 E.CHESTNUT 92703 1978 2,400 PRENTICE PARK/ZOO-AMINAL DISECTING 1801 E.CHESTNUT 92703 2006 642 PRENTICE PARK ZOO-CREAN'S CHILDREN'S ZOO-CHILDREN'S BARN 1801 E CHESTNUT 92703 2004 2,735 PRENTICE PARK ZOO-CREAN'S CHILDREN'S ZOO-RABBIT HOUSE 1801 E CHESTNUT 92703 2004 154 PRENTICE PARK ZOO-CREAN'S CHILDREN'S ZOO-DUCK HOUSE 1801 E CHESTNUT 92703 2004 154 PRENTICE PARK ZOO-CREAN'S CHILDREN'S ZOO-FOWL HOUSE 1801 E CHESTNUT 92703 2004 384 PRENTICE PARK ZOO-CREAN'S CHILDREN'S ZOO-GOAT/SHEEP HOUSE 1fi01 F CHESTNUT 99703 City Council 21 — 82 5/3/2022 ATTACHMENT 2-13 GROUP 2 PRICING Year Approx. Name Address Built Sq.Ft. PRENTICE PARK ZOO-CREAN'S CHILDREN'S ZOO-"CARRIAGE HOUSE" 1801 E CHESTNUT 92703 2004 1,602 PRENTICE PARK ZOO-CREAN'S CHILDREN'S ZOO-RR EDUCATION STATION 1801 E CHESTNUT 92703 2006 576 PRENTICE PARK ZOO-CREAN'S CHILDREN'S ZOO-PONYBARN 1801 E CHESTNUT 92703 2006 432 PRENTICE PARK ZOO-CREAN'S CHILDREN'S ZOO-"FEED STORAGE/EDUCATION ANIMAL HOLDING BLDG 1801 E CHESTNUT 92703 2006 973 ZOO CARE&QUARANTINE FACILITY-CARE&QUARANTINE FACILITY 1801 EAST CHESTNUT 92701 2016 480 PORTOLA PARK-RESTROOM 1700 E.SANTA CLARA 92706 1966 606 PORTOLA PARK-STORAGE SHED 1700 E.SANTA CLARA ST 92706 1966 189 ROSITA PARK-RESTROOM(NEW) 706 N.NEWHOPE 92703 1968 428 ROSITA PARK-CONCESSION STAND 706 N.NEWHOPE STREEl92703 1995 756 ALBERT D.SALGADO RECREATION CENTER-GYMNASIUM/ CENTER 706 N.NEWHOPE ST. 92703 1995 19,069 ROSITA PARK-PARK MAINTENANCE BUILDING 706 N.NEWHOPE 92703 1995 400 SANTIAGO PARK-LOG CABIN 2535 N. MAIN 92705 1967 1,201 SANTIAGO PARK-RESTROOM AT LOG CABIN 2535 N. MAIN STREET 92705 1970 818 SANTIAGO PARK-STORAGE SHED 2535 N. MAIN STREET 92705 1964 576 SANTIAGO PARK-RESTROOM AT TENNIS COURT 2535 N. MAIN ST. 92705 1964 245 SANTIAGODAYCAMP-ARCHERYBUILDING 751 MEMORYLANE 92706 1964 294 SANTIAGO PARK WILDLIFE&WATERSHED CENTER- INTERPRETIVE FACILITY(TO BE BUILT IN 2007) 751 MEMORYLANE 92706 2007 1,000 ADAMS PARK-RESTROOM/CONCESSION BLDG 2302 S. RAITT 92704 1959 1,481 CENTENNIAL PARK-MAINTENANCE SHOP 3000 W.EDINGER 92704 1958 1,680 CENTENNIAL PARK-RESTROOMS(4) 3000 W.EDINGER STREE-92704 1970 821 CENTENNIAL PARK-GAZEBOS(8) 3000 W.EDINGER STREE-92704 1979 4,608 CENTENNIAL PARK-RESTROOMS(2) 3000 W.EDINGER STREE-92704 1992 2,389 CENTENNIAL PARK-SKATEBOARD PARK 3000 W.EDINGER STREE-92704 2002 22,000 DELHI PARK-RESTROOM 2314 HALLADAY 92707 1970 159 1 STAND FLOWER TENNIS CENTER-RESTROOMS 821 W.WALNUT 92701 266 ANGELS COMMUNITY PARK-RESTROOM 914W.3RD 92701 1973 296 SANDPOINTE PARK-RESTROOM/OFFICE BUILDINGS 3700 S. BIRCH 92707 1970 1,210 CARL THORNTON PARK-RESTROOM&CONCESSION 1801 W.SEGERSTROM 92704 1975 1,386 CARL THORNTON PARK-PICNIC SHELTER 1801 W.SEGERSTROM 92704 1998 900 WINDSOR PARK-RESTROOM 2915 W.LA VERNE 92704 1961 1,144 WINDSOR PARK-STORAGE SHED 2915 W.LA VERNE STREE 92704 120 MUNICIPLE STADIUM-LOCKER ROOM 602 N.FLOWER STREET 92703 1994 5,600 MUNICIPLE STADIUM-CONCESSION STAND 602 N.FLOWER STREET 92703 1975 1,568 ICENTENNIAL TRAINING CENTER 3006 CENTENNIAL WAY 92704 2006 City Council 21 — 83 5/3/2022 ATTACHMENT 2-C GROUP 3 PRICING Year Approx. Name Address Built Sq.Ft. IZAAK WALTON BUILDING-SM OFFICE 1714 W SANTA CLARAAV 92706 1957 1,500 6MG GARTHE RESERVOIR/PUMP STATION 2401 N.BRISTOL STREE192706 1994 2,244 5MG WALNUT RESERVOIR/PUMP STATION 723 W.WALNUT STREET 92706 1929 2,424 SA WATER PROPERTIES-CAMBRIDGE RESERVOIR 2736 N.CAMBRIDGE STIR 92705 1967 103 SA WATER PROPERTIES-EAST RESERVOIR-UTILITY BUILDING 1730 S.SANTA FE 92705 1969 270 5MG SOUTH RESERVOIR/PUMP STATION 1615 W.ALTON AVE. 92704 1974 3,366 SA WATER PROPERTIES-WELL NO.34-DEEP WELL 1615 W.ALTON AVE. 92706 1990 1,360 SA WATER PROPERTIES-WEST RESERVOIR-WEST RESERVOIR 4404 W. 1ST STREET 92704 1962 63 SA WATER PROPERTIES-WELL NO.33-DEEP WELL 921 W.WALNUT STREET 92703 1986 798 6 MG CROOKE RESERVOIR/PUMP STATION 730 E MEMORY LN 92705 1979 1,650 SA WATER PROPERTIES-WELL NO.31 -DEEP WELL 1815 E CHESTNUT ST 92701 1985 800 SA WATER PROPERTIES-WELL NO.32-DEEP WELL 2801 N WESTWOOD 92706 1956 340 SA WATER PROPERTIES-WELL NO.18-UTILITY BUILDING 2401 N.BRISTOL STREE192705 1956 144 SA WATER PROPERTIES-WELL NO.27-UTILITY BLDG 720 E.OWENS 92705 1978 540 SA WATER PROPERTIES-WELL NO.28-UTILITY BUILDING 720 E.OWENS 92705 1978 540 SA WATER PROPERTIES-MWD CONNECTION SA-1 BLDG.&-CONNECT TO MWD PIPELINE 2315 N BRISTOL 92706 2002 1,376 SA WATER PROPERTIES-MWD CONNECT SA 2-WATER PIPELINE FIRST&FLOWER 92707 1947 78 SA WATER PROPERTIES-MWD CONNECT SA 4-WATER PIPELINE 1299 W WARNER AVE 92707 1951 84 SA WATER PROPERTIES-MWD CONNECT SA 5-WATER PIPELINE BRISTOL&ALTON STS 92707 1958 127 SA WATER PROPERTIES-MWD CONNECT SA 6-WATER PIPELINE 2301 N TUSTIN AVE 92705 1963 245 SA WATER PROPERTIES-MAXINE SEWER LIFT STATION-SEWER LIFT STATION MCFADDEN&MAXINE 92707 1990 113 SA WATER PROPERTIES-SEGERSTROM SEWER LIFT-SEWER LIFT STATION 2903 S BRISTOL ST 92707 1990 113 SA WATER PROPERTIES-WELL NO.36-DEEP WELL 2410 N.BRISTOL ST. 92707 1988 816 SA WATER PROPERTIES-MWD CONNECTION SA-3-CONNECTION TO MWD PIPELINE 1300 W MCFADDEN AVE 92703 1944 85 SA WATER PROPERTIES-WELL NO.35-DEEP WELL 1718 SYDNEY PLACE 92706 1994 1,113 SA WATER PROPERTIES-WELL NO.37-DEEP WELL 2007 W MCFADDEN AVE 92704 1994 1,429 SA WATER PROPERTIES-FIRST STREET STORM DRAIN-PUMP STATION/UTILITY BLDG. 1ST&SANTA FE STREE792701 1963 80 SA WATER PROPERTIES-PRESSURE VAULT 1668 E 4TH ST 92701 1991 120 SA WATER PROPERTIES-PRESSURE VAULT 1345 3/4 N.GRAND AVE 92701 1992 168 SA WATER PROPERTIES-PRESSURE VAULT 399 3/4 E 17TH ST 92706 1992 120 SA WATER PROPERTIES-PRESSURE VAULT 501 3/4 W MEMORY LANE 92706 1992 112 SA WATER PROPERTIES-WELL NO 40-DEEP WELL MABURY AND FRUIT ST 92701 2007 1,256 SA WATER PROPERTIES-WELL NO.41 -DEEP WELL WITH ATTACHED IDEFICE SPACE SIXTH ANTI FI C)1NER RT 927n3 2nQ7 City Council 21 — 84 5/3/2022 ATTACHMENT 2-0 GROUP 4 PRICING Year Approx. Name Address Buiit Sq.Ft. FIRE STATION 91 -Fire STATION 91 &APPARATUS BUILDING 1029 W. 17TH STREET 92706 2002 11,571 FIRE STATION 92-FIRE STATION 92 1688 E.4TH ST. 92701 1966 4,450 FIRE STATION 93-FIRE STATION 93 419 S.FRANKLIN STREET 92703 1961 3,747 FIRE STATION 94-FIRE STATION 94 1439 S.BROADWAY 92707 1980 10,884 FIRE STATION 95-FIRE STATION 95 120 W.WALNUT STREET 92701 1952 18,328 FIRE STATION 96-FIRE STATION 96 950 W.MACARTHUR 92707 1974 5,624 FIRE STATION 97-FIRE STATION 97 2317 S.GREENVILLE ST. 92704 1959 5,312 FIRE STAT0 N 98-FIRE STAT ON 98 501 N.NEWHO PE STREET 92703 1961 3,747 FIRE STATION NO.9-FIRE STAT0N99 1320 E.WARNER 92705 1989 12,650 FIRE STATION 910-FIRE STATION 910 2301 N.OLD GRAND STREET 92705 1973 4,742 FIRE DEPARTMENT/TRAINING-FIRE TRAINING CENTER- PORTABLE CLASSROOMS 3006 CENTENNIAL WAY 92704 1994 1,440 GRAND CENTRAL BUILDING-❑FFICE/RETAULVING SPACE 125 NORTH BROADWAY 92701 1923 43,812 STATE APPELLATE COURT PARKING GARAGE-PARKING GARAGE CHIC CENTER DRIVE 92701 2007 33.480 BOWERS MUSEUM-SOUTH WING 2002 N.MAIN STREET 92706 1932 61.200 BOWERS MUSEUM-NORTH WING 2002 N.MAN STREET 92706 2006 28.801 Note: This contract is subject to prevailing wages. PRICING SUMMARY (For all FCA Services as required by Scope of Work minus QR Tagging of Equipment) ATTACHMENT 2-A $ 78,793 ATTACHMENT 2-B $ 39,927 ATTACHMENT 2-C $ 13,549 ATTACHMENT 2-D $ 27,233 TOTAL $ 159,502 (includes ALL expenses) All Environment, Inc dba AEI Consultants 68-0269965 COMPLETE LEGAL NAME OF COMPANY TAXPAYER I.D. NO. 2207 W. 190th Street Torrance, CA 90504 BUSINESS ADDRESS STREET CITY/STATE ZIP CODE X Douglas A. Olson Executive Vice President SIGNATURE OF AUTHORIZED AGENT NAME (PRINT) TITLE dolson@aeiconsultants.com 617.319.5711 EMAIL ADDRESS PHONE NUMBER 654919 N/A CSLB NUMBER DIR REGISTRATION NUMBER City Council 21 — 85 5/3/2022 ATTACHMENT 2-0 GROUP 4 PRICING Year Approx. Name Address Buiit Sq.Ft. FIRE STATION 91 -Fire STATION 91 &APPARATUS BUILDING 1029 W. 17TH STREET 92706 2002 11,571 FIRE STATION 92-FIRE STATION 92 1688 E.4TH ST. 92701 1966 4,450 FIRE STATION 93-FIRE STATION 93 419 S.FRANKLIN STREET 92703 1961 3,747 FIRE STATION 94-FIRE STATION 94 1439 S.BROADWAY 92707 1980 10,884 FIRE STATION 95-FIRE STATION 95 120 W.WALNUT STREET 92701 1952 18,328 FIRE STATION 96-FIRE STATION 96 950 W.MACARTHUR 92707 1974 5,624 FIRE STATION 97-FIRE STATION 97 2317 S.GREENVILLE ST. 92704 1959 5,312 FIRE STAT0 N 98-FIRE STAT ON 98 501 N.NEWHO PE STREET 92703 1961 3,747 FIRE STATION NO.9-FIRE STAT0N99 1320 E.WARNER 92705 1989 12,650 FIRE STATION 910-FIRE STATION 910 2301 N.OLD GRAND STREET 92705 1973 4,742 FIRE DEPARTMENT/TRAINING-FIRE TRAINING CENTER- PORTABLE CLASSROOMS 3006 CENTENNIAL WAY 92704 1994 1,440 GRAND CENTRAL BUILDING-❑FFICE/RETAULVING SPACE 125 NORTH BROADWAY 92701 1923 43,812 STATE APPELLATE COURT PARKING GARAGE-PARKING GARAGE CHIC CENTER DRIVE 92701 2007 33.480 BOWERS MUSEUM-SOUTH WING 2002 N.MAIN STREET 92706 1932 61.200 BOWERS MUSEUM-NORTH WING 2002 N.MAN STREET 92706 2006 28.801 Note: This contract is subject to prevailing wages. PRICING SUMMARY (OPTIONAL QR Tagging of Equipment) ATTACHMENT 2-A $ 21,573 ATTACHMENT 2-B $ 5,407 ATTACHMENT 2-C $ 1,585 ATTACHMENT 2-D $ 5,371 TOTAL $ 33,936 (includes ALL expenses) All Environment, Inc dba AEI Consultants 68-0269965 COMPLETE LEGAL NAME OF COMPANY TAXPAYER I.D. NO. 2207 W. 190th Street Torrance, CA 90504 BUSINESS ADDRESS STREET CITY/STATE ZIP CODE X Douglas A. Olson Executive Vice President SIGNATURE OF AUTHORIZED AGENT NAME (PRINT) TITLE dolson@aeiconsultants.com 617.319.5711 EMAIL ADDRESS PHONE NUMBER 654919 N/A CSLB NUMBER DIR REGISTRATION NUMBER City Council 21 — 86 5/3/2022 ATTACHMENT 2-0 GROUP 4 PRICING Year Approx. Name Address Buiit Sq.Ft. FIRE STATION 91 -Fire STATION 91 &APPARATUS BUILDING 1029 W. 17TH STREET 92706 2002 11,571 FIRE STATION 92-FIRE STATION 92 1688 E.4TH ST. 92701 1966 4,450 FIRE STATION 93-FIRE STATION 93 419 S.FRANKLIN STREET 92703 1961 3,747 FIRE STATION 94-FIRE STATION 94 1439 S.BROADWAY 92707 1980 10,884 FIRE STATION 95-FIRE STATION 95 120 W.WALNUT STREET 92701 1952 18,328 FIRE STATION 96-FIRE STATION 96 950 W.MACARTHUR 92707 1974 5,624 FIRE STATION 97-FIRE STATION 97 2317 S.GREENVILLE ST. 92704 1959 5,312 FIRE STAT0 N 98-FIRE STAT ON 98 501 N.NEWHO PE STREET 92703 1961 3,747 FIRE STATION NO.9-FIRE STAT0N99 1320 E.WARNER 92705 1989 12,650 FIRE STATION 910-FIRE STATION 910 2301 N.OLD GRAND STREET 92705 1973 4,742 FIRE DEPARTMENT/TRAINING-FIRE TRAINING CENTER- PORTABLE CLASSROOMS 3006 CENTENNIAL WAY 92704 1994 1,440 GRAND CENTRAL BUILDING-❑FFICE/RETAILILVING SPACE 125 NORTH BROADWAY 92701 1923 43,812 STATE APPELLATE COURT PARKING GARAGE-PARKING GARAGE CHIC CENTER DRIVE 92701 2007 33.480 BOWERS MUSEUM-SOUTH WING 2002 N.MAIN STREET 92706 1932 61.200 BOWERS MUSEUM-NORTH WING 2002 N.MAN STREET 92706 2006 28.801 Note: This contract is subject to prevailing wages. PRICING SUMMARY CMMS software provided by Four Winds Group hosted on City servers,25 users. Inclusive of training. $6,500/Yr, -2023- 2027 ATTACHMENT 2-A $ 66,400.00 and $6,500/Yr 2023-2007 ATTACHMENT 2-B $ 0.00 ATTACHMENT 2-C $ 0.00 ATTACHMENT 2-D $ 0.00 TOTAL $ 66,400.00 and $6,500/Yr 2023-2007 All Environment, Inc dba AEI Consultants 68-0269965 COMPLETE LEGAL NAME OF COMPANY TAXPAYER I.D. NO. 2207 W. 190th Street Torrance, CA 90504 BUSINESS ADDRESS STREET CITY/STATE ZIP CODE X - Matthew E.Wasson Vice President SIGNATURE OF AUTHORIZED AGENT NAME (PRINT) TITLE mwasson@aeiconsultants.com 740.363.0717 EMAIL ADDRESS PHONE NUMBER 654919 N/A CSLB NUMBER DIR REGISTRATION NUMBER City Council 21 — 87 5/3/2022 Facility Condition Assessment Project Fee Schedule: GROUP 1 PRICING: CORE FCA PROPOSAL Name Total Fee CITY HALL $ 11,320.66 COUNCIL CHAMBERS $ 1,207.88 CITY HALL ROSS ANNEX $ 6,349.96 JEROME PARK REC. CENTER - RECREATION CENTER $ 1,854.22 JEROME PARK BUILDING & POOL - POOL BUILDING $ 815.35 JEROME PARK RESTROOM - RESTROOM/CONCESSION $ 602.00 SANTA ANITA PARK & POOL - RECREATION BUILDING & POOL $ 735.45 MAIN LIBRARY $ 3,882.15 SANTA ANA POLICE ATHLETIC &ACTIVITY LEAGUE $ 1,161.56 LIBRARY - NEWHOPE - LIBRARY $ 1,263.90 CORBIN COMMUNITY CENTER - COMMUNITY CENTER $ 1,087.69 SANTA ANA SENIOR CENTER - SENIOR CENTER $ 1,303.00 TRANSPORTATION CENTER $ 4,092.02 TRAIN DEPOT PARKING STRUCTURE $ 9,477.53 SOUTHWEST SENIOR CENTER - CORBIN SENIOR CITIZEN $ 1,372.44 CITY YARD - ADMINISTRATION BUILDING $ 2,768.65 CITY YARD - SHOPS BUILDING $ 1,830.08 CITY YARD - FLEET SERVICES BUILDING $ 3,920.40 CITY YARD - ROADWAY/STREETS BUILDING $ 674.59 CITY YARD - GUARD HOUSE $ 511.56 CITY YARD - WASH/FUEL ISLAND $ 993.85 CITY YARD - MAINTENANCE/CARPENTER BLD $ 614.75 CITY YARD - HMS BUILDING $ 608.80 CITY YARD - WAREHOUSE $ 2,015.64 CITY YARD - COVERED PARKING A $ 1,071.20 CITY YARD - COVERED PARKING B $ 933.50 CITY YARD - COVERED PARKING C $ 852.24 CITY YARD - COVERED PARKING D $ 2,044.96 POLICE ADMINISTRATION $ 20,900.00 JAIL FACILITY $ 14,100.00 GROUP 2 PRICING Name Total Fee RIVERVIEW PARK - CONCESSION STAND $ 427.33 BIRCH PARK - BIRCH PARK PAVILLION $ 1,007.02 City Council 21 — 88 5/3/2022 CABRILLO PARK - RESTROOM/CONCESSION - RESTROOM- $ 490.70 CONCESSION CABRILLO TENNIS CENTER - CABRILLO PARK TENNIS OFC. $ 516.90 CESAR CHAVEZ CAMPESINO PARK RESTROOM - RESTROOM $ 450.66 BUILDING EDNA PARK RESTROOM - RESTROOM $ 420.90 EL SALVADOR PARK REC. CTR & POOL - RECREATION BUILDING $ 1,201.38 EL SALVADOR PARK RESTROOM - RESTROOM $ 471.40 EL SALVADOR CONCESS. STAND - CONCESSION STAND $ 417.54 FISHER PARK CLUBHOUSE $ 439.43 FISHER PARK RESTROOM $ 406.02 FISHER PARK STORAGE SHED $ 399.69 SANTIAGO PARK - LAWN BOWLING CLUBHOUSE - LAWN BOWLING $ 409.38 COMPLEX SANTIAGO PARK - LAWN BOWLING CLUBHOUSE $ 750.47 LOGAN PARK CLUBHOUSE $ 517.48 LILLIE KING PARK - PLAYGROUND EQUIPMENT $ 462.38 HERITAGE PARK RESTROOM $ 419.56 MADISON PARK RESTROOM $ 527.18 MEMORIAL PARK POOL/LCKRS. - POOL/LOCKER BUILDING $ 932.30 MEMORIAL PARK RESTROOM $ 462.76 MEMORIAL PARK - CONCESSION STAND $ 501.16 MEMORIAL PARK BANDSTAND - MEMORIAL PARK BANDSTAND $ 478.60 MEMORIAL PARK EQUIP. SHED - EQUIPMENT SHEDS (4) $ 479.46 PRENTICE PARK/ ZOO - GIFT SHOP $ 695.18 PRENTICE PARK / ZOO - PRENTICE PARK / ZOO - HOLDING $ 452.20 FACILITY PRENTICE PARK/ ZOO - OFFICE BLDG ANNEX $ 565.19 PRENTICE PARK ZOO - RESTROOMS $ 423.40 PRENTICE PARK/ ZOO - STORAGE SHED $ 423.40 PRENTICE PARK / ZOO - OLD COMMISSARY BLDG $ 406.89 PRENTICE PARK / ZOO - JUNGLE HUT $ 501.45 PRENTICE PARK / ZOO - STORAGE BLDG "T" $ 417.74 PRENTICE PARK/ ZOO - COMMISSARY BLDG $ 519.40 PRENTICE PARK / ZOO - STORAGE BLDG "U" $ 394.70 PRENTICE PARK/ ZOO - AMAZON EDGE $ 510.76 PRENTICE PARK / ZOO-AVIARY - BIRD AVIARY $ 1,249.00 PRENTICE PARK/ ZOO - AMPHITHEATER $ 701.80 PRENTICE PARK/ ZOO - QUARANTINE BLDG. $ 481.77 PRENTICE PARK/ ZOO - ZOO TRAIN DEPOT $ 816.23 City Council 21 - 89 5/3/2022 .......................... . PRENTICE PARK / ZOO - VETERINARY TRAILER $ 615.40 PRENTICE PARK/ ZOO - AMINAL DISECTING $ 446.63 PRENTICE PARK ZOO-CREAN'S CHILDREN'S ZOO - CHILDREN'S $ 647.56 BARN PRENTICE PARK ZOO-CREAN'S CHILDREN'S ZOO - RABBIT HOUSE $ 399.78 PRENTICE PARK ZOO-CREAN'S CHILDREN'S ZOO - DUCK HOUSE $ 399.78 PRENTICE PARK ZOO-CREAN'S CHILDREN'S ZOO - FOWL HOUSE $ 421.86 PRENTICE PARK ZOO-CREAN'S CHILDREN'S ZOO - GOAT/SHEEP $ 421.86 HOUSE PRENTICE PARK ZOO-CREAN'S CHILDREN'S ZOO - "CARRIAGE $ 538.79 HOUSE" PRENTICE PARK ZOO-CREAN'S CHILDREN'S ZOO - RR EDUCATION $ 440.30 STATION PRENTICE PARK ZOO-CREAN'S CHILDREN'S ZOO - PONY BARN $ 426.47 PRENTICE PARK ZOO-CREAN'S CHILDREN'S ZOO - "FEED $ 478.41 STORAGE/EDUCATION ANIMAL HOLDING BLDG ZOO CARE & QUARANTINE FACILITY - CARE &QUARANTINE $ 431.08 FACILITY PORTOLA PARK - RESTROOM $ 443.18 PORTOLA PARK - STORAGE SHED $ 403.14 ROSITA PARK - RESTROOM (NEW) $ 426.09 ROSITA PARK - CONCESSION STAND $ 457.58 ALBERT D. SALGADO RECREATION CENTER - GYMNASIUM / $ 2,215.62 CENTER ROSITA PARK - PARK MAINTENANCE BUILDING $ 423.40 SANTIAGO PARK - LOG CABIN $ 500.30 SANTIAGO PARK - RESTROOM AT LOG CABIN $ 463.53 SANTIAGO PARK - STORAGE SHED $ 440.30 SANTIAGO PARK - RESTROOM AT TENNIS COURT $ 408.52 SANTIAGO DAY CAMP - ARCHERY BUILDING $ 413.22 SANTIAGO PARK WILDLIFE & WATERSHED CENTER - $ 481.00 INTERPRETIVE FACILITY TO BE BUILT IN 2007 ADAMS PARK - RESTROOM/CONCESSION BLDG $ 527.18 CENTENNIAL PARK - MAINTENANCE SHOP $ 546.28 CENTENNIAL PARK - RESTROOMS (4) $ 463.82 CENTENNIAL PARK - GAZEBOS (8) $ 827.37 CENTENNIAL PARK - RESTROOMS (2) $ 614.34 CENTENNIAL PARK - SKATEBOARD PARK $ 2,497.00 DELHI PARK - RESTROOM $ 400.26 1ST AND FLOWER TENNIS CENTER - RESTROOMS $ 410.54 ANGELS COMMUNITY PARK - RESTROOM $ 413.42 SANDPOINTE PARK - RESTROOM / OFFICE BUILDINGS $ 501.16 City Council 21 - 90 5/3/2022 CARL THORNTON PARK - RESTROOM & CONCESSION $ 518.06 CARL THORNTON PARK - PICNIC SHELTER $ 471.40 WINDSOR PARK - RESTROOM $ 494.82 WINDSOR PARK - STORAGE SHED $ 396.52 MUNICIPLE STADIUM - LOCKER ROOM $ 922.60 MUNICIPLE STADIUM - CONCESSION STAND $ 535.53 CENTENNIAL TRAINING CENTER $ 901.10 Santa Anna GROUP 3 PRICING Name Total Fee I7-AAK WALTON BUILDING - SM OFFICE $529.00 6MG GARTHE RESERVOIR / PUMP STATION $600.42 5MG WALNUT RESERVOIR / PUMP STATION $617.04 SA WATER PROPERTIES - CAMBRIDGE RESERVOIR $394.89 SA WATER PROPERTIES - EAST RESERVOIR - UTILITY BUILDING $410.92 5MG SOUTH RESERVOIR/ PUMP STATION $708.14 SA WATER PROPERTIES - WELL NO. 34 - DEEP WELL $515.56 SA WATER PROPERTIES - WEST RESERVOIR - WEST RESERVOIR $391.05 SA WATER PROPERTIES - WELL NO. 33 - DEEP WELL $461.61 6 MG CROOKE RESERVOIR / PUMP STATION $543.40 SA WATER PROPERTIES - WELL NO. 31 - DEEP WELL $461.80 SA WATER PROPERTIES - WELL NO. 32 - DEEP WELL $417.64 SA WATER PROPERTIES - WELL NO. 18 - UTILITY BUILDING $398.82 SA WATER PROPERTIES - WELL NO. 27 - UTILITY BLDG $436.84 SA WATER PROPERTIES - WELL NO. 28 - UTILITY BUILDING $436.84 SA WATER PROPERTIES - MWD CONNECTION SA-1 BLDG. & - $517.10 CONNECT TO MWD PIPELINE SA WATER PROPERTIES - MWD CONNECT SA 2 - WATER PIPELINE $392.49 SA WATER PROPERTIES - MWD CONNECT SA 4 - WATER PIPELINE $393.06 SA WATER PROPERTIES - MWD CONNECT SA 5 - WATER PIPELINE $397.19 SA WATER PROPERTIES - MWD CONNECT SA 6 - WATER PIPELINE $408.52 SA WATER PROPERTIES - MAXINE SEWER LIFT STATION - SEWER $395.85 LIFT STATION SA WATER PROPERTIES - SEGERSTROM SEWER LIFT - SEWER $395.85 LIFT STATION SA WATER PROPERTIES - WELL NO. 36 - DEEP WELL $463.34 SA WATER PROPERTIES - MWD CONNECTION SA-3 - CONNECTION $393.16 TO MWD PIPELINE SA WATER PROPERTIES - WELL NO. 35 - DEEP WELL $491.85 SA WATER PROPERTIES - WELL NO. 37 - DEEP WELL $522.18 City Council 21 - 91 5/3/2022 SA WATER PROPERTIES - FIRST STREET STORM DRAIN - PUMP $392.68 STATION UTILITY BLDG, SA WATER PROPERTIES - PRESSURE VAULT $396.52 SA WATER PROPERTIES - PRESSURE VAULT $401.13 SA WATER PROPERTIES - PRESSURE VAULT $396.52 SA WATER PROPERTIES - PRESSURE VAULT $395.75 SA WATER PROPERTIES - WELL NO 40 - DEEP WELL $505.58 SA WATER PROPERTIES - WELL NO. 41 - DEEP WELL WITH ATTACHED $551.27 OFFICE SPACE GROUP 4 PRICING Name Total Cost FIRE STATION # 1- FIRE STATION # &APPARATUS BUILDING $1,685 FIRE STATION # 2 $1,002 FIRE STATION # 3 $935 FIRE STATION # 4 $1,620 FIRE STATION # 5 $2,334 FIRE STATION # 6 $1,115 FIRE STATION # 7 $1,085 FIRE STATION # 8 $935 FIRE STATION # 9 $1,789 FIRE STATION # 10 $1,030 FIRE DEPARTMENT RAINING CENTER-PORTABLE CLASSROOMS 713 GRAND CENTRAL BUILDING-OFFICE/RETAIL/LIVING SPACE 4 781 STATE APPELLATE COURT PARKING GARAGE-PARKING GARAGE 3 789 BOWERS MUSEUM-SOUTH WING $6,450 BOWERS MUSEUM-NORTH WING $3,340 City Council 21 — 92 5/3/2022 Public Works Agency www.santa-ana.org/pw Item # 22 City of Santa Ana 20 Civic Center Plaza, Santa Ana, CA 92701 Staff Report May 3, 2022 TOPIC: Agreements for On-Call Demolition Services AGENDA TITLE Approve Agreements with J&G Industries, Inc., Macro Z Technology Co., Interior Demolition, Inc., and American Wrecking, Inc. for On-Call Demolition Services for a Total Amount not to Exceed $2,000,000 for up to a Five-Year Term (Non-General Fund) RECOMMENDED ACTION Authorize the City Manager to execute agreements with J&G Industries, Inc., Macro Z Technology Co., Interior Demolition, Inc., and American Wrecking, Inc. to provide on-call demolition services, for a shared aggregate amount not to exceed $2,000,000 for a three- year term beginning May 3, 2022 and expiring April 14, 2025, with provisions for two, one- year extensions, subject non-substantive changes approved by the City Manager and City Attorney. DISCUSSION During the last two years, the increase of property acquisitions for street improvements has exhausted the demolition contracts the City has in place. The City has received renewed funding for right-of-way activities, which includes demolition costs for three segments of the Bristol Street Improvement Project. Approval of this recommended action will provide continuity in proceeding with demolition services after property acquisition. On-call agreements are most appropriate, considering the unknown timing and exact scope of services needed for each project. On January 13, 2022, the Public Works Agency released Request for Proposals (RFP) No. 22-007, by which it sought the services of a qualified firm to provide demolition services for the City. The RFP was advertised on the City's online procurement management and publication system, with proposals due on February 9, 2022. Eight proposals were received and evaluated by a selection committee. Based on criteria outlined in the RFP, the following are the firms' rankings: City Council 22 — 1 5/3/2022 Agreements for On-Call Demolition Services May 3, 2022 Page 2 Firm City Rank J&G Industries, Inc. Fountain Valley 1 Macro Z Technology Co. Santa Ana 2 Interior Demolition, Inc. Montrose 3 American Wrecking, Inc. El Monte 4 Resource Environmental Inc Cerritos 5 Unlimited Environmental Inc Long Beach 6 Abajian Enterprise Santa Ana 7 AD Improvements Downey 8 Staff recommends awarding on-call agreements to the four top-ranked firms: J&G Industries, Inc., Interior Demolition, Inc., Macro Z Technology Co., and American Wrecking, Inc. Inc. to provide demolition services on an as-needed basis (Exhibits 1-4). Their proposals demonstrated the firms have the necessary capacity and expertise to complete the required services. The firms' rates are reasonable and within industry standard, the teams' qualifications are appropriate, and the proposals were determined to provide the best value for the City. ENVIRONMENTAL IMPACT There is no environmental impact associated with the action. FISCAL IMPACT The following table summarizes the projects with funds budgeted and available for expenditure for demolition services to be provided by the agreements. Accounting Unit - Accounting Unit - Fiscal Y Fund Account No. Account Amount Year (Project No.) Description No. Description Measure M Measure M2 2021-22 03217663-66220 Street Competitive Street, $400,000 (18-6901) Construction Improvements Other Than Building Measure M Measure M2 2021-22 05917661-66220 Street Competitive Street, $130,000 (11-6741) Construction Improvements Other Than Building 2021-22 Various Various Future RRNTP- $1 ,470,0000 (Unassigned) (Unassigned) (Unassigned) Total $2,000,000 Any unused agreement amounts may be utilized by projects not listed above by following the established on-call services process during the FY 2021-22 and for the remaining City Council 22 — 2 5/3/2022 Agreements for On-Call Demolition Services May 3, 2022 Page 3 agreement term. Unspent balances authorized above will be carried forward for expenditure within future Fiscal Years within the contractual terms of the agreement. Prior to utilizing the on-call services for task orders with unassigned project activities above, and outside of CIP Operating Account Number 08617613-62300 for Contractual Services-Professional, staff must receive Finance and Management Services Agency approval of funding to be used to ensure funds are available within the authorization and aggregate limit of these agreements. Upon successful completion of the fiscal review, a corresponding Notice to Proceed containing the specific scope and maximum expenditure for the task order will be issued to a contractor. EXHIBIT(S) 1 . Agreement with J&G Industries, Inc. 2. Agreement with Macro Z Technology Co. 3. Agreement with Interior Demolition, Inc. 4. Agreement with American Wrecking, Inc. Submitted By: Nabil Saba, P.E., Executive Director— Public Works Agency Approved By: Kristine Ridge, City Manager City Council 22 — 3 5/3/2022 AGREEMENT"WITH J&G INDUSTRIES,INC.,TO PROVIDE ON-CALL DEMOLITION SERVICES FOR THE CITY OF SANTA ANA THIS AGREEMENT is made and entered into on this 3`d day of May, 2022 by and between J&G Industries, Inc., a. California corporation ("Contractor"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California (City"), RECITALS A. On January 13, 2022, the City issued Request for Proposal No. 22-007, by which it sought a qualified contractor to provide on-call demolition services for the City's Public Works Agency. B. Contractor submitted a responsive proposal that was among those selected by the City. Contractor represents that it is able and willing to provide the services described in the scope of work that was included in RFP 22-007. C. In undertaking the performance of this Agreement,Contractor represents that it is knowledgeable in its field and that any services performed by Contractor under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field, NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth,the parties agree as follows; 1. SCOPE OF SERVICES On an on-call basis, and at the City's sole discretion, Contractor shall perform the services described in the scope of work that was included in RFP No.22-007,which is attached as Exhibit A,and as more specifically delineated in Contractor's proposal,which is attached as Exhibit B and incorporated in full. 2. COMPENSATION a. City neither warrants nor guarantees any minimum or maximum compensation to Contractor under this Agreement. Contractor shall be paid only for actual services performed under this Agreement at the rates and charges identified in Exhibit C, Contractor is one of four (4) contractors selected to provide demolition services on an on-call basis under RFP 22-007. The total compensation for these services provided by all such contractors selected under RFP 22-007 shall not exceed the shared aggregate amount of Two Million Dollars and Zero Cents($2,000,000)during the term of the Agreement, including any extension periods. b. Payment by City shall be made within 45 days (forty-five) days following receipt of proper invoice evidencing work performed,subject to City accounting procedures, Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. City Council 22– 4 5/3/2022 3. TERM This Agreement shall commence on the date first written above and terminate on April 14, 2025, unless terminated earlier in accordance with Section 16, below. The term of this Agreement may be extended for two(2) one-year periods upon a writing executed by the City Manager and City Attorney. 4. PRE'VAILING WAGES Contractor 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 16000, 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 being performed are part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and the total compensation is $1,000 or more, Contractor agrees to fully comply with such Prevailing Wage Laws. Contractor 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 Prevailn7g Wage Laws, S. INDEPENDENT CONTRACTOR Contractor shall, during the entire term of this Agreement, be construed to be an independent contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer-employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Contractor performs the services which are the subject matter of this Agreement;however,the services to be provided by Contractor shall be provided in a manner consistent with all applicable standards and regulations governing such services_ Contractor shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 6. OWNERSHIP OF MATERIALS 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 mediurn 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 Contractor under this Agreement ("Documents & Data"). Contractor 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. Contractor represents and warrants that Contractor has the legal right to license any and all Documents & Data. Contractor makes no such representation and warranty in regard to Documents &Data which were provided to Contractor 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. City Council 22– 5 5/3/2022 7. INSURANCE Prior to undertaking performance of work under this Agreement, Contractor shall maintain and shall require its subcontractors, if any,to obtain and maintain insurance as described below: a. Minimum Scope and Limit of Insurance 1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an"occurrence"basis,including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $2,006,000 per occurrence. If a general aggregate limit applies,either the general aggregatelimit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit. 2. Automobile Liability: ISO Form Number CA 00 01 covering any auto (Code 1), or if Contractor has no owned autos, hired, (Code 8) and non- owned autos(Code 9),with a limit no less than$1,000,000 per accident for bodily injury and property damage. 3. Workers' Compensation: as required by the State of California, with Statutory Limits, and Employer's Liability Insurance with limit of no less than$1,000,000 per accident for bodily injury or disease. 4. Professional Liability: if Contractor is or employs a licensed professional such as an architect or engineer:Professional liability(errors and omissions) insurance, with a combined single limit of not less than $2,000,000 per claim with$2,000,000 in the aggregate. 5. Broader Coverage: if Contractor maintains broader coverage and/or higher limits than the minimums shown above,the City requires and shall be entitled to the broader coverage and/or the higher limits maintained by the Contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. b. Other Insurance Provisions 1. Additional Insured Status:The City,its officers,officials,employees,and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Contractor including materials,parts, or equipment furnished in connectionwith such work or operations. General liability coverage can be provided in the form of an endorsement to the Contractor's insurance(at least as broad as ISO Form CG 20 10 11 85 or if notavailable, through the addition of both CG 20 10,CO 20 26,CG 20 33,or CG 20 39; and CG 20 37 if a later edition is used). City Council 22– 6 5/3/2022 2. Primary Coverage:For any claims related to this contract,the Contractor's insurance coverage shall be primary coverage at least as broad as ISO CG 20 01 04 13 as respects the City, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the City, its officers, officials, employees, or volunteers shalt be excess of the Contractor's insurance and shall not contribute with it. 3. Notice of Cancellation:Each insurance policy required above shall provide that coverage shall not be caneelcd,except with notice to the City. 4. Waiver of Subrogation: Contractor hereby grants to City a waiver of any right to subrogation that any insurer of said Contractor may acquire against the City by virtue of the payment of any loss under such insurance. Contractor agrees to obtain any endorsement that may be necessary to affect this waiverof subrogation,but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. 5, Self-Insured Retentions: Self-insured retentions must be declared to and approved by the City. The City may require theContractor to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide,or be endorsed to provide, that the self-insured retention may be satisfied by either the named insured or City. 6. Acceptability of Insurers: Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M.Best's rating of no less than A:VII,unless otherwise acceptable to the City. 7. Claims Made Policies(applicable only to professional liability): i. The Retroactive Date must be shown,and must be before the date of the contract or the beginning of contract work. ii, Insurance inust be maintained and evidence of insurance must be provided for at least five(5)years after completions of the contract of work. AL If coverage is canceled or non-renewed, and not replaced with another claints-inade policy ferin with a Retroactive Date prier to the contract effective date, the Contractor must purchase"extended reporting"coverage for a minimum of five(5)years after completion of work. i j City Council j 22– 7 5/3/2022 8. Verification of Coverage: Contractor shall furnish the City with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage requiredby this clause) and a copy of the Declarations and Endorsement Page of the CGL policy listing allpolicy endorsements to City before work begins. However, failure to obtain the required documents prior to the work beginning shall not waive the Contractor's obligation to provide them. The City reserves the right to require complete,certified eopies of all required insurance policies,including endorsements required by these specifications, at any time. 9. Subcontractors: Contractor shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Contractor shall ensure that City is an additional insured on insurance required from subcontractors. 10.Special Risks or Circumstances: City reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer,coverage, or other special circumstances. 8. INDEMNIFICATION Contractor agrees to defend,and shall indemnify and hold harmless the City, its officers,agents, employees, contractors, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the negligent operations of the Contractor,its subcontractors,agents,employees,or other persons acting on its behalf which relates to the services described in section 1 of this Agreement; and (2) from any claim that personal injury, damages,just compensation, restitution,judicial or equitable relief is due by reason of the tertns of or effects arising from this Agreement.This indemnity and hold harmless agreement applies to all claims for damages, just compensation, restitution,judicial or equitable relief suffered, or alleged to have been suffered,by reason of the events referred to in this Section or by reason of the terms of,or effects,arising from this Agreement. The Contractor further agrees to indemnify,hold har-mtem,and pay all costs for the defense of the City,including fees and costs for special counsel to be selected by the City,regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages,just compensation,restitution,judicial or equitable relief due to personal or property rights arises by reason of the terms of,or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. Notwithstanding the foregoing, to the extent Contractor's services are subject to Civil Code Section 2782.8,the above indemnity shall be limited,to the extent required by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence,recklessness,or willful misconduct of the Contractor, 9. INTELLECTUAL PROPERTY INDEMNIFICATION Contractor shall defend and indemnify the City,its officers,agents,representatives,and errrployees City Council 22– 8 5/3/2022 against any and all liability, including costs, for infringement of any United States' letters patent, trademark, or copyright infringement, including costs, contained in the work product or documents provided by Contractor to the City pursuant to this Agreement. 10. RECORDS Contractor shall keep records and invoices in connection with the work to be performed under this Agreement. Contractor shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any services, expenditures, and disbursements charged to the City for a minimum period of three(3)years,or far any longer period required bylaw,from the date of final payment to Contractor under this Agreement, All such records and invoices shall be clearly identifiable. Contractor shall allow a representative of the City to examine, audit,and make transcripts or copies of such records and any other documents created pursuant to this Agreement during regular business hours. Contractor shall allow inspection of all work,data,documents,proceedings, and activities related to this Agreement for a period of three(3)years from the date of final payment to Contractor under this Agreement. 11. CONFIDENTIALITY If Contractor receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Contractor agrees that it shall not use or disclose such information except in the performance of this Agreement,and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. "Confidential Information" shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that(a)has been disclosed in publicly available sources; (b) is, through no fault of the Contractor disclosed in a publicly available source; (c) is in rightful possession of the Contractor without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (a) is independently developed by the Contractor without reference to information disclosed by the City. 12. CONFLICT OF INTEREST CLAUSE Contractor covenants that it presently has no interests and shall not have interests,direct or indirect; which would conflict in any manner with performance of services specified under this Agreement. 13, NON-DISCRIMINATION Contractor shall not discriminate because of race,color,creed,religion,sex,marital status,sexual orientation, gender identity, gender expression, gender, medical conditions, genetic information, or military and veteran status, age, national origin, ancestry, or disability, as defined and prohibited by applicable law,in the recruitment,selection,teaching,training,utilization,promotion,termination or other employment related activities or any services provided under this Agreement. Contractor affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. I i City Council 22– 9 5/3/2022 14. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Contractor, and supersedes any and all other agreements,oral or written,between the patties. In the event of a conflict between the terms of this Agreement and any attachments hereto,the terms of this Agreement shall prevail. `Phis Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Contractor. The parties agree that any terns or conditions of any purchase order or other instrument that are inconsistent with,or in addition to,the terms and conditions hereof, shall not bind or obligate Contractor or the City. Each party to this Agreement acknowledges that no representations, inducements,promises or agreements,orally or otherwise,have been trade by any party,or anyone acting on behalf of any party, which is not embodied herein. 15, ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Contractor, Contractor may not assign,transfer,delegate,or subcontract any interest herein without the prior written consent of the City and any such assignment,transfer,delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other contractors retained by City. 16. TERMINATION This Agreement may be terminated by the City upon thirty(30)days written notice of termination. In such event, Contractor shall be entitled to receive and the City shall pay Contractor compensation for all services performed by Contractor prior to receipt of such notice of termination,subj ect to the following conditions: a. As a condition of such payment,the Executive Director may require Contractor to deliver to the City all work product(s) completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law,and Contractor consents to the City's use thereof for such purposes as the City deems appropriate. b. Payment treed not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 17. WAIVER No waiver of breach, failure of any condition, or any right or remedy contained in or granted by the provisions of this Agreement shall be effective unless it is in writing and signed by the party waiving the breach,failure,right or remedy, No waiver of any breach,failure or right,or remedy shall be deemed a waiver of any other breach, failure, right or remedy, whether or not similar, nor shall any waiver constitute a continuing waiver unless the writing so specifies. City Council 22– 10 5/3/2022 18. JURISDICTION-VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation,performance,and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 19. PROFESSIONAL LICENSES Contractor shall,throughout the term of this Agreement,maintain all necessary licenses,permits, approvals,waivers,and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the:United States,the State of California,the City of Santa Ana and all other governmental agencies. Contractor shall notify the City immediately and in writing of its inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 20. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not,in fact,held by the signatory or is withdrawn. b. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. 21. NOTICE Any notice,tender,demand,delivery,or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail,postage prepaid,or sent by fax or other telegraphic communication in the manner provided in this Section,to the following persons: To City, Cleric of the City Council City of Santa Ana 20 Civic Center Plaza(M-30) P.O.Box 1988 Santa Ana,CA 92702-1998 f Fax: 714-647-6956 i With courtesy copies to: Nabil Saba Executive Director,Public Works Agency I i City Council 22– I I 5/3/2022 City of Santa Ana 20 Civic Center Plaza(M-21) P.O.Box 1988 Santa Ana,California 92702 Fax: 714-647-5635 To Contractor: James K. Cain, President J&G Industries,Inc. 18627 Brookhurst Sttreet, PMB 302 Fountain Valley,CA 92708 A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three(3)days after it has been deposited in the United States mail,duly registered or certified,with postage prepaid,and addressed as set forth above. If sent by fax,communication shall be effective or deemed to have been given twenty-four(24)hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames,weekends, federal, state, County or City holidays shall be excluded. IN WITNESS WHEREOF,the parties hereto have executed this Agreement the date and year first above written. ATTEST: CITY OF SANTA ANA Daisy Gomez Kristine Ridge Clerk of the Council City Manager APPROVED AS TO FORM: J&G INDUSTRIES,INC.: SONIA R. CARVALHO City Attorney r By: Bxhrdon Salvatierra Ja s K. Cain Deputy City Attorney Pre ident RECOMMENDED FOR APPROVAL: Nabil Saba Executive Director Public Works Agency City Council 22– 12 5/3/2022 EXHIBIT A i i i City Council 22– 13 5/3/2022 Appendix ATTACHMENT 1: SCOPE OF WORK SCOPE OF WORK Introduction and Backeround: The City of Santa Ana is issuing this Request for Proposals (RFP) to seek a qualified Demolition contractor(s) to provide demolition, including asbestos abatement and hazardous materials removals, services for the City of Santa Ana on an as-needed basis. From the proposals received, it is the City's goal to select one or more firms to enter into agreement(s). Approximately 30 residential and commercial properties along Warner Avenue, Fairview Avenue and Bristol Street will need to be demolished by early of 2023. The total demolition services needed for this Orr-call contract(s) is valued at approximately $2,000,000. The total amount to be expended shall be shared among all contractors selected for award to provide these services. Scope of Services: Contractor is responsible for the payment of all applicable permits required to conduct the below scope of services. The On-Call contractor shall respond with a task order quote within 5 working days of receiving the request for a task order quote. Selection of a contractor to perform each task order shall consider past work completion performance. Demolition: Contractor is responsible for demolishing and disposal/recycling of all improvements, including but not limited to: foundations and footings, slabs, basement, detached garage, landscaping, fencing, walls trees and all miscellaneous to clear site complete. Contractor is also responsible for grading the parcel for drainage, importing and exporting fill dirt or aggregate base as needed, capping all water and sewer lines,and compacting to 90%density. Prior to submitting all on-call proposals,the Contractor shall visit the subject project site (including coordinating with the City for access inside the building)and obtain any necessary as-builts to define an appropriate scope of work. All work is to be done in accordance with all applicable federal, state and local regulations, standards and codes governing demolition and any other trade work done in conjunction with the demolition. Copies of all demolition permits, water and sewer cap inspection approval and a letter of completion should be submitted for City's files prior to the Contractor receiving payment. The Contractor shall supply all necessary labor, materials, services, insurance, permits, and equipment to carry out the work in accordance with all applicable federal, state, and local regulations. The Contractor at all times shall keep the Project site free from accumulation of waste materials or rubbish caused by the Contractor's operations. At the completion of each trade of the work, and at final completion prior to contractor submitting the final invoice, Contractor shall remove all waste materials, and rubbish from and about the project as well as tools, construction equipment,machinery, and surplus materials. City Council 22– 14 5/3/2022 Contractor shall hand deliver a City provided work notice letter to adjacent resident owners at least one week prior to the demolition work. Asbestos Abatement: The work described herein consists of removal and disposal of ALL asbestos containing materials (ACM-friable or nonfriable) and subsequent cleaning of the sites in accordance with all applicable federal,state and local regulations, standards and codes governing asbestos and any other trade work done in conjunction with the abatement. Results of any testing that identify asbestos containing materials will be provided by the City. It is the responsibility of the Contractor to determine if any additional asbestos removal is required in addition to the surveys. Copies of all notifications must be submitted to City including, abatement contractor's license, map and/or clear documentation specifying asbestos containing materials abated; completed waste manifests; and a completion letter indicating that all asbestos containing materials from these properties have been abated and properties are ready to be demolished. Lead Removal: The Contractor shall take all necessary precautions and follow all Occupational Safety & Health Administration(OSHA')s guidelines required in the handling of lead contained materials if any are detected. Please refer to the Lead Hazard Evaluation Report which will be provided to the Contractor prior to on-call bid. Rat and/or Vermin Abatement: Contractor,prior to performing demolition,is responsible for providing rat and/or vennin abatement. As part of the demolition completion package, written certification will be provided to the City, stating that such work was performed, and that the structures were free of infestation prior to the demolition taking place. Erosion Control: Contractor shall prepare erosion and sediment control plan immediately after award of the contract for the approval of the Engineer. The plan shall be prepared per the applicable guidelines described j in the latest version of the Orange County Program Construction Runoff Guidance Manual (http'//ocwatersheds com/documents/bmp/constructionaatiyities), The Contractor shall submit the plans for review and shall make the necessary revisions to the plans as directed by the City. The plans shall be prepared by a Civil Engineer licensed in the State of California. The City may waive the requirement of licensed Civil Engineer if the Contractor can satisfactorily prove to the City that I the person preparing the erosion control plan is qualified in the field of erosion control. i The Contractor shall keep a copy of the erosion control plan on-site for the duration of the contract and shall provide all necessary control devices to implement all necessary measures as shown on the plan.The erosion control plan shall remain in effect until approval to remove is granted by the City. i I i City Council i 22– 15 ' 5/3/2022 All erosion control materials shall be available on-site and stockpiled at a convenient location to facilitate rapid construction of temporary devices when rain is eminent. Fee Proposal Contractor shall submit a fee proposal as described below in a sealed fee envelope. This fee proposal shall be based on ON-CALL DEMOLITION SERVICES for the sample project site described below. The proposal will be used for fee comparison and evaluation purposes. Furthermore, this fee proposal will become part of Exhibit B of the Contract Agreement and will be used to compare with an actual task order quote requested by the City. Fee proposal shall include: c Description of work(summarized scope of services) o Fee(per spreadsheet below) o Schedule(from date of receiving a Notice to Proceed to task order completion) SUBJECT PROJECT SITE DESCRIPTION: I The subject sample project site, which was already demolished, is for comparison and evaluation purposes only. The sample project is located at 1301 W I1"' Street, Santa Ana, CA 92703. The following is a brief description of the sample project site. Please refer to Appendix-Attachment 4 for frill project site description and Asbestos,Lead-Based Paint/Universal Waste Survey. The building is one story residential structure with stucco over wood framing exterior walls with brick i fascia construction with the following approximate dimensions: - Main Dwelling Area: 1,685 sf - Garage: 390 sf Covered Patio: 275 sf - Total Area: 2,350 sf Total Land Area: 6,970 sf Contractor is responsible for demolishing all improvements, including:4"thick concrete slab foundation and footings to a depth of 3', and all surrounding landscaping. Contractor is also responsible for clearing the site, grading the parcel for drainage, capping all sewer- lines, and compacting to 90% density. Erosion control to include importing and exporting fill dirt as needed, installing straw waddles around site perimeter, topping site with 1" base course to prevent wind erosion, and installing rumble 3 plates for the duration of the demolition. 3 Price provided below shall be based solely on the information provided hereon and shall be an all- inclusive price and shall include all items listed and cover all items or work identified above and Appendix -Attachment 4 to deliver a clear site with no remaining improvements. 3 3 33 3 City Council 22– 16 5/3/2022 Company Name: 1301 W 1111 Street,Santa Ana,CA Item.Description Cost Permitting Engineering Site Fencing for Duration of Demolition Canopy BMP's/Erosion Control Plan Asbestos/Hazardous Stabilization and Abatement (an a separate sheet,provide a detail cost for this sump sum amount Universal Waste Disposal Interior Demolition Exterior Wall/Building/Foundation Demolition Sitework Demolition Landscape and Trees Removal and Clearing Vermin Abatement Assume present Bee Colony Abatement(Assume present) Other(describe...) Total Price City Council 22– 17 5/3/2022 i EXHIBIT B City Council 22– 18 5/3/2022 AGREEMENT WITH MACRO Z TECHNOLOGY CO. TO PROVIDE ON-CALL DEMOLITION SERVICES FOR THE CITY OF SANTA ANA THIS AGREEMENT is made and entered into on this Yd day of May, 2022 by and between Macro Z Technology, a California corporation ("Contractor"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("City"), RECITALS A. On January 13, 2022, the City issued Request for Proposal No. 22-007, by which it sought a qualified contractor to provide on-call demolition services for the City's Public Works Agency. B. Contractor submitted a responsive proposal that was among those selected by the City. Contractor represents that it is able and willing to provide the services described in the scope of work,that was included in RFP 22-007. C. In undertaking the performance of this Agreement, Contractor represents that it is knowledgeable in its field and that any services performed by Contractor under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth,the parties agree as follows: 1. SCOPE OF SERVICES On an on-call basis, and at the City's sole discretion, Contractor shall perform the services described in the scope of work that was included in RFP No. 22-007,which is attached as Exhibit A, and as more specifically delineated in Contractor's proposal, which is attached as Exhibit B and incorporated in full. 2. COMPENSATION a. City neither warrants nor guarantees any minimum or maximum compensation to Contractor under this Agreement. Contractor shall be paid only for actual services performed under this Agreement at the rates and charges identified in Exhibit C. Contractor is one of four (4) contractors selected to provide demolition services on an on-call basis under RFP 22-007. The total compensation for these services provided by all such contractors selected under RFP 22-007 shall not exceed the shared aggregate amount of Two Million Dollars and Zero Cents ($2,000,000) during the term of the Agreement, including any extension periods. b. Payment by City shall be made within 45 days (forty-five) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. City Council 22 — 19 5/3/2022 3. TERM This Agreement shall commence on the date first written above and terminate on April 14, 2025, unless terminated earlier in accordance with Section 16, below. The term of this Agreement may be extended for two (2) one-year periods upon a writing executed by the City Manager and City Attorney. 4. PREVAILING WAGES Contractor 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 16000, 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 being performed are part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and the total compensation is $1,000 or more, Contractor agrees to frilly comply with such Prevailing Wage Laws. Contractor 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. S. INDEPENDENT CONTRACTOR Contractor shall, during the entire term of this Agreement, be construed to be an independent contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer-employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Contractor performs the services which are the subject matter of this Agreement;however,the services to be provided by Contractor shall be provided in a manner consistent with all applicable standards and regulations governing such services. Contractor shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 6. OWNERSHIP OF MATERIALS 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 Contractor under this Agreement ("Documents & Data"). Contractor 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. Contractor represents and warrants that Contractor has the legal right to license any and all Documents & Data. Contractor makes no such representation and warranty in regard to Documents &Data which were provided to Contractor 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. City Council 22 — 20 5/3/2022 7. INSURANCE Prior to undertaking performance of work under this Agreement, Contractor shall maintain and shall require its subcontractors, if any,to obtain and maintain insurance as described below: a. Minimum Scope and Limit of Insurance 1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an "occurrence" basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggr egatelimit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit. 2. Automobile Liability: ISO Form Number CA 00 01 covering any auto (Code 1), or if Contractor has no owned autos, hired, (Code 8) and non- owned autos (Code 9),with a limit no less than 51,000,000 per accident for bodily injury and property damage. 3. Workers' Compensation: as required by the State of California, with Statutory Limits, and Employer's Liability Insurance with limit of no less than 51,000,000 per accident for bodily injury or disease. 4. Professional Liability: if Contractor is or employs a licensed professional such as an architect or engineer:Professional liability(errors and omissions) insurance, with a combined single limit of not less than $2,000,000 per claim with $2,000,000 in the aggregate. 5. Broader Coverage: if Contractor maintains broader coverage and/or higher limits than the minimums shown above, the City requires and shall be entitled to the broader coverage and/or the higher limits maintained by the Contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. b. Other Insurance Provisions 1. Additional Insured Status: The City, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Contractor including materials,parts, or equipment furnished in connectionwith such work or operations. General liability coverage can be provided in the form of an endorsement to the Contractor's insurance(at least as broad as ISO Form CG 20 10 11 85 or if notavailable, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 if a later edition is used). City Council 22 — 21 5/3/2022 2. Primary Coverage: For any claims related to this contract,the Contractor's insurance coverage shall be primary coverage at least as broad as ISO CG 20 01 04 13 as respects the City, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the City, its officers, officials, employees, or volunteers shall be excess of the Contractor's insurance and shall not contribute with it. 3. Notice of Cancellation: Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the City. 4. Waiver of Subrogation: Contractor hereby grants to City a waiver of any right to subrogation that any insurer of said Contractor may acquire against the City by virtue of the payment of any loss under such insurance. Contractor agrees to obtain any endorsement that may be necessary to affect this waiverof subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. 5. Self-Insured Retentions: Self-insured retentions must be declared to and approved by the City. The City may require theContractor to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self-insured retention may be satisfied by either the named insured or City. 6. Acceptability of Insurers: Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M.Best's rating of no less than A:VII, unless otherwise acceptable to the City. 7. Claims Made Policies (applicable only to professional liability): i. The Retroactive Date must be shown, and must be before the date of the contract or the beginning of contract work. ii. Insurance must be maintained and evidence of insurance must be provided for at least five (5)years after completion o f the contract of work. iii. If coverage is canceled or non-renewed, and not replaced with another claints-made policy form with a Retroactive Date prior to the contract effective date, the Contractor must purchase "extended reporting"coverage for a minimum of five(5)years after completion of work. City Council 22 — 22 5/3/2022 8. Verification of Coverage: Contractor shall furnish the City with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage requiredby this clause) and a copy of the Declarations and Endorsement Page of the CGL policy listing allpolicy endorsements to City before work begins. However, failure to obtain the required documents prior to the work beginning shall not waive the Contractor's obligation to provide them. The Cityreserves the right to require complete,certified copies of all required insurance policies,including endorsements required by these specifications, at any time. 9. Subcontractors: Contractor shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Contractor shall ensure that City is an additional insured on insurance required from subcontractors. 10. Special Risks or Circumstances: City reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances. 8. INDEMNIFICATION Contractor agrees to defend, and shall indemnify and hold harmless the City, its officers, agents, employees, contractors, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the negligent operations of the Contractor,its subcontractors,agents,employees, or other persons acting on its behalf which relates to the services described in section 1 of this Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution, judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement. This indemnity and hold harmless agreement applies to all claims for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this Section or by reason of the terms of, or effects, arising from this Agreement. The Contractor further agrees to indemnify,hold harmless,and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages,just compensation,restitution,judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. Notwithstanding the foregoing, to the extent Contractor's services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Contractor. 9. INTELLECTUAL PROPERTY INDEMNIFICATION Contractor shall defend and indemnify the City,its officers,agents,representatives,and employees City Council 22 — 23 5/3/2022 against any and all liability, including costs, for infringement of any United States' letters patent, trademark, or copyright infringement, including costs, contained in the work product or documents provided by Contractor to the City pursuant to this Agreement. 10, RECORDS Contractor shall keep records and invoices in connection with the work to be performed under this Agreement. Contractor shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any services, expenditures, and disbursements charged to the City for a minimum period of three(3)years,or for any longer period required by law,from the date of final payment to Contractor under this Agreement. All such records and invoices shall be clearly identifiable. Contractor shall allow a representative of the City to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement during regular business hours. Contractor shall allow inspection of all work, data, documents,proceedings, and activities related to this Agreement for a period of three (3)years from the date of final payment to Contractor under this Agreement. 11. CONFIDENTIALITY If Contractor receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Contractor agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. "Confidential Information" shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that(a) has been disclosed in publicly available sources; (b) is, through no fault of the Contractor disclosed in a publicly available source; (c) is in rightful possession of the Contractor without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Contractor without reference to information disclosed by the City. 12. CONFLICT OF INTEREST CLAUSE Contractor covenants that it presently has no interests and shall not have interests,direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 13. NON-DISCRIMINATION Contractor shall not discriminate because of race, color, creed, religion, sex,marital status, sexual orientation, gender identity, gender expression, gender, medical conditions, genetic information, or military and veteran status, age, national origin, ancestry, or disability, as defined and prohibited by applicable law,in the recruitment,selection,teaching,training,utilization,promotion,termination or other employment related activities or any services provided under this Agreement. Contractor affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. City Council 22 — 24 5/3/2022 14. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Contractor, and supersedes any and all other agreements,oral or written,between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto,the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Contractor. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Contractor or the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise,have been made by any party, or anyone acting on behalf of any party,which is not embodied herein. 15. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Contractor, Contractor may not assign,transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other contractors retained by City. 16. TERMINATION This Agreement may be terminated by the City upon thirty(30)days written notice of termination. In such event, Contractor shall be entitled to receive and the City shall pay Contractor compensation for all services performed by Contractor prior to receipt of such notice of termination, subject to the following conditions: a. As a condition of such payment, the Executive Director may require Contractor to deliver to the City all work product(s) completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Contractor consents to the City's use thereof for such purposes as the City deems appropriate. b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 17. WAIVER No waiver of breach, failure of any condition, or any right or remedy contained in or granted by the provisions of this Agreement shall be effective unless it is in writing and signed by the party waiving the breach, failure, right or remedy. No waiver of any breach, failure or right, or remedy shall be deemed a waiver of any other breach, failure, right or remedy, whether or not similar, nor shall any waiver constitute a continuing waiver unless the writing so specifies. City Council 22 — 25 5/3/2022 18. JURISDICTION- VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation,performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 19. PROFESSIONAL LICENSES Contractor shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals,waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. Contractor shall notify the City immediately and in writing of its inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 20. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact,held by the signatory or is withdrawn. b. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. 21. NOTICE Any notice,tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail,postage prepaid, or sent by fax or other telegraphic communication in the manner provided in this Section,to the following persons: To City: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza(M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 Fax: 714- 647-6956 With courtesy copies to: Nabil Saba Executive Director,Public Works Agency City Council 22 — 26 5/3/2022 City of Santa Ana 20 Civic Center Plaza(M-21) P.O. Box 1988 Santa Ana, California 92702 Fax: 714-647-5635 To Contractor: Bryan J. Zatica, President Macro Z Technology Co. 841 East Washington Avenue Santa Ana, CA 92701 A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified,with postage prepaid, and addressed as set forth above. If sent by fax, communication shall be effective or deemed to have been given twenty-four(24)hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: CITY OF SANTA ANA Daisy Gomez Kristine Ridge Cleric of the Council City Manager APPROVED AS TO FORM: MACRO Z TECHNOLOGY CO.: SONIA R. CARVALHO City Attorney B Bran* Salvatierra Bryan J. Zatica Deputy City Attorney President RECOMMENDED FOR APPROVAL: Nabil Saba Executive Director Public Works Agency City Council 22 — 27 5/3/2022 EXHIBIT A City Council 22 — 28 5/3/2022 Appendix ATTACHMENT 1: SCOPE OF WORK SCOPE OF WORK Introduction and BackLround: The City of Santa Ana is issuing this Request for Proposals (RFP) to seek a qualified Demolition contractor(s) to provide demolition, including asbestos abatement and hazardous materials removals, services for the City of Santa Ana on an as-needed basis. From the proposals received, it is the City's goal to select one or more firms to enter into agreement(s). Approximately 30 residential and commercial properties along Warner Avenue, Fairview Avenue and Bristol Street will need to be demolished by early of 2023. The total demolition services needed for this On-call contract(s) is valued at approximately $2,000,000. The total amount to be expended shall be shared among all contractors selected for award to provide these services. Scope of Services: Contractor is responsible for the payment of all applicable permits required to conduct the below scope of services. The On-Call contractor shall respond with a task order quote within 5 working days of receiving the request for a task order quote. Selection of a contractor to perform each task order shall consider past work completion performance. Demolition: Contractor is responsible for demolishing and disposal/recycling of all improvements, including but not limited to: foundations and footings, slabs, basement, detached garage, landscaping, fencing, walls trees and all miscellaneous to clear site complete. Contractor is also responsible for grading the parcel for drainage, importing and exporting fill dirt or aggregate base as needed, capping all water and sewer lines, and compacting to 90% density. Prior to submitting all on-call proposals, the Contractor shall visit the subject project site (including coordinating with the City for access inside the building) and obtain any necessary as-builts to define an appropriate scope of work. All work is to be done in accordance with all applicable federal, state and local regulations, standards and codes governing demolition and any other trade work done in conjunction with the demolition. Copies of all demolition permits, water and sewer cap inspection approval and a letter of completion should be submitted for City's files prior to the Contractor receiving payment. The Contractor shall supply all necessary labor, materials, services, insurance, permits, and equipment to carry out the work in accordance with all applicable federal, state, and local regulations. The Contractor at all times shall keep the Project site free from accumulation of waste materials or rubbish caused by the Contractor's operations. At the completion of each trade of the work, and at final completion prior to contractor submitting the final invoice, Contractor shall remove all waste materials, and rubbish from and about the project as well as tools, construction equipment, machinery, and surplus materials. City Council 22 — 29 5/3/2022 Contractor shall hand deliver a City provided work notice letter to adjacent resident owners at least one week prior to the demolition work. Asbestos Abatement: The work described herein consists of removal and disposal of ALL asbestos containing materials (ACM-friable or nonfriable) and subsequent cleaning of the sites in accordance with all applicable federal, state and local regulations, standards and codes governing asbestos and any other trade work done in conjunction with the abatement. Results of any testing that identify asbestos containing materials will be provided by the City. It is the responsibility of the Contractor to determine if any additional asbestos removal is required in addition to the surveys. Copies of all notifications must be submitted to City including, abatement contractor's license, map and/or clear documentation specifying asbestos containing materials abated; completed waste manifests; and a completion letter indicating that all asbestos containing materials from these properties have been abated and properties are ready to be demolished. Lead Removal: The Contractor shall take all necessary precautions and follow all Occupational Safety & Health Administration (OSHA')s guidelines required in the handling of lead contained materials if any are detected. Please refer to the Lead Hazard Evaluation Report which will be provided to the Contractor prior to on-call bid. Rat and/or Vermin Abatement: Contractor,prior to performing demolition, is responsible for providing rat and/or vermin abatement. As part of the demolition completion package, written certification will be provided to the City, stating that such work was performed, and that the structures were free of infestation prior to the demolition taking place. Erosion Control: Contractor shall prepare erosion and sediment control plan immediately after award of the contract for the approval of the Engineer. The plan shall be prepared per the applicable guidelines described in the latest version of the Orange County Program Construction Runoff Guidance Manual (http://ocwatersheds.com/documents/bmp/constructionactivities). The Contractor shall submit the plans for review and shall make the necessary revisions to the plans as directed by the City. The plans shall be prepared by a Civil Engineer licensed in the State of California. The City may waive the requirement of licensed Civil Engineer if the Contractor can satisfactorily prove to the City that the person preparing the erosion control plan is qualified in the field of erosion control. The Contractor shall keep a copy of the erosion control plan on-site for the duration of the contract and shall provide all necessary control devices to implement all necessary measures as shown on the plan. The erosion control plan shall remain in effect until approval to remove is granted by the City. City Council 22 — 30 5/3/2022 All erosion control materials shall be available on-site and stockpiled at a convenient location to facilitate rapid construction of temporary devices when rain is eminent. Fee Proposal Contractor shall submit a fee proposal as described below in a sealed fee envelope. This fee proposal shall be based on ON-CALL DEMOLITION SERVICES for the sample project site described below. The proposal will be used for fee comparison and evaluation purposes. Furthermore, this fee proposal will become part of Exhibit B of the Contract Agreement and will be used to compare with an actual task order quote requested by the City. Fee proposal shall include: o Description of work (summarized scope of services) o Fee (per spreadsheet below) o Schedule (from date of receiving a Notice to Proceed to task order completion) SUBJECT PROJECT SITE DESCRIPTION: The subject sample project site, which was already demolished, is for comparison and evaluation purposes only. The sample project is located at 1301 W IIth Street, Santa Ana, CA 92703. The following is a brief description of the sample project site. Please refer to Appendix - Attachment 4 for full project site description and Asbestos, Lead-Based Paint/Universal Waste Survey. The building is one story residential structure with stucco over wood framing exterior walls with brick fascia construction with the following approximate dimensions: - Main Dwelling Area: 1,685 sf - Garage: 390 sf - Covered Patio: 275 sf - Total Area: 2,350 sf - Total Land Area: 6,970 sf Contractor is responsible for demolishing all improvements, including: 4" thick concrete slab foundation and footings to a depth of 3', and all surrounding landscaping. Contractor is also responsible for clearing the site, grading the parcel for drainage, capping all sewer lines, and compacting to 90% density. Erosion control to include importing and exporting fill dirt as needed, installing straw waddles around site perimeter, topping site with 1" base course to prevent wind erosion, and installing rumble plates for the duration of the demolition. Price provided below shall be based solely on the information provided hereon and shall be an all- inclusive price and shall include all items listed and cover all items or work identified above and Appendix -Attachment 4 to deliver a clear site with no remaining improvements. City Council 22 — 31 5/3/2022 Company Name: 1301 W 111" Street, Santa Ana, CA Item Description Cost Permitting Engineering Site Fencing for Duration of Demolition Canopy BMP's/Erosion Control Plan Asbestos/Hazardous Stabilization and Abatement (on a separate sheet, provide a detail cost for this sump sum amount) Universal Waste Disposal Interior Demolition Exterior Wall/Building/Foundation Demolition Sitework Demolition Landscape and Trees Removal and Clearing Vermin Abatement(Assume present) Bee Colony Abatement (Assume present) Other (describe...) Total Price City Council 22 — 32 5/3/2022 EXHIBIT B City Council 22 — 33 5/3/2022 Electronic PREPARED FOR E nn ea 5'H e City of Santa Ana Public Works Department Attn: Kenny Nguyen, Project Manager 20 Civic Center Plaza; MS-36 Santa Ana, CA 92701 Request for Proposal for On-Call Demolition Service RFP No: 22-007 Due: February 9, 2022, at 2:00 p.m. PT CALIFORNIA- MAIN OFFICE WASHINGTON Macro-Z-Technology Macro-Z-Technology 841 East Washington Avenue 816 99th Street E Santa Ana, CA 92701 Tacoma,WA 98445 Phone: (714) 564-1130 1 Fax: (714) 564-1144 Phone: (253) 536-1100 Fax: (253) 536-1121 E-Mail: estimating@mztco.com Visit our Website at MZTco.com City Council _ _T Y 5/3/2022 FL RFQ For On-Cali Demolition Service MACROZTECHhf®LQGY Part 11 Statement of Qualifications Corer Letter &Agreement Statement .Si,glied b_} a pr'iirct.pol, rlutlir es cvncrrrrencr- o iN'i all provi.E'ions to the AsIrt=em ont. Dear Kenny Nguyen: We're thankful that you've alloyed us to submit a proposal to "Excellent contractor... The provide you with On-Call Demolition Services. We value your Contractor worked with us to time, so we put together a proposal that we hope not only helps address our needs in a rapidly you make a decision but is also clear and concise. changing environment. Why choose ? Contractor was adaptable to Let's face it, we're not the only firm that provides these or similar change and a positive resource services. So, why should you choose us? Here's a few things for the Count working under you might consider: Y w • Local business. We established our headquarters in vary difficult conditions."- it�ralf l�.acrrt,�ir�, .�ei7iorF'raject 1l�ara�ger� Santa Ana over 15 years ago in a HUBZone area so that (O Project Works) we could bring good paying, union jobs to Santa Ana. Awarding this contract to MZT supports a local small business contractor, Plus, our staff is nearby for quick deployment to on-call Task Orders. • Expertise. With 32 years' experience as a contractor in California and over 300 demolition projects completed valued at more than $550-M construction cost, we've got the practical skills and resources to accomplish on-call demolition Task Orders, • On-call demolition experience. We have held an on-call demolition contract with Anaheim for six years. We know how to work with local municipalities on demolition projects. • Resources for multiple, concurrent Task Orders. The City has identified 30 properties to demolish in the next year. Getting all of that work done concurrently will take personnel, equipment, tools, and financial resources. Luckily, MZT has all of that. With more than 1.5-billion in active onmcall contracts with federal and municipal agencies, we know how to effectively dispatch our resources to support multiple, concurrent Task Orders. Contract Agreement Statement MZT hereby concurs with any and all provisions contained in the Agreement (attached to the RFQ as Attachment 2 in the Appendix). Sincerely, Bryan J. Zatica, President Principal &Aothorized Representative who Can Make Legally Binding C omrnitrrients for the Entity CItV Council 22 — 35 5/3/2022 h 0 �^h N a 4i i o ��TAB I i�i z � a` 0 Statement of Qualifications City Council 22 — 36 5/3/2022 0RFQ For On-Call Demolition Service M 6WZ-TECNNOLOGY Key Personnel Resumes Benefits of having Daniel Duarte your project: Relevant Experience $56.9-K Demolition of Facility at Peter Marshall Park in Anaheim, CA <<References Project#1 This project included the demolition, removal of building, block walls, capping of sewer laterals, disconnecting and capping utility services and appurtenant improvements, as well as the removal and disposal of asbestos-containing building materials found in structures and improvements at the facility. The installation of temporary chain link fences and gate was also included. $14.4-K Demolition of 8,723-SF of Fire Damaged Homes <<References Project#2 This project was initiated to "Make Safe Fire Damaged Homes" due to fires on October 9th, 2017. Residential buildings at 950, 954, and 970 Canyon Heights Drive in Anaheim, CA were uninhabitable and in danger of collapsing after being affected by one of the largest fires to hit Orange County, forcing several thousand people to evacuate Anaheim, Orange, and Tustin. MZT mobilized on site within hours of receiving the notification to begin demolition of three structures by utilizing excavators to push in the outer walls, or to pull walls inward in order to prevent additional damage to adjacent, less-damaged yellow- tagged properties. Prior to the disturbance, MZT temporarily braced walls that could fall in the wrong direction. Damaged stud walls were demolished from the top downward in a systematic manner with care not to buckle the wall. The roof, walls, and interior items were demolished inward toward the center of the foundation. Debris was consolidated on the slab as directed by the City of Anaheim. $12 -K Demolition of 5, 0 -SF Residential Lot in Anaheim, C This project consisted of demolition, removal of building, block walls, capping of sewer laterals, disconnect and cap utility services, installation and relocation of fences, and appurtenant improvements on the property at 1104 N. Homer Street, as well as the removal and disposal of asbestos-containing building materials found in structures and improvements at the property. In addition, the project included the removal and disposal of existing block walls, concrete footings, foundation, asphalt concrete and trees, installation of new chain link fences and gates, application of weed killer, and spreading of wood chips. $ 4. -K Partial Demolition of 1,614-SF of LA Fitness 2nd Floor at Los Angeles, CA This project involved the 1,614-SF partial demolition of the second floor of LA Fitness. We removed wood- framed partition walls as well as system components for electrical, mechanical, and structural systems. $799-K Demolition and Relocation of Utilities at Los Angeles, California This project involved the demolition, removal, and relocation of existing utilities such as electrical lines, condenser units, and appurtenances. $2.2-M Demolition and Repair of Pier 5 Waste Water Main at Naval Base San Diego, CA This project includes replacing the existing deteriorated sewer discharge forced main line at Pier 5 in Naval Base San Diego with a new HDPE main line system. Deteriorating pipes and incidental elements (pump suction pipes, coupling, wye connection, etc.)will be demolished at various points along the pipeline. Site preparation includes site clearing, excavation, fencing, and preparation for construction. Paving and site improvements include utility backfill and compaction, pavement resurfacing, and asphalt pressure testing. Debris generated by repair work will be hauled off-base and all fencing will be removed. 0 RFQ For On-Call Demolition Service MACRO-Z-TECHNOLOGY Education • CSU Fullerton, Master of Science, Construction Engineering and Management (2010) • University of California, Irvine, BS in Civil Engineering (2008) Certifications • Engineer in Training (EIT) /Fundamentals of Engineering Certificate • USACE Construction Quality Management for Contractors • LEED Accredited Professional Building Design + Construction Specialty • Qualified SWPPP Practitioner(QSP) Training • EM385-1-1 Refresher • OSHA 30 Hour Construction Safety and Health Training • 16 Hour Asbestos O & M Initial • South Coast Air Basin Fugitive Dust Control Class 0 • 0• i 0 • a ® ® ® • RFQ For On-Call Demolition Service -0 MACRO-Z-TECHNOLOGY Benefits of having Michael Parizo your project: Relevant Experience $8-M Demolition of Building 16 City Block and Prep for New Construction in Santa Ana, CA This project involved the demolition of the three-story Building 16 in downtown Santa Ana, which had housed the District Attorney's, Public Defender's, and Coroner's offices. The entire city block was due to be demolished in preparation for the construction of new administration buildings. After leading asbestos and lead abatement services, a high-reach excavator was used to tear down each story. The entire structure was removed, including the slabs and 18'-deep footings. All utilities were cut and capped prior to demolition. In preparation for the construction of the new building, the site was graded, backfilled, and compacted accordingly. $6-M Demolition of 8,2 0-SF Building 14 City Block and Prep for New Construction in Santa Ana, C Similar to the demolition of Building 16, this project involved the complete demolition and removal of the existing Building 14 on the same city block. This building also required the careful abatement of asbestos and lead, cut and cap of utilities, and removal of all pre-existing building structures such as the foundations and footings. The area was then graded, backfilled, and compacted in preparation for the new County Administration North building to be constructed at a later date. Demolition of 14-Story High Rise Apartment Complex in Downtown Los Angeles, CA This project involved the demolition and razing of an entire high-rise apartment complex by UCLA. Because this structure had so many stories, a high-reach excavator was used atop a temporary 40' equipment pad that was removed once the excavator tore down the top stories. Utilities were all cut and capped. Shoring was used to brace the condominiums next door from falling into the excavated project site, and temporary fencing was erected around the site since the City of LA chose to keep the sidewalks open to the public. Despite this, the project was completed successfully and with no safety incidents. 11-M Demolition and Hazardous Abatement of Two Towers This project involved the demolition and hazardous abatement of two two-story towers in Century City, CA, as well the remediation of an old gas station oil field. Specialty trucks were required to move the contaminated soil to a hazardous waste site, which amounted to roughly 960,000-SF of excavated material to both ensure all contaminated soil was removed and to prepare for the 60' deep footings of the anticipated 100-story high-rise to be constructed later. Demolition scope included the razing of both towers, removal of concrete foundations and footings, abatement of asbestos-contaminated piping that was followed off property for full HAZMAT removal, and the cut and cap of utilities. Dust control was required for this project, as the nearby high-end studios would have been affected. •-• • MEMM ,I RFQ For On-Call Demolition Service MACRO-Z-TECHNOLOGY Understanding of Need Outline demonstrating MZT's understanding of the work. Includes anticipated approach, tasks necessary for successful completion, deliverables, and suggestions or special concerns that the City should be aware of. Identification of assumptions and exclusions used in preparing the scope of work and associated fee estimate. 1.1 Understanding of the Work Macro-Z-Technology Company (MZT) understands the City of Santa Ana's (City) need for an on-call contractor for the demolition and abatement work MZT is a Minority-owned anticipated under this contract. This need stems from planned demolition Business Enterprise requirements. An on-call contract provides the City with flexibility to adjust to changing needs over the next five years with the assurance that City has a (MBE) and Small competent demolition partner who can take on multiple, concurrent Task Businesses with our Orders (TO) over the entire on-call contract duration. headquarters right in All work must comply with applicable local, state, and federal requirements, Santa AnaThe City of Anaheim has such as: worked with MZT on an • California Stormwater Quality Association (CASQA) storm drain on-call demolition protection and wind & stormwater erosion control contract since 2016 • National Pollutant Discharge Elimination System (NPDES) We've demolished over • Orange County Program Construction Runoff Guidance Manual one-million square feet • Greensheets across more than 300 • Stormwater Pollution Prevention Plan (SWPPP) projects • Water Quality Management Plan (WQMP) of Orange County Our safety record is • Prevailing wage laws excellent with an EMR of • South Coast Air Quality Management District (SCAQMD) 0.68 for 2021 —way • MZT's Standard On-Call Agreement with the City below the industry The individual TOs could include abatement, hazardous material removal, average of 1.0 demolition, deconstruction, and site restoration. Each building will be unique, We're a local MBE and requiring an advanced demolition contractor to assess the structure and small business with our create a customized demolition plan. This plan will achieve full site headquarters in the demolition 100/o safely so that what remains is an empty lot brimming with Logan Barrio of Santa possibilities for development. Ana. Selecting MZT for 1.2 Antici atApproach, Tasks & Deliverables this contract will benefit MZT's approach supports the City's need to complete multiple, concurrent the local small demolition TOs over the next year as well as ongoing demolition services businesses economy. thereafter. This is an approach we've honed on more than 300 demolition projects, including projects completed for the City of Anaheim under an on-call contract. 1. .1 Phase 1: Request for TO Quote The City will request a TO quote from MZT. We will respond within 5 business days. As we process our response, we will coordinate with the City to visit the site, obtain as-built documents, and review any other City provided documentation (e.g., asbestos or lead hazard reports). We'll review documentation before the site visit so that we're well prepared. We'll provide the City with a fee proposal to complete the work along with any other documentation requested by the City in the Request for Quote. This documentation could include a description of work and a schedule from NTP to TO completion. 1.2.2 Phase 20 Pre-Demolition Preparation & Mobilization With the City's acceptance of our TO Quote and issuance of NTP, we will begin planning the work. This includes: • Holding a preconstruction meeting with the City to confirm expectations, site contacts, and schedule • Obtaining a demolition permit MEN'. 0RFQ For On-Call Demolition Service MACRO-Z-TECHNOLOGY • Scheduling water and sewer cap inspections with the City • Handing out City-provided demolition notices to neighboring buildings • Reaching out to subcontractors to line up support (if needed) • Allocating internal resources (equipment, manpower, tools, materials, supplies) • Preparing &submitting a demolition and grading plan (including schedule) to the City • Coordinating with utility owners (e.g., call Dig Alert 811) to identify, locate, and mark utilities We will mobilize to the site by first erecting a temporary perimeter fence. Typically, this is a chain link and post fence with privacy screen. We'll implement Best Management Practices (BMPs) to control erosion, sediment, and dust. This includes rumble plates at the site entrance so that our equipment doesn't track excess dirt into the street. We'll also establish a stockpile of additional erosion control materials (e.g., straw waddle, sand bags, silt fence and stakes) on-site for rapid deployment when rain is forecasted in the next 24 hours. Equipment, personnel, supplies, and tools are mobilized to the site in a "just-in-time" manner. This makes the most of cramped residential sites and streets where we won't have the benefit of a large contractor laydown yard. The Project Manager, Superintendent, and Corporate Asset Manager will coordinate weekly on planned work to ensure the right materials are on-site "just in time." Exact equipment and tool mobilization will depend on the project. The good news is that MZT has a local office and stocked yard in Santa Ana. We're able to get to anywhere in the City in under 20 minutes. Typical equipment and tools that we'd mobilize for a demolition project could include: • Forklift • Traffic control devices • 3-mil to 10-mil poly sheeting • Backhoe • Dewatering pumps • Weed killer with applicator • Rubber tire loader • Jack hammers . Drinking water • Skidsteer • Air compressors • Equipment fuel • Shovels • Tyvek suits • Sand bags /gravel bags • Weed eaters . Respirators • Silt fence fabric and stakes • Chain saws • Gloves • Portable generator 1 w2.3 Phase : Perform the Work With all of the preparations made and initial resources mobilized, we will expeditiously, safely, and effectively complete the work. We'll follow the demolition and grading plans approved by the City, adhere to all City permit requirements, perform Quality Control and safety inspections, and provide progress reports to the City. The exact steps to perform the work will depend on the specific TO project. Some of these steps can occur concurrently depending on the project. We've detailed an approach in Part 2 for the subject sample project (1301 W 11'h Street). Generally, work will follow these steps: 1. Complete abatement as needed (asbestos, lead, vermin, etc.). We do this first so that the site is properly cleaned and safe for the rest of the demo work. This work is performed by licensed abatement subcontractors. We have a team of them so we can handle multiple, concurrent TOs with overlapping schedules. 2. Salvage structural materials, if any. Often, there are metals that can be recycled, such as garage doors, HVAC parts, or plumbing components. 3. Demolish the structure, including the foundation. Using heavy equipment, jackhammers, saws, or other tools our crews will safely demolish the structures without posing risks to neighboring buildings. This means that structures will be demolished to fall into the middle of the property, or they'll be deconstructed from the top down. 4. Salvage site materials that can be recycled, if any. This could include trees or other landscaping that can be mulched into an eco-friendly waste product, or concrete pavement that can be broken up and recycled. 5. Demolish exterior site features such as asphalt pavement, concrete, properly capped underground utilities, walls, or any other site features as identified on the individual TO work plan. 6. Restore the site. We will fill and compact where needed, or excavate if needed. We'll then rough grade the site, fine grade, and top with crushed aggregate base to prevent wind erosion. The end result is a cl g RFQ For On-Call Demolition Service 0CR-67TECHNOLOGY 7. Work proceeds each day until completed, at which point we move to closeout and demobilization (see Task 4 below). We'll communicate with the City via emails and phone calls as we make progress and achieve milestones, with updates at least weekly in the form of progress meetings. Throughout the project, the Superintendent sets the work tasks and goals for the day, motivates the ground crews to complete those tasks, and ensures their completion by the end of the work day. He inspects the work before, during, and after completion to ensure it conforms to the specifications, regulations, permit requirements, safety, and quality expectations. 1. .4 Phase : Closeout & Demobilization Every TO project will follow an orderly closeout and demobilization process. As we near the end of a TO, the Superintendent will inform the City's representative to schedule a day for a final inspection. We will perform all tasks necessary to close out the permit(s), such as inspections, documentation, or meetings. The closeout package will include all documentation produced during the project. Most often, this includes: • Demolition permits • Water and sewer cap inspection approvals with completion letter • Abatement completion letter • Waste manifests • Certification that the work was performed, and that the structure was free of infestation prior to demolition • As-built drawings showing utility cap locations. We will remove all equipment, tools, materials, and temporary BMPs from the site so that the site is left clean. 1.3 Suggestions & Special Concerns Project concerns are just opportunities waiting for a creative solution. We use our library of lessons learned on similar projects to proactively identify and mitigate concerns. This concern identification and mitigation process is carried out throughout the project. Table 1 below summarizes a few special concerns common to demolition projects as well as suggestions to creatively resolve those concerns. Unmarked utilities can One of our first steps is to notify the local utilities of our planned be broken by less work and obtain utility mark-outs. We also hand-dig in all potential cautious contractors utility locations to confirm the exact location since utilities can shift over time. This is something we've encountered —and effectively mitigated—on project#1 from Relevant Experience.We do this step first so that all subsequent work is planned around actual utility locations. This also lets us safe-off/cap utilities for safety. Permitting can consume MZT has performed demolition for local municipalities. We know the project schedule ins & outs of permit packages so that they are approved on first submission. Plus, we have an in-house California-licensed Architect who helps us prepare plans for permits. With his help, our plans have a 98% approval rate. Nearby occupied Safety is key when demolishing structures near active facilities. We buildings/facilities can will communicate safety boundaries to the public with fencing and pose public safety risk signage, and we can initiate a social media public outreach during demo campaign to notify the public of any unique safety requirements. Planned work locations People trespassing onto the work site to set up overnight could have unhoused encampments are in desperate enough situations—they may not person encampments realize the danger they're in by occupying an active construction site without proper training and safety gear. For sits that have encampments,we increase nighttime security presence and have security sweeps every morning to make sure the site is fully cleared of people and their belongings before operating any equipment. We RFQ For On-Call Demolition Service AT - 0 MACRO-Z-TECHNOLOGY treat all people with dignity and respect, and that includes making sure unhoused people are safely off of the site. - Increased construction MZT has a culture of safety. That isn't just for within the boundaries vehicles can lead to car of our jobsite but extends to the neighborhoods in which we work accidents and live. This means that when we expect a lot of construction vehicle traffic, we employ qualified flaggers with radios, traffic control devices, and detours to keep everyone safe. Table 9. Special Concerns & Suggestions to Mitigate 1.4 Assumptions & Exclusions The provided fee proposal was created based on our experience with demolition and abatement with facilities of the type described in the RFP. A site visit was not feasible for this project. 0RFQ For On-Call Demolition Service MACRO-Z-TECHNOLOGY List of Relevant Projects & References Nearly all of MZT's projects include demolition and over 75 projects have included HAZMAT abatement. This means that we've honed our skills performing demolition while preparing sites that are ready to be built upon. The projects provided in this section represent just a sampling of our most recent experience performing demolition and site preparation. This is work similar to the On-Call Demolition Service contract where we are demolishing a building then cleaning up the site to leave behind a pristine, stable surface that could be used for future development. The City of Santa Ana can be confident that this is work that we've completed successfully for similar on-call services. In addition to the projects provided in this section, we've completed these similar projects in the last 10 years: • Demolition of Building 2650 A & Renovation of Building 3735 at Edwards AFB, CA (for USACE) • Demolition of Old Paine Field Air Traffic Control Tower Building, Everett, WA (for the FAA) • Demolish Building 351 & Renovate Building 431 at Puget Sound Naval Shipyard, Bremerton, WA (for NAVFAC) • Navy Band Room Demolition & Renovations at Naval Air Station North Island (NASNI), CA (for NAVFAC) • M Demolition of Buildings 3320B & 3320C at Naval Base San Diego, CA (for NAVFAC) • Demolish Bead Blast Bay 12 at NASNI, CA (for NAVFAC) • Demolish 1104 North Homer Street in Anaheim, CA (for the City of Anaheim) • Demolish Structures at Flair Spectrum Site in El Monte, CA Project#1.' 6. Demolition of 872-SFestroom Facility at Peter Marshall Park Location: Anaheim CA Year Completed: 2018 <<within last 5 years .........._...._........................................................................................._..._........................... .---..._............_..._.. _._. _..............._....................................._._................ Project Description This immediate-response project included the demolition of a 205-SF restroom structure, the 4" deep 205-SF concrete slab, 462-SF of concrete Relevant Scope items: paving, and electrical wiring placed within a traffic-rated concrete pull box; demolition, asbestos the removal of building, block walls, capping of sewer laterals, abatement, HAZMAT disconnection and capping of utility services and appurtenant removal, grading for improvements, as well as the removal and disposal of asbestos-and lead drainage, importing & paint-containing building materials found in structures and exporting fill, cap of water& improvements at the facility. The removal and salvage of chain link fencing sewer lines, compacting appurtenances and installation of temporary chain link fences, driveway Demolition of: foundations, gate, and walk gate were also included. Additional project scope involved footings, slabs, fencing, minor grading, disposal of all material and debris, and site clean-up. walls MZT implemented appropriate stormwater control per a Stormwater - Completed within 5 years Pollution Prevention Plan (SWPPP) in accordance with NPDES and Performed as Prime CASQA, as well as erosion control measures. Contractor Public Agency This project was Work Order No. 5 under Master Agreement 9617 with the On-Call Rapid Response City of Anaheim for the Demolition, Disposal/Debris Removal, Erosion and Contract Sediment Control, and Immediate Response for As-Needed Services. Similar Size, Scope, and Complexity Similar Size. At 872-SF of demolition and $56.9-K, this is similar in size to the structures to be demolished under the City's On-Call Demolition Services contract. Similar Scope. This project included: asbestos abatement, HAZMAT removal, grading for drainage, importing & exporting fill, cap of water& sewer lines, compacting, and demolition of: foundations, slabs, fencing, and walls. Similar Complexity. This project is similar in complexity due to being awarded from an on-call demolition services contract just like the proposed contract for the City of Santa Ana. Our experience with on-call demo services ensures that the City will receive a contractor already familiar with the quick-response and mobilization procedures for projects similar in size and scone. � RFQ For On-Call Demolition Service v MACRO.Z-TECHNOLOGY Other similar complexities include the abatement and removal of asbestos- and lead-containing materials, as well as temporary fencing and signage to prevent members of the public from accessing the project site during demolition services. .............._..._._..._................._....._..............._..._..._....._......_........................---- --- Client: City of Anaheim Public Works Consultant Project Manager: Daniel Duarte <<Same as Proposed PM ............... — ------ Reference Point of Contact: Jose Jimenez, Associate Proiect Planner Reference Phone: Reference Email: I jjimaenez_a anaheim.net Project 2. 14.4- Immediate es or e Demolition of 8,723-SIFof Fire Damaged Homes Location: Anaheim, CA Year Completed: 2017 <<within last 5 years Project Description • This immediate-response project was initiated to "Make Safe Fire Damaged Homes" due to fires on October 9th, 2017. Residential buildings Relevant Scope items: at 950, 954, and 970 Canyon Heights Drive in Anaheim, CA were demolition, HAZMAT uninhabitable and in danger of collapsing after being affected by one of the removal, grading for largest fires to hit Orange County, forcing several thousand people to drainage, importing & evacuate Anaheim, Orange, and Tustin. exporting fill, cap of water & Prior to the demolition of the three structures, MZT's Superintendent sewer lines, compacting coordinated with Anaheim representatives to prepare the site for Demolition of: foundations, mobilization and demolition activities. MZT also coordinated alongside city footings, slabs, attached officials, Anaheim Fire Department, and the city utility department to shut garage, landscaping, off utilities such as gas and electricity to safely demolish red-tagged homes. fencing, walls, trees After performing a visual inspection of the structures and surrounding work Completed within 5 years area to avoid hazardous materials and other hazards, a work zone was Performed as Prime established for demolition and debris processing. Contractor Public Agency MZT then mobilized on site within hours of receiving the notification to On Call Rapid Response begin demolition of the 8,723-SF structures by utilizing excavators to push Contract in the outer walls, or to pull walls inward in order to prevent additional damage to adjacent, less-damaged yellow-tagged properties. Prior to the disturbance, MZT temporarily braced walls that could fall in the wrong direction. Damaged stud walls were demolished from the top downward in a systematic manner with care not to buckle the wall. The roof, walls, and interior items were demolished inward toward the center of the foundation. Debris was consolidated on the slab as directed by the City of Anaheim. During demolition, MZT utilized a water truck and water hose to direct a localized water spray to the source of demolition activities, thereby reducing airborne dust particles. The water supply was only used as needed to minimize run-off. MZT cleaned up the access to the work area of all debris generated from demolition activities and turned the site back to the City. This project was awarded under the Demolition, Disposal/Debris Removal, Erosion & Sediment Control & Immediate Response Master Agreement with the City. Similar Size, Scope, and Complexity Similar Size. At 8,723-SF of demolition and $14.4-K, this is similar in size to the structures to be demolished under the City's On-Call Demolition Services contract. Similar Scope. This project included: demolition of building structure and exterior site features, HAZMAT removal, site grading for drainage, and response within a local region. Similar Complexity. This rapid-response project is similar to On-Call services contracts in that we must be ready to hit the ground running at the Notice to Proceed, which could come at any time, and mobilize as quickly as possible. MZT is always prepared to tackle complex and time-sensitive work, and will be ready to take on whatever demolition project is needed by the City of Santa Ana. 0 RFQ For On-Call Demolition Service MACRO-Z-TECHNOLOGY In addition to being a rapid-response contract, this project also involved the removal of hazardous material. As these homes required demolition due to the extensive fire damage, we had to be careful when sorting the debris due to the presence of Household Hazardous Wastes (HHW) that could contaminate the waste stream with large quantities of toxic material, such as batteries, household chemicals, coolants from AC systems or car maintenance, or plastic materials that would pose a threat from exposure to heat. Client: City of Anaheim Public Works i Consultant Project Manager: Daniel Duarte <<Same as ..._.................._............_._......_.......I................._..._ __..._.._...--_..._...__._..._._..._..........--____..__..._..._....._..._..._..._.._._. Proposed PM Reference Point of Contact: Carlos Castellanos, PE Reference Phone: �714) 765-5066 Reference Email: CCastellanos@anaheim.net j ......................._................................._..._......_..._... Project 3. $18.4-M Demolition of Three Buildings ( , 00- ,) & Site Preparation for New Construction of Joint Regional Deployment ProcessingCenter Location March Air Reserve Base (ARB) CA Year Completed: 2017 <<within last 5 years ---- -.-- - -- - - --- — j Project Description 't MZT served as the Prime Contractor on this demolition of existing buildings and the new construction of an administration building. This project Relevant Scope items: provided the abatement and demolition of three existing buildings: a 7,800- demolition, asbestos SF passenger terminal, an abandoned 24,050-SF facility, and a 33,750-SF abatement, HAZMAT building, which was then cleared and prepared for the new construction of a removal, grading for 48,220-SF two-story JRDPC, which houses military personnel and drainage, importing & equipment deployment processing services, exporting fill, cap of water& This project involved the demolition of a 7,800-SF building, a 24,050-SF sewer lines, compacting building, a 33,750-SF building, and the new construction of a 48,220-SF Demolition of: foundations, building that included: hazardous material abatement, building systems footings, slabs, demolition, building structure demolition, building concrete, structural steel, landscaping, fencing, walls, carpentry, doors &frames, tile/carpet flooring, casework, fire sprinkler/fire trees suppression system, HVAC system, building electrical system, Completed within 5 years CCTV/Physical Access Control System (PACS), Fire Alarm system, asphalt Performed as Prime paving, landscaping/irrigation, and site improvements. Contractor Public Agency This project demonstrates MZT's ability to successfully complete a building demolition project. Demolition efforts included the tear down and razing of three buildings including all adjacent sidewalks, ramps, planting beds, and landscaping. Utilities were disconnected and capped off at the main. Foundations, subgrades, and unused utility lines were removed entirely and disposed of. Asphalt, irrigation, bollards, gates, and a portion of the flight line wall were also demolished. Similar Size, Scope, and Complexity Similar Size. At 65,600-SF of demolition and $18.4-M, this is larger in size to the structures to be demolished under the City's On-Call Demolition Services contract, which demonstrates MZT's ability to complete all of the demolition projects anticipated. i Similar Scope. This project included: asbestos abatement, HAZMAT removal, grading for drainage, importing & exporting fill, cap of water&sewer lines, compacting, and demolition of foundations, footings, slabs, landscaping, fencing, walls, and trees. i Similar Complexity. The demolition efforts for this project included hazardous material abatement for asbestos, mercury, and mold. Material was removed by HAZMAT certified professionals and disposed of at the proper HAZMAT facility. The building site was on the active March flight line. To protect the flight line operations, we implemented a Foreign Object Debris (FOD) safety plan. All debris was disposed of daily to avoid accumulation of materials. Any material that was not removed off-site daily was stored in covered containers to avoid any contamination i onto the flight line. Proximity to the flight line also impacted access to certain areas of the project site and required additional coordination with the airfield for utility and demolition procedures. While flight line- • - • •• :- • • . . ® ®, 0 RFQ For On-Call Demolition Service MACRO-Z-TECHNOLOGY adjacent work is not anticipated for this contract, this experience shows how MZT can adapt to restrictive environments to perform demolition and the safety measures we take to ensure proper site clean-up. _................................_............................................................................._.......................... ................................................._._......................................._.__._.._..._..._._ Client: USACE _ -- _ .Consultant Project Manager: John King Reference Point of Contact: Stuart Royal, Project Engineer ............._... _......................_..._..._.......__...........-...._.__..._...__............. Reference Phone: 858 699-9325 Reference Email: stuart_a.royal ausace.army.mil Project . $3.3-M D/B Renovation & Upgrade;of Single Story 1 , -S ice Facility B522 With % Building a oliti n & HAZMAT Abatement Location: Naval Weapons Station Seal Beach, Year Completed: 2017 <<within last 5 years Detachment Norco, CA Project Description MENEM MZT performed as the Prime Contractor for the renovation of the existing single-story 10,700-SF deteriorated and abandoned Building 522, which Relevant Scope items: required major demolition, seismic reinforcement, and biological hazard demolition, asbestos removal. This 80-year-old building was abandoned in 2008. However, new abatement, HAZMAT missions at Seal Beach required more office and laboratory spaces. The removal, vermin abatement, renovated facility houses administrative support staff, two labs, lab storage, Demolition of: foundations, conference room, a break room, and a lobby. Upgrades to the facility footings, slabs, walls include: structural seismic reinforcement; biohazard abatement; wall and Completed within 5 years door demolition; layout reconfiguration; AT/FP blast resistant windows; Performed as Prime floors, ceiling, and wall finish replacement; mechanical, electrical, plumbing, Contractor telephone, IT systems upgrades; and fire alarm system reconfiguration. Public Agency This project demonstrates MZT's ability to successfully complete a building demolition project. As the building remained abandoned for years prior to the renovation efforts, MZT began the project by gutting the entirety of Building 522 due to contamination of hazardous materials in nearly every surface, including the drywall, floor tile, mastic, pipe insulation, and roofing mastic. Once the HAZMAT was removed and properly disposed of, demolition efforts included the saw cut and removal of existing interior concrete slab, demolition and removal of all interior and exterior electrical systems and components, removal of all existing HVAC systems and components, and demolition of existing door frames, windows, wall paneling, stucco, flooring, and some exterior walls. Similar Size, Scope, and Complexity Similar Size. At 10,700-SF of demolition and $3.3-M, this is similar in size to the structures to be demolished under the City's On-Call Demolition Services contract. Similar Scope. This project included: asbestos abatement, HAZMAT removal, vermin abatement, and demolition of foundations, footings, slabs, and walls. Similar Complexity. MZT tented the building for abatement of asbestos, lead, mold, urine, scat, and animal carcasses. All wall and ceiling insulation was bagged as biohazard waste. All personnel were required to use HAZMAT suits during the abatement of contaminated material, which was performed by licensed professionals. ----_._--._...__._................_........................_....._..........................._.......... _-_-_._-__-. ............ __ __ ... --- _ ._ ..._........_........._ ---._ __.__.__.__._.____.-- Client: NAVFAC Southwest I Consultant Project Manager: Zach Zatica .._...__.....--- __--- -- - ---- Reference Point of Contact: Eric Keyes, Construction Manager Reference Phone: 562 572-5649 rReference Email: eric,keyes@navy.mil rl'"[AA B 2 Scope of Services and Schedule tb City Council 22 - 48 5/3/2022 0RFQ For On-Call Demolition Service MACRO-Z-TECHNOLOGY Part 2 I Scope of Services & Schedule Proposal shall include a Scope oj'Services and Schedule which details the work phases to be completed, the tasks to be accomplished, the deliverables to be provided, and the schedule / timeline to complete the project, based upon the requested Scope of Work detailed in Attachment 1 oj'this RFP. The scope of services and schedule outlined below is tailored specifically to the sample project, demolition of 1301 W. 111h Street, Santa Ana, CA. This scope includes the work phases to be completed, the tasks to be accomplished in each phase, and deliverables to be provided. Following the scope of services is a graphic schedule that shows the schedule/timeline to complete the project. 2.1 Phase 1: Request for TO Quote • The City has provided a request for TO quote as part of this RFQ. • MZT has reviewed the documents provided and submitted RFIs to clarify scope items. • Since the project is already completed, we couldn't attend a site visit. However, we used Google Earth Pro to review historical satellite imagery of the project site. • Our response is included herein, and includes a fee schedule, scope of services summary, and work schedule from NTP to TO completion. Note that this phase is not reflected on the attached schedule because the schedule covers activities after NTP. • Fee schedule • Scope of services summary • Work schedule 2.2 Phase 2: Pre-Demolition Preparation & Mobilization 2. .1 Task 2.1: Pre-Demolition Preparation • Hold a preconstruction meeting with the City to confirm expectations, site contacts, and schedule • Obtain a demolition permit and a plumbing permit for utility capping, if applicable • Prepare & submit a demolition and grading plan (including schedule) to the City • Schedule water and sewer cap inspections with the City • Coordinate with utility owners (e.g., call Dig Alert 811) to identify, locate, and mark utilities o For this project, we will need to schedule power, water, sewer, and gas shut off o Coordinate with Southern California Edison to schedule power removal o Coordinate with So Cal Gas for capping the gas line o Coordinate with the water company (Santa Ana Municipal Utility Services Section) to schedule capping for the water and sewer lines • Concurrent with utility coordination, submit the AQMD notification (14-day notice, if applicable) • Hand out City-provided demolition notices to the project's neighbors • Preconstruction meeting agenda and minutes' • Demolition permit • Demolition and grading plan .2.2 Task 2.2. Mobilization • Reach out to subcontractors to line up abatement support • Allocate internal resources (equipment, manpower, tools, materials, supplies) o Specific equipment and materials are mobilized to the site when needed o This keeps the site more organized, which is better for safety o See Table 2 for the equipment, crew, tools, and materials I supplies we anticipate using for the sample project • Erect site fence • Install SWPPP/ BMPs (straw wattle, silt fence, rumble plate(s)) 0 RFQ For On-Call Demolition Service MACRO-Z-TECHNOLOGY • MMEMEMEEM . . U. I. • Skidsteer with . 1 Superintendent • Sledgehammers • Standard PPE (eye grappler bucket . 2 Operators • Hammers protection, gloves, • End-dump or super- • 4 Laborers • Jack hammers vests, etc.) 10 truck(depending . Subcontractor's • Pry bar • Abatement PPE for on exact access abatement crew • reciprocating saw the abatement crew based on permit& (foreman and 4 T vek suits plan developed after laborers) • Air compressor res respirators) award Chain saws p • Weed eaters • Poly sheeting • 40-yard dumpster . Traffic control devices • 50,000-LB excavator Saws (various types/sizes) (cones, stanchions, • Shovels (various delineators, arrow types/sizes) boards, etc.) • Walk-off matts • SWPPP/BMP materials Table 2. Equipment, crew, tools, and materials/supplies anticipated for the sample project .3 Phase 3: Perform the Work .3.1 Task .1: Abatement • Prior to starting work, we'll provide required notice to the US EPA and CARB • We'll start with removing the bees so that the site is safe for abatement workers. We'll call a local bee keeper to safely remove the hive without damaging the bee population. • A qualified pest control subcontractor will abate vermin, using methods appropriate to the species and locations encountered • Erect asbestos and lead abatement containment (poly sheeting securely duct taped in place with entrance vestibule and negative air pressure maintained inside) • Qualified subcontractor abates the Asbestos Containing Materials (ACM), securely containing ACM inside poly and transporting off-site o • Abatement contractor's license • Map and documentation specifying the ACM abated • Hazardous materials transport/disposal manifests • Completion letter indicating that the property has been abated& is ready for demolition 2. .2 Task 3.2: Salvage & DemolishExterior Site Features • To save time, we perform site salvage & demolition concurrent with interior abatement • Pothole and cap utilities based on coordination efforts during the pre-demolition preparation phase • Salvage opportunities would be evaluated based on the project • Using heavy equipment and hand tools, remove landscaping and trees and mulch if possible, covered patio, and exterior paving • Haul-off operations conducted as needed to maintain site cleanliness 2.3.3 Task . o Salvage & Demolish Building Interior • Salvage opportunities would be evaluated based on the project • Using hand tools, demolish building interior features, including non-load-bearing walls, cabinets, fixtures, drywall, HVAC, electrical, and plumbing. . .4 Task .4a Salvage & Demolish Building Exterior • Safely demolish and remove building structural walls. o Either by deconstruction where we carefully remove structural elements from the top down, or by using heavy equipment to push structural members toward the center of the property. Nf „ � RFQ For On-Call Demolition Service MACRO-Z-TECHNOLOGY c Exact method is determined based on project site features, such as proximity to the property line or other buildings, structural soundness of uncovered wood framing material, and maneuvering space on the site. • Using a excavator equipped with a hydraulic hammer attachment, we'll break up the 4" concrete foundation and footings and haul away to recycler. • Using a backhoe equipped with a bucket attachment, we'll excavate the building footings to a depth of 3'. • Haul-off operations conducted as needed to maintain site cleanliness 2.3.5 Task 3.5e Site Restoration • Import soil to backfill the excavated building foot print, placing the soil in lifts and compacting to 90% density. • Rough grade then fine grade the site to meet the grading plan requirements for proper drainage. • Top with 1" base course. 2.4 Phase 4: Closeout & Demobilization • Remove equipment, tools, and materials from the site • Conduct final site cleaning, ensuring that no tools, materials, or debris is left on-site • Conduct internal final inspections/ punchlist to ensure all work was completed in accordance with the scope and quality standards • Conduct final inspections with the City to closeout the permits • Conduct final inspections / punchlist with the City to closeout the project • Remove temporary SWPPP / BMP features (silt fence, rumble plates) • Remove site fence ■ • Copies of demolition permit, water and sewer cap inspection approval, and letter of completion Certification that the structure was free of infestation prior to demolition 2.5 Sample Project Schedule In our attached sample project schedule, you may notice that these phases aren't exactly in a linear progression from Phase 2 to Phase 3, and Phase 3 to Phase 4. That is because we adapted our standard plan to suit this sample project. In this case, we complete abatement before mobilizing any heavy equipment. We chose this approach for the sample project because we anticipate some site constraints, specifically that we won't have much room for maneuvering heavy equipment alongside an abatement operation. M N v G N � Q N N N O � W Ur rn E c a ..______. ____o_____________----------------- p r "o U ❑ -E U N o E . ON ii ii i a y n ro o 'o a U Q M U U c ❑ a o 7 'o 4 E N o -------- E-D__�_a e-I c�_ e n � a c�;o N 7i o�oi. o' S U �t to a ' N E w n N a LL a IL moN `FoI� d I ,o a d � ryry �a� Mill, a bb� alai fY N'IN JV ! 6 1 GS ` r N N k3S r V t v1 Yl �(J N N 4'9 N I,o a 2 O❑' o Ir I I 'li I ( IE I E, NE E 1 v_I U Q y�z ¢. �� o E ; K m E N U w U 3 , 7 U E IE E,E 6 EI z0 p O O ❑ zm Z z Iz,z Sa u E E E E E I.d �y,.Z• L.y 2•.F 411.a ',7 ti m �O I d] :_ � �+ E E I ,Q Z a�¢ as a a s z lZ > 'S f, a 3:�IN ,d ❑ �'y b1 Sla`I'i a o g � a,O O G i}} ti. -ate wiwlwl" '�� � ,=- �=-1,=- � mcr'oIo e�.www' +� Ly ' a,',,a o. i� Fi.i=;� 7 7i17 Q •`< M ip p ❑' �I 2 a r Fee Proposal w ro 0 0 �a m n x z a r 0 City Council 22 — 53 5/3/2022 t — � � `' RFQ For On-Call Demolition Service MACRO-Z-TECHNOLOGY Part 3 1 Fee Proposal The fee proposal shall be submitted separate and concurrently with the technical proposal, both submitted electronically in PlanetBids and as a hard copy in a separately sealed envelope, clearly labeled as "Fee Proposal," This shall include the firm's Standard Hourly Fee Schedule, a table outlining the tasks and team hourly effort for each of the major tasks, and a Project Fee Schedule as outlined in the Scope of Work. MZT's fee proposal is submitted both electronically as a separate PDF uploaded in PlanetBids and in print within a separate envelope labeled "Fee Proposal." TAB 4 Certifications td CD C Ib n z: z a City Council 22 — 55 5/3/2022 Appendix ATTACH LENT 3-1: NON-COLLUSION AFFIDAVIT CERTIFICATIONS NON-COLLUSION AFFIDAVIT (Title 23 United States Code Section 112 and Public Contract Code Section 7106) To the CITY OF SANTA ANA DEPARTMENT OF PUBLIC WORKS In accordance with Title 23 United States Code Section 112 and Public Contract Code 7106 the BIDDER declares that the bid is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation; that the bid is genuine and not collusive or sham; that the BIDDER has not directly or indirectly induced or solicited any other BIDDER to put in a false or sham bid, and has not directly or indirectly colluded, conspired, connived or agreed with any BIDDER or anyone else to put in a sham bid, or that anyone shall refrain from bidding; that the BIDDER has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the bid price of the BIDDER or any BIDDER, or to fix any overhead, profit, or cost element of the bid price, or of that of any other BIDDER, or to secure any advantage against the public body awarding the contract of anyone interested in the proposed contract; that all statements contained in the bid are true; and, firther, that the BIDDER has not, directly or indirectly, submitted his or her bid price or any breakdown thereof, or the contents thereof, or divulged information or data relative thereto, or paid, and will not pay, any fee to any corporation, partnership, company association, organization, bid depository, or to any member or agent thereof to effectuate a collusive or sham bid. Note: The above Non-collusion Affidavit is part of the Proposal. Signing this Proposal on the signature portion ther of shall also constitute signature of this Non-collusion Affidavit. BIDDERS are cautioned that n alse rtification may subject the certifier to criminal prosecution. Sighed State of California County of Subscribed and sworn to (or affirmed) before me on this Fh day of kbrM , 2011, by M , proved to me on the basis of satisfactory evidence to be the person(s) ho appeared efore me. CHERI O'BRiEN Notary public-California a Orange County � Commission k 2243340 My Comm.Expires May 20,2022 y Notary ublic Signature Notary Public Seal City of Santa Ana RFP Page A3-1 Form A240 Limited Power of Attorney LIMITED POWER OF ATTORNEY (With Durable Provision) TO ALL PERSONS,be it know,that I, Bryan J.Zatica of Macro-Z-Technology Co.as Grantor,do hereby make and grant a limited and specific power of attorney to Weiping Tu of Macro-Z-Technology Co and appoint and constitute said individual as my attorney-in-fact. My name attorney-in-fact shall have full power and authority to undertake, commit and perform only the following acts on my behalf to the same extent as if I had done so personally; all with full power of substitution and revocation in the presence: (Describe specific authority) Execute Bid Documents Execute contracts,subcontracts,purchase orders,permits,releases and change orders as negotiated for any and all construction projects. Bid Bonds,Payment 8,Performance Bonds The authority granted shall include such incidental acts as are reasonably required or necessary to carry out and perform the specific authorities and duties stated or contemplated herein, My attorney-in-fact agrees to accept this appointment subject to its terms,and agrees to act and perform in said fiduciary capacity consistent with my best interest as he in his discretion deems advisable,and I thereupon ratify all acts so carried out. I agree to reimburse my attorney-in-fact all reasonable costs and expenses incurred In the fulfillment of the duties and responsibilities enumerated herein, Special durable provisions: This power of attorney X shall be revoked upon X shall not be affected by disability of the Grantor, and shall otherwise X continue in full force and effect until revoked by subsequent writing X and void after date of May 01,2022 (initial provisions which apply), become null Other terms: Signed under seal this 12nd day of Dece er, 2021 Signed in the presence o Bryan J.Zatica Grantor John King Attorney-in-Fact i See attached nota c.E-Z Legal Forms City Council 22 — 57 5/3/2022 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE § 1189 A notary public or other officer completing this certificate verifies only the Identity of the individual who signed the document to which this certificate is attached,and not the truthfulness,accuracy,or validity of that document. State of C(�Al County of - UOn before e, D Here!ns t Na d Title of h Offc personally appeared h11 Names)of Signers who proved to me on the basis of satisfactory evidence to be the person(s)whose name(s) is/are subscribed to the within Instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s)acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing ti CHERI d'BRIEN paragraph is true and correct. Notary Public Califoroia a A orange County#2243 g WITNESS m hand and offrcia I. Commission�2243340 y My comm.Expires May 20,2022 Signature Place Notary Seal and/or Stamp Above Signature of Notary Public OPTIONAL Completing this information can deter alteration of the document or fraudulent reattachment of this form to on unintended document. Description of Attached Document Title or Type of Document: Document Date: Number of Pages: Signer(s) Other Than Named Above: Capacity(ies) Claimed by Signer(s) Signer's Name: Signer's Name: ❑ Corporate Officer— Title(s): ❑ Corporate Officer—Title(s): ❑ Partner— ❑ Limited ❑ General ❑ Partner— ❑ Limited ❑ General ❑ Individual ❑ Attorney in Fact ❑ Individual ❑ Attorney in Fact ❑ Trustee ❑ Guardian of Conservator ❑ Trustee ❑ Guardian of Conservator ❑ Other: ❑ Other: Signer is Representing: Signer is Representing: r-rs.;;zsn;x,.^-.:,_,".�= ..�,.<A`:%rz�#4�^>.,}'�..�.,.c3.>? ,:,�,.,�7 3^.2�....•�: �-; �"�. s}# �: .. .�',«���s 5.sxr t.�'::Nr��t.,.:;� . -s-¢ �� ��r°,t„ ..,. (C)2017 National Notary Association City Council 22 — 58 5/3/2022 Appendix ATTACHMENT 3-2: NON-LOBBYING CERTIFICATION CERTIFICATIONS The prospective participant certifies,by signing and submitting this bid or proposal,to the best of his or her knowledge and belief,that: l. No federal appropriated fiends have been paid or will be paid,by or on behalf of the undersigned,to any person for influencing or attempting to influence an officer or employee of any federal agency,a Member of Congress,an officer or employee of Congress,or an employee of a Member of Congress in connection with the awarding of any federal contract,the making of any federal grant,the making of any federal loan,the entering into of any cooperative agreement,and the extension,continuation, renewal,amendment,or modification of any federal contract,grant,loan,or cooperative agreement. 2. If any fends other than federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence any officer or employee of any federal agency,a Member of Congress,an officer or employee of Congress,or an employee of a Member of Congress in connection with this federal contract,grant loan,loan or cooperative agreement,the undersigned shall complete and submit a"Disclosure of Lobbying Activities". This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352,Title 31, U. S.Code.Any person who fails to file the required certification shall be subject to a civil penalty of not less than$10,000 and not more than$100,000 for each such failure. The prospective participant also agrees by submitting his or her bid or proposal that he or she shall require that the language of this certification be included in all lower tier subcontracts,which exceed$100,000 and that all such sub recipients shall certify and disclose accordingly. Finn Macro-Z-Technology Company Signed and Pruned Name: Bryan Zatica h Kj Title President _ ) Date February 9,2022 City of Santa Ana RFP Page A3-2 Form A240 Limited Power of Attorney i LIMITED POWER OF ATTORNEY (With Durable Provision) TO ALL PERSONS, be it know,that 1, Bryan J,Zatica of Macro-Z-Technology Co.as Grantor, do hereby make and grant a limited and specific power of attorney to Weiping Tu of Macro-Z-Technology Co and appoint and constitute said individual as my attorney-in-fact. My name attorney-in-fact shall have full power and authority to undertake, commit and perform only the following acts on my behalf to the same extent as if I had done so personally; all with full power of substitution and revocation in the presence: (Describe specific authority} Execute Bid Documents Execute contracts,subcontracts,purchase orders,permits,releases and change orders as negotiated for any and all construction projects. Bid Bonds,Payment&Performance Bonds The authority granted shall include such incidental acts as are reasonably required or necessary to carry out and perform the specific authorities and duties stated or contemplated herein. My attorney-in-fact agrees to accept this appointment subject to its terms,and agrees to act and perform in said fiduciary capacity consistent with my best interest as he in his discretion deems advisable,and I thereupon ratify all acts so carried out, I agree to reimburse my attorney-in-fact all reasonable costs and expenses incurred in the fulfillment of the duties and responsibilities enumerated herein. Special durable provisions: This power of attorney X shall be revoked upon X shall not be affected by disability of the Grantor, and shall otherwise X continue in full force and effect until revoked by subsequent writing X become null and void after date of May 01,2022 (Initial provisions which apply), Other terms: Signed under seal this 12nd day of December,2021 Signed in the presence o ��,/" .---P- Bryan J.Zatica Grantor John King Attorney-in-Fact l See attached nota c.E-Z Lega�Forms City Council 22 — 60 5/3/2022 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE § 1189 A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached,and not the truthfulness,accuracy,or validity of that document. State of C Iif n' f , County of 'i & On before e, D Here lns t Na 7d Title of &I , personally appearedP�a7 Nome(s)of Signers who proved to me on the basis of satisfactory evidence to be the person(s)whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in Ills/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s)acted, executed the Instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing CHERIo'ORIEN paragraph is true and correct. OAV Notary Public-CaliforniaOrange islon#unty2243 WITNESS m hand and officia s I. Commisston k 224334D y Comm,Expires May 20,2022 Signature Place Notary Seal and/or Stamp Above Signature of Notary Public OPTIONAL Completing this information can deter alteration of the document or fraudulent reattachment of this form to an unintended document. Description of Attached Document Title or Type of Document: Document Date: Number of Pages: Signer(s) Other Than Named Above: Capacity(ies) Claimed by Signer(s) Signer's Name: Signer's Name: ❑ Corporate Officer—Title(s): ❑ Corporate Officer—Title(s): ❑ Partner— ❑ Limited ❑ General ❑ Partner— ❑ Limited ❑ General ❑ Individual ❑ Attorney in Fact ❑ Individual ❑ Attorney in Fact ❑ Trustee ❑ Guardian of Conservator ❑ Trustee ❑ Guardian of Conservator ❑ Other: ❑ Other: Signer is Representing: Signer is Representing: Cc)2017 National Notary Association City Council 22 — 61 5/3/2022 ATTACHMENT 3-3: NON-�DLSCRMIN:ATION.CERTIFICATION. CERTIFICATIONS The undersigned consultant or corporate officer, during the performance of this contract, certifies as follows: 1. The Consultant shall not discriminate against any employee or applicant for employment because of race, color, religion, sex, or national origin. The Consultant 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, or national origin. Such action shall include, but not be limited to, the following: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Consultant agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. 2. The Consultant shall, in all solicitations or advertisements for employees placed by or on behalf of the Consultant, state that all qualified applicants will receive consideration for employment without regard to race, color,religion, sex, or national origin.. 3. The Consultant shall send to each labor union or representative of workers with which he/she has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers' representatives of the Consultant's commitments under this section,and shall post copies of the notice in conspicuous places available to employees and applicants for employment. 4. The Consultant 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. 5, The Consultant shall furnish all 'information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his/her books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation, to ascertain compliance with such rules, regulations, and orders. 6. In the event of the Consultant's noncompliance with the nondiscrimination clauses of this contract or with any of the said rules, regulations, or orders, the contract may be canceled, terminated, or suspended in whole or in part and the Consultant may be declared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in Execution Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulations, or order of the Secretary of Labor, or as otherwise provided by law. 7. The Consultant shall include the portion of the sentence immediately preceding paragraph (1) and the provisions of paragraphs (1)through (7) in every subcontract or purchase order unless exempted City ofSanta Ana RFP Page A3-3 by rules, regulations, or orders of the Secretary of Labor issued pursuant to Section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontract or purchase order as the administering agency may direct as means of enforcing such provisions, including sanctions for noncompliance; provided, however, that in the event the Consultant becomes involved in, or is threatened with, litigation with a sub-consultant or vendor as a result of such direction by the administering agency, the Consultant may request that the United States enter into such litigation to protect the interests of the United States. S. Pursuant to California Labor Code Section 1735, as added by Chapter 643 Stats. 1939, and as amended, No discrimination shall be made in the employment of persons upon public works because of race, religious creed, color, national origin, ancestry, physical handicaps, mental condition, marital status, or sex of such persons, except as rovided in Section 1420, and any consultant of public works violating this Section is subject to all th enal 'es imposed for a violation of the Chapter. Signed: Title: President Firm: Macro-Z-Te nology Company Date: February 9,2022 City of Santa Ana — P Page A3-4 Form A240 Limited Power of Attorney LIMITED POWER OF ATTORNEY (With Durable Provision) TO ALL PERSONS, be it know,that I, Bryan J.Zatica of Macro-Z-Technology Co,as Grantor, do hereby make and grant a limited and specific power of attorney to Weiping Tu of Macro-Z-Technology Co and appoint and constitute said individual as my attorney-In-fact. My name attorney-in-fact shall have full power and authority to undertake, commit and perform only the following acts on my behalf to the same extent as if I had done so personally; all with full power of substitution and revocation in the presence: (Describe specific authority) Execute Bid Documents Execute contracts,subcontracts,purchase orders,permits,releases and change orders as negotiated for any and all construction projects. Bid Bonds,Payment&Performance Bonds The authority granted shall include such incidental acts as are reasonably required or necessary to carry out and perform the specific authorities and duties stated or contemplated herein. My attorney-in-fact agrees to accept this appointment subject to its terms, and agrees to act and perform in said fiduciary capacity consistent with my best interest as he in his discretion deems advisable, and I thereupon ratify all acts so carried out. I agree to reimburse my attorney-in-fact all reasonable costs and expenses incurred in the fulfillment of the duties and responsibilities enumerated herein. Special durable provisions: This power of attorney X shall be revoked upon X shall not be affected by disability of the Grantor, and shall otherwise X continue in full force and effect until revoked by subsequent writing X become null and void after date of May 01,2022 (initial provisions which apply). Other terms: Signed under seal this 12nd day of Oecce er,2021 Signed in the presence a Bryan J.Zatica Grantor k John King Attorney-in-Fact f 5cc attached nata c,E-Z Legal Forms City Council 22 — 64 5/3/2022 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE g 1189 A notary public or other officer completing this certificate verifies only the Identity of the Individual who signed the document to which this certificate is attached,and not the truthfulness,accuracy,or validity of that document. State of C 'lif rnj County of p& Lj On before n e, D ' Here Ins (Na d Title of h Ofrc personally appeared Al tA Name(s)of Signers " \Ij who proved to me on the basis of satisfactory evidence to be the person(s)whose name(s) is/are subscribed to the within Instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the Instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing . o , CHERIO'BRIEN paragraph is true and correct. s Notary Public•California g e orange County#224 WITNESS m hand and officia -s I, Commission a 2243340 y My Comm.Expires May 20,2022 Signature Place Notary Seat andlor Stamp Above Signature of Notary Public OPTIONAL Completing this information can deter alteration of the document or fraudulent reattachment of this form to on unintended document. Description of Attached Document Title or Type of Document: Document Date: Numberof Pages: Signer(s) Other Than Named Above: Capacity(ies)Claimed by Signer(s) Signer's Name: Signer's Name: ❑ Corporate Officer— Title(s): ❑ Corporate Officer—Title(s): ❑ Partner— ❑ Limited ❑ General ❑ Partner— ❑ Limited ❑ General ❑ Individual ❑ Attorney In Fact ❑ Individual ❑ Attorney in Fact ❑ Trustee ❑ Guardian of Conservator ❑ Trustee ❑ Guardian of Conservator ❑ Other ❑ Other: Signer is Representing: Signer is Representing: (02017 National Notary Association City Council 22 — 65 5/3/2022 EXHIBIT C City Council 22 — 66 5/3/2022 Electronic PREPARED FOR =o 114,N* City of Santa Ana Public Works Department Attn: Kenny Nguyen, Project Manager 20 Civic Center Plaza; MS-36 Santa Ana, CA 92701 Request for Proposal for On-Call Demolition Service RFP No: 22-007 Due: February 9, 2022, at 2:00 p.m. PT Fee Proposal CALIFORNIA- MAIN OFFICE WASHINGTON Macro-Z-Technology Macro-Z-Technology 841 East Washington Avenue 816 99th Street E Santa Ana, CA 92701 Tacoma,WA 98445 Phone: (714)564-1130 1 Fax: (714) 564-1144 Phone: (253) 536-1100 1 Fax: (253) 536-1121 E-Mail: estimating@mztco.com Visit our Website at MZTco.com City Council MACRO-Z-TECHNMIDUY 5/3/2022 RFQ For On-Call Demolition Service- 0 ®� MACRO-Z-TECHNOLOGY Fee Proposal ® Standard Hourly Fee Schedule The fee proposal shall be submitted separate and concurrently with the technical proposal, both submitted electronically in PlanetBids and as a hard copy in a separately sealed envelope, clearly labeled as "Fee Proposal." This shall include the firm's Standard Hourly Fee Schedule, a table outlining the tasks and team hourly effort for each of the major tasks, and a Project Fee Schedule as outlined in the Scope of Work. Labor $83.90 $125.86 Operator $110.47 $165.70 Mechanic $110.47 $165.70 Carpenter $92.97 $139A5 Supervisor/Foreman $100.11 $150.16 Project Manager $125.00 $187.50 • - • •• : • e • - • , e 1 ej 0 • • e RFQ For On-Call Demolition Service -0 MACRO-Z-TECHNOLOGY Fee Proposal —Tasks & Team Hourly Effort The fee proposal shall be submitted separate and concurrently with the technical proposal, both submitted electronically in PlanetBids and as a hard copy in a separately sealed envelope, clearly labeled as "Fee Proposal." This shall include the firm's Standard Hourly Fee Schedule, a table outlining the tasks and team hourly effort for each of the major tasks and a Project Fee Schedule as outlined in the Scope of Work. I 21 Pre-Demolition Preparation 24 8 2.2 Mobilization 4 8 16 8 3.1 Abatement 4 12 128 3.2 Salvage & Demolish Exterior Site 4 8 16 16 Features 3.3 Salvage& Demolish Building Interior 4 16 64 3.4 Salvage & Demolish Building Exterior 4 24 64 32 3.5 Site Restoration 4 8 8 32 'All 1111 o • • Company dame: Macro-Z-Technology Company 1301 W 11" Street, Santa Ana, CA Item Description Cost Permitting $ 1,000.00 $ 1,000.00 Engineering Site Fencing for Duration of Demolition $ 1,500.00 Canopy BMP's/Erosion Control Plan $ 1,500.00 Asbestos/Hazardous Stabilization and Abatement 16.000.00 (on a separate sheet,provide a detail cost for this sump sum amount) Universal Waste Disposal 8,000.00 Interior Demolition $ 11,000.00 Exterior Wall/Building/Foundation Demolition 35,000.00 Sitework Demolition $ 7,500.00 Landscape and Trees Removal and Clearing $ 7,500.00 $Vermin Abatement(Assume present) 1,7so.00 Bee Colony Abatement(Assume present) $ 1,750.00 Other(describe...) Total Price $ 94,500.00 City Council 22 — 70 5/3/2022 0 RFQ For On-Call Demolition Service MACRO Z TECHNOLOGY Fee Proposal —Abatement Detail Cost On a separate sheet, provide a detail cost for this lump sum amount. PM — Planning, Safety Dispatch $125.00 4 $500.00 Superintendent— Containment, $100.11 12 $1,201.32 Remove ACM / LBP Laborers—Containment, $83.90 128 $10,739.20 Remove ACM / LBP Disposal Fees $1,500.00 1 $1,500.00 SUBTOTAL $13,940.52 Profit & Overhead $2,091,08 TOTAL $16,031.60 ROUNDED TOTAL $16,'000.00 AGREEMENT WITH INTERIOR DEMOLITION,INC.,TO PROVIDE ON-CALL DEMOLITION SERVICES FOR THE CITY OF SANTA ANA THIS AGREEMENT is made and entered into on this Yd day of May, 2022 by and between Interior Demolition, Inc., a California corporation ("Contractor"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California {"City"). RECITALS A. On January 13, 2022, the City issued Request for Proposal No. 22-007, by which it sought a qualified contractor to provide on-call demolition services for the City's Public Works Agency. B. Contractor submitted a responsive proposal that was among those selected by the City. Contractor represents that it is able and willing to provide the services described in the scope of work that was included in RFP 22-007. C. In undertaking the performance of this Agreement, Contractor represents that it is knowledgeable in its field and that any services performed by Contractor under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows. I. SCOPE OF SERVICES On an on-call basis, and at the City's sole discretion, Contractor shall perform the services described in the scope of work that was included in RFP No. 22-007,which is attached as Exhibit A,and as more specifically delineated in Contractor's proposal,which is attached as Exhibit B and incorporated in full. 2. COMPENSATION a. City neither warrants nor guarantees any minimum or maximum compensation to Contractor under this Agreement. Contractor shall be paid only for actual services performed under this Agreement at the rates and charges identified in Exhibit C. Contractor is one of four (4) contractors selected to provide demolition services on an on-call basis under RFP 22-007. The total compensation for these services provided by all such contractors selected under RFP 22-007 shall not exceed the shared aggregate amount of Two Million Dollars and Zero Cents ($2,000,000) during the term of the Agreement, including any extension periods. b. Payment by City shall be made within 45 days (forty-five) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. City Council 22 — 72 5/3/2022 3. TERM This Agreement shall commence on the date first written above and terminate on April 14, 2025, unless terminated earlier in accordance with Section 16, below. The term of this Agreement may be extended for two (2) one-year periods upon a writing executed by the City Manager and City Attorney. 4. PREVAILING WAGES Contractor 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 16000, 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 being performed are part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and the total compensation is $1,000 or more, Contractor agrees to fully comply with such Prevailing Wage Laws. Contractor 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. 5. INDEPENDENT CONTRACTOR Contractor shall, during the entire term of this Agreement, be construed to be an independent contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer-employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Contractor performs the services which are the subject matter of this Agreement;however,the services to be provided by Contractor shall be provided in a manner consistent with all applicable standards and regulations governing such services. Contractor shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 6. OWNERSHIP OF MATERIALS 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 Contractor under this Agreement ("Documents & Data"). Contractor 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. Contractor represents and warrants that Contractor has the legal right to license any and all Documents & Data. Contractor makes no such representation and warranty in regard to Documents & Data which were provided to Contractor 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. City Council 22 — 73 5/3/2022 7. INSURANCE Prior to undertaking performance of work under this Agreement, Contractor shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a. Minimum Scope and Limit of Insurance 1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an "occurrence"basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies,either the general aggregatelimit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit. 2. Automobile Liability: ISO Form Number CA 00 01 covering any auto (Code 1), or if Contractor has no owned autos, hired, (Code 8) and non- owned autos (Code 9), with a limit no less than $1,000,000 per accident for bodily injury and property damage. 3. Workers' Compensation: as required by the State of California, with Statutory Limits, and Employer's Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. 4. Professional Liability: if Contractor is or employs a licensed professional such as an architect or engineer:Professional liability(errors and omissions) insurance, with a combined single limit of not less than $2,000,000 per claim with $2,000,000 in the aggregate. 5. Broader Coverage: if Contractor maintains broader coverage and/or higher limits than the minimums shown above, the City requires and shall be entitled to the broader coverage and/or the higher limits maintained by the Contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. b. Other Insurance Provisions I. Additional Insured Status: The City, its officers,officials,employees,and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Contractor including materials, parts, or equipment furnished in connectionwith such work or operations. General liability coverage can be provided in the form of an endorsement to the Contractor's insurance(at least as broad as ISO Form CG 20 10 11 85 or if notavailable, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 if a later edition is used). City Council 22 — 74 5/3/2022 2. Primary Coverage:For any claims related to this contract,the Contractor's insurance coverage shall be primary coverage at least as broad as ISO CG 20 01 04 13 as respects the City, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the City, its officers, officials, employees, or volunteers shall be excess of the Contractor's insurance and shall not contribute with it. 3. Notice of Cancellation: Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the City. 4. Waiver of Subrogation: Contractor hereby grants to City a waiver of any right to subrogation that any insurer of said Contractor may acquire against the City by virtue of the payment of any loss under such insurance. Contractor agrees to obtain any endorsement that may be necessary to affect this waiverof subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. 5. Self-Insured Retentions: Self-insured retentions must be declared to and approved by the City. The City may require theContractor to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide,or be endorsed to provide, that the self-insured retention may be satisfied by either the named insured or City. 6. Acceptability of Insurers: Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M. Best's rating of no less than A:VII, unless otherwise acceptable to the City. 7. Claims Made Policies (applicable only to professional liability): i. The Retroactive Date must be shown, and must be before the date of the contract or the beginning of contract work. ii. Insurance must be maintained and evidence of insurance must be provided for at least five(5)years after completion of the contract of work. iii. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive Date prior to the contract effective date, the Contractor must purchase "extended reporting"coverage for a minimum of five(S)years after completion of work. City Council 22 — 75 5/3/2022 8. Verification of Coverage: Contractor shall furnish the City with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage requiredby this clause) and a copy of the Declarations and Endorsement Page of the CGL policy listing allpolicy endorsements to City before work begins. However, failure to obtain the required documents prior to the work beginning shall not waive the Contractor's obligation to provide them. The City reserves the right to require complete,certified copies of all required insurance policies,including endorsements required by these specifications, at any time. 9. Subcontractors: Contractor shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Contractor shall ensure that City is an additional insured on insurance required from subcontractors. 10. Special Risks or Circumstances: City reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances. 8. INDEMNIFICATION Contractor agrees to defend, and shall indemnify and hold harmless the City, its officers, agents, employees, contractors, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the negligent operations of the Contractor,its subcontractors,agents,employees,or other persons acting on its behalf which relates to the services described in section 1 of this Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution, judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement. This indemnity and hold harmless agreement applies to all claims for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this Section or by reason of the terms of, or effects, arising from this Agreement. The Contractor further agrees to indemnify, hold harmless,and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages,just compensation,restitution,judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. Notwithstanding the foregoing, to the extent Contractor's services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Contractor. 9. INTELLECTUAL PROPERTY INDEMNIFICATION Contractor shall defend and indemnify the City, its officers,agents,representatives,and employees City Council 22 — 76 5/3/2022 against any and all liability, including costs, for infringement of any United States' letters patent, trademark, or copyright infringement, including costs, contained in the work product or documents provided by Contractor to the City pursuant to this Agreement. 10. RECORDS Contractor shall keep records and invoices in connection with the work to be performed under this Agreement. Contractor shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any services, expenditures, and disbursements charged to the City for a minimum period of three(3)years,or for any longer period required by law,from the date of final payment to Contractor under this Agreement. All such records and invoices shall be clearly identifiable. Contractor shall allow a representative of the City to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement during regular business hours. Contractor shall allow inspection of all work, data, documents, proceedings, and activities related to this Agreement for a period of three (3) years from the date of final payment to Contractor under this Agreement. 11. CONFIDENTIALITY If Contractor receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Contractor agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. "Confidential Information" shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that(a) has been disclosed in publicly available sources; (b) is, through no fault of the Contractor disclosed in a publicly available source; (c) is in rightful possession of the Contractor without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Contractor without reference to information disclosed by the City. 12. CONFLICT OF INTEREST CLAUSE Contractor covenants that it presently has no interests and shall not have interests,direct or indirect. which would conflict in any manner with performance of services specified under this Agreement. 13. NON-DISCRIMINATION Contractor shall not discriminate because of race, color, creed,religion, sex, marital status, sexual orientation, gender identity, gender expression, gender, medical conditions, genetic information, or military and veteran status, age, national origin, ancestry, or disability, as defined and prohibited by applicable law,in the recruitment,selection,teaching,training,utilization,promotion,termination or other employment related activities or any services provided under this Agreement. Contractor affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. City Council 22 — 77 5/3/2022 14. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Contractor, and supersedes any and all other agreements,oral or written, between the parties. in the event of a conflict between the terms of this Agreement and any attachments hereto,the terms of this Agreement shall prevail, This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Contractor. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Contractor or the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise,have been made by any party,or anyone acting on behalf of any party, which is not embodied herein. 15. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Contractor, Contractor may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other contractors retained by City. 16. TERMINATION This Agreement may be terminated by the City upon thirty(30)days written notice of termination, In such event, Contractor shall be entitled to receive and the City shall pay Contractor compensation for all services performed by Contractor prior to receipt of such notice of termination,subject to the following conditions: a. As a condition of such payment, the Executive Director may require Contractor to deliver to the City all work product(s) completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law,and Contractor consents to the City's use thereof for such purposes as the City deems appropriate. b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 17. WAIVER No waiver of breach, failure of any condition, or any right or remedy contained in or granted by the provisions of this Agreement shall be effective unless it is in writing and signed by the party waiving the breach, failure, right or remedy. No waiver of any breach, failure or right, or remedy shall be deemed a waiver of any other breach, failure, right or remedy, whether or not similar, nor shall any waiver constitute a continuing waiver unless the writing so specifies. City Council 22 — 78 5/3/2022 18. JURISDICTION- VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation,performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 19. PROFESSIONAL LICENSES Contractor shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers,and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. Contractor shall notify the City immediately and in writing of its inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 20. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. b. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. 21. NOTICE Any notice,tender,demand,delivery,or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail,postage prepaid, or sent by fax or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza(M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 Fax: 714- 647-6956 With courtesy copies to: Nabil Saba Executive Director, Public Works Agency City Council 22 — 79 5/3/2022 City of Santa Ana 20 Civic Center Plaza(M-21) P.O. Box 1988 Santa Ana, California 92702 Fax: 714-647-5635 To Contractor: George Molina, President Interior Demolition, Inc. 2621 Honolulu Avenue Montrose, CA 91020 A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail,duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by fax, communication shall be effective or deemed to have been given twenty-four(24)hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. IN WITNESS WHEREOF,the parties hereto have executed this Agreement the date and year first above written. ATTEST: CITY OF SANTA ANA Daisy Gomez Kristine Ridge Clerk of the Council City Manager APPROVED AS TO FORM: INTERIOR DEMOLITION, INC.: SONIA R. CARVALHO City Attorney By: Gege Molina Bra n Salvatierra Deputy City Attorney President RECOMMENDED FOR APPROVAL: Nabil Saba Executive Director Public Works Agency City Council 22 — 80 5/3/2022 EXHIBIT A City Council 22 — 81 5/3/2022 Appendix ATTACHMENT 1: SCOPE OF WORK SCOPE OF WORK Introduction and Background: The City of Santa Ana is issuing this Request for Proposals (RFP) to seek a qualified Demolition contractor(s) to provide demolition, including asbestos abatement and hazardous materials removals, services for the City of Santa Ana on an as-needed basis. From the proposals received, it is the City's goal to select one or more firms to enter into agreement(s). Approximately 30 residential and commercial properties along Warner Avenue, Fairview Avenue and Bristol Street will need to be demolished by early of 2023. The total demolition services needed for this On-call contract(s) is valued at approximately $2,000,000. The total amount to be expended shall be shared among all contractors selected for award to provide these services. Scope of Services: Contractor is responsible for the payment of all applicable permits required to conduct the below scope of services. The On-Call contractor shall respond with a task order quote within 5 working days of receiving the request for a task order quote. Selection of a contractor to perform each task order shall consider past work completion performance. Demolition: Contractor is responsible for demolishing and disposal/recycling of all improvements, including but not limited to: foundations and footings, slabs, basement, detached garage, landscaping, fencing, walls trees and all miscellaneous to clear site complete. Contractor is also responsible for grading the parcel for drainage, importing and exporting fill dirt or aggregate base as needed, capping all water and sewer lines, and compacting to 90%density. Prior to submitting all on-call proposals, the Contractor shall visit the subject project site (including coordinating with the City for access inside the building) and obtain any necessary as-builts to define an appropriate scope of work. All work is to be done in accordance with all applicable federal, state and local regulations, standards and codes governing demolition and any other trade work done in conjunction with the demolition. Copies of all demolition permits, water and sewer cap inspection approval and a letter of completion should be submitted for City's files prior to the Contractor receiving payment. The Contractor shall supply all necessary labor, materials, services, insurance, permits, and equipment to carry out the work in accordance with all applicable federal, state, and local regulations. The Contractor at all times shall keep the Project site free from accumulation of waste materials or rubbish caused by the Contractor's operations. At the completion of each trade of the work, and at final completion prior to contractor submitting the final invoice, Contractor shall remove all waste materials, and rubbish from and about the project as well as tools, construction equipment, machinery, and surplus materials. City Council 22 — 82 5/3/2022 Contractor shall hand deliver a City provided work notice letter to adjacent resident owners at least one week prior to the demolition work. Asbestos Abatement: The work described herein consists of removal and disposal of ALL asbestos containing materials (ACM-friable or nonfriable) and subsequent cleaning of the sites in accordance with all applicable federal, state and local regulations, standards and codes governing asbestos and any other trade work done in conjunction with the abatement. Results of any testing that identify asbestos containing materials will be provided by the City. It is the responsibility of the Contractor to determine if any additional asbestos removal is required in addition to the surveys. Copies of all notifications must be submitted to City including, abatement contractor's license, map and/or clear documentation specifying asbestos containing materials abated; completed waste manifests; and a completion letter indicating that all asbestos containing materials from these properties have been abated and properties are ready to be demolished. Lead Removal: The Contractor shall take all necessary precautions and follow all Occupational Safety & Health Administration (OSHA')s guidelines required in the handling of lead contained materials if any are detected. Please refer to the Lead Hazard Evaluation Report which will be provided to the Contractor prior to on-call bid. Rat and/or Vermin Abatement: Contractor,prior to performing demolition, is responsible for providing rat and/or vermin abatement. As part of the demolition completion package, written certification will be provided to the City, stating that such work was performed, and that the structures were free of infestation prior to the demolition taking place. Erosion Control: Contractor shall prepare erosion and sediment control plan immediately after award of the contract for the approval of the Engineer. The plan shall be prepared per the applicable guidelines described in the latest version of the Orange County Program Construction Runoff Guidance Manual (http://ocwatersheds.corn/documents/bmp/constructionactivities}. The Contractor shall submit the plans for review and shall make the necessary revisions to the plans as directed by the City. The plans shall be prepared by a Civil Engineer licensed in the State of California. The City may waive the requirement of licensed Civil Engineer if the Contractor can satisfactorily prove to the City that the person preparing the erosion control plan is qualified in the field of erosion control. The Contractor shall keep a copy of the erosion control plan on-site for the duration of the contract and shall provide all necessary control devices to implement all necessary measures as shown on the plan. The erosion control plan shall remain in effect until approval to remove is granted by the City. City Council 22 — 83 5/3/2022 All erosion control materials shall be available on-site and stockpiled at a convenient location to facilitate rapid construction of temporary devices when rain is eminent. Fee Proposal Contractor shall submit a fee proposal as described below in a sealed fee envelope. This fee proposal shall be based on ON-CALL DEMOLITION SERVICES for the sample project site described below. The proposal will be used for fee comparison and evaluation purposes. Furthermore, this fee proposal will become part of Exhibit B of the Contract Agreement and will be used to compare with an actual task order quote requested by the City. Fee proposal shall include: a Description of work(summarized scope of services) o Fee (per spreadsheet below) o Schedule (from date of receiving a Notice to Proceed to task order completion) SUBJECT PROJECT SITE DESCRIPTION: The subject sample project site, which was already demolished, is for comparison and evaluation purposes only. The sample project is located at 1301 W I11h Street, Santa Ana, CA 92703. The following is a brief description of the sample project site. Please refer to Appendix - Attachment 4 for full project site description and Asbestos, Lead-Based Paint/Universal Waste Survey. The building is one story residential structure with stucco over wood framing exterior walls with brick fascia construction with the following approximate dimensions: - Main Dwelling Area: 1,685 sf - Garage: 390 sf - Covered Patio: 275 sf - Total Area: 2,350 sf - Total Land Area: 6,970 sf Contractor is responsible for demolishing all improvements, including: 4"thick concrete slab foundation and footings to a depth of 3', and all surrounding landscaping. Contractor is also responsible for clearing the site, grading the parcel for drainage, capping all sewer lines, and compacting to 90% density. Erosion control to include importing and exporting fill dirt as needed, installing straw waddles around site perimeter, topping site with 1" base course to prevent wind erosion, and installing rumble plates for the duration of the demolition. Price provided below shall be based solely on the information provided hereon and shall be an all- inclusive price and shall include all items listed and cover all items or work identified above and Appendix - Attachment 4 to deliver a clear site with no remaining improvements. City Council 22 — 84 5/3/2022 Company blame: 1301 W I I" Street, Santa Ana, CA Item Description Cost Permitting Engineering Site Fencing for Duration of Demolition Cano BMP's/Erosion Control Plan Asbestos/Hazardous Stabilization and Abatement (on a separate sheet, provide a detail cost for this sump sum amount) Universal Waste Disposal Interior Demolition Exterior Wall/Building/Foundation Demolition. Sitework Demolition Landscape and Trees Removal and Clearing Vermin Abatement (Assume resent) Bee Colony Abatement(Assume resent) Other describe...) Total Price City Council 22 — 85 5/3/2022 EXHIBIT B City Council 22 — 86 5/3/2022 ORIGINAL WM% W Carpolwee Office /LATER/OR DEMOL/TI[�N, INC. 2627 nano1uh1 Avenue M& AW# A,7,7erase, CA 97020 DEMOLMOK•ABA rEMENT•EARr.VW4W/f www•%terl©miemolle,&li aGt L/CA dD3I09 (Bl6/? P.AP31 On-Call Demolition Services RFP NO.: 22-007 City of Santa Ana Public Works Agency 20 Civic Center Plaza, M-36 Santa Ana, CA 92701 City Council 22 — 87 5/3/2022 qrm% w Cdrpdrate 0,97Ce /IYTER/ORDEMOL/TJON,INO. 2627 Aloud/ula Avenue MMIMOPM& Aawtrme, CA 97020 OEAA2tlrl4CW-A®ArE7LIE'N -Z4OFrlIWORK cs�ww/rTteridrderr�d/rtrdn!let LICO toll "P.40 " Statement of Qualifications City Council 22 — 88 5/3/2022 wm% qr Corporate +ate lArrMAOR 0040LMOA4 ANC. 2627 Aloav/u/u Ave.,7ae i # JV017trose, CA 9,7020 LWAKAMW-AMA i�ia* a9reesrowX �vcvtiv/nter,%t+rderrz*t lion met a. Cover Letter On behalf of Interior Demolition, Inc., a California Corporation, we submit this request for proposal to the City of Santa Ana for On-Call Demolition Services REP#22-007. 1 Maria Molina who holds the positions of Secretary &Treasurer and has the authority to legally bind Interior Demolition, Inc. approve this proposal. The following officers are also authorized to make representations for the company. George Molina Sr, President- Georaeainteriordemolition.net P: (818)249-4932 Address: 2621 Honolulu Ave, Montrose, Ca 91020 Marco Molina, Vice-President- Marco@interiordemolition.net P: (818) 262-1611 Address: 2621 Honolulu Ave, Montrose, Ca 91020 r /f Maria Molina Secretary& Treasurer Interior Demolition, Inc. 2621 Honolulu Ave. Montrose, CA, 91020 License #603409 Email: Maria@Interiordemolition.net 0-(818)249-4932 x 103 C-(818) 391-4339 City Council 22 — 89 5/3/2022 qr M% qr Corporate olnee /NTERIORVZWOUMW,,INC. 2627 f141.1421u/u Ave17ue MM MMF MMF /Montrose, C17 91020 0974O lTNW ACAMAVVf•A4/t77'1lYCA4/r wWW//lteri0rdema/'tiOm�tet t10#r4F0$40V-(*A11P~4P" c. Firm and Team Experience 1. Performance-- Interior Demolition, Inc. (IDI) is a construction firm license number 603409 that specializes in abatement, demolition, and earthwork. We hold a B license along with a C-12, C-21, C-22, ASB, D63, HAZ & DOSH certification. In the last year alone, IDI has been contracted for over 30 different jobs for various private parties and public entities. The size and scope of the work ranged from only a few thousand dollars to multimillion dollar contracts. IDI is currently contracted with CALTRANS for a multi-year contract that exceeds 10 million dollars. The contract has called for the abatement of hazardous materials such as lead, asbestos, PCB's, and the demolition of multistory commercial buildings along the 10 freeway. Throughout 2016 and into 2017, IDI has been the winning contractor on over 80% of the 20 phases the City of Bakersfield has issued in relation to the Centennial Corridor project. In total, IDI has been responsible for the abatement, demolition, deconstruction and earthwork for over 150 homes. Some of the phases also included commercial property that called for the abatement of all hazardous materials and demolition of structures. To date, IDI has been contracted by the City of Bakersfield for over 2.2 million dollars in relation to the Centennial Corridor Project. In 2016 and 2017 IDI held 'On-Call ' Contracts with various agencies such as City of Los Angeles' General Services & Building & Safety Departments, County of Los Angeles's Public Work; City of Anaheim's Department of Public Works; City of Santa Ana ; and Orange County Public Works. One project in particular with the City of Los Angeles which required IDI's full bandwidth and expertise was the removal of 2 twenty thousand gallon underground storage tanks located at the Van Nuys Airport. During the course of all projects, conditions on the ground are always evolving. For example, during the course of our work in Bakersfield, we needed to be mindful of the impact our operations might have on local wildlife such as the kit fox, burrowing owls, and various nesting birds. We employed an environmental consultant to inspect any trees for nests and the inspection of properties prior to mobilization for evidence of any fox dens. Another example of IDI's flexibility and expertise was our contract with the City of Los Angeles at the Van Nuys Airport. During the course of excavating the airport site for the removal of the underground tanks, we determined that it would require a larger excavation area than what was originally called for by the Los Angeles World Airport Authority(LAWA) in order to maintain a 1:1 sloping ratio. The airport requested that we try and avoid the use of shoring so our onsite foreman developed a plan to safely excavate the site and maintain the OSHA mandated standard of a 1:1 sloping ratio which in turn was agreed to and approved by the safety engineers with LAWA. Another ground condition at the airport site which contributed to the complexity of the job was the tight confides we had to work with which included a public road on one side and a large hangar on the other side of the excavation site. Ultimately, IDI was able to complete the job safely and to the satisfaction of multiple agencies including the City Council 22 — 90 5/3/2022 c. Quality Control Plan —Because ground conditions are always evolving, it's imperative to employ experienced foremen onsite at all times who are experts in abatement, demolition, and safety. It's their job to insure ground conditions such as weather are not going to pose a potential hazard. Additionally, the owners of IDI are very hands on and visit each job site daily to insure all necessary information is adequately communicated to everyone involved. Our flat organizational structure gives our foremen a direct line of communication to all company executives and office staff. This allows our company to be nimble and make quick decisions to insure the field has everything they need to stay on schedule and not create any undue delays as the result of not having either materials or equipment. Upon the completion of each workday, our foremen are required to provide a status report to the office so we can adequately monitor a project and make any necessary adjustments to maintain our client's schedule. It's important to IN that our clients are never blindsided and can be confident that they too will know the status of a project at all times and any new obstacles encountered in the field. d. HazMat Control and Disposal Plan—As the contractor, it's our responsibility to determine what regulations must be followed since we are considered the generators of the waste. As stated above, IDI uses Waste Management for the disposal of hazardous materials. Waste Management will deliver a bin to our job site designated for hazardous materials. Our abatement laborers will bag all suspected hazardous materials and deposit them into the bin and a log will be created with a count of all bags contained in a bin. Waste Management will also confirm the bag count and weigh the filled bin to provide an accurate manifest for both our records and client. 3. E x erien e— IDI is proud of its portfolio of projects. We have attached a list of past projects of similar scope and size that include contact names and addresses. George Molina will be on site as required. He not only founded Interior Demolition, Inc. with his wife Maria Molina over 30 years ago with not much more than a few hand tools, he also has experience with just about every obstacle that can be encountered during the course of a project. It has been the Molina family's leadership and work ethic that has driven IDI to become one of the premier Abatement and Demolition contractors in California. Project Manager/Principal Agent; Marco Molina: 75% time devoted. Primary contact: Marco Molina 818-262-1611 marco(d)interiordemolition.net Associate/Project Manager; Alejandro Caro: 25% time devoted. Contact: Alejandro Caro 56 2-528-2436 Firm size: 45 employees City Council 22 — 91 5/3/2022 WM% IW Carparate D ie 1A173W/0RZWAf 7V"0N,/NC. 2627 f/a.7,212t xr ?Aelae MO M60 ma 100a7erase, G,9 91020 irXW-AAFA r9aWr-LrAff7NMWir cvwu�frrteriordemolr't�a�r1e t t/scr scsavor•�s�e1�r9� t Key Personnel 1. George Molina - President-Over 32 years of experience working in the deconstruction, demolition, grading & asbestos & lead industry. 2. Marco Molina -Vice President & Project Manager-Over 20 years of experience working in the abatement and demolition industry. 3. Fred Lopez-Safety Manager& Foreman-Over 25 years"experience working in construction industry as Safety Officer. 4. Oscar Roldan-Supervisor-Oscar has over 12 years of working as Project Manager and Superintend. 5. Luis Fragoso- Certified asbestos supervisor. Luis has over 15 years of working as an abatement and lead supervisor. 6. Abatement Laborers-All of our abatement laborers hold required lead & asbestos certifications. Additionally, they all have current medical clearances from a reputable medical facility. All credentials are available upon request. 7. Journeyman &Operator Engineers-All of our deconstruction & demolition crew have over 20 years of experience. City Council 22 - 92 5/3/2022 MARCO MOLINA 2621 Honolulu Ave., Montrose, CA 91020 818.249.4932 marco interiordemolition.net LICENSES AND CERTIFICATIONS State of California Contractor's License Occupational Safety and Health Administration Certification for Asbestos-Related Work Storm Water Pollution Prevention Manager Occupational Safety and Health Administration Construction Safety and Health Outreach Program CPR Certification PROFESSIONAL EXPERIENCE INTERIOR DEMOLITION, INC., Montrose, CA 1996 — Present Superintendent l Vice President 25 years of experience in demolition, asbestos and lead abatement, and earthwork. Oversees the company's day4o-day field operations. Manages the company's field personnel. Prepares company bids. EDUCATION Bachelor of Science (BS), Business Administration, University of La Verne, CA VOLUNTEER WORK Nicaraguan Medical Relief, Charity Event Coordinator 2018— Present Assists with the coordination of events for the benefit of providing medical supplies to Central America. Children of Yali, Charity Event Coordinator 2006 — 2018 Assisted with the coordination of events for the benefit of orphan children in Nicaragua. City Council 22 — 93 5/3/2022 OSCAR ROLDAN 21723 GREENSLEEVES COURT, SAUGUS, CA 91350 661-965-2840 orroldanCQYahoo.com LICENSES AND CERTIFICATIONS Rail Safety Certification Occupational Safety and Health Administration Construction Safety and Health Outreach Program CPR Certification PROFESSIONAL EXPERIENCE INTERIOR DEMOLITION, INC., Montrose, CA 2015— Present Superintendent Oversees the company's day-to-day field operations at the demolition site. Manages the company's field personnel. Responsible for overall demolition activities within the project budget and scheduling guidelines. RICON CORPORATION 1993—2015 Shipping Supervisor EDUCATION Fork Lift Operator Certification Inventory Management Certification City Council 22 - 94 5/3/2022 Cornucopia Associates I Los Angeles, CA • Supervised multiple projects from project start through delivery by prioritizing needs and delegating assignments. • Tracked all hours and expenses to keep project on task and within budgetary parameters. • Provided technical direction on public and private projects and initiatives to other engineers, designers and technicians. • Maintained open communication by ,presenting regular updates on project status to customers. • Transitioned projects from estimation and pre-construction phase to well-defined project execution ,plan EDUCATION High School Diploma Notre Dame High School , Sherman Oaks, Ca Associate of Arts I Business Management Los Angeles Valley College, Van Nuys, CA CERTIFICATIONS Certified in: Hazwoper 40, Cal Osha 30, Hazcom , and CPR City Council 22 — 95 5/3/2022 1W M% qF Corporate Office INTER/OROEMOLIrION,INC. 2627 flpna/u/U Avenue M& M6F MMff Iftlerose, CA 97020 QfrsoL1gox-ABAm-imr•£ARnywoRm www/nteriordemtal'tion~net d. Understanding of Need Interior Demolition, Inc. understands the scope of work and requirements that the City of Santa Ana has provided. IDI will review each project requirement to determine the task order approach in order to successfully complete the work. In a typical residential structure, the demolition consists of the following steps: 1.Submmit AQMD Notifications for both Asbestos Abatement and Demolition with a Start and End date accordingly and also notify Cal Osha for the Asbestos related work. 2. Create a work schedule 3.Obtain required Permits 4. Provide submittals such as, creating a plot plan per the city requirements like recycling, erosion control, dust control, soil disturbance, Etc. 5. Mobilize and secure the site with fencing or construction canopy 6. Start removing asbestos and lead 7. Start Demolition 8. Schedule for inspection to cap utilities. Cap Utilities 9. Rough Grade the area 10. Demobilize IDI will make the city aware of any unforeseen situations City Council 22 — 96 5/3/2022 1W M% qr Carparate e>911ee //VT R10RDGEMOL/T 0X INC. 2621 No/alaliw Avenue MmIm6rils /ha rtrase, ZW 91020 DOE7y4 ALMOW A8ATE1M MPEARMWORK www•/7teriordert747/4/vv•17ee MOO SO3t0P-/®181P OW" e. Relevant Project Experience 1. City of Santa Ana On-Call Demolition, Disposal/Debris Removal, Erosion and Sediment Control, and immediate Response for As-Needed Services (AR-9616) Owner: City of Santa Ana PWD David Ramirez— Project Engineer 20 Civic Center Plaza, M6, Santa Ana, CA 92701 Contact: 714-647-5641 Scope of work: Asbestos/lead Abatement, Demolition, Fencing, Cap utilities and tough grading for On-Call services for the City of Santa Ana Project Total: $2,200,000.00 2. On-Cali Cleanup, Removal and Demolition of Substandard Structures Owner: County of Los Angeles Javier Ramirez— District Building and Safety Engineering Associate 900 South Fremont Ave. Alhambra, CA 91803 Contact: 626-458-3193 Scope of work: Asbestos/lead Abatement, Demolition, Fencing, Cap utilities and rough grading for On-Call services for County of Los Angeles Project Total: $1,400,000.00 3. Centennial Corridor Project—Bakersfield, CA Owner: Caltrans David Cosper— Project Engineer—Overland, Pacific, &.Culter, Inc. 1600 Truxton Ave. 41h Floor Bakersfield, CA 93301 Contact: 661-381-2440 Donald M. Anderson— Real Property Manager— Bakersfield Financial Services 1600 Truxton Ave. 2"d Floor, Bakersfield, CA 93301 Contact: 661-326-3061 Scope of work: Asbestos Abatement, Structural Demolition, Sewer Cap & Grading City Council 22 — 97 5/3/2022 Contact: 714-765-4338 Scope of work: Asbestos/Lead abatement, demolition and clearing and removal of all vegetation. Removal of all utility lines from property and cap. Project total: $236,008.00 Scheduled completion date: 6/24/2019 7. Waterman Gardens Phase IV and Demolition Services - San Bernardino, CA Owner: Housing Authority County of San Bernardino Ron Ruhl — Real Estate Development Manager 715 E. Brier Drive. San Bernardino, CA 92408 Contacts 909-332-6316 Scope of work: Asbestos/Lead Abatement and Demolition of waterman gardens community residential buildings. Proiect total: $329,305.00 City Council 22 — 98 5/3/2022 qFAF% qF Gorparote lJl7l-ce 1AMMlORLAEJNOL/MW INC. 2621 114,1/701alM Vve,7ae ms, m6F M& lftwtrose, GR 9102D Pf7►AE A"YaW AAA YV4WVT-,A4R7711f1GMPIr WW'W'117eerrarde?701Wi 217Wee tits/&VMW•tMVIA0iR f. References 1. Owner: City of Santa Ana Public Works Agency Project name: On-Call for Demolition, Disposal/Debris Removal, Erosion and Sediment Control and Immediate Response for As-Needed Services (AGR-9616) Duration: 2 years Contact person: David Ramirez— PWA Engineer—714-674-5641 —dramirez(@santa-anaM Contract amount: $2,200,000.00 2. Owner: Caltrans Project Name: 07A4310—State-owned Clearance and Demolition Sites Duration: 2 years Contact Person. Sinead Gross—Right of way agent 213-266-3665— sinead.aross@dot.ca.gov Contract amount: $3,724,721.16 3. Owner: Los Angeles County Public Works Project name: On-Call Cleanup, Removal, and Demolition of Substandard Structures Duration: 2 years Contact Person: Javier Martinez— District Building and Safety Engineering Associate--626- 458-3193—imartinezAdpw.la county.gov Contract amount: $1,400,000.00 City Council 22 — 99 5/3/2022 wm% qp Corporate Omee /NMR/OR IMMOLIT/ON,PVC. 2621 A/ana/u/u Axel we ma m6p mb 1Xa174rase, 07 91020 DEM OU17ON-ABA MEffNT-EARMWORIf Wlt/L4'II7t E/YardB/l7pl t/0/!weL� LICAP6DSICD /RJ8l.7ARA Certifications City Council 22 — 100 5/3/2022 Appendix ATTACHMENT 3-1; NON-COLLUSION AFFIDAVIT CERTIFICATIONS NON-COLLUSION AFFIDAVIT (Title 23 United States Code Section 112 and Public Contract Code Section 7106) To the CITY OF SANTA ANA DEPARTM ENT OF PUBLIC WORKS In accordance with Title 23 United States Code Section 112 and Public Contract Code 7106 the BIDDER declares that the bid is not made in the interest of or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation; that the bid is genuine and not collusive or sham; that the BIDDER has not directly or indirectly induced or solicited any other BIDDER to put in a false or sham bid,and has not directly or indirectly colluded, conspired, connived or aced with any BIDDER or anyone else to put in a sham bid, or that anyone shall refrain from bidding; that the BIDDER has not in any manner, directly or indirectly, sought by agreement, communication. or conference with anyone to fix the bid price of the BIDDER or any BIDDER, or to fix any overhead, profit, or cost element of the bid price. or of that of any other BIDDER, or to secure any advantage against the public body awarding the contract of anyone interested in the proposed contract; that all statements contained in the bid are true; and, further. that the BIDDER has not, directly or indirectly, submitted his or her bid price or any breakdown thereof, or the contents thereof; or divulged information or data relative thereto, or paid, and will not pay, any fee to any corporation, partnership, company association, organization, bid depository, or to any member or agent thereof to effectuate a collusive or sham bid, Note: The above Non-collusion Affidavit is part of the Proposal. Signing this Proposal on the signature portion thereof shall also constitute signature of this Non-collusion Affidavit, BIDDERS are cautioned that making a falw certification may subject the certifier to criminal prosecution. Signed State of California County of California Subscribed and sworn to (or affirmed) before me on this day of , 20_. by proved to me on the basis of satisfactory evidence to be the person(s) who appeared before me. Notary Public Signature Notary Public Seal City Council v o Page R ##— 101 5/3/2022 JURAT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. i State of California County of Subscribed and sworn to (or affirmed) before me on this day of 20zx- by Ha'-T,& "O V"a proved to me on the basis of satisfactory evidence to be the person(d) who appeared before me, e-r BRYAN S.CHOI Notary Public-California Los Angeles County Comrrissian r??557Q2 MI Comrn,Expir Sep?5.20?2 w Signature (Seal) OPTIONAL INFORMATION INSTRUCTIONS The wading of aft Jurafs completed in Califomia after January 1,2015 must be in the form as set forth within this Jurat.There are no exceptions.If a Jura(to be completed doe$not foffow this form,the notary must correct the verbiage by using a jurat stamp containing the correct wording or allaching a separate jurat form such as this one with does contain(he proper wording. In addition, the notary must require an oath or affirmation from the DESCRIPTION OF THE ATTACHED DOCUMENT document signer regarding Hue truthfulness of the contents of the document. The document must be signed AFTER fhe oath or affirmation.ff the document was preulousfy signed,itmust be re-signed in/rant of the notarypublic dur(ng Wh iialprocess. (Title or description of attached document) State and county information must be the state and county where the document signer(s)personally appeared before the notary public- * pate of notarization must be the date the signer(s) personally appeared which must also be the same date the jurat process is completed. Number of Pages r Document Date e 09 �'` Print the name(s)of the document signers)who personally appear at the time of notarization. . Signature of the notary public must match the signature on file with the Additional information office of the county clerk. The notary seal impression must be clear and photographically reproducible.Impression must not cover text or lines.If seal impression smudges, re-seal if a sufficient area permits, otherwise complete a different jurat form. Additional information Is not required but could help to ensure this jurat is not misused or attached to a different document. Indicate title or type of attached document,number of pages and date. Securely attach this document to the signed document with a staple. Zi#yfr�GOUCI.GiLcwj c;a.sscs.com tac0-873-9e65 22 — 102 5/3/2022 Appendix ATTACHMENT 3-2, NON-LOBBYING CERTIFICATION CERTIFICATIONS The prospective participant certifies,by signing and submitting this bid or proposal.to the best of his or her knowledge and belief,that: I. No federal appropriated funds have been paid or will be paid,by or on behalf of the undersigned,to any person for influencing or attempting to influence an officer or employee of any federal agency,a Member of Congress,an officer or employee of Congress,or an employee of a Member of Congress in connection with the awarding ofany federal contract,the making of any federal grant,the making of any federal loan,the entering into of any cooperative agreement.and the extension, continuation, renewal.amendment,or modification of any federal contract,grant,loan.or cooperative agreement. 2. If any funds other than federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence any officer or employee of any federal agency,a Member of Congress,an officer or employee of Congress,or an employee of a Member of Congress in connection with this federal contract,grant loan,loan or cooperative agreement,the undersigned shall complete and submit a-Disclosure of Lobbying.Activities". This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352.Title 31. U. S.Code.Any person who fails to file the required certification shall be subject to a civil penalty of not less than$10,000 and not more than$100.000 for each such failure. The prospective participant also agrees by submitting his or her bid or proposal that he or she shall require that the language of this certification be included in all lower tier subcontracts,which exceed$100.000 and that all such sub recipients shall certify and disclose accordingly. Finn Interior Demolition, Inc. Signed and Printed Name. Maria_Molina Title Secretary &Treasurer Date 2/7/2022 City Council City of Santa Ar2t2RW 03 5/3/2022 Page A3-2 Appendix ATTACHMENT 3-3; NON-DISCRIMINATION CERTIFICATION CERTIFICATIONS The undersigned consultant or corporate officer, during the performance of this contract_ certifies as follows: 1. The Consultant shall not discriminate against any employee or applicant for employment because of race, color, religion, sex, or national origin. The Consultant 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, or national origin. Such action shall include, but not be limited to, the following: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising:. layoff or termination; rates of pay or other farms of compensation; and selection for training, including apprenticeship. The Consultant agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. 2. The Consultant shall, in all solicitations or advertisements for employees placed by or on behalf of the Consultant, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex,or national origin. 3. The Consultant shall send to each labor union or representative of workers with which he/she has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers' representatives of the Consultant's commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. 4. The Consultant shall comply with all provisions of Executive Order 1 ]246 of September 24, 1965, and of the rules. regulations,and relevant orders of the Secretary of Labor. 5. The Consultant shall furnish all information and reports required by Executive Order 11246 of September 24. 1965, and by rules. regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his/her books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation, to ascertain compliance with such rules. regulations, and orders. 6. In the event of the Consultant's non-compliance with the nondiscrimination clauses of this contract or with any of the said rules, regulations, or orders. the contract may be canceled. terminated, or suspended in whole or in part and the Consultant may be declared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in Execution Order 11246 of September 24, 1965. and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24. 1965, or by rule, regulations, or order of the Secretary of Labor, or as otherwise provided by law. 7. The Consultant shall include the portion of the sentence immediately preceding paragraph (I) and the provisions of paragraphs (1) through (7) in every subcontract or purchase order unless exempted City Council city of Santa A Fp104 5/3/2022 Page A3 by rules. regulations. or orders of the Secretary of Labor issued pursuant to Section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontract or purchase order as the administering agency may direct as means of enforcing such provisions, including sanctions for noncompliance; provided, however. that in the event the Consultant becomes involved in, or is threatened with, litigation with a sub-consultant or vendor as a result of such direction by the administering agency, the Consultant may request that the United States enter into such litigation to protect the interests of the United States. 8. Pursuant to California Labor Code Section 1735. as added by Chapter 643 Stats. 1939. and as amended, No discrimination shall be made in the employment of persons upon public works because of race. religious creed, color, national origin, ancestry, physical handicaps, mental condition, marital status. or sex of such persons, except as provided in Section 1420, and any consultant of public works violating this Section is subject to all the penalties imposed for a violation of the Chapter. Signed: 41 In' Title: Secretary &Treasurer Firtn: Interior Demolition, Inc. Date: 2/7/2022 City of Santa A 'FP Page A3-4 JW M% qF carparate Q1rice /LATER/OR DEMOLITION, /NAG, 2621 Noma/u/u Aj1e,7ae MMIM60MMF IX017erMe, CA 91020 OFAOMI IM-ASAMWNT•EARrHWOR/[ www%teriordemd/"tion net I/C r 00$409•fNNIJIl w94Ps? Scope of Service and Schedule City Council 22 - 106 5/3/2022 N 2 fl 0 0 0 d O G C O C O N = t L - - N N N 2 r 2. N N M 2 0 D C v m E v� V) y m R m w a m c W No N CL a 0 0 0 0 0 0 0 0 0 0 0 O 0 W 00 Z N N NC13 N N N N N N N ! �, \ N N N N Q 00 N N N N ` t .1 \ N = �4-J 4D N 1 74 ri N u7 r- N W �. rH rH r! ri -4 r-i \ \ V1 n Q " �--I -I -I rE M M M \ a M -e N �✓ � •O d c m m m m c C C y 3 c 1 m c �jV o CC0 CCo CCo o a+ Q ZlA LL LL LL LL G G G F- LL C a_ dl O E E >, p d W N N N N N N N N N N N N N N N N N N N N N N N N O O c c R N K N E E 00 00 00 00 00 00 -e d' Ct �D N \ ! h R w m of m , .�. N N N N N N rl r-i N rp 3 E L O ] \ '\ \ \ \ �. \ \ \ \ '+ d0 N N u. G m c7 ao cn �n O N N N N N N m m M m m = M m c c c c c c c = c c -Q m _ 0 0 0 0 0 0 0 0 0 o v . cu V) LA- r L N 0 of Ln Ln 00 ,a o -a Cs a a a a a a a -0 Q N r-I O O O O ri ri %D N N N rl c# _ Lj F m z _ cn N N`T 2 ds ° LL a r_ O c m m M IL LL U V V H Vai u a o c 0 E «� m c E a a' av CU to c f4 E > c o m¢ V o yr ° L4 •q a; o .0 o 0 3 C .V w 7 RI ,N 0 - a �O 0 Cl s2 tp +' G co 0 ¢ y 0 m 4 a Z Z Z a a cn r2 d L] ra o d City Cou _it 72 1 7 5/3/2022 } 0 0 ■ o 0 0 -� - @ -- - � � F � ! G i \ c ( O ( k } « $ [ 2 _» z e s a Z < ° � \ / \ k \ k k � u / E o 0 0 0 0 0 _ F— z J / } . < < � \ 0� ® � � � i 0 clo 04 . q4-0 M ® 0 ■ _ � 0 ® a § § w w ( / / I I / R ± 7 ƒ E ± § ƒ 2 0 2 . \ � \ E E m n } j ) m ) 7 a m _ \ : > k / k �(3) J � � k / / / ¢ t m : LLI Lj C . rn \ � / / ± « « Q. j { , \ / \ \ $ & / § \ , \ � LL . o § _ \ 0 _ \ 3 Q % J ( \ \ / \ 00 \ ru City Cou d| 22 — 108 5 3 2022 c IW M% W Corparvee OTlee I iORDaMOLMdW//Va 2627 1-1,91iv/u!u Avenue M& AW MMF Alootrose, CA 91620 MAAM/T/W-ABA TENMr-C"rN iWORN WWW'117eeriordem0/tion•ne e LAC#AOJ OP-tO1WZ4F4W SUBMITTALS Interior Demolition, Inc 2621 Honolulu Ave Montrose, CA 91020 (818) 249 - 4932 City Council 22 — 109 5/3/2022 Table of Contents Contractors State License PG 3 AQMD Notifications PG 4-8 Asbestos/Lead Work Plan PG 9-18 Demo Plan PG 19-23 City Council 22 — 110 5/3/2022 CONTRACTORS STATE AC ACTIVE LICENSE LICENSE BOARD 603409 , CORP : . INTERIOR DEMOLITION INC C21 C12 ASB B C22 C61ID63 HAZ 09130/2022 www Cs1b Ca goV it City Council 22 — 111 5/3/2022 South Coast Air Quality Management District NotiFication Number 21865 Copley prive,Diamond Bar,CA 91765-4182 Phone: (909)396-2336 465349 www.agmd.gcv Rule 1403 Notification of Procedure 13 Asbestos Removal Please maintain a copy of this Notification at the job site,either electronic or paper. Project Type Project Type Asbestos Removal Project Urgency Routine Completed By Rosy Vargas Phone Number (918)249-4932 Contractor information Company Name INTERIOR DEMOLITION,INC Address 2621 HONOLULU AVE City MONTROSE State CA Tip 91020 CSLB License# 603409 OSHA REG# 00771 Supervisor#1 Marco Molina Phone (018)262-1611 Supervisor#2 Alejandro Cara Phone (562)528-2436 Supervisor#3 Frank Medina Phone (760)680-3502 Sibs Information Site Name 1713-3 ABATEMENT @ GLENWOOD Project# 1713-3 Site Street# 1301 Street Name W GLENWOOD PL Cross Street BRISTON Site County City SANTA ANA State CA Zip 92704 Site Owner CITY OF SANTA ANA Owner Address 20 CIVIC CENTER PLAZA City SANTA ANA State CA Zip 92701 Project Start Date 3124/2017 Project End Date 4/21/2017 Project Work Shift(s) Day Building Size in Sq.ft 1637 Number of Floors 1 Building Age(years) 60 Number of Buiiding/Dwelling Units 1 Building Prior Use House Asbestos Survey Yes Asbestos Found Yes Asbestos Removed No Building to be Demolished Yes Describe Work ABATEMENT Describe Work Location STRUCTURE Project Information Asbestos Information Amount of Asbestos In each type in Sq.ft Acoustic Ceiling 300 Linoleum 0 Insulation 50 Fire Proofing 0 Ducting 10 Dry Wall 0 Mastic(Non-liable) 20 Floor Tiles(Non-friable) 450 Transits 8000 Ci v uncil __ 22 — 112 ._ 5_/3/2022 Other 0 Coal Tar Wrap 0 Mastic(Friable) 0 Floor Tile(Friable) 0 Asbestos Amount to be Removed in Sq.Ft FRIABLE 360 CLASS 1 8470 CLASS 11 0 Total 8830 Asbestos Removal From Surfaces,Pipes Control Procedures 1,3 Asbestos Detection Procedure(s) Survey Waste Information Waste Transporter INTERIOR DEMOLITION,INC Address 2621 HONOLULU AVE City MONTROSE State CA Zip 91020 Landfill Azusa Land Reclamation Address 1211 W Gladstone St City Azusa State CA Zip 91702 Fee Payment Total Amount of Asbestos to be Removed in sq.ft 8830 Project Size Fee 424.95 Additional Fee 0 Total Fee 424.95 Payment Made $424.95 balance Due so By clicking the Sign&Submit button,I certify that an individual trained in the provisions of SCAQMD Rule 1403 and the Asbestos NESFIAP(CFR Title 40,Part 61,Subpart M)will be onsite during the demolition or renovation and evidence that the required training has been accomplished by this person will be assailable for inspection during normal business hours.In addition,I certify that all of the information contained herein and information submitted with this Notification is true and correct City Council 22 — 113 5/3/2022 Tel(818)249-4932 2621 Honolulu Avenue /6610Fox(818)249.4937 Montrose.CA91020 interlorDEMOLITIONine www.interiordemolition.net Demolition • Eorihwork • Asbestos Removal State Lit #603409 NOTIFICATION OF ASBESTOS RELATED WORK As per California Code of Regulations.Title 8,Section 341.9 Date: March 10,2017 To:Cal-OSHA-District Compliance Office To Whom It May Concern: This is a FAX notifying your office of an abatement project to be performed at: ADDRESS OF JOB: 1301 W.Glenwood Place,Santa Ana,CA 92704 NEAREST INTERSECTION: Bristol STARTING DATE: COMPLETION DATE: WORK SHIFT: 03/24/2017 04/21/2017 DAY LOCATION OF ABATEMENT AT JOB SITE: Interior and Exterior NAME OF COMPETENT PERSON: FRANK MEDINA DESCRIPTION OF JOB: Removal of 360 S/F Friable and 9,470 S/F Class 1 Non-Friable Asbestos. WORK PRACTICES: Wet removal/respiratory protection/and protective clothing. Double bagging&labels. POTENTIAL FOR EXPOSURE: Low ESTIMATED NUMBER OF EMPLOYEES ON THIS JOB: 3 Reference 1713-3 .VCCORDING TO TI'I'LI'. H SF[ LIONS 34L9 .\NI) 1529 dr), 1111:; NtGIFP.A ION IS PROVI DI:1) '1'() TIIF Nf',. ""I"l' tiltil-Rif:] t FI(:1(. NOT']() IDOSII 111'ADO t-vi'vits. ml(Il['fO(:Oi9\fT;N1Cfi\tl:N'I'(11 \NY S14 11 %VORfti \C'fl\'1'11'- 1N\' CI 1.NN16F Ilr TI IF Il H ANi_NTION PRO\'II)FD'CO 1•I IL DIVISION RY TI HS WRIT H N ti0'l lCl: SI i_\LL IMF: RECPOR'1'1{D I 'I'11F.DIVISION WI'1'IUN 24I IULIRS,ol•SL)cl(cl I-ANGI(. Fax to: Faxed on: City Council 22 - 114 5/3/2022 South Coast Air Quality Management District NotirKatlon Number 21865 Copley Drive,Diamond Bar,CA 91765-4182 - Phone:(909)396-2336 46J�347 www.agmd.goy Rule 1403 Notification of Routine Demolition Please maintain a copy of this Notification at the job site,either electronic or paper, Project Type Project Type Demolition Project Urgency Routine Completed By Rosy Vargas Phone Number (818)249-4932 Contractor Information Company Name INTERIOR DEMOLITION,INC Address 2621 HONOLULU AVE City MONTROSE State CA Zip 91020 CSLB License# 603409 OSHA REG# 00771 Supervisor#1 Marco Molina Phone (818)262-1611 Site Information Site Name 1713-2-DEMO Project# 1713-2 Site Street# 1301 Street Name W SAINT ANNE PL Cross Street BRISTOL Site County City SANTA ANA State CA Zip 92704 Site Owner CITY OF SANTA ANA Owner Address 20 CIVIC CENTER PLAZA City SANTA ANA State CA zip 92701 Project Start Date 3/24/2017 Project End Date 4/28/2017 Project Work Shlft(s) Day Building Size in Sq.ft 1167 Number of Floors 1 Building Age(years) 60 Number of Building/Dwelling units 1 Building Prior Use House Asbestos Survey Yes Asbestos Found No Asbestos Removed NA Building to be Demolished Yes Describe Work DEMOLITION Describe Work Location STRUCTURE Project Information flemofition Information All Asbestos containing materials must be removed prior to any demolition activity Size of Demolition Project in sq.ft 1167 Work Practices at Demolition Site Spray Water Contingency Demolition plan Stop Work,Isolate Work Area,Notify Owner,Stabilize,Secure,Characterize Waste,Survey Waste -- City Council 22 — 115 5/3/2022 Waste Transporter INTERIOR DEMOLITION,INC. Address 2621 HONOLULU AVE. City MONTROSE State CA Zip 91020 Landfill Azusa Land Reclamation Address 1211 W Gladstone st. City Azusa State CA Zip 91702 Fee Payment Size of Demolition Project in sq.R 1167 Project Site Fee 181.53 Additional Fee 0 Total Fee $181.53 Payment Made $181.53 Balance Due $0 By clicking the Sign&Submit button,I certify that an individual trained in the provisions of SCAQMD Rule 1403 and the Asbestos NESHAP(CFR Title 40,Part 61,Subpart M)will be onsite during the demolition or renovation and evidence that the required training has been accomplished by this person will be available for inspection during normal business hours.In addition,I certify that all of the information Contained herein and information submitted with this Notification is true and correct, - City-Council -5t3/2G22 ---- qrw% w Gdrovlvte O1r1ie INTERIORDAWOLITI©N,INC. 2621 f1a1717/u/u Avemle AS AW A, / aw&-ore, 41? 97020 0E440UMN•ASArrP4&Vr-E.ARTNW0R)W wcvw/Rterrvrdemvltidn net LlC�e 6RSA'OD•/BlOJ?AP.AP.�? Asbestos/Lead Work Plan 1. 14 calendar days prior to beginning any work, a notification for asbestos removal activities was sent to the Air Quality Management District along with all applicable fees. 2. Interior Demolition, Inc. will post permits of all equipment on site per AQMD regulations. 3. All abatement work areas have been demarcated using warning & danger barrier tape & signs. The demarcated zone is a minimum of 20 feet from the work area. Additionally, warning signs will be placed at all entry and exits to help ensure public safety. 4. Interior Demolition, Inc. will utilize a three-stage decontamination unit which will be installed adjacent to the work area. This unit will be equipped with water & towels. Engineering controls such as negative air filtration machines, decontamination chambers & a disposal area will be utilized. 5. In order to contain all work areas, 6 mil poly will be erected and any stationary objects that are not being removed will also be covered. 6. Interior Demolition, Inc.'s abatement workers will utilize a NIOSH/MSHA approved half face negative pressure respirators. These masks will be equipped with a HEPA filter. Additionally, our workers are required to wear full body coveralls, disposable gloves & safety glasses. 7. Interior Demolition, Inc.'s workers will utilize wet methods when removing any ACM or Lead materials. 8. Interior Demolition, Inc. has chosen BDC Waste Management's hazardous waste division to handle to the transportation of the waste to their approved landfill. 9. Interior Demolition, Inc. will perform the OSHA required air sampling at a minimum of 25% of the work crew on a daily basis. 10. IDI will stabilize any lead demarcated by the survey prior to demolition. City Council 22 — 117 5/3/2022 JV V% W carparate Olge"- W rENIOR pEM"MMON INC. 262I HarrelVIV -?V9OUe Ar mkF ils A0.9trose, CR 974020 OfMOL/7)2N-ARA rZ74VVr-F"7h*bVOWX www-InteniArdemp!40m wet xecssossar-n�vrsv..rvrr Abatement Work Plan City of Santa Ana 1301 W 11 th 5t. Santa Ana, CA 92703 I. Scope A Remove and dispose of asbestos containing materials (ACM) in quantities and locations as outlined below: Asbestos • Removal of Roof Mastic • Removal of Transite Pipes • Removal of Roofing Removal of Floor Tile And Mastic Universal Waste • Any Universal Waste we encounter and per survey Lead Waste Stabilization of Lead per survey II. Worker Safety A Ladders 1. Refrain from using ladders with broken, missing, or defective parts. 2. Ladder feet must be on substantial base. 3. Top and bottom of ladder must be kept clear. 4. No job-made ladders. 5. No metal ladders shall be used. 6. Ladders shall not be used in a horizontal position. T Always face ladder, S. Have ladder attendants in high-traffic areas. 9. Do not step higher than third rung from top on a straight ladder, or second step from top on a stepladder. 10. Always inspect ladder before use. 11. Do not attempt to move ladder white in use. Fully dismount ladder before City Council vi 22 — 118 5/3/2022 a Scaffolding 1. All scaffolding shall utilize guardrails, mid ails, and toe beards. 2. No person shall be permitted to remain on scaffolding while it is being moved or rolled. 3. Lock scaffold wheels when scaffold location is achieved. 4. Use '/z" mesh or equivalent if persons are to pass under scaffold. 5. Scaffold height shall not exceed four(4)times the base dimension. 6. Use only scaffold-grade lumber for planking. 2621 Honolulu Ave.Mpntrose,CA.91020 Lic. No.603409 DOSH No. 771 018-249-4932 FAX 818-249-4937 City Council 22 — 119 5/3/2022 INTERIOR DEMOLITION, INC. City of Santa Ana ASBESTOS ABATEMENT PLAN JOB 1301 W 11th St Santa Ana,CA 92703 7. Use scaffolds capable of supporting at least four times the intended load. S. Climbing of any scaffold braces or supports not specifically designed for access is prohibited. G Electrical 1. De-energize all circuits to the asbestos control area at the circuit breaker panels. All electrical circuits in the asbestos control area shall be locked out at the circuit breaker panel with padlocks. The padlock keys shall be provided to the on-site Supervisor and Qualified Person (QP)only. 2. Electrical circuit breaker panels that are locked out shall be tagged with appropriate labels designating that the panel is to remain locked. Label shall also indicate whom to contact to gain access to the panel in case of emergency. 3. Circuits in the asbestos control area shall be tested to determine of they have been de-energized. 4. All electrical power for electrical equipment, portable hand tools, and extension cords shall be provided through GFCls. 5. Use only shatterproof, guarded bulbs and heavy-duty wiring for temporary lighting. 6. All electrical system lines and cords must not be allowed to lie in water. D. Personal Protective Equipment 1. All personnel required to enter the asbestos control area must use all of the protective devised indicated herein. a. Respirators Half-face Negatively Pressured-Air-Purifying Respirators (NPAPR) with HEPA filter shall be adequate when removal of non-friable asbestos containing materials is being conducted. Powered Air-Purifying Respirators (PAPR)with HEPA filters shall be used during the removal of friable asbestos containing materials. b. Protective Clothing Disposable suits with attached hood and boot covers designed for asbestos abatement, rubber gloves, and rubber boots shall be worn by all personnel entering the asbestos control area. Gloves are to be taped to the suit sleeves with duct tape. 2. Regular demolition a. Class D Personal Protective Equipment City Council Page 2 of 822 — 120 5/3/2022 INTERIOR DEMOLITION, INC. City of Santa Ana ASBESTOS ABATEMENT PLAN JOB 1301 W 11th SI Santa Ana,CA 92703 III. AccS&& Building Occupancy and Access Restrictions A All work is to be done while the building is vacant; presently the building is not occupied. B. The abatement Contractors shall occupy the building, and access to asbestos control areas shall be restricted to authorized personnel. O Access restriction shall be accomplished by means of: 1. Provide only one(1)entrance/exit to the asbestos control area(except emergency exits). 2. Lock out all remaining unused ladders and entrances to the asbestoscontrol areas(except emergency exits). 3. Demarcation of the asbestos control areas at all potential entrances. Sign location shall be provided such that unauthorized personnel may read the sign before entering the asbestos control areas,thereby avoiding entry. 4. Demarcation of the asbestos control areas shall be accomplished by use of signs displaying the following legend: DANGER ASBESTOS CANCER AND LUNG DISEASE HAZARD AUTHORIZED PERSONNEL ONLY RESPIRATORS AND PROTECTIVE CLOTHING ARE REQUIRED IN THIS AREA. IV. A Air Sampling During Abatement (By Owner At Owner's Option) 1. Once abatement operations are underway,samples shall be collected both in and out of the asbestos control area. A minimum of one (1)sample is to be collected inside the asbestos control area during each day of abatement, as long as abatement operations are underway.The flow rate should rangefrom .5 to 2.5 liters per minutes,depending on dust and dirt conditions. 2. Samples collected outside the asbestos control area shall be used toensure that contamination, if present, has not spread to other areas outside the asbestos control area. 3. Samples collected outside the containment must be taken as long as abatement operations are underway. Flow rates of 2.5 to 5.0 liters per minute should be appropriate for these samples. See Table 4-1 for interpretation of sample results. B. Personal Air Monitoring 1. Personal air monitoring shall be undertaken by the Contractor at his own expense. 2. Air monitoring shall include representative sample for all abatement activities and met the Cal/OSHA standard CCR Section 1529(d). These samples shall be taken as long as abatement operations are underway. The flow rates should range from .5 to 2.5 liters per minute, depending on dust and dirt conditions. Results of the tests shall be posted at the job side within 16 hours of completion, following the shut-off of the pump, 3. Personnel samples shall be taken from the breathing zone of the ronroe[�nl al haA am��Anc City Council 22 — 121 5/3/2022 Page 3 of 8 INTERIOR DEMOLITION, INC. City of Santa Ana ASBESTOS ABATEMENT PLAN 1301 W 11th St Santa Ana.CA 92703 C. Visual Clearance Post Abatement 1. At the completion of the removal activities and detailing, the qualified Person (OP) shall inspect for visible accumulations of ACM. if the area passes the visual inspection, encapsulation procedures can proceed. If the area fails the visual inspection, re-clean and, if acceptable, mist the work area with the appropriate encapsulate. 2. Final visual clearance will be performed by the owner's competent person and the asbestos competent person. TABLE AJ all Sample Re retations PtLA�Ef& 4NTR 5�T ,I $OSC0PY[PCMI Results Meaning Action Needed PRE-SAM PLE: .001 to .01 NormallAmbient Air PPE's not required .01 to .1 Above Normal Strongly consider use of PPE's. .1 to 1.0 Above OSHA P.E.L. Mandatory use appropriate PPE's. DURING: (Inside Containment) .01 to.1 Norm.abatement level Cont. use of good work practices. A to 1.0 Above normal OSHA Possibly modify work levels and/or abatement P.E.L. practices and/or engineering controls, Above 1.0 Very high STOP WORK. Modify work practices and/or engineering controls. Mandatory use of PAPRs (Outside Containment) .001 to.01 Nom-/ambient Levels Continued use of engineering controls. _01 to .1 Above Normal Stop work, check make-up air, modify engineering controls, clean areas outside work areas. Above.1 ABOVE NORMAL Stop work,check make-up air,modify eng. controls and clean areas out-side containment. Evacuate areas adjacent to work area. CLEARANCES: (Inside Containment) .001 to .01 Norma3 Ambient levels Remove final barriers .01 to .1 Above Normal Compare to outside sample, re-clean if above outside sample. (Outside Containment) .001 to .01 Norm/Ambient Levels ------ .01to .1 Above Normal Use as clearance level for inside sample. City Council Page 4 of�2 — 122 5/3/2022 INTERIOR DEMOLITION, INC, City of Santa Ana ASBESTOS ABATEMENT PLAN JOB 1301 W 11th St Santa Ana,CA 92703 V. Work Area Preparation A Electrical Service and HVAC 1. The Contractor shall provide temporary lighting sources and ensure safe installation (including ground faulting) of temporary lighting sources and any additional electrical equipment to be used by the Contractor, in compliance with all applicable electrical code requirements and Cal/OSHA requirements for temporary electrical systems. 2. The Contractor shall utilize temporary electrical service or generator; ensure safe installing of connections and extensions cords (including ground fault interruption connections),temporary electrical service, and any additional electrical equipment to be used by the Contractor, in compliance with all applicable electrical code requirements and Cal/OSHA requirements for temporary electrical systems. B. Decontamination Units 1, One (1) decontamination unit shall be required at each asbestos control area. It will comply with the following guidelines: a. Three (3)-stages of decontamination shall be provided, consisting of a clean room, equipment/dirty room, and shower. This area shall be constructed of 6-mm polyethylene sheeting and PVC pipe at a minimum. b. The floor shall be covered where the decontamination unit will be placed with two (2) layers of 6-mm polyethylene prior to set-up of unit. c. A single entry and exit to each work area shall be provided. d. Each of the three (3)stages shall be separated from each other and the abatement area by a plastic flap constructed 6-mil poly sheeting that allow for the flow of air through the clean room and shower room. 2_ The Equipment Room shall be of sufficient size for storage of all equipment, disposal facilities for contaminated clothing, and allow for removal of such clothing by employees. 3. The Clean Room shall be of adequate size to allow employees to don abatement gear. Storage facilities for street clothing and respirators will be provided. Towels will be available in this area, for use after showering. C. Typical Containment Construction 1. All materials shall be delivered in the original packages, containers, or bundles bearing the name of the manufacturer and brand name. 2. All materials shalt be stored off the ground,away from wet or damp surfaces, and under cover sufficient enough to prevent damage or contamination. Damaged, deteriorating,or previously used materials shall not be used and shall be removed from the work site and disposed of properly. 3. The Contractor shall shut down and lock out the HVAC and electrical system for the work area. The Contractorshall provide temporary lighting sourcesand ensure safe installation(including ground faulting)of temporary lighting sources and any additional electrical equipment to be used by the Contractor, in compliance with all applicable electrical code requirements and Cal/OSHA requirements for temporary electrical systems 4. Work areas shall be isolated from non-work areas by installing delineators and caution tape 20' beyond entire building perimeter. 5. Signs shall be posted at the entrance to each work area stating as follows; City Council Page 5 of g2 — 123 5/3/2022 INTERIOR DEMOLITION,INC. City of Santa Ana ASBESTOS ABATEMENT PLAN 1301 W 11th St Santa Ana,CA 92703 DANGER ASBESTOS CONTAMINATION Respirators and Protective Clothing Must Be Worn by All Personnel Entering This Area VI. Work.PrAcUces A Access to Work Area I. Worker entry and exit into each contaminated area shall be controlled by use of an entry/exit fog. Inspectors and supervisors shall also sign the log as evidence of entry into the area. B. Abatement Guidelines 1, Abatement is to commence only after the site supervisor has determined that the restricted area is established and clearly marked. The following removal steps/phases have been presented as a logical sequence of events; the work should follow this sequence: O Removal Steps -Asbestos 1. Adequate wetting. Using an airless sprayer capable of delivering a fine low pressure mist,wet the ACM with amended water, fashion glove bag containment 2. Removal of Asbestos Containing Materials (ACM). a. Remove ACM in manageable section while the material is still wet. b. Use HEPA filtered vacuums to collect all ACM debris and dust/dirt containing ACM. C. Promptly clean up and dispose of ACM waste in leak-proof containers. Prohibited Activities During ACM Removal ■ Use of high speed abrasive disc saws, sanders, drills, or other power tools that are not equipped with point-of-cut dust collection systems that are attached to HEPA filtered vacuums. • Use of compressed air to remove asbestos. • Removal of ACM while it is dry or when it has not been adequately wetted. * Dry sweeping, shoveling, or other dry clean-up of ACM,or dust/dirl containing ACM. 3. Removal of Tools and Equipment a. Thoroughly HEPA vacuum and wet wipe tools and otherequipment before removing from work area. b. Any power tools that cannot be completely de-conlaminated must be placed in pre-labeled plastic bags and seated with duct tape before removing from work area. C. Hand tolls such as scrapers, broad knives, etc., can be cleaned by wet wiping and are to be bagged prior to removal from the work area. City Council Page 6 of W2 — 124 5/3/2022 INTERIOR DEMOLITION, INC. City of Santa Ana ASBESTOS ABATEMENT PLAN JOB 1301 W 11th 5t Santa Ana.CA 92703 4. Encapsulation of Surfaces in the Work Area a- After all equipment, ACM waste and disposal bags have been removed from the work are, the work is then ready for the pre-sealant visual inspection by the competent person. If the visual inspection is successful, lightly mist the area with a"lock down"encapsulant. b. The encapsulant is to be applied evenly over the work area with an airless sprayer equipment, and should not be allowed to "pool up". C. Allow the encapsulant enough time to dry, before regular demolition activities. VII. Qisuosal A. Disposal Bags: 6-mm-thick leak-proof polyethylene bags shall be used and labeled as follows: First Label, to be used on all non-friable, non-hazardous asbestos waste, in accordance with 8 CCR 1529 (k): DANGER CONTAINS ASBESTOS FIBERS AVOID CREATING DUST CANCER AND LUNG DISEASE HAZARD Second Label, to be used on all hazardous asbestos waste in accordance with NESHAPS 40 CFR part 61.152 (b)(i)(IV) for Waste Generator Identification: B. Containers(6 Mil Poly Bags) 1. The Contractor shall seal containers(6-mm polyethylene bags)when full. The Contractor shall use double bagging procedures. Bags shall not be over-filled. These bags shall be securely sealed, and the air will be evacuated to a HEPA- filtered vacuum. To prevent accidental opening and leakage, the tops of the bags will be tied with an over-hand knot or by taping in a gooseneck fashion_ Bags will not be sealed with wire or cord. Bags will be transported to the on-site enclosed trailer awaiting inspection, manifest signing, and transportation off site. City Council Page 7 of W2 — 125 5/3/2022 INTERIOR DEMOLITION, INC. City of Santa Ana ASBESTOS ABATEMENT PLAN JOB 1301 W 11th St Santa Ana,CA 92703 C. Transportation & Disposal —Asbestos and Lead Waste 1, The Contractor shall transport or arrange for the transportation of asbestos contaminated waste to landfills approved by the state of Arizona.Transporters of hazardous waste must be registered with the U.S. Department of Transportation in accordance with Title 49 CFR 390.21. 2. No waste will leave until the environmental officer signs the waste manifest. The manifest and other associated paperwork must be submitted for approval at least two(2)working days prior to transportation Transporters Interior Demolition Inc BDC 2621 Honolulu Ave 1211 W Gladstone St Montrose, CA 91020 Azusa, CA (818)249 4932 (626)969 1384 Landfill - Asbestos Azusa Land Reclamation 1211 W Gladstone St Azusa, CA (855)203 9169 D. Disposal—Universal Waste Arlon Global Inc 1734 Tyler Ave S. El Monte, CA 91733 (323) 986 6717 Construction debris will be separated and disposed of in accordance with all Local, State, and Federal guidelines. All waste streams will be disposed of in accordance with all Local, State,and Federal guidelines. City Council Page 8 of?2 — 126 5/3/2022 qr M% qF Corparate ice /MMMOR©EMOLIT/ON,/NC. 2621 X1ow/u/u Avenue MMFM6FMMr /X017t.-Ose, 69 91020 DEMOLMOMABAr€?4FNr-fARrHbVORtT WWW`117ter%Drdel?7allelY 117'r7et LACE'60.5409^016JOWW" Demolition Work Plan City of Santa Ana 1301 W 11th St, Santa Ana 1.0 INTRODUCTION 1.1 PURPOSE OF THE WORK PLAN Interior Demolition, Inc. (IDI) has prepared this Demolition and Removal Plan, hereafter referred to as the "Work Plan", for the purpose of providing a detailed description of demolition and removal procedures, which IDI will be implementing during the on-site activities at 1301 11th St, Santa Ana. 1.2 SITE LOCATION AND DESCRIPTION 1301 W 11th St, Santa Ana 1.3 GENERAL WORK ACTIVITY OVERVIEW The work covered under this Work Flan will be conducted in a sequential manner, with some activities being conducted concurrently with others. Demolition work will be performed in accordance with Cal OSHA and SCAQMD 1403, and the requirements of City of Santa Ana. Depending upon site and other unknown conditions, IDI's general sequence of demolition activities may require alteration at a ny given time. Demolition dates TBD. 1.4 PERSONNEL HEALTH & SAFETY IDI considers safety and the prevention of accidents an integral part of its operation. Under Federal, State and local laws, IDI is responsible to provide a safe working environment, to protect life, health and safety of its employees and subcontractor's personnel. Although providing safe working conditions is primarily a management responsibility, safety and accident prevention can be accomplished only through coordinated efforts of all employees and subcontractor personnel. It is the policy of IDI fct5iW1tB[ffl6aT as wifn all 3T our projects, Mat i _e or service Being ur cannot be done safely, that work is to be stopped until proper controls can be established. IDI will hold weekly meetings for its employees prior to work commencement. Additionally, IDI will require that subcontractors be required to hold similar meetings covering their respective portion of the work. These meetings are designed to discuss the projected work schedule and prepare each worker for any potential hazards associated with the work activities.A copy of the weekly safety meeting logs will be maintained onsite at all times. All personnel attending the safety meeting will be required to sign the safety-meeting log upon completion of the safety meeting. During the meetings, personnel will be reminded of site conditions and are encouraged to participate with health and safety concerns. At the conclusion of the project copies of all daily activities will be presented in a final report to the City of Santa Ana for distribution to relevant parties. 2.0 ASBESTOS AND LEAD ABATEMENT A work plan for the asbestos and lead abatement was issue in another document to General Services. Attached. 3.0 DEMOLITION ACTIVITIES Prior to commencement of building demolition, a thorough walk through and evaluation of the building will be conducted to confirm that all appropriate measures have been completed to ensure that the area is ready for commencement of demolition activities, including receiving asbestos clearance for each structure, ensuring that all utilities have been disconnected and the lines abandoned and making sure that there aren't any homeless persons inside the buildings. In general, the tasks will include a wide variety of procedures.The most important aspect in the development of these procedures will be the safe conduct of the work. IDI's procedures will limit the use of labor to the most controlled and safe conditions and rely upon mechanized means of removal wherever possible. 70,000 lb excavators equipped with concrete breakers, grapples, pulverizers and other modern hydraulic demolition tools and attachments will be utilized. Wherever possible, large structures will be removed to ground level using mechanized means. Subsequent sizing of scrap materials such as steel and rebar and other material processing activities will take place at grade level, hauled off site and recycled accordingly. General building/structure demolition will be conducted in a manner that does not interfere with or encroach upon the existing surrounding pedestrian and vehicular traffic during normal activities. IDI will provide fencing and a pedestrian canopy on 1301 W 11th St, Santa Ana. However, depending upon site and structure conditions, alternative methods of demolition and alternative types of equipment may be used to ensure the safest and most efficient means of operation. This may involve modification of the site fencing from time to time in order to comolete the demolition City Council 22 — 128 5/3/2022 activities. This will always be coordinated with City of Santa Ana in advance. RFI's will be issued as needed if questions or scope issues arise during the course of the demolition activities. Field activities related to any BFI's will not occur until an appropriate answer has been provided. 3.1 PRE-STRUCTURAL DEMOLITION ACTIVITIES AS needed, IDI will use Bobcat skid steer loaders and hand labor to remove all soft debris that is not easily separated from the concrete material.This includes removal of roofing, ceilings, HVAC ducts, insulation, plaster partition walls, lights and all other building components. Fences will be installed around the trees that are to remain as per the plans in order to protect them from any damage during the demolition. In addition, they will be watered weekly, every Friday at Sam utilizing our water truck that is permanently on site. 3.2 ABOVE SURFACE DEMOLITION IDI will begin the above surface demolition after the asbestos and lead abatement has been completed and as demolition progresses, IDI will use Bobcat skid steer loaders and hand labor to separate the wood, metal, and roof materials in order to transport them to a recycling facility. Roof containing concrete will be transported with the clean concrete to a recycling facility. The wood mixed with trees and shrubbery will be recycled to be used as combustible. IDI will utilize excavators and track loaders equipped with special demolition attachments (i.e. hydraulic breakers, hydraulic shears, and grapples) to demolish these structures.The use of IDI's excavators increases the efficiency of the demolition process and allows a more controlled operation than conventional crane and ball wrecking procedure. Demolition will begin from the top working down and from one end of the building working towards the other end. Excavators and loaders will systematically demolish the building structure and process the demolition debris. Demolition debris will be segregated and stockpiled for proper disposition. 3.3 SUB-SURFACE DEMOLITION Sub-surface demolition will consist primarily of removal of building slabs, and footings. IDI will use excavators to demolish the concrete down to slab or adjacent grade elevation. Track loaders may assist with debris removal, processing, stockpiling and loading. Slabs and footings will be broken in place, processed and hauled off site for recycling. 3.4 FERROUS AND NON-FERROUS METALS RECYCLING During demolition of the existing building structure, IDI will process the demolition debris to recycle as much metal material as possible. Structural steel framing, metal rq4imig City ouncil F �2 — 129 5/3Y2022 electrical gear, controls etc., will be separated prior to the demolition as much as possible. All metal materials recycled as part of this project will be documented with weight tickets which will be provided to City of Santa Ana. These materials will be hauled to the following recycling facilities: Ecology Recycling Santa Fe Springs 3.5 CONCRETE AND ASPHALT RECYCLING Clean concrete debris from the demolition activities will be stockpiled and then shipped off for re-cycling. Ail concrete and asphalt that is hauled off the project site will be recycled and tickets will be provided to City of Santa Ana. This type of recycling does not get weighed but each end dump load we haul off is equivalent to 20 tons. The owner will be provided trucking tickets that show the number of loads. As of this writing all concrete material will be shipped to Arcadia Reclamation 1270 Arrow Hwy Irwindale, CA 3.6 DEMOLITION DEBRIS DISPOSAL All demolition debris that will not be recycled by IDI will be loaded into semi-end dumps and hauled to a disposal facility for further recycling or landfill. The end dumps will be covered prior to leaving the site. 80% by weight of the construction and demolition debris be diverted from landfills by a combination of recycling and re-use. This includes interior soft debris (i.e. drywall, plaster, ceiling tiles, roofing material, etc.). Demolition debris will be hauled to the following disposal facilities: Azusa land Reclamation 1211 W Gladstone St Azusa, CA 3.7 SWPPP Interior Demolition, Inc. will maintain all SWPPP requirements. This includes but is not limited to BMP's, shaker plates and straw waddles. 4.1 DUST CONTROL IDI will control dust generation with physical barriers (such as ,perimeter fencing with windscreen) and/or soil wetting. Excavation areas shall be secured and water will be used to control any fugitive dust from blowing onto other properties. The Site will be controlled and no excavation will be conducted in times of high wind conditions (e.g. wind speed in excess of 25 miles per hour). Converse will conduct air monitoring at S' . City Council 22 — 130 5/3/2022 The water will be available via a water truck or a metered discharge from a fire hydrant located proximate to the Site. IDI will control dust generation by spraying water prior to daily work activities, during excavation/loading activities (as necessary to maintain concentrations below action levels), and at truck staging locations. Watering equipment will be continuously available to provide proper dust control. We will also be using wet methods during all demolition practice to insure worker safety for silica. PROJECT MANAGER MARCO MOLINA (818) 262 -1611 City Council 22 — 131 5/3/2022 qpw% qp carporlwte ©mee INTERIORDE'MOLMON,INC. 2621 AVWlula Avenue AmIm6rms 10o17trase, GA 97020 MAAL"A rloCWV AAA 7XrANNT-EARTf4r"tWj r www•%tersardetna/ i0/7•l!e t 4UOO#'SO$409•lsreld4P4PM Certificates & Licenses City Council 22 — 132 5/3/2022 d�a STATE LICENSE BOARD ACTIVE LICENSE ,..�603409 ;-CORP INTERIOR DEMOLITION INC C21 C 12 ASB B C22 C61063 HAZ G. 09/30/2022 www.csib.ca.gov ki City Council 22 — 133 5/3/2022 UNITED STATES OF AMERICA DEPARTMENT OF TRANSPORTATION PIPELINE AND HAZARDOUS MATERIALS SAFETY ADMINISTRATION faHAZARDOUS MATERIALS CERTIFICATE OF REGISTRATION 6WFOR REGISTRATION YEAR(S) 2021-2022 Registrant: INTERIOR DEMOLITION, INC. ATTN. Maria Molina 2621 HONOLUIX AVE MONTROSE,CA 91020 This certifies that the registrant is registered with the U.S.Department of Transpoilation as required by 49 CFR Part 107,Subpart G. This certificate is issued under the authority of 49 U.S.C. 5108. It is unlawful to alter or falsify this document. Reg.No: 061721550413D Effective: July 1,2021 Expires: June 30,2022 HM Company ID: 111274 Record Keeping Requirements for the Registration Program The following must be maintained at the principal place of business for a period of three years from the date of issuance of this Certificate of Registration: (1) A copy of the registration statement filed with PHMSA:and (2) This Certificate of Registration Each person subject to the registration requirement must furnish that person's Certificate of Registration (or a copy)and all other records and information pertaining to the information contained in the registration statement to an authorized representative or special agent of the U.S.Department of Transportation upon request. Each motor carrier(private or for-hire)and each vessel operator subject to the registration requirement must keep a copy of the current Certificate of Registration or another document bearing the registration number identified as the"U.S.DOT Hazmat Reg.No."in each truck and truck tractor or vessel(trailers and semi-trailers not included)used to transport hazardous materials subject to the registration requirement. The Certificate of Registration or document bearing the registration number must be made available,upon request,to enforcement personnel. For information,contact the Hazardous Materials Registration Manager,PHFt-52.Pipeline and Hazardous Materials Safety Administration,U.S.Department of Transportation, 1204 New Jersey City Council ep one ` 2 — 134 5/3/ 022 STATE OF CALIFORNIA Gavin Newsom, Governor DEPARTMENT OF INDUSTRIAL RELATIONS [Division of Occupational Safety and Health Asbestos Contractor Registration t. 1750 Howe Avenue, Suite 460 Sacramento, CA 95825 (916)574-2993 Office hit(Q-Lwww.eiir,ci guy/doshLa es-te!c.html a�ru�dr.ca,gc�v November 15, 2021 Marco Molina, Vice President Interior Demolition, Inc. 2621 Honolulu Avenue Montrose, CA 91020 Your application to renew your asbestos registration number 771 is complete. Your renewal registration commences December 07, 2021 and continues through December 07, 2022. Be very careful to send in all status changes on a timely basis, including name, entity, workers compensation insurance, CSLB #, ownership, and contact information. Your registration is contingent upon the accuracy of this information. Be aware that your registration and DOSH number are tied to a specific CSLB # and name. In particular, if your CSLB # changes, you will have to reapply as an initial applicant. To provide for business continuity, you must notify the Division as soon as you are aware of such changes. Use the attached form for all status changes. As always, one condition of continued registration is provision of timely responses to requests for information with regard to your company's compliance history. This registration is subject to annual renewal by the Division. A renewal application notice will be sent two months in advance of the registration date. However, it is your responsibility that the application and registration fee is received by the Division 30 days before the expiration date [8 CCR 341.7(c)], even if you do not receive the notice. Sincerely, Linda Ikami Staff Services Analyst City Council 22 — 135 5/3/2022 State of California Department of Industrial Relations DIVISION OF OCCUPATIONAL SAFETY AND HEALTH Certy"'i"cate of Registration ,fo r As bes tos-related Work Certificate No 771 Fxprration Date 12/7/2022 Interior Demolition, Inc. fr.'3nr vrL•rnployaI is duly re,gistrrtd by the Division or Occupatumal sated'and licalth in accordance with the C'ahliwnis Administrative Code.'I ttic 8. Anicle 2 h for asbestos-rotated work r v n oroccupat�Safciy' d iealth Effective Date 12/7/2021 Contractnr's License Nu. 603409 This registration is valid only when the(allowing requirements and conditions are met- 1 The registered employer shall safely perform asbestos related work in compliance with relevant occupational safety and health regulations 2. The registered employer shelf notify the Division of changes in work locations or conditions as specified by Section 341.9 of Title 8 of the Calrfomia Administrative Code 3. The registered employer shall post a sign readable at 20 feet at the location of any asbestos-related work stating: Danger-Asbestos May Cause Cancer-Causes Damage to Lungs Authorized Personnel Only 4 A copy of the registration shall be posted at the jobs ite beside the Cal-OSHA poster. 5. The registered employer shall provide a copy of this registration certificate to the prime contractor and any other employers at the site before the commencement of any asbestos-related work 6 The registered employer shall conduct a safety conference prior to the commencement of any asbestos-related work as specified by Section 341.11 of Title 8 of the California Administrative Code. 7 The registered employer acknowledges the Division's right to revoke or suspend this registration as provided by Section 341 14 of Title 8 of the California Administrative Code. City Council 22 — 136 5/3/2022 8117l2020 Supplier Profile Printed on: 8/17/2020 11:53:57 AM To verify most current certification status go to:https://www.caleprocure.ca.gov S CAI IFORNIA OFFAQTY.EAT OF GENERAL SERVICES Office Of Small Business & DVBE Services Certification ID: 14467 Email Address: Legal Business Name: rnaha@interiordemolition.net INTERIOR DEMOLITION INC Business Web Page: Doing Business As (DBA) Name 1: http://www.interiordernolition.net INTERIOR DEMOLITION INC Business Phone Number: Doing Business As(DBA) Name 2: 818/24"932 Business Fax Number: Address: 818/249-4937 2621 HONOLULU AVENUE Business Types: MONTROSE Construction CA 91020 Certification Type Status From To SB Approved 08/07/2020 08/31/2022 Stay informed! KEEP YOUR CERTIFICATION PROFILE UPDATED! -LOG IN at CaleProcure.CA.GOV Questions? Email: OSDSHELPQDGS.CA.GOV Call OSDS Main Number. 916-376-4940 707 3rd Street, 1-400, West Sacramento, CA 95605 City Council 22 — 137 5/3/2022 https:ltwww.caleprocure.ca.gov/pages/SupplierProfile/supplier-profile-print.html Back To Nary Form Search Returned 1 Records WOO Mar 3019.03zgn PM 20% Qnery Criteria FirmOHA Nance:Interior Demolition Inc Firm Type. DBE — FMm ID zr3ra F MIM Name INTERIOR DEMOL=N PC Address Ural 2621 HONOLULU AVE Address LJW Clty MONTROSE Stab CA aP Code e10 23P Cod*2 M Ing Addis LJnN Addl L kw2 M Aft C* �soft a Cade MdbW*.00da2 CerilIcalbn type DBE: . nst Conbd Nama GEORGE M OUNA Ana Cods I s1e I Phone Nuei6ar 249-4= Alt Ana Coda - Alt Phora Number Fax Aria Code (a1a) Fax Phone Murnbr 24%4W AOsnatr Maim DEPARTMENT OF TRANSPORTATION 01;M-07;10;1Z 13:14;1'3;1T:19;21;22:24;27;2a;20,30;31;36;40;43;54;56; Diet kb 01;03;04;Ct ot 01;00;uEr to;11;12: DOE NAILS 23M0;238990t ACOW NAIL'$ C1a01 CLEARING S G'RLMONG;.C1W1 ROADVOW EKCAYATKU C1910 OPADINC;C1920 Work Codsa �ExcAYAuft e1IICi0 STRUCTURE BAcKFLL,;G1940 6M cries EXCAVATION;cow L kemos ASO Asbssbs;C12 Errslw,*&Ind Pm"Con4arbr,C21&A&*Moft I Deinel m Cmtaaar, TMCJM FOR MIRE-4. Golder M EEMifeity HISPAMC Firm rl'P° DBE: Back To!Qm Form City Council 22 — 138 5/3/2022 ,) COUNTY OF LOS ANGELES t � DEPARTMENT OF CONSUMER AN@3UStNESS AFFAIRS BOARD OF SUPERVISORS Joseph D M.Nicehitte Hilda L.Solis "To Enrich Lives Through Effective and Caring Service" Director Mark Ridley-Thomas Joel Ayala Sheila Kuehl Chief Deputy Jahice Hahn Kathryn Barger Rafael Carbaial Chief Deputy August 18, 2020 MARIA MOLINA Vendor#: 505984 INTERIOR DEMOLITION INC Certification Record#:089163 2621 HONOLULU AVENUE MONTROSE, CA 91020 CERTIFICATION FOR NON-FEDERALLY FUNDED COUNTY SOLICITATIONS Dear MARIA MOLINA, Congratulations! Your business is now certified as a Local Small Business Enterprise(LSBE)with the County of Los Angeles effective as of the date of this letter. Your LSBE certification expiration date is based on your State of California Department of General Services` (DGS)small business certification. Your certification expires on August 31, 2022. Your business is eligible for LSBE preference consideration in those County of Los Angeles solicitations which include the"Request for Preference Consideration"form.You must complete the form and provide your Vendor Number in your bid/proposal along with a copy of this approval letter for each response to receive the preference. Additionally, the Board of Supervisors established a"Countywide Small Business Payment Liaison and Prompt Pay Program". As a certified LSBE,your company is now eligible for a 15-day prompt payment. Please call the Small Business Services office at 855-230-6430 or send an email to osb(a.dcba.Ia county.oov to request your free Prompt Payment Stamp and instructions. The County of Los Angeles Department of Consumer and Business Affairs reserves the right to request additional information and/or conduct an on-site visit to verify your company's eligibility for the program. Please contact our office immediately if your business experiences any changes that could affect eligibility during the certification period. Again,congratulations on your certification. If you have any questions about our LSBE Program, please call us at 323- 881-3964, visit our website at htto://dcba.lawunly.gov or email us at osb@dcba.lacountv.uov. Sincerely, Joseph M. Nicchitta Director Christian Olmos Program Chief, Office of Small Business JMN:CO City Council 500 W,Temple Street,Room B-96?Q—Al $s, CA 90012-2706 5/3/2022 Telephone(213)974-1452"(800)593-8222 "Fax(213)687-1137'Website:dcba.lacounty.aav CERTIFICATE OF LIABILITY INSURANCE =912il.202i ' 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(Sj, AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT; H the Certificate holder Is an ADDITIONAL-INSURED,the policy(iesj must have ADDITIONAL INSURED provisions or be endorsed, If SUBROGATION IS WAIVED,subject to the terns and conditions,of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rt tits to the certificate holder in lieu of such andorsemen s PRODUCER C ACT Cheri Greco HUB International Insurance Services Inc. NAME-I gib 49D4153 FAX PO Box 255387 Aoc Nol,916-993-7253 Sacramento CA 95865 MASS;• cher14.preco0hubintenrallonal.com NSURER 9 AFFORDING COVERAGE HAICy 7 INsuRER A;Slate Compensation Insurance Fund of Caiifornia 35076 IrateINSURED Demolition Inc "" oEu�3i wsuRE�ea:Nautiius Insurance Com nY... t7370 2621 Honolulu Ave. n w*"c:KeyRisk insurance Com n 10885 Monti-ose CA 91020 INSURER0: INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER:18822 1 74 90 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 WHJCH THIS CERTIFICATE MAY HE 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 LS POLICYNU"ER I " MIDIV Y LNIIrTS LTR TYPE fHF INSURANCE wivn B x CN)1rNERC111LGENERAILIABILMY ECP2035025-10 614W2I 6I4C2O22 EAC"OCCURRENCE S1.00Q000 CLAIMS*"E x- OCCUR r Eae fir ;100,000 MEO EXP N one ) S 5,000 PERSONAL S ADV 4NJURY i i,DODA 0 DEN%AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE i 2,000,000 POLICY�jEECTPRO ❑LOC PRODUCTS-COMPIOP AGG J2,000,0W OTHER ; C AUromosILELIAsnm SAP203502410 &4PMI 61412022 COMB MEaQSWGLEL1MIffasedd ml $1,b00,000 X ANY AUTO 90DILY INJURY(Per person) i OWNED SCHEDULED ®DOILY INJURY AUTOS ONLY AUTOS iPw MXKIQM) S HIRED NON,,OWNED PR5iE-YDAMAGE AUTOS ONLY AUTOS ONLY P r,I S S 8 LwIIRiEUA UAB X OCCCUR FFx203502610 6/4/2021 II AM22 EACKOCCURRE,IICE $6,000,000 X EXCESS LKA CLAWS-MADE AGGREGATE ;5,0m.000 DEC) X I RETFNU N3 S A INOANDE�YPLCOMPENSATION 1 AS�b/TY 1977624-27 81271102f 9127f2022 X R OIt ANrVPROPRIETOWARTNEFWxECUTrVE YIN E.L.EACH ACCIDENT i 7,000,000 OFFIOERpaEI,16ER6XCLUDED, N r A (Manddory in NH) E.L.DISEASE-EA EMPLOYEE $1,000,000 rt xyee�a dayulne undev DESCPoPI7ON OF ERATIONS bola. E.L.DISEASE-POLICY Lrtll7 S i,000,000 B Pro%wioral Lkibi Y ECP203502510 6/412021 6142D22 A e99we LLkrh 51,000,000 Conuecmns Pvtlrtw Lie $1,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES(ACORO IVI.Adds tonal Remarta Schaduk.may De atlachad R rrrott spice fa requited) Proof of Insurance CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION GATE 'THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. Interior Demolition, Inc. 2621 Honolulu Avenue AUTHORI1fOREDRE$ENtgT75 E Montrose CA 91020 City Council 5/3/2022 m 1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016)03) The ACORD name and logo are registered marks of ACORD EXHIBIT C City Council 22 — 141 5/3/2022 ORIGINAL. WM% WCar orate OFfie IN DEM01./T/ON INC. 2621 L/ono/u/u AIWAWe ma glop mm, A,017trose, CA 91020 DEMOL/T/ON-A SA TEMEWT•EARTHWORA WWW%teri2mdemoll tidn•net IIC�!'60340�•/BA91249:�9.4P Fee Proposal City Council 22 — 142 5/3/2022 Company Nance: Interior Demolition, Inc. 1301 W 1 111 Street, Santa Ana, CA Item Description Cost $ Permitting 500.00 Engineering 500.00 Site Fencing for Duration of Demolition 500.00 Cana BMP's/Erosion Control Plan 500.00 Asbestos/Hazardous Stabilization and Abatement (on a separate sheet,provide a detail cost for this sump sum amount) 4,000.00 Universal Waste Disposal 250.00 Interior Demolition 0.00 Exterior Wall/Building/Foundation Demolition 13,000.00 Sitework Demolition 2,000.00 Landscape and Trees Removal and Clearing 1,000.00 Vermin Abatement (Assume resent) 500.00 Bee Colony Abatement(Assume resent) 500.00 Other(describe... DONE Total Price 23,250.00 � �'r V City Council 22 — 143 5/3/2022 1w M% 1w Carparate D ee INTERIOR DEMOLMON, INC 2627 1-1oaa/u/u Ivelve mm, m6ffmm, lftwtrase, CA 91020 OENOLIrIOM-ABA rWENr•EARrHW0R1( uww/rlterrardemo/r'tian aet LIC#QO340P•tele)Z494932 EFFECTIVE: JANUARY 2022 HOURLY/DAILY EQUIPMENT LIST EQUIPMENT RATE MINIMUM CAT 320 EXCAVATOR $175.00 4 HOUR CAT 320 EXCAVATOR W/BREAKER $275.00 4 HOUR CAT 325 EXCAVATOR $225,00 4 HOUR CAT 325 EXCAVATOR W/ BREAKER $325.00 4 HOUR CAT 336 EXCAVATOR $240.00 4 HOUR CAT 336 EXCAVATOR W/BREAKER $340.00 4 HOUR CAT 345 EXCAVATOR $230.00 4 HOUR CAT 345 EXCAVATOR W/BREAKER $330.00 4 HOUR CAT 345 EXCAVATOR W/PULVERIZER $230.00 4 HOUR CAT 345 EXCAVATOR W/SHEAR $330.00 4 HOUR CAT 973 TRACK LOADER $175.00 4 HOUR BOBCAT 225 $50.00 4 HOUR BOBCAT 225 W/BREAKER $100.00 4 HOUR NEW HOLLAND BACKHOE 75B $185.00 4 HOUR NEW HOLLAND BACKHOE 75B W/BREAKER $220.00 4 HOUR SEMI END DUMP $135.00 4 HOUR I. ALL EQUPMENT RATES ARE OPERATED AND MAINTAINED. 2. RATES ARE STRAIGHT TIME: OVERTIME WILL BE CHARGED WHEN APPLICABLE 3. PRICES TO MOBILIZE EQUIPMENT $750.00 4. MINIMUM CHARGE OF FOUR HOURS City Council 22 — 144 5/3/2022 qp M% qp COrpOrGte 0"71-6e /LATER/OR QEMOLMOM, INC. 2621 Xle w1ulu 4menue Amlampmm, IX017erOse, C9 97020 OEMOL177ON•ABA TEh/EN7'•EARTNWORX avWlv'/ClteriOrdef77p//`t%d/I'/7et L/d i dD3409•/B/Bf 2494952 EFFECTIVE: JANUARY 2022 DAILY RENTAL EQUIPMENT LIST ABATEMENT NEGATIVE AIR MACHINE/ HEPA FILTER DAILY/$150.00 SHOWER/ HEPA FILTER DAILY/$150.00 GENERATOR 3000 DAILY/$125.00 AIRLESS SPRAYER DAILY/$75.00 VACUUM/ HEPA FILTER DAILY/$150.00 City Council 22 — 145 5/3/2022 DocuSign Envelope ID:440EC5ED-7173-4C14-A8C2-CB4E1C47BF65 AGREEMENT WITH AMERICAN WRECKING, INC., TO PROVIDE ON-CALL DEMOLITION SERVICES FOR THE CITY OF SANTA ANA THIS AGREEMENT is made and entered into on this 3rd day of May, 2022 by and between American Wrecking, Inc., a California corporation ("Contractor"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("City"). RECITALS A. On January 13, 2022, the City issued Request for Proposal No. 22-007, by which it sought a qualified contractor to provide on-call demolition services for the City's Public Works Agency. B. Contractor submitted a responsive proposal that was among those selected by the City. Contractor represents that it is able and willing to provide the services described in the scope of work that was included in RFP 22-007. C. In undertaking the performance of this Agreement, Contractor represents that it is knowledgeable in its field and that any services performed by Contractor under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. SCOPE OF SERVICES On an on-call basis, and at the City's sole discretion, Contractor shall perform the services described in the scope of work that was included in RFP No. 22-007, which is attached as Exhibit A, and as more specifically delineated in Contractor's proposal, which is attached as Exhibit B and incorporated in full. 2. COMPENSATION a. City neither warrants nor guarantees any minimum or maximum compensation to Contractor under this Agreement. Contractor shall be paid only for actual services performed under this Agreement at the rates and charges identified in Exhibit C. Contractor is one of four (4) contractors selected to provide demolition services on an on-call basis under RFP 22-007. The total compensation for these services provided by all such contractors selected under RFP 22-007 shall not exceed the shared aggregate amount of Two Million Dollars and Zero Cents ($2,000,000) during the term of the Agreement, including any extension periods. b. Payment by City shall be made within 45 days (forty-five) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. City Council 22 — 146 5/3/2022 DocuSign Envelope ID:440EC5ED-7173-4C14-A8C2-CB4E1C47BF65 3. TERM This Agreement shall commence on the date first written above and terminate on April 14, 2025, unless terminated earlier in accordance with Section 16, below. The term of this Agreement may be extended for two (2) one-year periods upon a writing executed by the City Manager and City Attorney. 4. PREVAILING WAGES Contractor 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 16000, 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 being performed are part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and the total compensation is $1,000 or more, Contractor agrees to fully comply with such Prevailing Wage Laws. Contractor 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. 5. INDEPENDENT CONTRACTOR Contractor shall, during the entire term of this Agreement, be construed to be an independent contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer-employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Contractor performs the services which are the subject matter of this Agreement; however,the services to be provided by Contractor shall be provided in a manner consistent with all applicable standards and regulations governing such services. Contractor shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 6. OWNERSHIP OF MATERIALS 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 Contractor under this Agreement ("Documents & Data"). Contractor 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. Contractor represents and warrants that Contractor has the legal right to license any and all Documents & Data. Contractor makes no such representation and warranty in regard to Documents & Data which were provided to Contractor 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. City Council 22 — 147 5/3/2022 DocuSign Envelope ID:440EC5ED-7173-4C14-A8C2-CB4E1C47BF65 7. INSURANCE Prior to undertaking performance of work under this Agreement, Contractor shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a. Minimum Scope and Limit of Insurance 1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an "occurrence" basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregatelimit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit. 2. Automobile Liability: ISO Form Number CA 00 01 covering any auto (Code 1), or if Contractor has no owned autos, hired, (Code 8) and non- owned autos (Code 9), with a limit no less than $1,000,000 per accident for bodily injury and property damage. 3. Workers' Compensation: as required by the State of California, with Statutory Limits, and Employer's Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. 4. Professional Liability: if Contractor is or employs a licensed professional such as an architect or engineer: Professional liability(errors and omissions) insurance, with a combined single limit of not less than $2,000,000 per claim with $2,000,000 in the aggregate. 5. Broader Coverage: if Contractor maintains broader coverage and/or higher limits than the minimums shown above, the City requires and shall be entitled to the broader coverage and/or the higher limits maintained by the Contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. b. Other Insurance Provisions 1. Additional Insured Status: The City,its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Contractor including materials, parts, or equipment furnished in connectionwith such work or operations. General liability coverage can be provided in the form of an endorsement to the Contractor's insurance(at least as broad as ISO Form CG 20 10 11 85 or if notavailable, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 if a later edition is used). City Council 22 — 148 5/3/2022 DocuSign Envelope ID:440EC5ED-7173-4C14-A8C2-CB4E1C47BF65 2. Primary Coverage: For any claims related to this contract,the Contractor's insurance coverage shall be primary coverage at least as broad as ISO CG 20 01 04 13 as respects the City, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the City, its officers, officials, employees, or volunteers shall be excess of the Contractor's insurance and shall not contribute with it. 3. Notice of Cancellation: Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the City. 4. Waiver of Subrogation: Contractor hereby grants to City a waiver of any right to subrogation that any insurer of said Contractor may acquire against the City by virtue of the payment of any loss under such insurance. Contractor agrees to obtain any endorsement that may be necessary to affect this waiverof subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. 5. Self-Insured Retentions: Self-insured retentions must be declared to and approved by the City. The City may require the Contractor to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self-insured retention may be satisfied by either the named insured or City. 6. Acceptability of Insurers: Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M. Best's rating of no less than AXII, unless otherwise acceptable to the City. 7. Claims Made Policies (applicable only to professional liability): i. The Retroactive Date must be shown, and must be before the date of the contract or the beginning of contract work. ii. Insurance must be maintained and evidence of insurance must be provided for at least five (5)years after completion of the contract of work. iii. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive Date prior to the contract effective date, the Contractor must purchase "extended reporting" coverage for a minimum of five(5)years after completion of work. City Council 22 — 149 5/3/2022 DocuSign Envelope ID:440EC5ED-7173-4C14-A8C2-CB4E1C47BF65 8. Verification of Coverage: Contractor shall furnish the City with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage requiredby this clause) and a copy of the Declarations and Endorsement Page of the CGL policy listing allpolicy endorsements to City before work begins. However, failure to obtain the required documents prior to the work beginning shall not waive the Contractor's obligation to provide them. The City reserves the right to require complete,certified copies of all required insurance polici es,including endorsements required by these specifications, at any time. 9. Subcontractors: Contractor shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Contractor shall ensure that City is an additional insured on insurance required from subcontractors. 10. Special Risks or Circumstances: City reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances. 8. INDEMNIFICATION Contractor agrees to defend, and shall indemnify and hold harmless the City, its officers, agents, employees, contractors, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the negligent operations of the Contractor,its subcontractors, agents, employees, or other persons acting on its behalf which relates to the services described in section 1 of this Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution, judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement. This indemnity and hold harmless agreement applies to all claims for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this Section or by reason of the terms of, or effects, arising from this Agreement. The Contractor further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages,just compensation,restitution,judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. Notwithstanding the foregoing, to the extent Contractor's services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Contractor. 9. INTELLECTUAL PROPERTY INDEMNIFICATION Contractor shall defend and indemnify the City,its officers, agents,representatives, and employees City Council 22 — 150 5/3/2022 DocuSign Envelope ID:440EC5ED-7173-4C14-A8C2-CB4E1C47BF65 against any and all liability, including costs, for infringement of any United States' letters patent, trademark, or copyright infringement, including costs, contained in the work product or documents provided by Contractor to the City pursuant to this Agreement. 10. RECORDS Contractor shall keep records and invoices in connection with the work to be performed under this Agreement. Contractor shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any services, expenditures, and disbursements charged to the City for a minimum period of three(3)years, or for any longer period required by law,from the date of final payment to Contractor under this Agreement. All such records and invoices shall be clearly identifiable. Contractor shall allow a representative of the City to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement during regular business hours. Contractor shall allow inspection of all work, data, documents, proceedings, and activities related to this Agreement for a period of three (3)years from the date of final payment to Contractor under this Agreement. 11. CONFIDENTIALITY If Contractor receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Contractor agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. "Confidential Information" shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that(a) has been disclosed in publicly available sources; (b) is, through no fault of the Contractor disclosed in a publicly available source; (c) is in rightful possession of the Contractor without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Contractor without reference to information disclosed by the City. 12. CONFLICT OF INTEREST CLAUSE Contractor covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 13. NON-DISCRIMINATION Contractor shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, gender identity, gender expression, gender, medical conditions, genetic information, or military and veteran status, age, national origin, ancestry, or disability, as defined and prohibited by applicable law,in the recruitment, selection,teaching,training,utilization,promotion,termination or other employment related activities or any services provided under this Agreement. Contractor affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. City Council 22 — 151 5/3/2022 DocuSign Envelope ID:440EC5ED-7173-4C14-A8C2-CB4E1C47BF65 14. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Contractor, and supersedes any and all other agreements, oral or written,between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto,the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Contractor. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Contractor or the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which is not embodied herein. 15. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Contractor, Contractor may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other contractors retained by City. 16. TERMINATION This Agreement may be terminated by the City upon thirty(30) days written notice of termination. In such event, Contractor shall be entitled to receive and the City shall pay Contractor compensation for all services performed by Contractor prior to receipt of such notice of termination, subject to the following conditions: a. As a condition of such payment, the Executive Director may require Contractor to deliver to the City all work product(s) completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Contractor consents to the City's use thereof for such purposes as the City deems appropriate. b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 17. WAIVER No waiver of breach, failure of any condition, or any right or remedy contained in or granted by the provisions of this Agreement shall be effective unless it is in writing and signed by the party waiving the breach, failure, right or remedy. No waiver of any breach, failure or right, or remedy shall be deemed a waiver of any other breach, failure, right or remedy, whether or not similar, nor shall any waiver constitute a continuing waiver unless the writing so specifies. City Council 22 — 152 5/3/2022 DocuSign Envelope ID:440EC5ED-7173-4C14-A8C2-CB4E1C47BF65 18. JURISDICTION - VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 19. PROFESSIONAL LICENSES Contractor shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. Contractor shall notify the City immediately and in writing of its inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 20. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. b. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. 21. NOTICE Any notice,tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by fax or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza(M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 Fax: 714- 647-6956 With courtesy copies to: Nabil Saba Executive Director, Public Works Agency City Council 22 — 153 5/3/2022 DocuSign Envelope ID:440EC5ED-7173-4C14-A8C2-CB4E1C47BF65 City of Santa Ana 20 Civic Center Plaza (M-21) P.O. Box 1988 Santa Ana, California 92702 Fax: 714-647-5635 To Contractor: Carlos Galaviz, President American Wrecking, Inc. 2459 Lee Avenue El Monte, CA 91733 A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by fax, communication shall be effective or deemed to have been given twenty-four(24)hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: CITY OF SANTA ANA Daisy Gomez Kristine Ridge Clerk of the Council City Manager APPROVED AS TO FORM: AMERICAN WRECKING, INC.: SONIA R. CARVALHO City Attorney DocuSigned by: By• B3C7BF237B3440A... Br�Ti on Salvatierra Carlos Galaviz Deputy City Attorney President RECOMMENDED FOR APPROVAL: Nabil Saba Executive Director Public Works Agency City Council 22 — 154 5/3/2022 DocuSign Envelope ID:440EC5ED-7173-4C14-A8C2-CB4E1C47BF65 EXHIBIT A City Council 22 — 155 5/3/2022 DocuSign Envelope ID:440EC5ED-7173-4C14-A8C2-CB4E1C47BF65 Appendix ATTACHMENT 1: SCOPE OF WORK SCOPE OF WORK Introduction and Background: The City of Santa Ana is issuing this Request for Proposals (RFP) to seek a qualified Demolition contractor(s) to provide demolition, including asbestos abatement and hazardous materials removals, services for the City of Santa Ana on an as-needed basis. From the proposals received, it is the City's goal to select one or more firms to enter into agreement(s). Approximately 30 residential and commercial properties along Warner Avenue, Fairview Avenue and Bristol Street will need to be demolished by early of 2023. The total demolition services needed for this On-call contract(s) is valued at approximately $2,000,000. The total amount to be expended shall be shared among all contractors selected for award to provide these services. Scope of Services: Contractor is responsible for the payment of all applicable permits required to conduct the below scope of services. The On-Call contractor shall respond with a task order quote within 5 working days of receiving the request for a task order quote. Selection of a contractor to perform each task order shall consider past work completion performance. Demolition: Contractor is responsible for demolishing and disposal/recycling of all improvements, including but not limited to: foundations and footings, slabs, basement, detached garage, landscaping, fencing, walls trees and all miscellaneous to clear site complete. Contractor is also responsible for grading the parcel for drainage, importing and exporting fill dirt or aggregate base as needed, capping all water and sewer lines, and compacting to 90% density. Prior to submitting all on-call proposals, the Contractor shall visit the subject project site (including coordinating with the City for access inside the building) and obtain any necessary as-builts to define an appropriate scope of work. All work is to be done in accordance with all applicable federal, state and local regulations, standards and codes governing demolition and any other trade work done in conjunction with the demolition. Copies of all demolition permits, water and sewer cap inspection approval and a letter of completion should be submitted for City's files prior to the Contractor receiving payment. The Contractor shall supply all necessary labor, materials, services, insurance, permits, and equipment to carry out the work in accordance with all applicable federal, state, and local regulations. The Contractor at all times shall keep the Project site free from accumulation of waste materials or rubbish caused by the Contractor's operations. At the completion of each trade of the work, and at final completion prior to contractor submitting the final invoice, Contractor shall remove all waste materials, and rubbish from and about the project as well as tools, construction equipment, machinery, and surplus materials. City Council 22 — 156 5/3/2022 DocuSign Envelope ID:440EC5ED-7173-4C14-A8C2-CB4E1C47BF65 Contractor shall hand deliver a City provided work notice letter to adjacent resident owners at least one week prior to the demolition work. Asbestos Abatement: The work described herein consists of removal and disposal of ALL asbestos containing materials (ACM-friable or nonfriable) and subsequent cleaning of the sites in accordance with all applicable federal, state and local regulations, standards and codes governing asbestos and any other trade work done in conjunction with the abatement. Results of any testing that identify asbestos containing materials will be provided by the City. It is the responsibility of the Contractor to determine if any additional asbestos removal is required in addition to the surveys. Copies of all notifications must be submitted to City including, abatement contractor's license, map and/or clear documentation specifying asbestos containing materials abated; completed waste manifests; and a completion letter indicating that all asbestos containing materials from these properties have been abated and properties are ready to be demolished. Lead Removal: The Contractor shall take all necessary precautions and follow all Occupational Safety & Health Administration (OSHA')s guidelines required in the handling of lead contained materials if any are detected. Please refer to the Lead Hazard Evaluation Report which will be provided to the Contractor prior to on-call bid. Rat and/or Vermin Abatement: Contractor, prior to performing demolition, is responsible for providing rat and/or vermin abatement. As part of the demolition completion package, written certification will be provided to the City, stating that such work was performed, and that the structures were free of infestation prior to the demolition taking place. Erosion Control: Contractor shall prepare erosion and sediment control plan immediately after award of the contract for the approval of the Engineer. The plan shall be prepared per the applicable guidelines described in the latest version of the Orange County Program Construction Runoff Guidance Manual (http://ocwatersheds.com/documents/bmp/constructionactivities). The Contractor shall submit the plans for review and shall make the necessary revisions to the plans as directed by the City. The plans shall be prepared by a Civil Engineer licensed in the State of California. The City may waive the requirement of licensed Civil Engineer if the Contractor can satisfactorily prove to the City that the person preparing the erosion control plan is qualified in the field of erosion control. The Contractor shall keep a copy of the erosion control plan on-site for the duration of the contract and shall provide all necessary control devices to implement all necessary measures as shown on the plan. The erosion control plan shall remain in effect until approval to remove is granted by the City. City Council 22 — 157 5/3/2022 DocuSign Envelope ID:440EC5ED-7173-4C14-A8C2-CB4E1C47BF65 All erosion control materials shall be available on-site and stockpiled at a convenient location to facilitate rapid construction of temporary devices when rain is eminent. Fee Proposal Contractor shall submit a fee proposal as described below in a sealed fee envelope. This fee proposal shall be based on ON-CALL DEMOLITION SERVICES for the sample project site described below. The proposal will be used for fee comparison and evaluation purposes. Furthermore, this fee proposal will become part of Exhibit B of the Contract Agreement and will be used to compare with an actual task order quote requested by the City. Fee proposal shall include: o Description of work(summarized scope of services) o Fee (per spreadsheet below) o Schedule (from date of receiving a Notice to Proceed to task order completion) -------------------------------------------------------------------------- SUBJECT PROJECT SITE DESCRIPTION: The subject sample project site, which was already demolished, is for comparison and evaluation purposes only. The sample project is located at 1301 W llth Street, Santa Ana, CA 92703. The following is a brief description of the sample project site. Please refer to Appendix - Attachment 4 for full project site description and Asbestos, Lead-Based Paint/Universal Waste Survey. The building is one story residential structure with stucco over wood framing exterior walls with brick fascia construction with the following approximate dimensions: - Main Dwelling Area: 1,685 sf - Garage: 390 sf - Covered Patio: 275 sf - Total Area: 2,350 sf - Total Land Area: 6,970 sf Contractor is responsible for demolishing all improvements, including: 4" thick concrete slab foundation and footings to a depth of 3', and all surrounding landscaping. Contractor is also responsible for clearing the site, grading the parcel for drainage, capping all sewer lines, and compacting to 90% density. Erosion control to include importing and exporting fill dirt as needed, installing straw waddles around site perimeter, topping site with 1" base course to prevent wind erosion, and installing rumble plates for the duration of the demolition. Price provided below shall be based solely on the information provided hereon and shall be an all- inclusive price and shall include all items listed and cover all items or work identified above and Appendix -Attachment 4 to deliver a clear site with no remaining improvements. City Council 22 — 158 5/3/2022 DocuSign Envelope ID:440EC5ED-7173-4C14-A8C2-CB4E1C47BF65 Company Name: 1301 W 1111 Street, Santa Ana, CA Item Description Cost Permitting Engineering Site Fencing for Duration of Demolition Canopy BMP's/Erosion Control Plan Asbestos/Hazardous Stabilization and Abatement (on a separate sheet, provide a detail cost for this sump sum amount Universal Waste Disposal Interior Demolition Exterior Wall/Building/Foundation Demolition Sitework Demolition Landscape and Trees Removal and Clearing Vermin Abatement(Assume present) Bee Colony Abatement(Assume present) Other(describe...) Total Price City Council 22 — 159 5/3/2022 DocuSign Envelope ID:440EC5ED-7173-4C14-A8C2-CB4E1C47BF65 EXHIBIT B City Council 22 — 160 5/3/2022 DocuSign Envelope ID:440EC5ED-7173-4C14-A8C2-CB4E1C47BF65 .r, .:t t i ` c -- r h of i ' StATEMENT OF QUALIFICATION I. presented by AMERICAN WRECKING Cm A.ME ki CANIN R I c K114 61MC.COM 2459 LEE AVFNUF, 5011TH EL MONTE, CA 51733 oFFIC€: 16261350.11303 - FA:{! (6241350.0321 City Council 22– 161 5/3/2022 DocuSign Envelope ID:440EC5ED-7173-4C14-A8C2-CB4E1C47BF65 a,. *s� dt.* p , .d k -fir i . r �.'L - :7'u�LL rai YYiV►°.sue.I.n art-rer ._ t � I oly EFFICIENT, COST-EFFECTIVE COMMERCIAL, MILITARY, INDUSTRIAL, AND RESIDENTIAL DEMOLITION. American Wrecking Inc, has over 30 years of industrial demaiitio7 experience. ti ►1Ye're seen and dealt with it all, from hazardous moterals to non-permitted facilities. Our turnkey approach to a prolect rneons you'll never have to worry ghoul government agency compliance issues, permits or hazardous moterials removal. We know that a jab done right includes excellent customer service and 1 rr ensures your pence of mind. F., Garr derrsoa'Woa recyoding company ssrviees job sites natinaavide and fie Canada, City Council 22– 162 5/3/2022 I A: COMMITTED TO RECYCLING AND R 0 Amerier�n 1NreclEing Inc. has theialii ily to recycle almosF all mtrteriali from a site. We see value where others do not and repurpose maieriais whenever possible,, ' Our commitment to sustaimability provides peace of mind that you are helping the environment by diverting waste from landfills.Vie have exceptionally high goals A . ar,d standards resulting in a 93 F'*recycling rate on overage. r_ a part tegy,we are partnered with Impart . .. ili As art of cue stra , racifl�es Imm�l}iliarias Gala z I�.'ia , ` ii.~ S.A.de C.V., a Used building material facility selling recycled comirectian nalen is V that are in high demand in Mexico. l'l Jr sta id�`I11`�t Ills — ��. _ A— VV rnertcan r' over 200 pieces of sped alined demolition equipment, �y mokirg u& the most equipped curnp€ury for any jab. Contact us to ask about y t• equ�pxneni rental rates and vailabilily. i e • i • i • i • • DocuSign Envelope ID:440EC5ED-7173-4C14-A8C2-CB4E1C47BF65 AMERICAN WRECKING INC. PRE-QUALIFICATION FORM COMPANY I ' 4 Date of Incorporation: DeCemhec 1986 Corporate Officers: President:lose Luis GalavizSr. Vice President: Juan Gerardo Galaviz Federal Tax ld 9 45-4276130 D&B 9 99-890•6013 PROJECT INFORMATION Projed ValupAange: Up to S1S Million Signature Projects: 1.Kimberly Clark Paper Facility—Fullerton,California 2021-Cernolition&Abatement 2.Toyota Headquarters—Torrance,Calirarnia 2020-Demolition&Abatement 3.Ralph's Grocery Distribution Facility—Los Angeles,California 1020 f 21.Demolition 4.Coca Cola Dlstdi ution'lenity—San Diego,Californla2021-PernolltlDn Sr Mowt Urnunhum—Santa Clara,Calirornla-Uernolltion INSURANCE INFORMATION General Liability Insurance Carrier; E�reres#InsUranee�¢mpany GL Insurance per PrejectCaverage: $1 Million with$10 Million Umbrellatlabillty Workm2n'S[omp.Carrier: State Compensation Insurance Fund Workrnan's Comp,Modifier Rate: $S BANKING INFORMATION BONDING fa I` a Bank Name: Faelttclhiestern0•ank Current sanding, 510Million 818West7th51:reat5ulta2i10 Bondi Ctrrnpany: RerkleySuret tog Angeles,CA 9DO17 Bank Contact: Brian M.ISMS cordact: Jerilee Levis f213�43067009 (707)996-2912 LICENSES AFFFMATIONS C11,.C12,11,ASB CA 4685192 Exp.03/31/2022 National Dernolitlir Amrlatlen The U.S.Green 8u11ding Council American SubcontractOrs A$$OCldtitsn ConWuctien&rlernalitlon ReryclingAssociation Western Staters Trucking Association ANERIC►NWRECII(INGINC.CQN. 2459 LEE AVENbe, swH EL MONTE, CA 91733 oFF M IO26l35n4303 - FAX:. 1626i350-1321 City Council 22– 164 5/3/2022 DocuSign Envelope ID:440EC5ED-7173-4C14-A8C2-CB4E1C47BF65 A E ICAVN WRECKING _u. INC. REFERENCE LIST MILLI€&SEVERSON GARDEN COMMUNITIES Keith Pakrywa Jeff Snyder 3601 Serpentdne dr.P.D.Box 3601 9120J Lid[CID 10Nye Los Alamitos,CA 90720 San Diego,CA 92122 Tel(562)433.3611 Tel(11%202-0626 OLTMANSCONSTRUC:TION FUtLMER CONSTRUCTION Chris Bell Frank MonjaraA 10005 Mission Mills Rd 1725 S.Grove Avenue Whittier,CA 96608 Ontario,CA 91761 Tel(562)948-4242 Tel(9C9)949-9467 SWINERTON AMERICAN MULTIFAMILY Ice Guaderrama Jeff Chen 200 N.Main Street 16351 Cothard Street;,Suite A Santa Ana,CA 92701 Hunt Ingtan Beach,CA92647 Tel(949)622-7000 Tel(724)30-1414 AVALON BAY COMMU T4ITIFS MILLER CONSTRUCTION John Watkins Rull Acosta 2050 Main Street,Suite 120C 8447 Maple Place Irvine,CA 97614 Rancho Cucarnonga,CA91730 Tel(949)955-£218 Tel(909)484-1D09 MORLEY BUILDERS,i`JC, W.E,OINEIL CONSTRUCTION Ron Elacar Peter Catugno 3330 Ocean Park 909 S.Sepulveda Blvd WO Santa Monica,CA 9D405 FI Segundo,CA 90245 Tel(310)399-1600 Tel(310)643-7900 SNYDER LANGTON ALLIANCE RESIDENTIAL Adam Schneider Garrett Wilson 17962 Cowan 2462 Dupont Drive Irvine,CA 92614 Irvine,CA 92612 Tel(9+49)563.9200 Tel(949)706-8460 LUSARDI CONSTRUCTION PROVINCE GROUP Bill Leslie Tim Ramm 1570 Linda Vista Drive 26 Ccrporate Plata,Suite 260 San Marcos,CA 92078 Newport Beach,CA 92650 Tel(760)744.3133 Tel(949)55348DO AME&ICAI`WRKXIKGINC-COM 2457 LEE AVErFUF. soUTH EL MONTE, CA 91733 GTFICE: I676)35d-83a3 - FAX: 1696)35D-e322 City Council 22– 165 5/3/2022 DocuSign Envelope ID:440EC5ED-7173-4C14-A8C2-CB4E1C47BF65 AMERICAN WRECKING INC. Tuesday, February 8,2022 To wham it may concern: Re: Legally binding letter This letter is to reaffirm our interest and presentation of our proposal. We are fully committed to the scope of this project as stated in our proposal dated 1/1/2222 Should you have any comments, questions and or concerns please don't hesitate to contact me directly at office 626.350,8303 ext. 131 or via emall carlDs(@americanwreckinginc.com T"s, Cs-�} American Wrecking, Inc. AMERICANWRECKINGINC.COM 5439 LEE AViNU1, 5by TV. EL Al0UTE. CA 91733 0FEIC1!Oty,]c9b1wG ,� • r: : 't i; s0 .1`, 22– 166 5/3/2022 DocuSign Envelope ID:440EC5ED-7173-4C14-A8C2-CB4E1C47BF65 Er AMERI AN 4 WRECKING INC. Tuesday,Fehruary 8,2022 To wham it may concern: Re. Contract agreement statement American Wrecking, Inc,agrees to contractual requirements as stated in Attachment 2 in the Appendix. Should you have any questions,comments and or concerns please feel free to contact me directly at gray office 626.350.8303 or feel free to email me at carlos!a am erica nwreckin.ginc.com Thanks, qaA Carlos Galaviz <<-u American Wrecking, Inc. AMERICANWRECRINGINC.CQM 24541EE AVENUE, SOUTH EL MONV. CA 91 3a OFFICE=(�iVICO.U.11ed3 • ri': 16i51?Si;• S°" 22– 167 5/3/2022 DocuSign Envelope ID:440EC5ED-7173-4C14-A8C2-CB4E1C47BF65 A ERICAN WRECKING, INC. DEMOLITION EO:�iP,%CTOR STATE LICENSE NO 6651 E Jose L. Galaviz Demolition Foreman / President PROFESSIONAL EXPERIENCE Jose (Pepe) Galaviz has over 40 years of eXperience in the demolition industry holding various positions. With over 25 of these years in field personnel and project management he is We to oversee a job of any scale including multiphase commercial and industrial projects.Jose has been project foreman for jobs ranging from $5,000 to $3.5 million dollars using all types of demolition including high reach, crane, hall wrecking, hand wrecking and Implosion. Has extensive experience In salvaginE and dismantling of industrial, commercial and residential structures. DEMOLITION EXPERIENCE Coliman Clearing 19691975 Laborer/Heavy Equipment Operator Cleveland Wrecking,Inc.1975.1979 Heavy Equipment Operator Pepe Galav-rx Loader Services 1979-1984 Owner, Heavy Fquipment Operator, Estimated and performed demolition of residential and smaller scale commercial buildings. American Wrecking,Inc.1984. -Present President/Managing Partner/ Field Operations Supervistsr/Foreman. Manages the daily field operations For over 65 employees. Jab site foreman/superintendent, supervising and coordinating field personnel,equipment and project budgets.Conducts pre-start site inspections with project manager to assure work is performed per project specifications and drawings. inspects projects and monitors compliance with demolition anti safety codes or tither regulations. Oversees the safety and training of employees at Job sites. Investigates damage, accidents or delays to ensure that proper procedures are carried out. PROJECT EXPERIENCE ■ California Federal Rank Building Implosion,Anaheim,CA 12 Stray Commercial Building Implosion, San Pedro,CA ■ Former 91733 lele.pPone 1626)350-8303 Fax(626)359.83P12 City Council 22– 168 5/3/2022 DocuSign Envelope ID:440EC5ED-7173-4C14-A8C2-CB4E1C47BF65 • Naval Testing Facility,Morris[farm,Azusa,CA • Hotel California,Los Angeles,CA NAWS,China Lake,CA • Navy Seal Training Facility,Coronado Isiand,CA + Over 200 million square feet of military residences throughout California mi IItary bases, City Council 22– 169 5/3/2022 DocuSign Envelope ID:440EC5ED-7173-4C14-A8C2-CB4E1C47BF65 AMERI A,N WRECKING, INC. DEmOLITION CONTRAC.OR -- -� ._�_T STATE LICENSE NQ 68519 Juan Gerardo Galaviz Demolition Foreman f Vice President PROFESSIONAL EXPERIENCE Juan Gerardo Galavla has over 40 years of experience in the demolition industry holding various positions. With over 25 of these years in field personnel end project management he is able to oversee a jots of any scale including multi-phase commercial and industrial projects. Jose has been project foreman for jobs ranging from $5.000 to $3.5 million dollars using all types of demolition including high reach, crane, ball wracking, hand wrecking and implosion. Has extensive experience in salvaging and dismantling of industrial, commercial and residential structures. DEMOLITION EXPERIENCE Cleveland Wreckina.Inc.1975.1979 Heavy Equipment Operator PeI2eGal2y1z Loader Services WO-V§A Heavy Equipment Operator. Esbrnated and performed demolition of residential and smaller scale commercial buildings. American WreckLina.ing-Bad-erasent Vice President!Managing Partner iField Operations Supervisor I Foreman. Managesthe daily freld operations for over BS employees. Job site foremanfsuperintendent, supervising and coordinating field personnel, equipment and project budgets. Conducts pre-start site inspections with project manager to assure work is performed per project specifications and drawings, Inspects projects and monitors compliance wlth demolition and safety codes or other regulations, Oversees the safety and training of employees at job sites. Investigates damage, accidents or delays to ensurethat proper procedures are carried out. PROJECT EXPCRIENC • California Federal Bank Ouilding lmpiasian,Anaheim, CA * V Story Commercial Building Implosion,San Pedro,CA * Farmer Smun Stone Paper Plant, Vernon,CA Naval Testing facility, Morris Dam, Azusa,CA + Hotel California, Los Angeles,CA 2454 lee Avenue,Saudi El Monte,C41110rnia'�1733 Telephone(646)350-8303 Fax(626)350-8322 City Council 22– 170 5/3/2022 DocuSign Envelope ID:440EC5ED-7173-4C14-A8C2-CB4E1C47BF65 • NAWS,China lake,CA • Navy Seal Training Faculty,Coronado Island, CA • Over200 million square feet of military resldercesthroughout Caiiiomia military bases, City Council 22– 171 5/3/2022 DocuSign Envelope ID:440EC5ED-7173-4C14-A8C2-CB4E1C47BF65 AMERICAN WRECKING INC FOR: CITY OF SANTA ANA RFP 22-007 ON-CALL DEMOLITION SERVICES Pepe Supervisor Operators-T:IM iProject Manager Time Devoted: rr r Dispatch .- i fr Principal rz Time Devoted: rr, .D City Council 22– 172 5/3/2022 DocuSign Envelope ID:440EC5ED-7173-4C14-A8C2-CB4E1C47BF65 AMERICAN WRECKING INC. WM D.Understanding of Needs- As part of our typical pro}ect bid,planning&execution of a project many steps must occur, Required Tasks: A. Reviewal of Asbestos f lead Survey a. Pricing of Asbestos&Lead abatementifrequired 6. Measuring all pertinent structures such as Building,site work,counting of trees&Vegetation C, Understanding the City of 5ar to Ana's Intention with each project In order to properly cal:ulatt Tempe ary site fencing,and erosion control requlre rents D. If awarded a, Notify AQMO far Abatement&Demolition b. Inserting our"Subcontractore certllicate of competlon letter andlor Independent Environmental air clearances. c Call&Notify Dlg•alert d. Create a Work Plan Schedule e. Inspect for Vermin&Bee`s Pe[or to starting f. Prior to starting,conrelinate a mee ing with expected Foreman,City Representative&AWI project mariager. g. Coordinate water access for dust contra! E. Typical step by step process of the demolition process In sequential order a. Installation of site security measures such as fencing and pedestrian canopy b. Mobilize Equipment c. Connect to water source for Water Truck)Water Trifler d. Installation of rumble plates as a preventative measure against track out e. Begin the demolition at most convenient location working our way towards the tallest and most challenging part of the demolition, f. Loading&7ruck1ng AWI utilizes one of the largest High&Low5lde end dumpfleet iv Southern California with electric load covers. g. Trees&Vegetation demolition h. Installation of erosion control i. 51te slabs&parking lots J. Sewer Cap Inspection&backfll as wreflnlshourpunch llstwrlth the Gty1s Representative, F, Delhrerables a- Alotfreeof debris,rough graded,installed erosion control measures,demoRtlon/plurnhingparmlt signed and approved b. Recycle atteast75%bytotalwreightofderrolitlon debris,green waste,asphalt,corlCrete&metals. c. Creation of Recycling Report that shows"Recycling'percentage by tonnage. G. Identification of Assumptlon5 for bids&performance of work. a. Site Concrete slabs are up to 4"thick b. Asphaltic Up to 4"thick c. Asphalt does not contain petrornat,If petrnmat is found,A should be tested for possible asbestos. d. Four+dationsto 3'of depth for a typlcal 1&2 story wood tram ed stucco house. e. Foundations to 4"of depth fof a commercial wood framed&CMLS building f. All buildings are connectedto a Crty Sewer Line and pumpin&demolition&backfilling of a septic tank(cesspool would be considered an extra. AMERICANW RICK INGINC.COM 7AS9 tali AVENUE, 90'11" EL MONTE. CA 91733 OFFICE,, 14261350�113133 • FAX`- I676I750•ea24 City Council 22– 173 5/3/2022 DocuSign Envelope ID:440EC5ED-7173-4C14-A8C2-CB4E1C47BF65 AMERIC N WRECKING, INC. GEMOLITICJN CONTRACTOR S ATE LICENSE NO.685191 PROJECT REFERENCE PROJECT NAME: City of Commerce-14AZ MAT and Demolition of Existing City Owned Building JOB LOCATION: 6241 Telegraph Rd Commerce,CA 90040 OWNER: City of Commerce 2535 Commerce lay Commerce,CA 90040 Attn: Director of Public Works Tel(323)72.2-4905 WORK PERFCRM.1 D: # Demolish of structures inc.Slabs&Foundations ♦ Demolition of paving e Remediation.&abatement ff Crushing TOTAL VALUE OF CONSTRUCTION: S 1.60,550.00 COMPLETION DATE: June 18,202 l 2459 Lee Avenue, South EI V nte, California 91733 Telephor>e(626)350-8303 Fax(626)350-9322 City Council 22– 174 5/3/2022 DocuSign Envelope ID:440EC5ED-7173-4C14-A8C2-CB4E1C47BF65 PROJECT REFERENCE PROJECT NAME: P.0 t23148- Delhi Park JOB LOCATION: 2314 S.Halladay St,Santa Ana CA GENERAL.CONTRACTOR- City of Santa Ana GENERAL CONTACT: 20 Civic Canter Plaza RM 429 Santa Ana,CA 92701 CONTACT PERSON: Ali Borujerdi (714)647-3 5S 1 WORK PERFORMED- * Dennoiition of Temporary restroom structure • Sewer Cap TOTAL VALUE OF CONSTRUCTION: $4,500.00 COMPLETION DATE: august 27,2020 City Council 22– 175 5/3/2022 DocuSign Envelope ID:440EC5ED-7173-4C14-A8C2-CB4E1C47BF65 PROJECT REFERENCE PROJECT NAME, HATCHER YARD FACILITY DEMOLI`X'ION(NQ.DS-I8-027-B) JOB LOCATION: 1135 Hatcher Ave City of Industry,CA. 91748 0VY'NERa City ofIndostry I5625 E.Stafford St City of Industry,CA 91744 CONTACT PERSON:Gerardo Perez-Project Manager Tel:(626)333-221 I WORK PERFORMED: ♦ Demolition of Single-story Structure 4 Slabs and Poundations • Sewer Cap ♦ Fence Instation TOTAL VALUE OF CONSTRUCTION; $19,587,00 COMPLETION DATE September 29,2020 City Council 22– 176 5/3/2022 DocuSign Envelope ID:440EC5ED-7173-4C14-A8C2-CB4E1C47BF65 PUBLIC WORKS PROJECT EXPERIENCE PROJECT NAME; Jose Antonio Estudillo Elementary Schwl JOB LOCATION: 900 Las Rosas Drive South San Jacinto,CA 92583 OWNER: Sara Jancinto Unifier{School District Facilities&.Operations 905 Industrial Way San laneinto,CA 92582 PRIME CONTRACTOR CONTACT: R Jensen Company,Inc_ 539 Sixth St, Norco,CA,92860 CONTRUCTION MANAGER: Chris Almanza (95t)479-5471 WORK PERFORMED: + Demolition of 4,500 SF of concrete slab, 6,000 SF of asphalt,&trees,grass,concrete Swale,head wall and concrete hcnch. VALUE OF CONTRACT: $25,200 COMPLETION'DATE: December 27'h.2018 City Council 22– 177 5/3/2022 DocuSign Envelope ID:440EC5ED-7173-4C14-A8C2-CB4E1C47BF65 PUBLIC WORKS PROJECT EXPERIENCE PROJECT NAME: 9548&9646 Alondra B[Yd. JOB LOCATION: 9548&9606 Alondra Blvd. Bellflower,MCA 90706 OWNER. City of I3ellflowTr PRIME CONTRACTOR CONTACT: City of Bellflower 16600 Civic Centex Drive Bellflower,CA 90706 CONTRUCTION MANAGER: Bernardo Iniguez-Public Works Manager (562) 804-1424,Ext, 2233 WORK PERFORMED- 4 Collect and process waste,abatement and demolition of stwetl res including slabs and foundations. VALUE OF CONTRACT: $36,400 COMPLETION DATE: July 1101,2018 City Council 22– 178 5/3/2022 DocuSign Envelope ID:440EC5ED-7173-4C14-A8C2-CB4E1C47BF65 PUBLIC WORKS PROJECT EXPERIENCE PROJECT NAME: Demo of Improvements 7161-003-029,030,031 JOB LOCATfON; 17311-17325 Bellflower Blvd. Be][flower,CA 90706 OWNER. City of Bellfiower PRIME CONTRACTOR CONTACT. City of Bellflower 16600 Civic Center Drive Bellflower,CA 90706 CONTRUCTION MANAGER: Bernardo Iniguez-Public%iks Manager (562)804-1424.Ext.2233 WORK PERFORMED. ♦ Demolition of buildings and parking structure VALUE OF CONTRACT: $169,800 COMPLETION DATE: May 29",2018 City Council 22– 179 5/3/2022 DocuSign Envelope ID:440EC5ED-7173-4C14-A8C2-CB4E1C47BF65 CERTIFICATIONS: City Council 22– 180 5/3/2022 DocuSign Envelope ID:440EC5ED-7173-4C14-A8C2-CB4E1C47BF65 Appendix ATTACHMENT 3-1.NUN-COLLUSION AFFIDAVIT CERTIFICATIONS N_QN-00LL.I>15IQh A_FFIDAV1T (Title 23 United States Code Section 112 and Public Contract Code Section 7106) To the CITY OF Sd`<NTA ANA DEPARTMEtv`T OF PUBLIC WORKS In accordance with Title 23 United States Code Section 112 and Public Contract Code 7106 the BIDDER declares that the bid is act made in the interest of or on behalf ,cf, any Undisclosed person; partnership, company, association, org^aniZatiorl, or corporation; that the bid is genuine and not coilusive or sham; that the BIDDER has not directly Or indirectly induced or solicited any other BIDDER to put in a false or sham bid,and has not directly or indirectly cailuded,conspired,connived or agreed with any BIDDER or anyone else to put in a sham bid, or that anyone shall refrain fmm bidding; that the BIDDER Itas not in any manner, directly or indirectly, sought by agreement,communication,or conference with anyone to fix the bid price of the BIDDER or any BIDDER, or to fix any overhead,profit,or cost element of the bid price, or of that of any other 13MDER, or to secure any advantage against the public body awmrding the contract of anyone interested in the proposed contract;that all statements nntained in the hid are true;and, further, that:he 13E)DER has not,directly or indirectly,submitted his or her bid price or any breakdown thereof,or the contents thereof or divulged information or data relative thereto, or paid, and will not pay,any fee to any corporation, partnership,company association,organization,bid depository,or to any member or agent thereof to effectuate a collusive or sham bid. Note: The above ?Jon-collusion Affidavit part of the Proposal_ Signing this Proposal on the signature portion thereof shall also consti Ftore of this-Non-collusion Affidavit. BIDDERS are cautioned that making a false certiFc i trt tir cc the certifier to criminal prosecution{ Signed State of California County of CA Subscribed and swam to (or affirmed) before me on this 7 day of Few 202Z by Carlos Galaviz-WatA[y Public proved to nee on the basis of satisfactory evidence to be the person{,s}who appeared before me. CAAC45 G,ALAVIZ Hctarp Pubile•CaVornla a•r to%AnVles ruuety .a r Onnmissipn @ 224537t my Comm,Expires Jun 1,24322 ataxy Public S!g&iLit Notary Public Seal City of Santa Ar>a 1�FP Pane AM City Council 22– 181 5/3/2022 DocuSign Envelope ID:440EC5ED-7173-4C14-A8C2-CB4E1C47BF65 Appendix ATTACHMENT 3-2: NON-LOBBYING CERTIFICATION CERTIFICATIONS The prospective participant certifies,by signing and submitting this bid or proposal,to the best ofhis ur her knowledge and belief.that: 1. No federal appropriated funds have been paid or will be paid,by or on behalf of the undersigned,to any person for influencing ur attempting to influence an officer or employee vfany federal aQ ncy,a Member of Congress,an officer or employee of Congress,or art employee of a MembeT of Congress in connection with the awarding of any federal contract.the making of any federal grant,the making of any federal loan,the entering into of any cooperative agreement,and the extension,continuation, renewal,amendment,or modification of any federal contract,grant,loan,or cooperative agreement, z. if any funds other than federal appropriated funds have been paid or Zvi 11 be paid to any person for influencing or attempting to influence any officer cr employee of any federal agency,a Member of Congress,an officer or employec of Congress,or an employee of a Member of Congress in connection with this federal contract,grant Ivan,loam or cooperative agreement,the undersigned shall complete and submit a"Disclosure of Lobbyting Activities". This certification is a matetial representation of fact upon which reliance was placed when this transaction was made or entered into.Submission of this certification is a prerequisite for making or entering into this transaction unposed by Section 1352,Title 31, U.S.Code.Any person who fails to file the required+certification shall be subject to a civil penalty ofrtet less than S 10,000 and not more than 8100,000 for each such failure. The prospective participant also agrees by submitting his or her bid or proposal that he or she shall require that the langnge of this certification be included in all lowerder subcontracts,which rxceed S 100,000 and that all such sub recipients shall certify and disclose accordingly, Firm American Wrecking Inc. Signed and Printed Name: Juan G. Galavix Tide Vice President 1 Date February 7,2022 City of Santa Ana RFP Page A3-2 City Council 22– 182 5/3/2022 DocuSign Envelope ID:440EC5ED-7173-4C14-A8C2-CB4E1C47BF65 Appendix ATTACHMENT 3-3:NON-DISCRIMINATION CERTIFICATION CERTIMATIONS '[he undea-signed consultant or corporate officer, during the performance of this contract, certifies as follows; 1. The Consultant shall not discriminate against any employee or applicant for employment because of race, color, religion, sex, or riationai origin. The Consultant 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,or national origin. Such action shall include,but not be limited to,the following: CMployment, Upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or germination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Consultant agrees to post in conspicuous places, available to employees and applicants for employment,notices to be provided setting forth the provisions of this nondisorimination clause. 2. The Consultant shall, in all solicitadurts or advertisements for employees placed by OF an behalf of the Consultant, state that all qualified applicants will receive consideration for employment without regard to race,cralar,religion,sex,or national origin. 3. The Consultant shall scud to each labor union or representative of workers with which he/she has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers' representatives of the Consultant's commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for cmployment. 4. The Consultant 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, 5. The Consultant shall furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his/her books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation, to ascertain compliance with such rules, regulations,and orders. 6. In the event of the Consultant's non-compliance with the nondiscrimination clauses of this contract or with any of the said rules, regulations, or orders, the contract may be canceled, terminated, or vuspended in whole or in part and the Consultant may be declared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in Execution Order 11246 of September 24, 1965, and such other sanctions may he imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulations,or Larder of the Secretary of Labor,or as otherwise provided by law. 7. The Consultant shall include the portion of the sentence immediately preceding paragraph (1) and the provisions of paragraphs(1)through (7)in every subcontract or purchase order unless exempted City of Santa Ana RFP Page AM City Council 22– 183 5/3/2022 DocuSign Envelope ID:440EC5ED-7173-4C14-A8C2-CB4E1C47BF65 by rules,regulations,or orders of the Secretary of Labor issued pursuant to Section 204 of Executive Order 11246 of September 24, 1965, so that such provisions wilt be binding upon each subcontract or purchase order as the administering agency may direct as means of enforcing such provisions, including sanctions for narrenmpliance; provided,however,that in the event the Consultant becomes involved in, or is threatened with, litigation with a sub-wnsultant or vendor as a result of such direction by the administering agency,the Consultant may request that the United States enter into such litigation to protect the interests of the United States. S. Pursuant to California Labor Codc Section 1735, as added by Chapter 643 Stats, 1939, and as amended, No discrimination shall be made in the employment of persons upon public works because of race, religious screed, eoior,national origin, ancestry, physical handicaps, mental condition, marital status, or sex of such persons, except as provided in Section 1420, and any consuitant of public works violating this Section is subject to all the penalties 'mposed for a violation of the Chapter. r ,` Signed: Title; Vice President Firm- Amerian Wrecking, Inc. Date- February 7,2022 City of Santa Ana RFP Page A3-4 City Council 22– 184 5/3/2022 DocuSign Envelope ID:440EC5ED-7173-4C14-A8C2-CB4E1C47BF65 EXHIBIT C City Council 22 — 185 5/3/2022 DocuSign Envelope ID:440EC5ED-7173-4C14-A8C2-CB4E1C47BF65 I� �f AMERICAN WRECKING INC. Demolition Proposal February 8th,2022 To: Mr.Ronny Nguyen Project; 1301 W,111h 5T. City of Santa Ana Santa Ana,CA 20 Civic Canter Plaza,M-36 Santa Ana,CA 927D1 American Wrecking,Inc.proposes to furnlsh all labor,material and equipment to perform the Following work in a good workmanlike and substantial manner: Scope of Werk 1. Attain permits required for demolition and tapping sewer 2. Installation of temporary fencing for the duration of our scope of work 3. Create a SWPPP&install base and straw waddle as per plan created 4. Removal of asbestos as per surrey provided S. Demolition of structures includtng 4'thick sla bs,footings to 3"of depth,trees,vegetati0rl and haul away ail resulting debris 5. Abate Vermin&Bee Colony Deliverables 1. Includes creation and submittal of a Waste Management Diversion Phan 2. Includes leaving site in a safe,rough graded and flat condition 3. Permit card approved and signed by City of Santa Ana inspector Perform work in compliance with all City,State and Federal Regulations Pricing • Base Bid Eighty two thousand seven hundred and fiftyfive dollars.......,„....$82,755.00 Payment Terms Payment rnontlniy on approved schedule of values,Retention If held to be paid 30 days after completion of this scope of work. schedule abatement&Demolition-Work to be completed in a-10workingdays in one mobilization Conditions . va work to be performed until all utilities have been disconnected and removed by owner . Work to begin ten days after noticeto the local Air Quality Vanagemert District If required • Price includes original notVication Bees,any revisions to be billed at$75 each If required + All resulting debris tiuill be disposed of at a class 3 landfill crtransported to a recycle facility ALME11CA16WRt(KING1NC.00hr 2459 LEE AYOUE. SOUTH EL MONM CA Q1733 OFFICE: I626)354^850a , FAX: I626I356,&J22 City Council 22– 186 5/3/2022 DocuSign Envelope ID:440EC5ED-7173-4C14-A8C2-CB4E1C47BF65 4� AMERICAN WRECKING INC. • Materials not listed In survey requiring disposal ashawdouswill behardled as a changedcandition • American Wrecking,Ina mtainsall salvagerights ■ All workwffl be performed with nonunion labor and utilize lard Prevailing Wage Elates Propcad is good for 30 days Nee is based on self-haul Ing of materials dirt from this site • Does indudeperm its required for demolition and caWngsewer,"No Col"permits as per specifications, • Me,5 not iodudecuttingandmpplrlgutiIitiesasrequlired for denwlftion Does not include layout for saw cutting 6 Doesnot include traffic control and sidewdkencroachment permits Insurance Insurance provided on this project ls$2,000,000,00 General Ua'bllity,10,O00,000.00 G�rwal Liability Un'brella, 2,€100,000.00 Automobile Liability and$1,000,000-OO VVorkers(bTnpensetion and Employers Liability Exclusions The following items are e)dudedfrom our proposal unlessspedfic llyincludedinthesoope, Deluded Items must be provided by others if required,to ensure the timely completion of our work; OtyWaste Hauling l"ranctuse Foe,TaxesISircharges far VVaste Disposed of et Landfill Sfes,Use of Franchise Haulers,Fond,Permits,Sdawalk Cosure Permlt,l �rllan Protection,Shoring.lagging, Underpinning and Bracing.Eaddill and Cbmpactlon,Dowratering,Ste Sy ,irity,Traffic Cbntrol, Hazardous Materials,Unforeseen. CxWitions,9lvaga for CXhers,Fnginming,Raiang,Layout, Testing,Patctlingla'ring,Utility ElsoonnW,Abandonment.Finlocation,Frotection,%moval of Debris Laden Sbil,F?Bmoval of Contaminated Sail,Rernoval of Pflingsand C aisscns,Support of Fasting Col urnns,Aggregate Base or&nd Below 8ahs,Lkility Cip ter lk+% clean Wrecking,InQ C wner;CbnImdor C 040S G010VU-cFa rebru2ry A.2622 Date; Date THl5 DEMOLITION PROPOSAL IS SUBJECT TO THE TERMS AND COND71DNS ON THE REVERSE SIDE HEREOF" ANERICArfWAECKIN0INC.00M 2A$9 LEE AVENUE, SOUIR �6 MONTE, CA 91733 OFFICE: L6361359.8}4-1 • PAX; (6281350,3323 City Council 22– 187 5/3/2022 DocuSign Envelope ID:440EC5ED-7173-4C14-A8C2-CB4E1C47BF65 r II. E - L _ AMERICAN WRECKING IN . TERMS AND CONDITIONS OF DEMOLITION PROPOSAL You(the"Ctes1cmer)and Ame r'lcan Wreek►fig lnr.(rrr4Wl')agree asfoll-o Las. 1, WRIMEN AGREWDNT TO AOOITtONAL.TUAtS. TNe WW'41116nr,rPnns and emmdhtmm ornatura,wNck may lsernaae, wourad agadnstmr wahlned or contained on the FremLand hack h inhoti"Ills Alydcmeht']may het be marled by Customer`s sulfated by APO,Inwheleerlo part,bynxson of,oar iiNingouror,armledngup,the prasrnec, putch4ie oNer of my ether dacumem fanertted by 0-momer. Any iddHlonal or dlFR[ent whttnoit dfswvl;rtd or rot krtvan or not Rncwn,of■ny hsrArdays maledals Iscated on the maws wop and by Curtamer are herdby roi ckd and Shall be at"fenh ff Wed ulna prop"vuhsne Oni Ara]eat is locatedand funhat,todtfead Inoemnityand hail AWLhirmleas eg_pro&%xarced Lv Inwdtnl by an otRcorofhhN, Crum and adorat,a"pnd all cilahms,lawsulh,kwai�flrhlFtaa,lamalu.hner,penalNns aid 3. SUPPLIES ANO MATERIALS, Awl shall han the sale right to choose tie suppaelsfrom asponrasrlRLlur'it6wHhoutrlmmtkm,dovi.upcou-3an$reesnreblesttameyt'rssaerldnaby whom It"mhotos juppaes and materialsk he word In the dttf4l+Asncr at tea work a mUdad mason at any of Inaiforesald nr any action ats lmc Aim ta,der this lade aivtvl arhln{dlrmt!V toF under thin AetemenrL or Indirectly,Rem,lot wh a It or N Fort,out or or by reason Of ally h Mich er any prONW119 Dr ibis 3, CANCELLATION W GROEkS• awdon canna[he Gnceiad ews ept upon terms der,meal prat apt,Drop anylranmentd or rs{ulatcuy mlo4llonk or eng A—dous Choherge or wrnvtn"To AW for any and all loaf,Ind ud re vachaut linnwbn,the cost of any spealNlly emir au-mhl Cnm Hntrehtad io Bea Prarrhaso,say Ram+lenatee oeiraem,wnsthar or net orderedrnrteridloarod to amountfar na?md mtrttrodsno profit. Intlstedaaxvrdn{pairrto orrhea the i4a Aid perfOTmb By Wyyl aril whethnc or asrtCuscomer I. WA-VER OF CLAMIL.VI awlmsfw elleltd d.I*vs,dsmaaEN,or ahartagac In the Rnished hi anni 6111 far Felrll'Nrs lfli oe IFdemsmq For any Ihlyd pasty,except es to 5u:h Injure work furnished lry Ava shill ne deemed Inemtablv walwod urkst Chabomer makes.such claim ca ward mlafy by the 49 or megligence of AWI Wylie R uses or Is w Idng an the pjjeet. in wrinn¢wllhlntatyr#flldrys pfsuhttsntlal_ampkCIonattha Wadi by AWI. Custaineraoallgarfor under shlspangreph b withaucanwitnlusna erleplietlan whnnoeyer. 5, EXCLUSION MO 1.I1MRATI0II OF WAAAANTIES. AWI WAIWNT5 THAT THE PIISMO 14. INOEMANIFCATION, Gustohner shall FdatnhlFpr,defend sees had AWI and re aincers, WOR-K W L RE AS DESCItltEO IN THIS AFim.ttrA NT.OUT AN MNIFS NC OTHER EXPRESS dlrecton,jimrehudara,arnwie ref,Agee'!and rameramcativc5 ItItst 1 dcmnlraed Fart!ai] WART Tf NTH KESPECTTOTMF FIRISH00%DRK, AWI DOES NOT WARILANT`ll AT THE ha`+mlessimmany mnaflalt,cost,tNpenetanddemages an mtwurdafanP rndrllmannsrr:i FWISHID%VOAC IS OF MERCHAWTAELE DIaitrrY OR THAT IT CAN EE UE10 FOR ANY don^na,demrads,eetfcna And praceeda{sahatmay Lelmfl€wSrds9aItatraylndemrhlndpasty AAATICU-AP PURPOSE. an any and all greumb,regard an of morws14111ty for ne{II{amce and wbleh r ighS Airline In G (LIMITATION OF UA510Y,AVYI SlAkL,Noi uE LIABLE FDA MI INDIRMT,IK0V.N7A oA ranneenan wain the opted work, cUstawtea agrees to dalrnd prempllr and carHhue the MNW.=ENTIAL DAMAGE5,INCLIIElria WIT11myLkMITAT10N.Lctrp r-3.3ISTAIN W OR dnfenu of toy such ch an,di sidU t ar preaeedlims that may be HWart Ntltltt enP INOURRNB DT CUSTOMER IN CONPIK11401 SW"THE WORK AND MATERIALS FURNISHED mdemninad tarty it tat eummers salt etpense,pruvidsd lhef such IrdmmnlFijd Party still UNDER THIS AGREEMENT, AWI'5 NADJUT-f POR RREACH Or THIS ASnEEfw1EN7, AND promptly..bfy Custaener with tetpec#V atnato,and Foarilded'rdrtaer that adeh*01MnlflPd CUSToMERrS REMEDY THEREFOR,SHALL IIE VMF6D TolKe CONTRACT PRICE OF THE WOK Pwtrslwll limto Cu winor moosurnhle time In which Fj wlhderdlw and cjhtlha tht defense To BE FUIMISH ED,ASSET FORTH ON THE REVEASEHEREOF,ORT+lE CO 14PI-CMN OF THE%CRC tht**f, UNDER THIS ANKFEMENTr ATTHE OPTION OFA451. 15. TAXES,Apporrimte saaw and lmcel tales+w111 he added to Oilapplubla Involaim If4rtyjAb 7. POPCE MINEURS. AM kill tore no itk Ilay For allays In the perfomimca,cr non- or partlan noreof baneuad to he eW'j*from soles AN Is datermtnod auhaaouttwy Vs be performhum,ay times Agreemesnt—os uned by Vaunt hAyadd the control of AWI,Ind tiling, uxablt,(vsremeu skid hold AWI harnt4ro(man the uNIlahlatya3immil■ndpoythetak4Ua. yikhoms WtatIck reds of God,war,stdhts,o %ryas,ImabNlrty to Obtain mAIPrhIs or 15. aAHxpiuin .of antnrparts makes nneat lmTee a Far the in—fdml'rradltws,a,mIu In +Npdnaspace equipment breoUvmri,dclsya a'eterfers ar MUNIlerl And ffo✓ 11111s+al acts wHbn{tkt nshl:l[y to par Its La06ra M they Demme ,e,iTesa mlurargarhss Rhd against It and rlgjgtlams. anlnwulumurY,FatWanfarhankvptcy or ran-omlialloM,IaadJatuied+hsrknrptjr Irsalvir% & ALTERAMONi. Adry Werk CUMMIlu nquesa AW to perform that differs from of Is In erappll■starbe tahianu totheamtairemomare rccaarer for ltor itsprmaertytheuther party AddHdwnLd[he onglRFl s➢cEL1l taRlolsseetfor•,honehe nmano 11moth ashrnga.Sbrh 011igas, maysaasdlnALa this Agriemart by wrlttan AptIce.Such terwllMpm shill rat relieve tither poesy dlffitiw t or addit anal work shall be-blued to and paid by Cwrtamer. frcrn+nY¢lull Caton etdrwsc heferrrder up to the dales d rau4v:ja r ptice of tarminetlo2 g, PA,TFENr TERms, Caieaytr s'++tll p4y ALE1 IN full upaa]abcornplentan Irene flint to 17. ARBrTpATION,.duty oanttnmmrq or elelmadsing out otorrdabnim this Ajraemant,ortha eampI.T,-the Work char nor tasted fifteen O5 n1andu days union a proRrcjs prYment breach thrraoF,shall heseated by arhltratan In ecda+aaAct satin the than provallHE ruled iehedoe lsiet Forth Im AN Agreement.OterwRrt,poymentshall be mode in a<carderyot wile e11P Amerkem Arbltntlen Asaoclatlnn,ond]udgmamt vpw% 4,44rd rendioed bythe arhttratcr thenrreement'spymontzhrduM,oe,4thate is noiuchichadult and the work jaccvdaTlftoon maybaertar Fd IN trty catlrt Hevlrgfuntdletlor thereof. J15j esendtr drys.From timx TO tlm4 In atcardaa4Pwlth the wlue of the work perknnadmnd 13 ATTOONEy3'PEE5, to any action at law or In imlty to enraree mr of the pruydsans er the motalals Fr:,yW.damf d,%eltr W Nbriod to C.Abater'sjob site,AW shall suhlnitinotipw t.;hts umdaethhAV"rrj*ngdteumueem+ul party to oral action or prvoeed rCbsdeaermlr ad to odi%mer pumusni worm reaii firms.Iroolces are due upon presentatlun.Aamuhls hronarbihagar In It 5noiNdmeer,or byesw't of Iaw In a frial 3adgmenter decree,shsll usf which ar:not Fed wilhln 30 days from InyClda dare dial near Inraraw at tea rate of It 117 the suseafulpadyall teals,empenats and mass nable aharrevs`feetln'urrgdtMrrinhyalasn pcwmnt anOnr the medmum rate allvwr9 Lip Lhe law,and shall he clivitid NIS100 Wronlh rsa'ry,{Inalueiln&-McNout Ilrnitrtlen such casts,aNpensrs AM leer an are riper¢,and i Nch culiccAt.cltafas, sucrruf ui party shall retawr ruder a nh In any—h acc4n or Pre"tifing such casts.GK"Mm 14. 5CWVI,OM1Q ANd PRICE, 10 pmrcmndtl scbadul-n{Is required to rt,eet Customers iNd knoraayf raesshallbe lhtfuelsd as pert nfsuchludamem. requfreroanis,AWI shill hie the right to i dluat twudeesto re Rartvnhschedutng. 0 INTEGRATION. This Agreamemt eenstllcus the OMWP agttemam between Iha Pardee 11. NOTICETOWSTOMER,contnetorr ereraqulred Ey law to he licensed and emulated by pe:elnlry to the auLjert maltef contained In It and SAWNdes IIII Prior apaemanth 11ho Cjjttadvr's 514ts 61uhhae Baird-Arm qurstlonswnoarnln/+eantnelnrmay he m r.rr dl* repraxrihNem and udda+wraaeilgs of rnP parties. No supplement, modification Or the AN Fh ter,Conlrarrnr's TVAte uePrse Board,5835 Got the Road Sacramerda,.CA. HISIT, emmdmentdthO Axrtom+mt slap he L+IndInT welt sr mteWttd In wtitllti lsy She Wrty reu{hr Malling addMFN P A.EaN ID9d0U,SIIeM1 meiTo,GA,45R2T. lobe bound,atsd�or r O"Iyw army of the prasdshrrs of Ella Asottmert*411 be deemed,or 12_ ASILE5T05.6nlOsr speprYa ly Ridded for an the nterso urthh AgleerT.ent,AVr's ampr sh411 oonstltute a wnh•er ad In4 atha�pyav'slen,whetter or net tlml er,rpf rkdl aryy ur4lver of work shell net lnc`udo[tie Ide4tLle►HOIt,4e Parlors,rhNtamenu,rndptulaaleh orremoya7 o-r constitute+eandnw ng waiver.No waiver shall he blydlna uric3a elect Jlad In INfIling by at astxataearslrnlar aatardass aagatantek ISAWI tnraunun anyaueh produRis armµte•lelr In of5cer d AWI,N AWI Is the pareymowwht the waluer,or by Cmri,=W,:r.ujtamer b the ptTq the toune of perranning Its work,or f wch hsurdous mntodadt are eftcawntered bratty Rrm mikhG theMlear, Work[miolework it the fob flu and AAA domarwlnet that—In m1wIds pft"III t I to Hr Z) UPyE9NING IOW.The laws of the Same of Ca;fwp4+haL W'ttrn the aalldBy of this entplayaPe,kVwl she E hie lho rdghtto dycominwt be work and nmaye Its arm P'oven from the A"traint the cmatrutbcrl of Ilatpme end the lntssprahtnon of they tEnTs and dad as or the Job sits tshal wet puadauets or ma"orr,and anyhaiardicanncted vwrdWtl,Ott lasted lad ppirbaj.Any and all lltidallen or rAStlantta'thatsveen the ptrtltaahallboeebresught and Ibltpd,erloeps:leaed or remeyed,ur It la dcormteed that no hel+rd e81m Ina the east may maingalnad In Los An{alea CNnty,cli farnis- require],smd AWI stall reeetme an mltanslm or urea to complete D.work htrjurdir and win,mratlanfardeleyaeneeunterejassrwAtofaueltsituate.andedretalan. IRklal 13. H,17AMOOl1SMAllAtAS.CnpumrnldrCWparmitolncernglrT,defordondhddmem#ass AWI ksallord alfllnatanV o'td endsrnages,lasses+.oLll�l;oRr,lfahllltleUfatoA penahles,t:lnkms Whether w01140uoded a netL .6-s or causes of action for whe rnr Rind ---JNaal AAI RIC,AfiWRECKIINOW-COM. 355E LEE AVENUE, SOUTH Et MONTE, CA 01753 OFFICE[ rb2bI350-6303 a FAX' 676j550-Il City Council 22– 18 8 5/3/2022 DocuSign Envelope ID:440EC5ED-7173-4C1 4-A8C2-CB4E1 C47BF65 Company Name: Amerian Wrecking, Inc. 1301 W llth Street,Santa Ana,CA Item Description Cost Although no costs to attain permits,there are $ $ 250.00 Permitting still cost associated with attaining permit We do not see where hiring a Civil $ N/A Engineering Engineer is required or necesarry. Approx 170'of fence for frontage.For duration of a $ Site Fencin ? 'ura iondoMiemolition $1,500.00 Satellite image indicating BMP or SWPPP $ Canopy BMP's/Erosion Control Plan $ 800.00-$3,000.00 Asbestos/Hazardous Stabilization and Abatement (on a separate sheet,provide a detail cost for this sump $49,955.00 sum amount Universal Waste Disposal N/A Interior Demolition N/A Exterior Wall/Building/Foundation Demolition $ 16,000.00 Sitework Demolition $ 3,500.00 Landscape and Trees Removal and Clearing $ 2,500.00 Vermin Abatement Assume resent $ 750.00 Bee Colony Abatement Assume resent $ 550.00 Other describe... $ 4,750.00 Total Price $ 82,755.00 City Council 22– 189 5/3/2022 DocuSign Envelope ID:440EC5ED-7173-4Cl 4-A8C2-CB4E1 C47BF65 Sample Asbestos Abatement Pricing for 128 E.Warner Ave. Santa Ana, CA Mobilization--.............—.—...............................................--.................-........................................._S2,700m AQMD Notification........................,....—........................................--...—...... .........................51,D00.00 Joint Compound Per Sq Ft.--........................ .......-.-.................3,300 sq ft x$10.00 per sq ft--$33,000.00 Tan Square Pattern Vinyl Sheet Flooring(6"square pattern) Per Sq Ft...........390 Sq ft x$14.00=$5,460.00 Tan Wood Pattern Vinyl Sheet Flooring(4 Layers)PerSq Ft...........I...................125 sq ft x$10.00 $1,250-00 Wood Pattern Vinyl Sheet Flooring(3 layers)Per Sq Ft.................................--250 sq ft x$12,00 $3,000.00 Wall Mastic.................................................................................................................10 5Q ft x$92,00=$920,00 Penetration Mastic.................................. ............. .......................15 sq ft X 175 FOO=$2,62 5.00 Subtotal=$49,955.00 City Council 22– 190 5/3/2022 DocuSign Envelope ID:440EC5ED-7173-4Cl 4-A8C2-CB4El C47BF65 AAMERICAN WRICKINC INCw Prevailing Wage Time & Material Rates Foreman with Truck&Hand Tools,--..- ....... ..................................................................... HeavyEquipment Operator..........--....................... ................................................................--...........$105.01) Laborer with Hand Tools............ .............. .... --,.................................................................$85.00 Skid Steer/Bob Cat Per Day............................................................-.-.................................................--....-..$350.00 low Side/High Side End Dump .........................-..-..................I............1........1.—1.1 1-- IS135.0-3 DUMP Fees PIUS 10%... ........ ............................................ ..........Cost Plus IN rxcavatorMobilization........................ ................................................. ............................-$650-00 Track Emvalor Per Hour/!Fueled&Maintained -........................ ........... .........................,..,.,.S150-OD Asbestos grained Supervisor per hour.........................................--...... ......................................................S110,00 Asbestos Tra In ad Laborer per hour ........... ......-............. ..............................................$10n,00 Materials plus lUn-.-..................................................I——...11,..,.,,,.,,.,,,.........,.....,,.,,......,...........Cast Plus 10% AMERlCANWRECXlr4G1NC.00M 2459 LEE AVFNUfr 38U7H EL iAONTE, CA 91YI3 OFFICE: - FAX; 16261 050-0322 City Council 22– 191 5/3/2022 Public Works Agency www.santa-ana.org/pw Item # 23 City of Santa Ana 20 Civic Center Plaza, Santa Ana, CA 92701 Staff Report May 3, 2022 TOPIC: Amend Traffic Counting Services Agreements AGENDA TITLE Approve a Reallocation of Funds and Increase the Shared Agreement Amount by $40,000 for Existing Agreements with TSI and AIM for a new Aggregate Amount not to Exceed $140,000 (Non-General Fund) RECOMMENDED ACTION 1. Approve the reallocation of $40,000 in unspent Measure M2 Local Fairshare funds from Traffic Management Plans FY19/20 Project (No. 20-6897)to Traffic Management Plans FY 20/21 Project (No. 21-6897). 2. Authorize the City Manager to execute agreement amendments for traffic counting services with AimTD, LLC and Transportation Studies, Inc. to increase the shared agreement amount by $40,000, for an aggregate agreement amount of $140,000, subject to non-substantive changes approved by the City Manager and the City Attorney. DISCUSSION The City performs studies for neighborhood traffic safety on an on-going basis, and current traffic counts and field data are needed to recommend improvements that will lead to positive benefits to our community. To gather this information, staff needs access to specialized traffic counting services to conduct counts, collect data and conduct speed surveys. On July 20, 2021 , the City Council approved professional services agreements with AimTD LLC ("AIM") and Transportation Studies, Inc. ("TSI") for traffic counting services. The approval allocated $40,000 for use in Fiscal Year 2021-22. Due to the large number of traffic counts that have been conducted in the current fiscal year, this year's fund expenditure limit of $40,000 has been reached. To continue to address neighborhood traffic safety related concerns, and to allow for additional counts needed to apply for grants, an increase in the expenditure limit is needed for the current fiscal year. Staff recommends amending the agreements by increasing the shared amount by $40,000, for a total of $80,000 for this fiscal year (Exhibit 1-2). City Council 23 — 1 5/3/2022 Amend Traffic Counting Services Agreement May 03, 2022 Page 2 ENVIRONMENTAL IMPACT There is no environmental impact associated with the action. FISCAL IMPACT The requested amendment will increase the agreement amount by $40,000, providing a new aggregate agreement amount of$140,000. With approval of the budget reallocation of $40,000 in unspent Measure M2 Local Fairshare funding, the total funding needed for the requested increase will be achieved. Funds are budgeted and available for expenditure as shown in the table below. Any remaining balances not expended at the end of the Fiscal Year will be carried forward into subsequent Fiscal Years for expenditure for continued traffic counting services. Fiscal Accounting Unit- Fund Accounting Unit, Amount Year Account No. Description Account Description ORIGINAL TRAFFIC COUNTING SERVICES DELIVERY COST 03217662-66220 Measure M Measure M2 Local 2021-22 (21 6897) Street Fairshare, Improvements $40,000 Construction Other Than Building 03217662-66220 Measure M Measure M2 Local 2022-23 (21 6897) Street Fairshare, Improvements $10,000 Construction Other Than Building 03217662-66220 Measure M Measure M2 Local 2022-23 (22 6897) Street Fairshare, Improvements $30,000 Construction Other Than Building 03217662-66220 Measure M Measure M2 Local 2023-24 (22 6897) Street Fairshare, Improvements $20,000 Construction Other Than Building Total $100,000 ADDITIONAL FUNDS FOR TRAFFIC COUNTING SERVICES DELIVERY COST REALLOCATION OF FUNDS 03217662-66220 Measure M Measure M2 Local 2021-22 (From 20-6897 To Street Fairshare, Improvements $40,000 21-6897) Construction Other Than Building Total $140,000 EXHIBIT(S) 1 . Agreement Amendment —AIM 2. Agreement Amendment - TSI City Council 23 — 2 5/3/2022 Amend Traffic Counting Services Agreement May 03, 2022 Page 3 Submitted By: Nabil Saba, P.E., Executive Director— Public Works Agency Approved By: Kristine Ridge, City Manager City Council 23 — 3 5/3/2022 EXHIBIT 1 FIRST AMENDMENT TO AGREEMENT WITH AIMTD,LLC.,FOR ON-CALL TRAFFIC COUNTING SERVICES THIS FIRST AMENDMENT to the above-referenced agreement is entered into May 3, 2022, by and between AimTD, LLC., a California limited liability company ("Consultant"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California("City"). RECITALS A. The parties entered into Agreement No. A-2021-136-02 ("Agreement") dated July 20, 2021,to retain Consultant to provide traffic counting services on an on-call basis. B. The Agreement is current and in-effect through June 30, 2024. C. The parties now wish to amend the Agreement to increase compensation. The Parties therefore agree: 1. Section 2,Compensation,is hereby amended to increase the total sum available to be expended under this Agreement from$100,000 to$140,000. 2. Except as modified by this First Amendment, all terms and conditions of the Agreement, shall remain in full force and effect. IN WITNESS WHEREOF,the parties hereto have executed this Second Amendment to the Agreement on the date and year first written above. ATTEST CITY OF SANTA ANA DAISY GOMEZ KRISTINE RIDGE Clerk of the Council City Manager APPROVED AS TO FORM AIMTD,LLC. SONIA R. CARVALHO City Attorney v By: Br on Salvatierra Olga Pol n� Deputy City Attorney Preside t and CEO [signatures continued on next page] City Council 23 — 4 5/3/ �J of RECOMMENDED FOR APPROVAL Nabil Saba, P.E. Executive Director Public Works Agency City Council 23 — 5 5/3/ of 2 EXHIBIT 2 FIRST AMENDMENT TO AGREEMENT WITH TRANSPORTATION STUDIES INC. FOR ON-CALL TRAFFIC COUNTING SERVICES THIS FIRST AMENDMENT to the above-referenced agreement is entered into May 3, 2022, by and between Transportation Studies,Inc., a California corporation("Consultant"),and the.City of Santa Ana,a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California("City"). RECITALS A. The parties entered into Agreement No. A-2021-136-01 ("Agreement")dated July 20, 2021,to retain Consultant to provide traffic counting services on an on-call basis. B. The Agreement is current and in-effect through June 30, 2024. C. The parties now wish to amend the Agreement to increase compensation. The Parties therefore agree: I. Section 2,Compensation,is hereby amended to increase the total sum available to be expended under this Agreement from $100,000 to $140,000. 2. Except as modified by this First Amendment, all terms and conditions of the Agreement, shall remain in full force and effect. IN WITNESS WHEREOF,the parties hereto have executed this Second Amendment to the Agreement on the date and year first written above. ATTEST CITY OF SANTA ANA DAISY GOMEZ KRISTINE RIDGE Clerk of the Council City Manager APPROVED AS TO FORM TRANSPORTATION STUDIES, INC. SONIA R. CARVALHO City Attorney By: — ` Br n Salvatierra Patti A.Tolton Deputy City Attorney President and CEO [signatures continues'on next page] Page i of 2 City Council 23 — 6 5/3/2022 RECOMMENDED FOR APPROVAL Nabil Saba, P.E. Executive Director Public Works Agency City Council 23 — 7 5/3/ of 2 Public Works Agency www.santa-ana.org/pw Item # 24 City of Santa Ana 20 Civic Center Plaza, Santa Ana, CA 92701 Staff Report May 3, 2022 TOPIC: Agreement with Procure America, Inc. AGENDA TITLE Approve an Agreement with Procure America, Inc. for Streetlight Utility Cost Savings Monitoring in an Amount not to Exceed $310,000 for up to a Five-year Term (Non-General Fund) RECOMMENDED ACTION Authorize the City Manager to execute an agreement with Procure America, Inc. for streetlight utility cost savings monitoring, for a five-year term beginning October 1, 2021 and expiring September 30, 2026, in an amount not to exceed $310,000, subject to non- substantive changes approved by the City Manager and City Attorney. DISCUSSION On July 29, 2021 the City entered into an agreement with Procure America, Inc. ("consultant") to evaluate the City's Southern California Edison ("SCE") streetlight rates. The evaluation consisted of reviewing the City's streetlight accounts for potential discounts through a program with SCE, which are based on the age of the equipment, usage profile, and specific tariff rate assignment on each streetlight. If, after the evaluation, cost saving rates changes were identified by the consultant, a follow up agreement between the consultant and the City would be required for the implementation of the SCE rate changes, cost savings, and compensation. Procure America, Inc. conducted a final review of the City of Santa Ana's SCE streetlight rates to determine whether there were any potential rate changes that could lead to cost savings. The consultant's review identified 3,502 streetlights that qualify for a discount and will save the City of Santa Ana approximately $187,000 per year. As a follow-up to the findings, the consultant coordinated with SCE to implement the cost saving changes on behalf of the City, which became effective October 1, 2021 . As per the initial agreement, the City needs to enter into a subsequent agreement with Procure America for their compensation and continued monitoring of their findings. City Council 24 — 1 5/3/2022 Agreement with Procure America, Inc. May 3, 2022 Page 2 Staff recommends approving the agreement (Exhibit 1) with Procure America, Inc. for compensation and monitoring of the SCE streetlight rate changes and cost savings. ENVIRONMENTAL IMPACT There is no environmental impact associated with the action. FISCAL IMPACT As stated above, Procure America, Inc. identified 3,502 streetlights that qualify for a discount through a program with SCE based on the age of the equipment, usage profile and specific tariff rate assignment on each streetlight that will save the City of Santa Ana approximately $187,000 per year. As part of the agreement, the consultant shall monitor and report the actual realized cost reductions achieved on behalf of the City. Procure America, Inc.'s compensation for their services related to the utility tariff rate optimization study, program implementation, monitoring and financing reporting is 30% of the actual realized savings achieved. Their compensation will be valid for a period of 60 continuous months (five years). Once the initial five year period has lapsed, the City will have no further obligation to the consultant and will then benefit from the full discount savings moving forward. Even with the addition of the compensation for Procure America, Inc.'s services, the reduced utility costs will provide the City savings on a monthly basis. Based on the current rates, the consultant projects SCE charges will be reduced by $15,618.92 per month. When factoring in the addition of the Procure America, Inc. compensation, the City could expect to realize $10,933.24 in monthly cost savings as shown below: Estimated Monthly Energy Cost Savings $15,618.92 Estimated Compensation $4,685.68 Net Monthly Savings (initial 5 years) $10,933.24 At the conclusion of the compensation period (5 years), it is estimated that the annual cost savings will increase to $15,618.92 per month, assuming tariff rate increases are consistent with historic averages. Cost savings will be credited to Public Works Street Light Maintenance Account No. 01117630-62000. Funds are available for expenditure in Fiscal Year 2021-22 and will be budgeted in subsequent fiscal years as shown below in the estimated spending plan: City Council 24 — 2 5/3/2022 Agreement with Procure America, Inc. May 3, 2022 Page 3 Procure America, Inc. Agreement Term (Jury 2, 2019, through July 1, 2022) Accounting Fiscal Unit— Fund Accounting Unit, Amount Year Account No. Description Account Description 2021-22 01117630- Street Light Utilities $42,000 62000 Maintenance 2022-23 01117630- Street Light Utilities $62,000 62000 Maintenance 2023-24 01117630- Street Light Utilities $62,000 62000 Maintenance 2024-25 01117630- Street Light Utilities $62,000 62000 Maintenance 2025-26 01117630- Street Light Utilities $62,000 62000 Maintenance 2026-27 01117630- Street Light Utilities $20,000 62000 Maintenance Previously Approved Funding: $310,000 EXHIBIT(S) 1 . Agreement with Procure America Submitted By: Nabil Saba, P.E., Executive Director— Public Works Agency Approved By: Kristine Ridge, City Manager City Council 24 — 3 5/3/2022 EXHIBIT 1 AGREEMENT WITH PROCURE AMIERICA FOR COST RECOVERY SERVICES THIS AGREEMENT is made and entered into this day of May,2022,by and between Procure America, Inc., a California corporation ("Consultant"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laves of the State of California ("City"). RECITALS A. The City desires to retain Consultant to provide consulting services consisting of monitoring the City's cost recovery from Southern California Edison ("SCE") due to implementation of Consultant's recommended cost recovery/rate changes resulting from: Consultant's preliminary review of City's street Iight rates and billing from SCE under Agreement No_ N-2021-164. The review identified cost saving changes of approximately$187,427.04 per year. S. In undertaking the performance of this Agreement, Consultant represents that it is knowledgeable in its field and that any services performed by Consultant under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. C. The cost recovery percentage rate specified in this Agreement results from Cooperative Agreement RCA-017-19010018 between Consultant and the County of Orange from which City has been provided the benefit of the County's previously negotiated rate. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth,the parties agree as follows: I. SCOPE OF SERVICES Consultant shall provide consulting services, during the term of this Agreement, consisting of monitoring cost savings from SCE for City street light costs resulting from rate changes implemented as a result of Consultant's preliminary review conducted under Agreement No.N-2021-164. Monitoring of costs includes monthly review of City bills from SCE pertaining to streetlights and interaction with SCE as necessary to implement and recover cost savings. 2. COMPENSATION City will pay Consultant quarterly in arrears thirty (30%) percent of the actual monthly savings (cost recovery) received from SCE regarding City street light electricity expenses. Actual monthly cost recovery amount will be subject to verification by the City prior to payment. Compensation will include time period starting October 1, 2021 to the date of this Agreement and continue during the term of this Agreement. Compensation during the term of this Agreement shall not exceed three hundred and ten thousand dollars and zero cents ($310,000.00). Page I of 9 City Council 24 — 4 5/3/2022 3. TERM This Agreement shall have a term of five(5)years starting October 1,2021 and ending September 30, 2026, unless terminated earlier in accordance with Section 14, below. 4. INDEPENDENT CONTRACTOR Consultant shall, during the entire term of this Agreement, be construed to be an independent contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer-employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Consultant performs the services which are the subject matter of this Agreement;however,the services to be provided by Consultant shall be provided in a manner consistent with all applicable standards and regulations governing such services. Consultant shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 5. INSURANCE Prior to undertaking performance of work under this Agreement, Consultant shall maintain and shall require its subcontractors, if any,to obtain and maintain insurance as described below: a. Commercial General Liability Insurance. Consultant shall maintain commercial general liability insurance naming the City, its officers, employees, agents, volunteers and representatives as additional insured(s) and shall include, but not be limited to protection against claims arising from bodily and personal injury, including death resulting therefrom and damage to property, resulting from any act or occurrence arising out of Consultant's operations in the performance of this Agreement, including, without limitation, acts involving vehicles. The amounts of insurance shall be not less than the following: single limit coverage applying to bodily and personal injury, including death resulting therefrom, and property damage, in the total amount of$1,000,000 per occurrence, with $2,000,000 in the aggregate. Such insurance shall (a) name the City, its officers, employees, agents, and representatives as additional insured(s); (b) be primary and not contributory with respect to insurance or self-insurance programs maintained by the City; and (c) contain standard separation of insureds provisions. b. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $1,000,000 per occurrence. Such insurance shall include coverage for owned, hired and non-owned automobiles. C. Worker's Compensation Insurance. In accordance with the provisions of Section 3700 of the Labor Code, Consultant, if Consultant has any employees, is required to be insured against liability for worker's compensation or to undertake self-insurance. Prior to commencing the performance of the work under this Agreement, Consultant agrees to obtain and maintain any employer's liability insurance with limits not less than$1,000,000 per accident. d. If Consultant is or employs a licensed professional such as an architect or engineer: Professional liability(errors and omissions) insurance, with a combined single limit of not less than $1,000,000 per claim with$2,000,000 in the aggregate. Page 2 of 9 City Council 24 — 5 5/3/2022 E. If the Consultant, its agents, or subcontractors maintain broader coverage and/or higher limits than the minimums shown above, City requires and shall be entitled to the broader coverage and/or the higher limits maintained by the Consultant. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. L Other Insurance Provisions- The insurance policies are to contain, or be endorsed to contain, the following provisions: I. Additional Insured Status- The City, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Consultant including materials, parts, or equipment furnished in connection with such work or operations. General Iiability coverage can be provided in the form of an endorsement to the Consultant's insurance (at least as broad as ISO Form CG 20 10 11 85 or if not available, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 if a later edition is used). 2. Primary Coverage- For any claims related to this contract, the Consultant's insurance coverage shall be primary coverage at least as broad as ISO CG 20 0104 13 as respects the City, its officers,officials, employees, and volunteers.Any insurance or self-insurance maintained by the City, its officers, officials, employees, or volunteers shall be excess of the Consultant's insurance and shall not contribute with it. 3. Notice of Cancellation- Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the City. 4_ Waiver of Subrogation- The Consultant hereby grant to Grantee a waiver of any right to subrogation which any insurer of said Consultant may acquire against City by virtue of the payment of any loss under such insurance. Consultant agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. 5. Self-Insured Retentions-Self--insured retentions must be declared to and approved by the City. The City may require the Consultant to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide,that the self-insured retention may be satisfied by either the named insured or City. Page 3 of 9 City Council 24 — 6 5/3/2022 6. Acceptability of Insurers- Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M. Best's rating of no less than A:VII, unless otherwise acceptable to the City. 7. Claims Made Policies (applicable only to professional liability, see below)-If any of the required policies provide claims-made coverage: a. The Retroactive Date must be shown, and must be before the date of the contract or the beginning of contract work. b. Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work. c. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive Date prior to the contract effective date, the Consultant must purchase "extended reporting" coverage for a minimum of five (5) years after completion of work. 8. Verification of Coverage- The Consultant shall furnish the City with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage required by this clause) and a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements to Entity before services are performed pursuant to this Agreement. However, failure to obtain the required documents prior to the work beginning shall not waive the Consultant's obligation to provide them. The City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. Failure of the Consultant to provide the required verification of coverage prior to the start of any services shall be grounds for immediate termination of this Agreement. 9. Special Risks or Circumstances- City reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer,coverage, or other special circumstances. 6. INDEMNIFICATION A. Consultant agrees to defend, and shall indemnify and hold harmless the City, its officers, agents, employees, consultants, special counsel,and representatives from liability: (1)for personal injury,damages,just compensation,restitution,judicial or equitable relief arising out of claims for personal injury, including death,and claims for property damage, which may arise from the negligent operations of the Consultant, its subcontractors, agents, employees,or other persons acting on its behalf which relates to the services described in Page 4of9 City Council 24 — 7 5/3/2022 section 1 of this Agreement; and (2) from any claim that personal injury, damages,just compensation, restitution,judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement.This indemnity and hold harmless agreement applies to all claims for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this Section or by reason of the terms of, or effects, arising from this Agreement. The Consultant further agrees to indemnify,hold harmless,and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury,damages,just compensation,restitution,judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. Notwithstanding the foregoing, to the extent Consultant's services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant. B. Pursuant to paragraph 10 of the Orange County Cooperative Agreement (RCA-017- 19010018), City and Consultant agree to hold harmless the County of Orange from all claims,demands,actions or causes of actions of every kind resulting directly or indirectly, arising out of, or in any way connected with the use of Orange County Cooperative Agreement(RCA-017-19010018). 7. INTELLECTUAL PROPERTY INDEMNI)F`ICATION Consultant shall defend and indemnify the City,its officers,agents,representatives,and employees against any and all liability, including costs, for infringement of any United States' letters patent, trademark, or copyright infringement, including costs, contained in the work product or documents provided by Consultant to the City pursuant to this Agreement. 8. RECORDS Consultant shall keep records and invoices in connection with the work to be performed under this Agreement. Consultant shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any services, expenditures, and disbursements charged to the City for a minimum period of three(3)years,or for any longer period required by law,from the date of final payment to Consultant under this Agreement. All such records and invoices shall be clearly identifiable. Consultant shall allow a representative of the City to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement during regular business hours. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to this Agreement for a period of three (3) years from the date of final payment to Consultant under this Agreement. Page 5 of 9 City Council 24 — 8 5/3/2022 9. CONFIDENTIALITY If Consultant receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Consultant agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. "Confidential Information"shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is, through no fault of the Consultant disclosed in a publicly available source; (c) is in rightful possession of the Consultant without an obligation of confidentiality; (d)is required to be disclosed by operation of law; or(e) is independently developed by the Consultant without reference to information disclosed by the City. 10. CONFLICT OF)INTEREST CLAUSE Consultant covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 11. )DIISCRLVHNATIION Consultant shall not discriminate because of race, color, creed,religion,sex,marital status, sexual orientation, gender identity, gender expression, gender, medical conditions, genetic information, or military and veteran status, age, national origin, ancestry, or disability, as defined and prohibited by applicable Iaw,in the recruitment,selection,teaching,training,utilization,promotion,termination or other employment related activities or any services provided under this Agreement. Consultant affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and Iocal laws and regulations. 12. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Consultant, and supersedes any and all other agreements,oral or written,between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto,the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Consultant. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to,the terms and conditions hereof, shall not bind or obligate Consultant or the City. Each party to this Agreement acknowledges that no representations, inducements,promises or agreements, orally or otherwise,have been made by any party,or anyone acting on behalf of any party, which is not embodied herein. Page G of 9 City Council 24 — 9 5/3/2022 13. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Consultant, Consultant may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment,transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services, which are the subject to this Agreement performed by City personnel or by other Consultants retained by City. 14. TERMINATION This Agreement may be terminated by the City upon thirty(30)days written notice of termination. In such event, Consultant shall be entitled to receive and the City shall pay Consultant compensation for all services performed by Consultant prior to receipt of such notice of termination,subject to the following conditions: a. As a condition of such payment, the Executive Director may require Consultant to deliver to the City all work product(s) completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law,and Consultant consents to the City's use thereof for such purposes, as the City deems appropriate. b. Payment need not be made for work that fails to meet the standard of performance specified in the Recitals of this Agreement. 1S. WAIVER No waiver of breach, failure of any condition, or any right or remedy contained in or granted by the provisions of this Agreement shall be effective unless it is in writing and signed by the party waiving the breach, failure, right or remedy.No waiver of any breach, failure or right, or remedy shall be deemed a waiver of any other breach, failure, right or remedy, whether or not similar, nor shall any waiver constitute a continuing waiver unless the writing so specifies. 16. JURISDICTION-VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation,performance,and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in ZM connection with or by reason of this Agreement. 17. PROFESSIONAL LICENSES Consultant shall,throughout the term of this Agreement, maintain all necessary licenses, permits, approvals,waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States,the State of California,the City of Santa Ana and all other governmental agencies. Consultant shall notify the City immediately and in writing of its inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be Page 7 of 9 City Council 24 — 10 5/3/2022 cause for termination of this Agreement. 1S. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. b. This Agreement can be signed electronically and in counterparts, each counterpart assembled into one document and the parties agree such document will be considered the original Agreement for all purposes. 19. NOTICE Any notice,tender,demand,delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail,postage prepaid, or sent by fax or other telegraphic communication in the manner provided in this Section,to the following persons: To City: Cleric of the City Council City of Santa Ana 20 Civic Center Plaza(M-30) P.O.Box I988 Santa Ana, CA 92702-1988 Fax: 714- 647-6956 With copy to: Executive Director _ r i Public Works Agency City of Santa Ana 20 Civic Center Plaza P.O. Box 1988 Santa Ana, California 92702 To Consultant: Procure America, Inc. 31103 Rancho Viejo Road.,4D2102 San Juan Capistrano, CA 92675 Attn: Fred Armendariz Page 8 of 9 City Council 24 — 11 5/3/2022 A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail,duly registered or certified,with postage prepaid, and addressed as set forth above. If sent by fax, communication shall be effective or deemed to have been given twenty-four(24)hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. IN WITNESS WHEREOF,the parties hereto have executed this Agreement the date and year first above written. ATTEST: CITY OF SANTA ANA Daisy Gomez Kristine Ridge Clerk of the Council City Manager APPROVED AS TO FORM[: SONIA R. CARVALHO CONSULTANT: City Attorney By: f a.- N,2'."M.k -�Z 4�L' Laura A. Rossini Fred Armendariz Chief Assistant City Attorney CEO RECOMMENDED FOR APPROVAL: Nabil Saba Executive Director Public 'Works Agency Page 9 of 9 City Council 24 — 12 5/3/2022 Parks, Recreation, and Community Services www.santa-ana.org/parks Item # 25 City of Santa Ana 20 Civic Center Plaza, Santa Ana, CA 92701 Staff Report May 3, 2022 TOPIC: Agreement with Valley Maintenance Corporation for Custodial Services of City Park Restroom and Park Buildings AGENDA TITLE: Approve an Agreement with Valley Maintenance Corporation to Provide Custodial Services of City Park Restrooms and Park Buildings for an Annual Amount not to exceed $494,095 for Four Years and Total Agreement Amount of$1,976,380 (General Fund) RECOMMENDED ACTION Authorize the City Manager to execute an agreement with Valley Maintenance Corporation to provide custodial services of City park restrooms and park buildings for an annual amount not to exceed $494,095, which includes a 15% contingency, for a term from June 1, 2022 through May 31, 2026 and total agreement amount of $1,976,380, subject to non-substantive changes approved by the City Manager and City Attorney. DISCUSSION The Parks, Recreation and Community Services Agency (PRCSA) provides custodial services at park restrooms and at various park buildings through a contractor. On February 24, 2022, a Request for Proposals (RFP) for custodial services was advertised on the PlanetBids, where 175 vendors were notified, 35 vendors downloaded the RFP and five vendors submitted a proposal, two of which were considered non-responsive. An evaluation committee reviewed and rated the proposals according to the criteria listed in the RFP: Statement of Qualifications & References, Manner for Performing Services & Schedule and Fee Proposal. The results of the RFP evaluation were as follows: Company Score Valley Maintenance Corporation 273 Premier Property Preservation 262 Universal Building Maintenance 262 Based on the evaluation results the PRCSA proposes to enter into an agreement with Valley Maintenance Corporation. Valley Maintenance Corporation is the current contractor for these services and PRCSA is satisfied with their work. City Council 25 — 1 5/3/2022 Agreement with Valley Maintenance Corporation for Custodial Services of City Park Restrooms and Park Buildings May 3, 2022 Page 2 Proposed in Fiscal Year 2022-2023 is for Park Maintenance Services to transfer from PRCSA to the Public Works Agency (PWA) where they will continue to manage the contract as well as the overall maintenance of the parks. ENVIRONMENTAL IMPACT There is no environmental impact associated with this action. FISCAL IMPACT Transfer of Park Maintenance Services from PRCSA to PWA is pending approval of the FY 2022-2023 City Budget. As such, the current accounting unit number is identified below. Funds will be budgeted and made available in the corresponding PWA accounting unit number when identified and approved. Fiscal Accounting Unit- Fund Accounting Unit, Account Amount Year Account # Description Description FY 21-22 01113250-62320 General Fund PRCSA-Park Facilities- $40,634 Maintenance & Repair Buildings & Grounds FY 21-22 01113220-62300 General Fund PRCSA-Zoo-Contractual $540 Services Professional FY 22-23 01113250-62320 General Fund PRCSA-Park Facilities- $487,609 Maintenance & Repair Buildings & Grounds FY 22-23 01113220-62300 General Fund PRCSA-Zoo-Contractual $6,486 Services Professional FY 23-24 01113250-62320 General Fund PRCSA-Park Facilities- $487,609 Maintenance & Repair Buildings & Grounds FY 23-24 01113220-62300 General Fund PRCSA-Zoo-Contractual $6,486 Services Professional FY 24-25 01113250-62320 General Fund PRCSA-Park Facilities- $487,609 Maintenance & Repair Buildings & Grounds FY 24-25 01113220-62300 General Fund PRCSA-Zoo-Contractual $6,486 Services Professional FY 25-26 01113250-62320 General Fund PRCSA-Park Facilities- $446,975 Maintenance & Repair Buildings & Grounds FY 25-26 01113220-62300 General Fund PRCSA-Zoo-Contractual $5,946 Services Professional City Council 25 — 2 5/3/2022 Agreement with Valley Maintenance Corporation for Custodial Services of City Park Restrooms and Park Buildings May 3, 2022 Page 3 EXHIBIT(S) 1. Agreement Submitted By: Lisa Rudloff, Executive Dir. of Parks, Recreation and Community Services Approved By: Kristine Ridge, City Manager City Council 25 — 3 5/3/2022 Exhibit 1 AGREEMENT WITH VALLEY MAINTENANCE CORP. TO PROVIDE JANITORIAL SERVICES AT CITY PARK RESTROOMS AND BUILDINGS THIS AGREEMENT is made and entered into on this Yd day of May,2022 by and between Valley Maintenance Corp., a California corporation ("Contractor"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("City"). RECITALS A. On February 24,2022,the City issued Request for Proposal No. 22-031 ("RFP"),by which it sought proposals from qualified firms for high quality janitorial maintenance services at City park restrooms and park buildings. B. Contractor submitted a timely proposal that was selected by the City. Contractor represents that it is able and willing to provide the services described in the RFP, incorporated by reference as though attached hereto. C. In undertaking the performance of this Agreement, Contractor represents that it is knowledgeable in its field and that any services performed by Contractor under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. SCOPE OF SERVICES Contractor shall perform during the term of this Agreement, the tasks and obligations including all labor, materials, tools, equipment, and incidental customary work required to fully and adequately complete the services described in the scope of work that was included in RFP No. 22-031, which is attached as Exhibit A, and as more specifically delineated in Contractor's proposal, which is attached as Exhibit B and incorporated by reference. 2. COMPENSATION a. City agrees to pay, and Contractor agrees to accept as total payment for its services for City, the rates and charges identified in Exhibit C. The total annual amount to be expended shall not exceed Four Hundred Ninety-Four Thousand Ninety-Five Dollars and Zero Cents ($494,095). The annual sum is comprised of(a) the base amount of $429,648 and (b) a fifteen percent (15%) contingency in the amount of $64,447 for additional services at the City's sole discretion. The total amount to be expended during the term of this Agreement, including any extension periods, shall not exceed One Million Nine Hundred Seventy-Six Thousand Three Hundred Eighty Dollars and Zero Cents ($1,976,380). b. Payment by City shall be made within forty-five (45) days following receipt of proper City Council 25 — 4 5/3/2022 Page 1 of 9 Exhibit 1 invoice evidencing work performed, subject to City accounting procedures. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. 3. TERM This Agreement shall commence on June 1, 2022 and continue for a four(4) year term, unless terminated earlier in accordance with Section 15, below. 4. INDEPENDENT CONTRACTOR Contractor shall, during the entire term of this Agreement, be construed to be an independent contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer-employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Contractor performs the services which are the subject matter of this Agreement; however, the services to be provided by Contractor shall be provided in a manner consistent with all applicable standards and regulations governing such services. Contractor shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 5. OWNERSHIP OF MATERIALS 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 Contractor under this Agreement ("Documents & Data"). Contractor 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. Contractor represents and warrants that Contractor has the legal right to license any and all Documents&Data. Contractor makes no such representation and warranty in regard to Documents & Data which were provided to Contractor 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. 6. INSURANCE Prior to undertaking performance of work under this Agreement, Contractor shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a. Minimum Scope and Limit of Insurance 1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an "occurrence" basis, including City Council 25 — 5 5/3/2022 Page 2 of 9 Exhibit 1 products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $1,000,000 per occurrence.If a general aggregate limit applies,either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit. 2. Automobile Liability: ISO Form Number CA 00 01 covering any auto (Code 1), or if Contractor has no owned autos, hired, (Code 8) and non-owned autos (Code 9), with a limit no less than$1,000,000 per accident for bodily injury and property damage. 3. Workers' Compensation: as required by the State of California, with Statutory Limits, and Employer's Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. 4. Broader Coverage: if the Contractor maintains broader coverage and/or higher limits than the minimums shown above, the City requires and shall be entitled to the broader coverage and/or the higher limits maintained by the Contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. b. Other Insurance Provisions 1. Additional Insured Status: The City, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Contractor including materials, parts, or equipment furnished in connectionwith such work or operations. General liability coverage can be provided in the form of an endorsement to the Contractor's insurance(at least as broad as ISO Form CG 20 10 11 85 or if notavailable, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 2037 if a later edition is used). 2. Primary Coverage: For any claims related to this contract, the Contractor's insurance coverage shall be primary coverage at least as broad as ISO CG 20 01 04 13 as respects the City, its officers, officials, employees, and volunteers. Any insurance or self- insurance maintained by the City, its officers, officials, employees, or volunteers shall be excess of the Contractor's insurance and shall not contribute with it. City Council 25 - 6 5/3/2022 Page 3 of 9 Exhibit 1 3. Notice of Cancellation: Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the City. 4. Waiver of Subrogation: Contractor hereby grants to City a waiver of any right to subrogation that any insurer of said Contractor may acquire against the City by virtue of the payment of any loss under such insurance. Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. 5. Self-Insured Retentions: Self-insured retentions must be declared to and approved by the City. The City may require theContractor to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self-insured retention may be satisfied by either the named insured or City. 6. Acceptability of Insurers: Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M. Best's rating of no less than A:VII, unless otherwise acceptable to the City. 7. Verification of Coverage: Contractor shall furnish the City with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage requiredby this clause) and a copy of the Declarations and Endorsement Page of the CGL policy listing allpolicy endorsements to City before work begins. However, failure to obtain the required documents prior to the work beginning shall not waive the Contractor's obligation to provide them. The City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. 8. Subcontractors: Contractor shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Contractor shall ensure that City is an additional insured on insurance required from subcontractors. 9. Special Risks or Circumstances: City reserves the right to modify these requirements, including limits, based on the nature of therisk, prior experience, insurer, coverage, or other special circumstances. City Council 25 — 7 5/3/2022 Page 4 of 9 Exhibit 1 7. INDEMNIFICATION Contractor agrees to defend, and shall indemnify and hold harmless the City, its officers, agents, employees, contractors, special counsel, and representatives from liability: (1)for personal injury, damages,just compensation,restitution,judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the negligent operations of the Contractor, its subcontractors, agents, employees, or other persons acting on its behalf which relates to the services described in section 1 of this Agreement; and (2) from any claim that personal injury, damages,just compensation, restitution,judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement. This indemnity and hold harmless agreement applies to all claims for damages,just compensation,restitution,judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this Section or by reason of the terms of, or effects, arising from this Agreement. The Contractor further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages, just compensation, restitution,judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding.Notwithstanding the foregoing, to the extent Contractor's services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Contractor. 8. INTELLECTUAL PROPERTY INDEMNIFICATION Contractor shall defend and indemnify the City, its officers, agents, representatives, and employees against any and all liability, including costs, for infringement of any United States' letters patent,trademark, or copyright infringement, including costs,contained in the work product or documents provided by Contractor to the City pursuant to this Agreement. 9. RECORDS Contractor shall keep records and invoices in connection with the work to be performed under this Agreement. Contractor shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any services, expenditures, and disbursements charged to the City for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Contractor under this Agreement. All such records and invoices shall be clearly identifiable. Contractor shall allow a representative of the City to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement during regular business hours. Contractor shall allow inspection of all work, data, documents, proceedings, and activities related to this Agreement for a period of three (3) years from the date of final payment to Contractor under this Agreement. City Council 25 — 8 5/3/2022 Page 5 of 9 Exhibit 1 10. CONFIDENTIALITY If Contractor receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Contractor agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. "Confidential Information" shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that(a)has been disclosed in publicly available sources; (b)is,through no fault of the Contractor disclosed in a publicly available source; (c) is in rightful possession of the Contractor without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or(e) is independently developed by the Contractor without reference to information disclosed by the City. 11. CONFLICT OF INTEREST CLAUSE Contractor covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 12. NON-DISCRIMINATION Contractor shall not discriminate because of race, color, creed,religion, sex, marital status, sexual orientation, gender identity, gender expression, gender, medical conditions, genetic information, or military and veteran status, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, teaching, training, utilization, promotion, termination or other employment related activities or any services provided under this Agreement. Contractor affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 13. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Contractor, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Contractor. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to,the terms and conditions hereof, shall not bind or obligate Contractor or the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which is not embodied herein. City Council 25 — 9 5/3/2022 Page 6 of 9 Exhibit 1 14. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Contractor, Contractor may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other consultants retained by City. 15. TERMINATION This Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such event, Contractor shall be entitled to receive and the City shall pay Contractor compensation for all services performed by Contractor prior to receipt of such notice of termination, subject to the following conditions: a. As a condition of such payment, the Executive Director may require Contractor to deliver to the City all work product(s) completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Contractor consents to the City's use thereof for such purposes as the City deems appropriate. b. Payment need not be made for work that fails to meet the standard of performance specified in the Recitals of this Agreement. 16. WAIVER No waiver of breach, failure of any condition, or any right or remedy contained in or granted by the provisions of this Agreement shall be effective unless it is in writing and signed by the party waiving the breach, failure, right or remedy.No waiver of any breach, failure or right, or remedy shall be deemed a waiver of any other breach, failure, right or remedy, whether or not similar, nor shall any waiver constitute a continuing waiver unless the writing so specifies. 17. JURISDICTION -VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 18. PROFESSIONAL LICENSES Contractor shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. Contractor shall notify the City immediately and City Council 25 — 10 5/3/2022 Page 7 of 9 Exhibit 1 in writing of its inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 19. NOTICE Any notice,tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by fax or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 Fax: 714-647-6956 With courtesy copies to: Executive Director, Parks, Recreation and Community Services Agency City of Santa Ana 20 Civic Center Plaza (M-23) P.O. Box 1988 Santa Ana, California 92702 Fax: 714-571-4209 To Contractor: Bruce M. Hwang Vice President Valley Maintenance Corp. 11759 Telegraph Road Santa Fe Springs, CA 90670 A party may change its address by giving notice in writing to the other parry. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by fax, communication shall be effective or deemed to have been given twenty-four(24)hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. City Council 25 — 11 5/3/2022 Page 8 of 9 Exhibit 1 20. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. b. The Agreement is the final and complete agreement and any prior or contemporaneous agreements for similar services between the parties is superseded by this Agreement. This shall not apply where the Parties are currently engaged and Contractor is providing services not contemplated by this Agreement. C. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. IN WITNESS WHEREOF,the parties hereto have executed this Agreement the date and year first above written. ATTEST: CITY OF SANTA ANA Daisy Gomez Kristine Ridge Clerk of the Council City Manager APPROVED AS TO FORM: SONIA R. CARVALHO CONTRACTOR: City Attorney By: Br on Salvatierra Bruce M. Hwang Deputy City Attorney Vice President RECOMMENDED FOR APPROVAL: Lisa Rudloff Executive Director Parks, Recreation, and Community Services Agency City Council 25 — 12 5/3/2022 Page 9 of 9 Exhibit 1 EXHIBIT A City Council 25 — 13 5/3/2022 Exhibit 1 Appendix ATTACHMENT 1 SCOPE OF WORK CITY OF SANTA ANA REQUEST FOR PROPOSALS RFP NO.: 22-031 Description of Work It is the intent of this agreement to continually improve the quality of the facilities. The Contractor shall provide all labor, training, materials, tools, equipment, transportation, hauling, dumping, chemicals and other items needed to perform high quality park janitorial maintenance pursuant to the terms defined herein. This RFP identifies facilities in to two groups, park restrooms and park buildings. Park buildings include community centers (including gymnasium, if applicable) and other facilities that are not stand-alone restroom-only structures, which are considered park restrooms. The Contractor shall provide all park restroom janitorial maintenance at work sites listed herein, including, but not limited to cleaning, scrubbing, polishing, toilets, urinals, doors, walls, floors, ceilings, windows, partitions, dispensers, hand rails plumbing fixtures, and replacing burned out lights, lens covers, removing foreign materials i.e. paper wads stuck to ceilings, walls, etc. In addition, the Contractor shall clean the exterior of the building surfaces including the walls, roof, windows, etc. and, other services required to maintain the work sites in a safe, attractive and useable condition. The Contractor shall provide all park building janitorial maintenance at work sites listed herein, including, but not limited to cleaning, scrubbing, polishing of windows, desks, cabinets, computers, phones, kitchen appliances, hanging amenities (clocks, pictures, Knox boxes, etc.),toilets, urinals, doors, walls, floors, ceilings, windows, partitions, dispensers, hand rails plumbing fixtures, and replacing burned out lights at the contractors expense, lens covers, removing foreign materials i.e. paper wads stuck to ceilings, walls, etc. In addition, the Contractor shall clean the exterior of the building surfaces required to maintain the work sites in a safe, attractive and useable condition. Contractor understands that it is assuming maintenance responsibility of the parks/locations "as is" and is responsible for improving all aspects of the parks facilities to the quality described in these specifications and interpreted by the City's Representative. Proposers shall be responsible for monitoring the site to obtain information regarding this solicitation. (.itv r.ni inril 9 — 1 d R/q/9n99 City of Santa Ana RFP 22-031 Page 12 Exhibit 1 1.0 DEFINITIONS 1.1 "City's Representative" shall mean the Executive Director of Parks, Recreation and Community Services designated representative. 1.2 "Cleaning" shall mean the practice of thoroughly removing all stains, foreign materials, mineral deposits, etc. to achieve a high quality"like new" appearance. 1.3 "Sanitizing" shall mean to disinfect (eradicate disease causing agents) by use of germicidal or other approved disinfecting products. 1.4 "Polishing" shall mean, following cleaning, using products to enhance the "shine" of the surface being polished. 2.0 PARK RESTROOM MAINTENANCE Routine maintenance shall include but not be limited to the following services performed at the Work Sites listed in Attachment 3-6. 2.1 Daily Cleaning Schedule (Daily cleaning is to be performed two times per day) 2.1.1 Restock all supplies daily so dispensers are completely full. Replace vandalized dispensers with approved manufacturer and model dispensers to Park Maintenance specifications upon discovery. Dispensers will be provided by the City. 2.1.2 Flush toilets and urinals prior to finishing and add approved products. 2.1.3 Check toilets and urinals for stoppages and use plunger and/or hand auger to unplug. Note that the should the Contractor be unsuccessful in unplugging the toilet or urinal causing the City to unclog the unit, and the clog is unplugged by plunger and/or hand auger, the cost for this service will be deducted from the Contractor's next monthly invoice. 2.1.4 If stoppages cannot be unplugged or if other plumbing problems are noticeable, notify the City's Representative immediately. Contractor shall remove all waste from the clogged urinal/commode, clean the urinal/commode and place a plastic waste receptacle liner over the unit to protect it from use until a Plumber can clear the clog. 2.1.5 Remove all stains, dust, litter, debris and otherwise foreign matter on all interior surfaces including doors, sills, partitions, floors, walls, ceilings, etc. This includes, but not limited to, wads of paper stuck on ceilings, tape, etc. 2.1.6 Empty, clean and sanitize receptacles inside and out. 2.1.7 Sweep and mop entire floor with approved germicidal cleanser/solution. Hosing out restrooms is not an acceptable practice. 2.1.8 Clean and sanitize all surfaces, including walls, doors, partitions, door/window jambs, vents, light fixtures, ceilings, etc. Tile floors and walls shall be cleaned and polished. 2.1.9 Clean, sanitize interior and exterior of washbasins and around all fixtures to remove mineral deposits, water spots, dirt, grim, and any other unclean condition. Polish all metal fixtures surfaces, inside and out, including but not limited to toilets, urinals, plumbing, sinks, flush valves, mounting plates, dispensers, nuts, screws, traps, hose bibs, water connections, handrails, mirrors, etc. using approved products. 2.1.10 Clean and disinfect benches using approved germicidal cleanser. 2.1.11 Inspect and replace burned out lights at the Contractor's expense inside and outside the buildinz usinz approved products. itv ( ni inril 7ci — 1 c, R/q/9n99 City of Santa Ana RFP 22-031 Page 13 Exhibit 1 2.1.12 Clean and disinfect lockers (inside, outside and tops) using approved germicidal cleanser. Throw away any trash found in unlocked lockers or on top of lockers. 2.1.13 Clean and sanitize shower walls, fixtures and curtains using approved germicidal cleanser. 2.1.14 Pick-up, clean, sanitizes and removes trash and debris, including but not limited to feces, urine, paper, within 10' feet of the building in each direction. 2.1.15 Clean exterior of the building/roof free of all stains, dirt, grime, sand, or other foreign materials including paper wads, confetti, tape, slap tags, cob webs, dust, etc. within 10' of the building. 2.1.16 Turn off lights once work is completed. 2.1.17 Clean and polish exterior of the building amenities (attached) including but not limited to drinking fountains, lights, Knox boxes, plaques, windows (except Stadium Press Box), etc. of dirt, grime, all foreign materials including paper wads, confetti, tape, slap tags, cob webs, dust, etc. 2.1.18 Clean interior windows free of dirt, grime, tape, smudges, streaks, etc. to achieve a clear glass condition. This includes Stadium Press Box. 2.2 Weekly Cleaning Schedule—Restrooms, Showers and Locker Rooms 2.2.1 Polish all tiles surfaces using approved product to achieve a high quality appearance. 2.2.2 Inspect shower curtains. If curtains are worn, the Contractor shall replace them at his own expense with a shower curtain product acceptable to the City's Representative. 2.2.3 Clean light fixtures and protective coverings inside and out using approved germicidal cleanser. 2.3 Monthly Cleaning Schedule—Restrooms, Showers and Locker Rooms 2.3.1 Clean and resurface floor surfaces using approved products per the manufacturer's specifications. 2.3.2 Use pumice stone or other product/tool to remove mineral buildup from around fixtures in the restroom. 2.3.3 Pressure wash all exterior wall and pavement surfaces to remove dirt, dust, debris, stains, etc. to within 10' of the building. 2.3.4 Scrub floors and base boards completely clean of dirt, grim, stains, etc. using a power walk-behind floor scrubber and hand held power scrubber being careful not to damage flooring. 2.4 Bi-Annual Cleaning Schedule 2.4.1 Pressure wash roofs to remove dirt, dust, debris, stains, etc. 3.0 PARK BUILDING MAINTENANCE-GENERAL Routine maintenance shall include but not be limited to the following services performed at the Work Sites listed in Attachment 3-6. SPECIAL NOTICES-All furniture moved by the Contractor's employees during the performance of any services shall be returned to its appropriate location. All items such as trash receptacles or (.itv Qni inril 7c, — 1 F, R/q/9n99 City of Santa Ana RFP 22-031 Page 14 Exhibit 1 desk chairs that are moved to enable cleaning underneath or around them shall be returned to their appropriate location. Work areas shall be secured and equipment placed to prevent passage by the general public and City staff All such work areas shall be denoted as such. Work areas and equipment shall remain under this state/condition until all work is complete, equipment is vacated and passage is safe for all. The proper quantity and type of safety warning signs, such as "Caution—Wet Floor" shall be placed by the Contractor's employees each time such conditions exist that would warrant placement of such signs. Signs are to be picked up and stored in the appropriate janitor room once the condition no longer exists to warrant such signs. 3.1 Daily Cleaning Schedule 3.1.1 Restock all supplies daily so dispensers are completely full. Replace vandalized dispensers with approved manufacturer and model dispensers to Park Maintenance specifications upon discovery. Dispensers will be provided by the City. All supplies shall be provided by the contractor 3.1.1 Flush toilets and urinals prior to finishing and add approved products. Replace waterless urinal filters with approved urinal manufacturer's cartridges as often as necessary to prevent foul odors and urine back-up. Waterless urinal filters shall be provided by the Contractor and shall be per the waterless urinal manufacturer's specified cartridge. 3.1.2 Check toilets and urinals for stoppages and use plunger and/or hand auger to unplug. Note that the should the Contractor be unsuccessful in unplugging the toilet or urinal causing the City to unclog the unit, and the clog is unplugged by plunger and/or hand auger, the cost for this service will be deducted from the Contractor's next monthly invoice. 3.1.3 If stoppages cannot be unplugged or if other plumbing problems are noticeable, cover the urinal/commode with a trash liner then notify the City's Representative immediately. 3.1.4 Remove all stains, dust, litter, debris and otherwise foreign matter on all interior surfaces including doors, sills, partitions, floors, walls, ceilings, windows, etc. This includes, but not limited to, wads of paper stuck on ceilings, tape, etc. 3.1.5 Empty, clean and sanitize receptacles inside and out. Replace plastic waste receptacles liners so they are neat in appearance. 3.1.6 Carpeting & Rugs-Vacuum all carpeted-rug areas wall-to-wall including areas immediately adjacent walls and other obstacles. Contractor may elect to sweep these areas out by hand first before vacuuming. 3.1.7 Tile and other resilient floors and walls shall be swept, mopped using approved germicidal cleansers, and buffed/polished to a non-streaked consistent in appearance luster. 3.1.8 Clean, dust and sanitize all surfaces inside and out, including walls, blinds, drapes, book cases, books, doors, partitions, door/window jambs, vents, light fixtures, ceilings, windows, window sills, mirrors, computers, telephones, speakers, wall boards, pictures, etc. 3.1.9 Clean, sanitize interior and exterior of kitchen appliances, cabinets, washbasins, floor drains, and around all fixtures to remove mineral deposits, water spots, dirt, grim, and any other unclean condition. Polish all metal fixtures surfaces, inside and out, includinz but not limited to toilets, drinkinz fountains, urinals, plumbing, (.itv r.ni inril 7c, — 17 R/q/7(177 City of Santa Ana RFP 22-031 Page 15 Exhibit 1 sinks, flush valves, kitchen vent hoods, mounting plates, dispensers, nuts, screws, traps, hose bibs, water connections, handrails, mirrors, etc. using approved products. 3.1.10 Kitchens & break rooms-Wash and dry dishes and put away. Clean and sanitize counter tops, tables (surface and hardware, legs, etc.), vending machines, display cases, etc. 3.1.11 Furniture-Clean, dust, vacuum, disinfect and polish furniture including but not limited to chairs, tables, cabinets, computers, televisions, exterior of potted plant pots, etc. using approved germicidal cleanser. 3.1.12 Lamps (lighting replacement)-Inspect and replace burned out interior and exterior lights at the Contractor's expense using approved products. 3.1.13 Locker Room-Clean and disinfect lockers (inside, outside and tops) using approved germicidal cleanser. Throw away any trash found in unlocked lockers or on top of lockers. Clean, sanitize and polish wood benches and metal hardware. 3.1.14 Showers-Clean and sanitize shower walls, fixtures and curtains using approved germicidal cleanser. 3.1.15 Exterior of Building-Pick-up, clean, sanitizes and removes trash and debris, including but not limited to feces, urine, paper, within 10' feet of the building in each direction. 3.1.16 Exterior Building Service-Clean exterior of the building free of all foreign materials including paper wads, confetti, tape, slap tags, cob webs, dust, etc. 3.1.17 Outside Patios, Balconies and Building Entryways- Remove cobwebs from overhead surfaces, lights and other amenities affixed to the building entryway areas. This would include cleaning the exterior of glass and metal doors, door thresholds and hardware. Remove any litter, cigarette butts or bird droppings. 3.1.18 Entrance Glass, Mirrors and Workstation Glass-Thoroughly clean both sides of all surrounding building entry door glass and entry doors for a uniform appearance free of all smudges, fingerprints, stains, streaks, lint, etc. Remove any paper and/or tape. Clean all mirrors in restrooms, locker rooms and fitness center in the same manner as noted above. Spot clean workstation and/or partition glass daily as needed. 3.1.19 Entrance Mats-Remove moisture, wet or dry soil, and any debris from carpeted, rubber and/or other material mats. Ensure mats are properly positioned on the floor. 3.1.20 Stain Removal on Carpet, Upholstery, Partition Panels and Walls-Clean and/or remove all stains as quickly as they are discovered so as not to allow them to set into the fabric. If the stain is a coffee spill, use a contractor-supplied product similar to Interface Coffee Breaker and follow the manufacturer's recommended procedures. Do not blot or attempt to extract. Simply spray the affected area(s). 3.1.21 Remove slap tags, graffiti and any other materials used to deface the building and it amenities. 3.1.22 Replace burned out lights (at the contractor's expense) Turn off lights once work is completed. 3.1.23 "Offices, Stadium Press Box, Closets, Storage Rooms," Restrooms, Showers and Locker Rooms 3.2 Weekly Cleaning Schedule (.itv r.ni inril 7c, — 1 R R/q/9n99 City of Santa Ana RFP 22-031 Page 16 Exhibit 1 3.2.1 Spray and Buffing of Hard Floors-Clean and restore a uniform glass and protective finish to resilient tile or terrazzo floors that are finished with a floor finish. All chairs, trash receptacles, etc., shall be tilted or moved where necessary to spray buff underneath. The entire floor shall have a uniform coating of floor finish. All spray buff solution shall be removed from baseboards, furniture, trash receptacles, etc. 3.2.2 Dusting of Ceiling, Atrium Ledges, Lunchroom Drywall Ledges and HVAC Wall Vents-Clean all HAVAC vents and area immediately surround them. Dust all atrium ledges at the glass/wood railing areas and at the atrium stairs. Dust lunchroom drywall edges. Care shall be taken not to spread dust into the air. 3.2.3 High Dusting-Remove dust, cobwebs, oily film, etc., from all fixtures and surfaces above I I feet from the floor surface. This would include lights, grills, light fixtures, pipes, sprinkler systems, cables, ledges, walls, atrium wood and ledges, ceilings, vents, etc. Care shall be taken not to spread dust into the air. 3.2.4 Inspect shower curtains. If curtains are worn, the Contractor shall replace them at his own expense with a shower curtain product acceptable to the City's Representative. 3.2.5 Clean light fixtures and protective coverings inside and out using approved germicidal cleanser. 3.3 Monthly Cleaning Schedule 3.3.1 Carpeted Floors-Pile lift carpet floors in all areas. 3.3.2 Carpeted Floors — Bi-Monthly* - Spin bonnet all carpeted floors every two (2) months. *(calculate to monthly cost for bidding purposes). January; March; May; July; September and November. 3.3.3 Tile Floors-Spray buff all tile floors. Clean and resurface floor surfaces using approved products per the manufacturer's specifications. 3.3.4 Use pumice stone or other product/tool to remove mineral buildup from around fixtures in the restroom. 3.3.5 Pressure-wash all exterior wall and pavement surfaces to remove dirt, gum, dust, debris, stains, etc. to within 50' of the building. 3.4 Quarterly Cleaning Schedule 3.4.1 Tile Floors— Strip and wax all tile floors quarterly. *(calculate to monthly cost for bidding purposes) 3.5 Bi-Annual Cleaning Schedule 3.5.1 Clean roofs free of leaves and all other debris. 3.5.2 Pressure washes metal roofs to remove dirt, dust, debris, stains, etc. 3.5.3 Carpeted Floors — Semi-Annually* - Extract clean carpeted floors two (2) times per year. *(calculate to monthly cost for bidding purposes) April and October 3.5.4 Scrub floors and base boards completely clean of dirt, grim, stains, etc. using a power walk-behind floor scrubber and hand held power scrubber being careful not to damage flooring. 4.0 PARK BUILDING MAINTENANCE-GYMNASIUM (.itv r.ni inril 7c, — 1 A City of Santa Ana RFP 22-031 Page 17 Exhibit 1 A high level appearance and a safe surface underfoot require scheduled, daily preventive maintenance. 4.1 Gymnasium General-Daily Maintenance 4.1.1 Clean walls and doors free of smudges, ball marks, and any other marks. 4.1.2 Clean any fixtures and/or appurtenances by wiping them free of marks, dust or any other unclean material. 4.1.3 Clean bleachers of trash, spills, stains, dust, dirt etc. Wipe down bleachers handrails. 4.1.4 Clean, sanitize and polish all steel surfaces including but not limited to metal hardware, door handles/plates, etc. 4.1.5 Clean all interior and exterior door glass. 4.1.6 Polish all panic bars and kick rails. 4.2 Gymnasium General-Weekly Maintenance 4.2.1 Clean up and organize storage areas. 4.2.2 Dust off vents and other appurtenances up to 12' high. 4.2.3 Clean and disinfect wall coverings dust, marks, etc. up to 12' high 4.2.4 Clean up and organize the storage area. 4.2.5 Dust off vents and other appurtenance above 12' high. 4.2.6 Wipe down baseboards free of dust, marks, etc. 4.2.7 Clean walls above 12' high. 4.2.8 Clean basketball backboards free of smudges, ball marks, dust, etc. 4.3 Gymnasium General-Yearly Maintenance 4.3.1 Dust off and clean hanging ducts, score boards, etc. Note, that the Contractor shall be responsible for the annual cleaning of the Salgado Gym duct work. Should the Contractor elect to sub-contract this work, they shall notify the City and the City shall instruct the sub-contractor on the process to become a City vendor. The sub- contractor shall be approved by City Purchasing as a City vendor before performing any work. 4.4 Gymnasium Floor Maintenance—Daily 4.4.1 Matting-Contractor shall provide and replace as often as necessary U.S. Matt & Rubber Corporation entrance guard mats (or approved equal) at each outside and inside entry door directly leading into the gymnasium. The mats will be sized to cover the entire width of all doors in order to protect the gymnasium floor from dirt, moisture and other materials harmful to the gymnasium floor. 4.4.2 Dust Mopping-An essential element of preventive maintenance of wood sports flooring is daily dust mopping. The contractor shall use Algoma Mop Manufacturers "Mariner" mops (or approved equal) that has been treated with Hillyard Super Hil-Tone®, Hil-Mist®, or Hil-Treat®, to remove dirt and grit that acts like sandpaper underfoot in (.itv r.ni inril 7c, — gn R/q/9n99 City of Santa Ana RFP 22-031 Page 18 Exhibit 1 wearing away the gloss and protective coating on the flooring. The contractor shall clean the entire gymnasium wood floor surface daily. The contractor shall treat the dust mops by following the label directions. Never treat a dust mop and immediately use it. The contractor shall rotate dust mops daily. The contractor shall always brush out or vacuum the dust mops after each daily use, retreat the mop, and hang overnight for the next use. 4.4.3 Spot Mopping and Damp Mopping-The contractor shall also provide daily preventive maintenance of gymnasium wood sports flooring by removing spills and soil that daily dust mopping does not remove. It is important to remove spills as soon as possible to prevent slips and falls. For removal of blood, fecal matter, urine, and other potentially infectious materials as outlined in OSHA Regulation 29 CFR 1910.1030, the contractor shall use the Hillyard Bodily Fluid Disposal Kit(Item No. HIL0018204) 4.5 Gymnasium Floor Maintenance—Bi-Weekly 4.5.1 Mop the entire gym floor once every two weeks using a ratio of 1 gallon warm water to 1 cup white vinegar to 1 cup of rubbing alcohol. Change water frequently to avoid mopping with dirty water, thereby, spreading dirt and grime around the gym floor. 4.6 Santa Ana Zoo Animal Hospital 4.6.1 The floor of the Santa Ana Zoo Animal Hospital shall be stripped and waxed quarterly. 4.7 Tools Required 4.7.1 "Wet Floor" signs 4.7.2 Mop bucket with wringer 4.7.3 Clean rayon mop with handle 4.7.4 Autoscrubber 4.7.5 Hillyard Super Shine-All® 4.8 Procedures 4.8.1 Set out "Wet Floor" signs. 4.8.2 Mix Super Shine-All at 2 oz. per gallon of water in a mop bucket, or 1 oz. per gallon in an autoscrubber. 4.8.3 For spills, soak mop in the solution, wring out, and mop the floor area while absorbing the spill. 4.8.4 Re-soak the mop in the cleaning solution, wring out, and mop the area a second time. 4.8.5 When damp mopping the entire floor, change the cleaning solution when it becomes cloudy with dirt. NOTE: Do not mop heavy amounts of cleaning solution onto the floor. 4.8.6 If autoscrubbing, use a new white pad. 4.8.7 Allow the floor to dry thoroughly before removing "Wet Floor" signs. itv ( ni inril 7c, — 71 City of Santa Ana RFP 22-031 Page 19 Exhibit 1 4.9 Spot Removal 4.9.1 Remove heel marks, gum, stains, etc. daily being careful to not damage the floor. Areas affected by removal of marks, gum, stains, etc. shall be refinished following Hillyard's refinishing specifications. 5.0 Approved Supplies 5.1 Restroom 5.1.1 Toilet Tissue-Acclaim White Singlefold Interfolded Bath Tissue# 10101 — 00 5.1.2 Scott Bathroom Roll Tissue, item # 05102 20, 4.4 x4.5 inches. 5.2 Approved Cleaning Supplies 5.2.1 For cleaning urinals and commodes Colossus #1605 5.2.2 For cleaning polished and brushed chrome Sheila Shine 5.2.3 Metal/Chrome polish Sheila Shine 5.2.4 Disinfectant Versatile #180 6.0 BUILDING SECURITY The Contractor's shall provide the City at the beginning of the agreement a matrix listing the name of his/her custodians, what buildings they will service, what time the buildings will be serviced, what vehicles they drive (make, model and license number). This information will be copied to the Santa Ana Park Rangers and the Santa Ana Police Department for security purposes. The contractor shall keep all exterior doors locked during the performance of work or as otherwise directed and shall ensure that all doors are locked at the end of the shift unless otherwise noted. Offices with security systems shall have them activated immediately after work is completed in that area. The Contractor shall be responsible for any lost keys, card keys and any inherent damages (i.e., re-keying of whole facility). This cost shall be withheld from contractor's payment(s). The decision to re-key the whole facility is solely that of the City's Representative. 7.0 EQUIPMENT USAGE There shall be no usage of City equipment, telephones, or facilities by the contractor's staff. The City may ask the contractor to remove staff from the site if they are found to be in violation of this policy. Electrical power (110) volts will be furnished by the City at existing power outlets for the contractor's use to operate such equipment as is necessary in the conduct of his work. The Contractor shall be responsible for any damage caused to the electrical outlets and their covers caused by the improper disconnection of equipment. Cold water will also be made available as necessary for cleaning. 8.0 EXTRA WORK It is the City's intent to keep parks and other public recreational sites in a beautiful and exceptionally well-maintained condition. This specification is designed to continuously improve parks and public recreational sites. It is with this intent in mind that the City's Representative may consider authorizing extra work. Extra work will not be initiated without written authorization. In ememencv-situations, a not to exceed price may be submitted by contractor via (.itv Qni inril 7c, — 77 R/q/9n99 City of Santa Ana RFP 22-031 Page 20 Exhibit 1 e-mail for review/approval by City. The City's Representative may request that the Contractor submit proposals for extra work in order to improve the grounds-landscape in the contract sites. The Contractor shall submit proposals using the City's Proposal for Extra Work Spreadsheet. The Contractor shall complete the spreadsheet in its entirety using his/her proposed extra work pricing (that is a part of this agreement) in order for the proposal to be considered. City reserves the right to request materials/equipment receipts with invoices. All labor shall be quoted on a "not to exceed" basis and City will only pay for labor actually incurred. City will pay up to 15% mark-up on parts and materials. 9.0 CITY INSPECTION The Director's Representative shall regularly inspect City property subject to this Agreement. If said inspection results in discovery of work that is not performed in the manner, and to the professional degree set forth in the Specifications, The Contractor agrees that the City shall; 1) withhold from Contractor's next monthly payment, the City's actual or estimated cost of performing the work; or, 2) hire a contractor or City staff to perform the work not performed and then withhold from the Contractor's next monthly payment the City's actual cost for performing the work to bring the property into conformance with the specifications. Additionally, City shall impose liquidated damages of up to $300.00 per inspection, per park, per item specified herein not performed, per day not meeting the specifications during any such inspection. Furthermore, it is not the Director's Representatives responsibility to inform the Contractor when work specified in the specifications was not performed or that deficiencies exist. It is the Director's Representatives responsibility to inspect the properties to verify that work was performed to the specified level of quality and timeframe followed by reporting that the work was performed satisfactorily or not. It is the Contractor's responsibility to provide adequate supervision and staffing to perform all aspects specified in this agreement. Should the Director's Representative create Power Point punch lists, essentially performing the Contractor's Supervisor's responsibilities/duties of determine what work needs to be performed in accordance with the agreement specifications, the City shall deduct $300 per Power Point punch list from the Contractor's monthly invoice. (.itv r.ni inril City of Santa Ana RFP 22-031 Page 21 Exhibit 1 Consultant Responsibilities: 1.0 GENERAL CONDITIONS 1.1 Local Office-The Contractor shall maintain a physical office within the 714 area code (local office). The local office shall be open Monday through Friday 8:00 a.m. to 5:00 p.m. with a company representative present at all times. Answering services or mobile telephones will not be considered a local office. 1.2 Outside the Scope of Work-Damage or malfunction to plant material or irrigation system equipment (from valve to water meter), with the exception of irrigation heads and lateral lines, by any of the following may be considered outside the scope of this Agreement: -Acts of God -Civil Disorder -Vehicle Collision (excluding Contractor and its employees and subs) -Excavation or re-surfacing of the street -Power failures -Underground wiring damage Contractor will not be considered responsible for replacement. Contractor must prove to the satisfaction of Director that one of the above occurred in order to be excused from performing under the Agreement. 1.3 Scheduling of Work 1.3.1 The Contractor shall provide park janitorial maintenance and be responsible for locking up the restrooms at the designated park closing time Monday through Sunday. The schedule may be modified at the City Representative's request. 1.3.2 The Contractor shall establish schedules of"routine work" to be followed in the performance of this contract. Schedules listing the name and size of specific crews performing daily, weekly, monthly, annual and periodic maintenance shall be submitted to the City's Representative each month. A copy of these schedules shall be provided to the City's Representative prior the performance, and any changes in scheduling shall be reported in writing. The schedule shall include days of the week and what person/crew will be performing specific work in accordance with the specification. Each person/crew will be identified and list the number of employees by job classification. Once the initial schedule of"routine work" is completed, the Contractor shall notify the City's Representative in writing before any changes are made. 2.0 UNIFORMS AND VEHICLES IDENTIFICATION 2.1 The Contractor shall provide to all field personnel a standard uniform including but not limited to uniform company hats, collared work shirts, pants, jackets, cold weather vests and ANSI approved safety shoes. All uniforms will be marked by patch, silkscreen or embroidery with the company name and logo or other form of identification. 2.2 All equipment shall be clearly identified on both sides and rear of the vehicles as belonging to the Contractor, well maintained, in excellent working condition, be clean in annearance and without extensive visible damage_ dirt graffiti etc_ In addition, all (.itv (:ni inril 7c, — 7d R/q/9n99 City of Santa Ana RFP 22-031 Page 22 Exhibit 1 vehicles shall have the company's name, contractor's license number and contact information clearly identified on both sides and the rear of the vehicle. 2.3 The Director's Representative reserves the right to direct the Contractor to remove an employee or piece of equipment for not meeting high maintenance and appearance standards. 3.0 SAFETY REQUIREMENTS 3.1 All work performed under this contract shall be completed with maximum safety as the priority above all other requirements. The Contractor shall be incompliance with his/her companies City annual approved Illness and Injury Prevention Program. 3.2 All work performed under this contract shall be performed in strict compliance with all federal, state and local safety laws, regulations or other authoritative mandates that protect workers and the general public from, including but not limited to, blood borne pathogens, hazardous waste identification and transport and pesticide use and reporting 3.3 In the event unsafe work is observed by City staff or otherwise reported, the Director's Representative may at his discretion order the Contractor to stop performing and pay all costs and or damages resulting from the delay. 3.4 Each year the contractor shall submit for approval their updated Injury and Illness Prevention Program (IIPP). As a part of this document, the contractor shall include the OSHA mandated annual safety training schedule and the certified trainers for the calendar year. In addition, the contractor shall submit previous years OSHA safety training certificates verifying each employee completed the mandated annual OSHA safety training. For new employees, the contractor shall provide the employee, as a part of their new employee orientation, mandated OSHA annual training courses and submit their certificates of completion prior to the new employee being assigned to Santa Ana. 4.0 SAFETY NOTIFICATION 4.1 If Contractor identifies a potential safety issue, Contractor shall: 4.1.1 Notify the public that potentially unsafe conditions exist by installing yellow "Caution Tape" and "A" frame barricades or equal substitute around the condition. 4.1.2 Notify the Director's Representative of the condition first by phone and then in writing (e-mail is acceptable) including digital photographs of the potential safety concern. Once the Contractor has notified the City and the public of the condition, as specified above, Contractor shall have no further responsibility regarding the condition. 5.0 PROPERTY DAMAGE Any damage to private property caused by Contractor shall be immediately reported to the property owner. Contractors shall pay for any damage caused to private property in performing this agreement. (.itv r.ni inril City of Santa Ana RFP 22-031 Page 23 Exhibit 1 6.0 ACCESS TO PRIVATE PROPERTY Prior to any work involving private property, the Contractor shall notify the City of the proposed work and obtain all necessary permits and/or consent required from City and/or property owner 7.0 PROTECTION AND RESTORATION OF EXISTING IMPROVEMENTS The Contractor shall protect City and/or private property adjacent to work areas including sprinkler systems, drainpipes, lawns, brickwork, plantings, masonry work, fences, walls, sidewalks, street paving, etc., located on either public or private property. Contractor shall, at its expense, replace any property that is removed or damaged, other than property pre-approved for removal. Contractor shall abide by the City's "Policy for Driving on Park Property" (See Attachment 4). 8.0 MONTHLY REPORTS Prior to contract commencement, and by the first of every month thereafter, Contractor shall submit to the City's Representative: 1) a detailed annual, monthly and weekly work schedule consistent with task frequencies in Exhibit A-1; 2) time sheets of employees assigned to the contract areas; 3) names and titles of all persons working on the project and their qualifications; and 4) type and quantities of equipment, materials and/or chemicals to be used on the project. The information contained in the above referenced documents shall be updated with any new information as changes occur. The City's Representative shall be immediately notified of any changes to the above information. The information contained in the above referenced documents shall be updated with any new information as changes occur. The Director's Representative shall be immediately notified of any changes to the above information. Failure to submit a report by the first of each month shall result in a fine of$100.00 per day for each report submitted late. 9.0 WATER CONSERVATION The City will pay for water used by Contractor pursuant to this agreement. Should the amount of water used be considered excessive and the City Representative can quantify what is considered normal water use from excessive then the Contractor shall pay the cost of the excess water. 10.0 SPECIFICATIONS INTERPRETATION The intent of these specifications is known by the City of Santa Ana and SAPRF. Any questions relating to the interpretation of these specifications must be addressed, in writing, prior to the start of work. The Contractor agrees that interpretations of this contract after the start of work are at the sole discretion of the Director's Representative, and the Contractor shall abide by all such interpretations 11.0 PROTECTION OF EXISTING FACILITIES AND STRUCTURES 11.1 The Contractor shall exercise due care in protecting from damage all existing facilities, structures, and utilities, both above surface and underground on the City's property. Any damage to City, Santa Ana Park and Recreation Facilities (SAPRF), or private property caused by the Contractor's neglect shall be corrected and paid for by the Contractor at no cost to the City of Santa Ana or SAPRF. The City of Santa Ana and/or Director's Representative shall make the determination of fault. The Director's Representative (.itv r.ni inril 7c, — 7F, R/q/9n99 City of Santa Ana RFP 22-031 Page 24 Exhibit 1 reserves the right to issue a Stop Work Notice if the Contractor does not promptly repair any damage, within twenty-four(24) hours of the damage incurred. 11.2 If the Directors Representative requests or directs the Contractor to perform work in a given area, it will be the Contractor's responsibility to verify and locate any underground systems (i.e. utility lines) and take responsibility for taking reasonable precaution when working in these areas. 11.3 Contractor shall call Underground Alert (800) 422-4133) at least two working days prior to digging for line locations. Any damage or problems shall be reported immediately to the Director's Representative and the City of Santa Ana. If the Contractor discovers something unexpected or a unique problem occurs, he should stop work and immediately contact an authorized Director's Representative for a timely resolution of the problem. 12.0 SUBSTITUTIONS Whenever a specific type of material is specified, no substitutions shall be allowed without written consent of the SAPRF representative. 13.0 CERTIFICATION& APPLICATION OF MATERIALS 13.1 All materials shall be delivered on the site in original containers. Materials shall be subject to inspection by the Director's Representative. The Director's Representative will not approve materials not meeting the SAPRF standards, and Contractor shall return any such non-satisfactory items at his/her cost. 13.2 No materials shall be applied prior to the Director's Representative verifying the specified quantities of materials. Furthermore, should the Contractor apply materials before the Director's Representative verifies correct materials and quantities, the Contractor shall not receive credit for the applied materials. The Contractor shall then reorder and deliver the materials, thereby not receiving credit for the applied materials. 14.0 CONTRACTOR NEGLECT Any damage to the City of Santa Ana, SAPRF, or private property, which has been determined to be due to the Contractor's neglect, shall be corrected at no additional cost to the City of Santa Ana or the SAPRF. 15.0 CONSTRUCTION EQUIPMENT The Contractor shall take all necessary precautions for safe operation of his equipment and the protection of the public from injury and damage from such equipment. 16.0 SOUND CONTROL REQUIREMENTS The Contractor shall comply with all local sound control and noise level rules, regulations and ordinances that apply to any work performed pursuant to the Contract. Each internal combustion engine used for any purpose on the job or related to the job shall be equipped with a muffler of a type recommended by the manufacturer of such equipment. No internal combustion engine shall be operated on the project without said muffler. Full compensation for conforming to the requirements of this section shall be considered as included in the prices paid for the various contract items of work involved and no additional compensation will be allowed therefore. Sounds, such as loud music, that are not related to the project, shall be kept at levels so as to not disturb the general public. (.itv rni inril 7c, — 77 City of Santa Ana RFP 22-031 Page 25 Exhibit 1 17.0 INQUIRIES AND COMPLAINTS The Contractor shall maintain an office at some fixed place and shall maintain a telephone thereat, listed in the telephone directory in his own name or in the firm name by which he is most commonly known. Furthermore, the Contractor shall, at all times, have some responsible person(s), employed by the Contractor, to take the necessary action regarding all inquiries and complaints that may be received from the City of Santa Ana, Director's Representative, and/or private citizens during normal working hours. Whenever immediate action is required to prevent impending injury, death or property damage to the facilities being maintained, the Director's Representative may, after reasonable attempt to notify the Contractor cause such action to be taken by the SAPRF work force. All costs of any such action shall be charged against the Contractor, or the Director's Representative may deduct such cost from any amount due to Contractor. All complaints shall be abated as soon as possible after notification, to the satisfaction of the City of Santa Ana and/or Director's Representative. If any complaint is not abated within a reasonable time, the Director's Representative shall be notified immediately of the reason for not abating the complaint followed by a written report to the Director's Representative within five (5) days. If the complaints are not abated within the time specified or to the satisfaction of the Director's Representative, the Director's Representative may correct the specific complaint and the total cost incurred by the SAPRF will be deducted and forfeit from the payments owing to the Contractor from the SAPRF. Such cost shall include all SAPRF staff time required to resolve the problem and appropriate overhead charges 18.0 NOTIFICATION OF LOCATIONS OF WORK The Contractor shall notify the Director's Representative when the contractor's crews will be working within the SAPRF. Said notifications will be made on a daily basis by telephone, cell phone, fax, or by weekly written schedules, which specify the entire weeks work locations. 19.0 WORK FORCE The Director's Representative may evaluate each of the Contractor's staff and if he/she finds that a Contractors employee or sub-contractor's employee is not performing or has not completed the required OSHA mandated safety training to the satisfaction of the Director's Representative, the Director's Representative shall require the Contractor to remove the employee from work sites at his or her discretion within 24 hours of written notice. 20.0 MATERIALS The Director's Representative shall approve or reject all materials delivered to the work site. In addition, the Contractor shall not apply any materials until the Director's Representative inspects the materials to confirm they are correct per specifications and, when required by the Environmental Protection Agency, have the Safety Data Sheets that are placed on the premises of the property where the materials shall be applied. Note that the Director's Representative may stay at the work site to confirm that all materials are applied correctly and in the quantities specified. Materials applied by the Contractor prior to the Director's Representative inspecting the materials shall be considered not applied. Therefore, the Contractor shall not be given credit towards the quantity of the specified material required to be applied by the specification. The Contractor shall then be required to deliver the specified quantity of material to the work site (.itv r.ni inril 7c, — 7R R/q/9n99 City of Santa Ana RFP 22-031 Page 26 Exhibit 1 and, following the Director's Representatives approval, apply the materials in the presence of the Director's Representative: Prior to the application or use of any materials the Contractor shall submit to the Director's Representative a minimum 48 hours before delivery to the work site a list of all materials and/or chemicals that may be used pursuant to the terms of this Agreement. The list shall include the name of the product, the products specifications, and the quantity of materials, prescribed method of use/application, Safety Data Sheets and chemical analysis where applicable, recommended usage and any other manufacturer's data that may be pertinent. The list must be submitted before any materials/chemicals are used pursuant to this Agreement. Pesticides including but not limited to: Insecticides, fungicides, herbicides, algaecides, aviacides, and rodenticides shall be of the best quality obtainable and available on the market, properly labeled with guaranteed analysis, and brought to the job site in the manufacturer's original container. Materials shall as specified herein, matching those existing at the work site, or as specified by the Director's Representative. All materials delivered to the site shall be accompanied by a packing slip or other form from the vendor indicating the specific commodity delivered and the quantity. 21.0 TRASH DISPOSAL AND RECYCLING All organic waste (including leaves, grass clippings, brush, branches, and tree parts) resulting from work performed under this contract shall be disposed of pursuant to the requirements of the Santa Ana Municipal Code (SAMC) Chapter 16. Organic waste cannot be taken to a landfill. Every month, the Contractor shall submit receipts from licensed composters/green waste recycling facilities, to the Director listing the tons of organic waste recycled and the names and addresses of the composting or processing companies. As an alternative, the City may allow Contractor to dispose of green waste and trash in bins provided by the City. The City will determine the amount of green waste and trash allowed to be dumped in these bins based on historical amounts. Any additional disposal fees must be paid by Contractor. At no time will the contractor be allowed to dispose of trash or green waste that was not collected as part of this contract. If the City finds that the contractor is disposing of trash from other contracts, the City will discontinue this service for the contractor and the contractor will be required to pay for their own trash service.A (.itv r.ni inril 7c, — 7A R/q/9n99 City of Santa Ana RFP 22-031 Page 27 Exhibit 1 City Responsibilities 1.0 CITY-DIRECTOR'S AUTHORITY The Director's Representative is the only person authorized to direct changes in any of the requirements under the Agreement and, not withstanding any provisions contained elsewhere in the Agreement, and said authority remains solely in the Director's Representative. In the event that the Contractor effects any such changes at the direction of any person other than the Director's Representative, the changes will be considered to have been made without authority and solely at the risk of the Contractor. In addition, the Director's Representative shall have the authority to accept/reject materials, workmanship and to make changes in work or schedule, when the City determines that no extra costs are involved. The Director's Representative shall also have the authority to suspend portions of the specifications and withhold the cost of the suspended portion of the agreement at his/her discretion. The intent of these specifications is known by the City of Santa Ana. Any questions relating to the interpretation of these specifications must be addressed, in writing, prior to the start of work. When the performance of the work or completion per schedule is determined to be sub-standard or not on schedule, the Director's Representative may recommend that all or a portion of payment be withheld. In addition, the Director's Representative shall have the option to hire another qualified contractor to perform any portion of the work specified and withhold payment in the amount of the cost to hire the qualified contractor. Payment to be withheld shall be deducted from the next or subsequent monthly payment due, or if the amount is insufficient to cover payment, the Contractor shall be liable for said deficiency and will be billed accordingly. The Director's Representative shall decide all questions and/or interpretations, which may arise as to the interpretation of the quality of work, manner of performance, completion per schedule, acceptable fulfillment of the Agreement by the Contractor, interpretation of the specifications, and compensation, including completion of work by alternate sources. Special Requirements See-ATTACHMENT 4: ADDITIONAL PROVISIONS (.itv r.ni inril 7c, — qn R/q/9n99 City of Santa Ana RFP 22-031 Page 28 Exhibit 1 EXHIBIT B City Council 25 — 31 5/3/2022 Exhibit 1 is" VALLEY MAINTENANCE CORP March 20, 2022 Parks, Recreation and Community Services City of Santa Ana 20 Civic Center Plaza Santa Ana, California 92701 Gentlemen: Thank you for the opportunity to provide the City of Santa Ana with a Park Restrooms and Perk Building Custodial Service Proposal. Valley Maintenance Corp. primary business is providing complete professional and first class custodial services to commercial office buildings, industrial facilities, and government buildings, both large and small. VMC contact information is as follows: • Headquarters Office— 11759 Telegraph Road Santa Fe Springs, CA 90670 • Mr. Bruce M. Hwang, Vice President of Operations of the company, is authorized representative for VMC. Mr. Hwang' contact information is as following E-mail: bmsw129kyahoo.com. Tel: (562) 948-3020/ Cell :(213)494-1003 Valley Maintenance Corp. will bear sole and complete responsibility for all work as defined in Statement of Work. We hope that our company will be selected as your contractor and we look forward to a long and mutually rewarding relationship with you. Thank you. Sincerely, Byung S. Lee President (:itv ( ni inril 7R — 37 R/3/9n99 City of Santa Ana RFP 22-031 Page 2 Exhibit 1 INTRODUCTION COMPANY HISTORY Valley Maintenance, Corp. is a small and minority owned commercial building maintenance company established in 1991. Since its inception, Valley Maintenance has never failed or refused to complete any service contracts and has grown to become one of the premier janitorial service providers in the Southern California. Currently employing over 300 service workers covering an average of a multi million square feet per day. Valley Maintenance has the management experience, availability of supervisory personnel, financial capability and resources to accomplish all of the requirements of commercial properties. Our management staff has over one hundred years combined experience in the janitorial industry. We are proud of this fact and believe we are able to staff, function and perform to any specifications presented to us. EMPLOYEE TRAINING Training is mandatory for every employee to formulate and secure our high standard of operations. From the simplest to the most complicated assignments, each member of our team is completely prepared before tackling each job. After careful screening of all Valley Maintenance personnel, mandatory training, with a minimum of 90 days supervised field-training employees are assigned to job locations. The training is followed by in-service instruction by their supervisors to update and review techniques. OUR EMPLOYEES Valley Maintenance employees are carefully screened and selected. They are trained, not only in the latest cleaning techniques, but care for specific premises with the specific use of industrial chemicals and equipment unique to each premise. To achieve our goal of customer satisfaction, we strive to create a feeling of pride in the performance of our employees. Valley Maintenance personnel work on a performance incentive program are used to maximize quality work, therefore, providing you with the consistency of a quality maintenance company. City Council 25 — 33 5/3/2022 Exhibit 1 EXPERIENCE AND CAPABILITY The company is divided into two commercial service divisions- 1) retail properties providing specific floor care services and 2) all other commercial properties serving government facilities, office buildings, private schools, airport terminals and medical centers as well as industrial properties. Valley Maintenance bonds and insures more than 300 employees and performs custodial services for many commercial properties as well as retail stores for the last 20 years. The crew and supervisors take pride in using only QUALITY products, PROFESSIONAL skills and STATE- OF-THE-ART equipment and our training program and quality control program assures their performance. We believe the primary element in the successful performance of contract janitorial service is management and supervision. Exemplary management ensures top service. The Operation Manager is headquartered at the corporate office. The Operation Manager directs the on-site supervisors. The on-site supervisor is in charge of the each project and directs and supervises assigned custodians. The Operation Manager's primary purpose is to increase the operation effectiveness of all the workers under his supervision. The Operation Managers train and assists personnel. They call on customers and assist them with any situations they may have. They are fully responsible for maintaining the quality of our services. The Supervisor or crew Foreman handles front line, on the job supervision. With over a century of collective managerial and operational skills, Valley Maintenance has continued to grow both in size and reputation. We pride ourselves in being able to meet the highest expectation of our many satisfied clients. r. 1 4 City Council 25 — 34 5/3/2022 Exhibit 1 PLAN FOR PROVIDING REQUIRED SERVICES JANITORIAL SERVICE OVERVIEW Valley Maintenance Corp. will supply management support, supervision, cleaning personnel, and all necessary supplies and equipment to clean and maintain 15 Head Start Centers according to the Cleaning Specifications. We will provide sufficient on-site night shift personnel to meet or exceed required specifications to clean and maintain your Head Start Centers. Our nightly class room, office, restroom, and kitchen cleaning routine includes but is not limited to: Utilize Green Cleaning Program • Restroom cleaning, restocking and disinfecting • Trash can maintenance, collection, removal and sanitize inside and outside • Sweep, mopping and vacuuming floors • Clean and polishing desks and chairs. • Complete cleaning of kitchen including appliances. • Detail cleaning such as nightly spill and gum removal from all floors, carpets and seat fabric. • Use back pack type hose vacuum cleaner to clean hard to reach areas- under the furniture and corners. • Utilize out company's unique FLOOR INTENSIVE PROGRAM • Carpet Extraction Clean with truck mounted. Valley Maintenance Corp. will develop and maintain a daily, weekly and monthly cleaning log and check list to ensure all tasks are completed according to Cleaning Specifications. Cleaning log is to indicate date , time and name of personnel that completed tasks. The logs are to be submitted to the center weekly. The site supervisor will be required to do a monthly walkthrough with the Property Management. GREEN CLEAN IT .1J. City Council 25 — 35 5/3/2022 Exhibit 1 IMPLEMENTATION PLAN' Valley Maintenance's management is goal oriented, which places primary emphasis on solution-seeking behavior and on-the-job results. Accordingly, the first step in developing a specific management approach for a newly proposed business is to create a clearly defined set of performance standards for the job and proceed to develop a basic operation plan customized around those standards. Performance goals which must be achieved — on schedule with Quality Assurance in mind —for the provision of custodial and related services at your facilities are: 1 . Safe, clean, sanitary premises; maintain all facilities at a peak level of 'Just opened" appearance at all times. 2. Cooperative interface with property manager assigned to this project. 3. Preventive, as well as corrective actions. 4. Flexibility and adaptability. 5. Provision of custodial services with respect for the important and complex work being performed. With that in mind, we propose a comprehensive and continuing program encompassing the provision of personnel, supervision, and related requirements and services necessary to provide full and complete custodial services as described in the work specifications. TECHNICAL RESPONSE REQUIREMENTS Valley Maintenance proposes to use methods and procedures that have proven successful on large custodial service contracts that we have managed. Our techniques have evolved and been refined over the years. Here we address the ability of our firm to ensure that all personnel assigned to provide services under the proposed contract meet or exceed standard for quality and appearance in the performance of their tasks. In order to do so, we have isolated the important steps that we take to accomplish this. First of all, we must know the contract requirements. One of the first tasks, upon notification of contract award to our company, is management indoctrination of the requirements of the contract. Key company personnel will be assigned to this project in support of the local, on-site, management and supervisory staff. These persons will be responsible to oversee and to manage this project. Therefore, at all levels of responsibility, detailed knowledge and understanding of the contract requirements must be established. At the company level, the Operations Manager, the Quality Control Manager, and the President are required to know and understand the contract requirements. The following attachments are our company concept for providing supervision and quality control to include special methods for monitoring performance and communication. City Council 25 — 36 5/3/2022 Exhibit 1 CITY OF SANTA ANA JANITORIAL SERVICES STAFFING PLAN CONTRACT MANAGER BRUCE HWANG SUPERVISOR UALITY CONTROL SALVADOR RODRIGUEZ MATERIAL CONTROL LEAD PERSON LEAD PERSON LEAD PERSON FLOOR CARE VICKY AMARO JEREMY AUILAR MARLEIDYS URENA PRESSURE WASH JANITOR 1 JANITOR 3 JANITOR 6 JANITOR 2 JANITOR 4 JANITOR 7 JANITOR 5 JANITOR 8 Santa Ana Zool PARK PARK RESTROOMS Sagado Center RESTROOMS DISTRICT 3&4 BACK UP Nature Center DISTRICT 1 &2 CREW Lawn Bowl All Locations CUSTODIANS Logan Center\ SANTA ANA SPECIALIST Garfield Center STADIUM Roosvelt Center A. SUPERVISION Valley Building Corp.will provide one Contract Manager who will be the primary contract with facility management. This person to be available during normal working hours and shall directly supervise all custodial crew and will have overall supervisory authority over all company personnel. B. STAFFING VMC will provide a minimum crew of 13 FTE including 1 Contract Manager, 1 Site Supervisor, 3 Lead Persons, 8 Janitors and 1 Floor Care Specialist. VMC will obtain approval from City before changing the crew size. C. CALL BACK CREW VMC will maintain a sufficient number of trained call back supervisor and crew to cover vacation, illness, emergency leave for staff assigned to the service contract, and fluctuation in the number of visitors. This call back crew will available 24 hours a day, 7 days a week and able to arrive at job site within one hour. D. QUALITY CONTROL Following Quality Control performance services will be provided to insure a high standard of services at the Court. 1. Daily service reports will be made by the on-site working supervisor. 2. Monthly or Weekly inspection will be made by the Contract Manager accompany by a facility management. 3. VMC will submit copies of typical service log, report, etc. City Council 25 — 37 5/3/2022 Exhibit 1 SANTA ANA PARK RESTROOM DAILY CLEANING SCHEDULE DAY CLEANING NIGHT CLEANING Santiago 11:00 AM Santiago 10:00 PM Fisher 11:30 AM Fisher 10:30 PM Angeles 12:00 AM Angeles 11:00 PM El Salvador 12:30 PM El Salvador 11:30 PM Compensino 1:00 PM Compensino 12:00 AM Santa Anita 1:30 PM Rosita 1:00 AM Heritage 2:00 PM Edna 1:30 AM Rosita 2:30 PM Roiverview 2:00 AM Edna 3:00 PM Portola 2:30 AM Roiverview 3:30 PM Logan 3:00 AM Portola 4:00 PM Logan 4:30 PM Windsor 11:00 AM Santa Anita 10:00 PM Centennial 11:30 AM Jerome 10:30 PM Adams 1:00 PM Windsor 11:00 PM Thornton 1:30 PM Centennial 12:00 AM Sand ointe 2:00 PM Adams 2:00 AM Memorial 2:30 PM Thornton 2:30 AM Delhi 3:00 PM Sandpointe 3:00 AM Madison 3:30 PM Memorial 3:00 AM Pacific Electric 4:00 PM Delhi 3:30 AM Madison 4:00 AM Pacific Electric 4:30 AM City Council 25 — 38 5/3/2022 Exhibit 1 STEP- BY STEP RESTROOM CLEANING METHOD 1 Sweep the loose debris and dirt from the floor with broom. Empty all trash containers. Refill hand soap and all paper goods holders. 2 Move to the toilet bowls. with a downward motion of the swab, push enough water over the trap to expose the standin -water ring 3 Apply the cleaner under and around the flush ring. 4 Apply the cleaner inside the rest of the bowl and spread it evenly with a clean bowl swab. Let it remain on the surface for 5 to 10 minutes, allowing it to loosen hard-water deposit, dirt, and stains. 5 After applying the cleaner to the toilets, move on to the urinals. Spread the cleaner up under the flush ring and down the sides. Allow the cleaner to remain on the surface, as with the toilet. 6 Spread the cleaner evenly on sinks and lavatories, using the sponge or the hand pad. Be sure to cover the basin, sides, splash pan, and fixtures. Allow to remain on the surface. 7 Return to the toilet bowls. Swab the bowl, flushing it several times to rinse thoroughly. pay particular attention to the underside of the flush ring. 8 Return to the urinals and rinse by flushing several times. Swab at the same time. 9 Return to the sinks and rinse with water. use hand pad to wipe away deposits and stains. 10 Using the abrasive side of the sponge, clean the walls under the sinks. 11 Clean the underside and sides of the sinks. 12 1. Clean the underside and sides of the sinks. 13 Wipe the fixtures, sinks, with a clean cloth. 14 Move to the urinals and clean all of the exterior surfaces. Clean the walls above and beside the urinals. wipe the handles and fixtures with a clean cloth. 15 2. Move to the toilets and clean all exterior surfaces, including the underside and top side of the toilet seat. 16 Clean built-up urine salts and soil from the partition and wipe with a clean cloth. 17 The last step to clean the floor with disinfectant. Mop in a figure-eight motion, covering all areas in the room. RESTROOM CLEAN DAILY CHECK OUT LOCATION : DATE : TIME CATEGORY SUN MON TUE WED THU FRI SAT INITIAL 1. Swee & Mop Floor 2. . Scrub Toilet Inside & Out 3. Clean Urinals/ Inside & Out 4. Wash Walls 5. Wash Basins 5. Clean Plumbing Fixtures 6. Disinfectant 7. High dust, Air ventes 8. Drinking Fountain 9. Fill Up Paper Dispensers City Council 25 — 39 5/3/2022 Exhibit 1 BRUCE M. HWANG : CONTRACT MANAGER SUMMARY OF PERSONAL BACKGROUND • Has twenty years of top, diversified experience on building maintenance and related work. • Strong background in many areas including management, operation, merchandising, staff training and development, office administration, customer service, and quality assurance. • Familiar with computer, working with Word Perfect , Excel and other systems. • Excellent organizational, communication, and people skills. PROFESSIONAL EXPERIENCE VALLEY MAINTENANCE CORP.. - Los Angeles, California Operation Manager ( 2001 — Present ) Responsible for the management of more than one million square feet in Southern California and to plan, initiate and administer all aspect of the company operation. other responsibilities included sales of company services, marketing strategy development, account management, promotional work, account trouble shooting, client relations, and handling a wide variety of special projects. METRO BUILDING MAINTENANCE COMPANY, INC. — Los Angeles, California Supervisor, Project Manager ( 1980 — 2001 ) Established and developed over $ 1,000,000.00 annual service contracts including PG & E, Edison Company, Washington Mutual Bank as well as large commercial office buildings. WORK HISTORY TIMEFRAME PROJECT ROLE IN PROJECT WORKED From City of Santa Ana Responsible for several building sites. Handle complaints May, 2005 City of Irvine from To Present City of Tustin property managers. Managed special request that a City of Ventura tenant or property manager may have. Supervised 80+ night janitorial staff as well as 15 daytime staff. From City of Long Beach Oversee the 42 locations and in charge of quality control Jan. 2001 City of Pasadena and job inspection. Also in charge of the safety and To April, 2005 training. From P G & E Oversee the 30 sites of PG & E in Ventura & L A County. May. 1996 Supervised over 40 janitorial staff. To Dec. 2000 To plan, initiate and administer all aspects of janitorial operations. From Edison Co. Worked as a lead custodian in janitorial, hard floor and July 1990 carpet care operations. In the custodian capability to To April, 1996 instruct fellow custodians in the performance of manual tasks requiring moderate strength and the body mechanics related the tasks. City Council 25 — 40 5/3/2022 Exhibit 1 PERSONNEL PROGRAM Valley Maintenance has always been highly selective in the hiring of our employees. From the recruitment of a Operation Manager to the hiring of a member of the custodial staff, nothing is left to chance. HIRING NEW EMPLOYEES From the time an applicant fills out an employment application, he or she is covered by a formalized personnel program administered by an experienced staff. Each applicant is subject to an extensive three-point background check prior to permanent employment. EMPLOYEE ORIENTATION 1.To give the new employee a sense of belonging. 2.Provide necessary job related information. 3. Introduce the worker to his job. 4. Assess his initial performance. Periodic follow-up interview, coupled with quarterly performance ratings, afford GBM the opportunity to appraise and scrutinize each employee's job performance, work attitude and reliability. Our company's Personnel Program has resulted in low employee turnover and an extremely low accident rate and the reassuring knowledge that every our employees are honest, well-trained and reliable professional. APPEARANCE Valley Maintenance personnel will work in neat and clean uniforms. Company will furnish employees with a sleeve shirt, or some other type of upper body wear, bearing the company's identification. Appropriate uniforms will be worn at all times, including personnel who are being trained. reurrnnancr rn COMMUNICATION SKILLS Valley Maintenance will ensure that all member of custodial crew, on-site, will be able to Communicate in English both verbally and in writing. All custodial personnel will be capable of completing, in English, legible written forms and will be capable of understanding oral and/or written instructions in English. City Council 25 — 41 5/3/2022 Exhibit 1 24-7 VALLEY MAINTENANCE CONTACT PERSON & PHONE NUMBER • All Valley Maintenance staff will report any problem they observe, i.e. damage, breakage, plumbing problem, etc. immediately to their supervisor. the supervisor will in turn leave notice for Maintenance Manager and /or designated individual of these problems. • We provide a 24 hour switchboard and supervisory service. This, plus the regular and systematic inspection by our supervisors, assure that the work will be skillfully and properly completed at all times. All of our supervisory personnel are in continuous contact with by way of our electronic radio system and Mobile phones. This system enables Valley Maintenance to respond immediately to any circumstance which may arise requiring our assistance. 8:00 A.M. TO 5:00 P.M. 5:00 P.M. TO 2:00 A.M. 2:00 A.M. TO 8:00 A.M. INITIAL CONTRACT MANAGER ON-SITE SUPERVISOR ON-SITE SUPERVISOR CONTACT BRUCE HWANG SALVADOR RODRIGUEZ SALVADOR RODRIGUEZ (213)494-1003 (323) 984-9163 (323) 984-9163 2ND CONTACT CONTRACT ADMINISTRATOR CONTRACT MANAGER CONTRACT ADMINISTRATOR NANCY PADILLA BRUCE HWANG BRUCE HWANG (562) 948-3020 (213)494-1003 (213)494-1004 3RD CONTACT ON-SITE SUPERVISOR CONTRACT ADMINISTRATOR CONTRACT ADMINISTRATOR SALVADOR RODRIGUEZ NANCY PADILLA NANCY PADILLA (323) 984-9163 (562) 948-3020 (562) 948-3020 E MAIL ADDRESS PHONE NUMBER FAX NUMBER E-MAIL MAIN OFFICE 562 948-3020 562 948-3082 info valle mco.com Bruce Hwang 213 494-1003 bruce.h valle mco.com CUSTODIAL SERVICE DAILY LOG DATE REQUEST TO CLEANING CREW INITIAL City Council 25 — 42 5/3/2022 Exhibit 1 QUALITY CONTROL, INSPECTION PROCEDURE SUPERVISOR Valley Maintenance will provide thoroughly trained On-Site Working Supervisor. Supervisor will be physically located during normal work shift, Monday through Friday so that such is readily available to deal with the day-to-day operation of the contract. Supervisor shall be knowledgeable in all aspects of the contract service operation and will monitor each individual custodian's performance. WEEKLY, MONTHLY INSPECTIONS Supervisor will walk through each restroom with check list and will conduct the weekly inspection and fill out the form at the end of the week ( Friday ). Also Supervisor will conduct weekly joint inspection tour with facility Manager. Quality Control Manager and Supervisor will walk through each restroom with check list and will conduct Monthly inspection and fill out the form at the end of the month ( Last Friday of the Month ). UNSCHEDULED INSPECTION Quality Control Manager will conduct unscheduled inspection during normal working hour at least twice a month and make a report to the Contract Manager. The purpose of unscheduled inspections are to make sure all the tasks and services are being performed to acceptable condition and to identify deficiencies in the quality of service performed before the level of service becomes unacceptable. Where a deficiency has been observed, Quality Control will notify the Contract Manager for resolution. FOLLOW-UP INSPECTIONS Quality Control Manager will conduct Follow-up inspections of all work found to be deficient on the Monthly initial inspection. Quality Control will notify to the Contract Manager on any item found to be defective on this second inspection. Deficiencies found on this second inspection will be corrected immediately. WORK SUMMARY REPORT A Monthly Summary report will be turned in to the Property Manager on the first work day of the month indicating all completed or in-progress work and any corrective action taken. City Council 25 — 43 5/3/2022 Exhibit 1 FOLLOW - UP PROCEDURE SCHEDULES , REQUIREMENTS CLIENT QUALITY CONTROL I MONTHLY INSPECTION DAILY INSPECTION JOB WALK THROUGH WEEKLY INSPECTION SPECIAL REQUEST CONTRACT MANAGER FOLLOW - UPS Q.C. INSPECTIONS DAILY MEETING TRAINING PROGRAM WORK ORDER SUPERVISOR FOLLOW-UP DAILY REPORT CONFIRM MEMOS BY SUPERVISOR City Council 25 — 44 5/3/2022 Exhibit 1 EQUIPMENT AND SUPPLIES CONTROLLED ENVIRONMENTAL SERVICES PROGRAM Priority Services is committed to improving the working environments of our customers. Our operating philosophy is grounded on a belief that we should be a leader in our industry in implementing environmental program. To do this, we developed GREEN CLEA program that leverage recent environmental innovations and that support our client's effort to manage green buildings. The GREEN CLEAR program is founded on following modus operandi. • Purchase products and equipment that minimize or eliminate any harmful impact to the environment. • Ensure that the products we use and our operations are safe for our employees, customers and the environment. • Reduce, or prevent, the environmental impact of any products we use whenever possible. • Meet or exceed the requirements of all environmental laws and regulations. • Continually assess our environmental technology and programs, and monitor progress toward environmental goals. • Ensure every employee understands and responsive and accountable for incorporating environmental considerations in daily business activities. LIST OF SUPPLIES ENVIRONMENTALLY CLEANER MAKERS PRODUCT NAME 1 All purpose Cleaner Maintex Impact EES 2 Glass and Window Cleaner Maintex Glacier 3 Bathroom Cleaner/ Deodorizer Maintex Shimmer 4 Lime and Scale Remover Maintex Oxy Citrus 5 Floor Surface Cleaner Maintex Trailwinds 6 Degreaser/ Cleaner Maintex Pristine 7 Carpet Shampoo Ecolab Revitalize 151 8 Chrome Polish Maintex Excalibur 9 Graffiti Remover Maintex Graffiti Remover 10 Brass Polish / Cleaner Maintex Sta-Brite 11 Floor Finish Maintex Dura ZF 12 1 Floor Stripper Maintex Trend ES As listed above all cleaning supplies, materials used in the performance of Janitorial Service are Environmentally friendly materials and have been cleared through the Industrial Hygiene Department via MSDS, suitable for the purpose intended, and will provide results necessary to provide the high standards of cleanliness required under this service contract. Ilk ity Council 25 — 45 5/3/2022 Exhibit 1 LIST OF EQUIPMENT EQUIPMENT TYPE CAPASITY Carpet Extractor With Tools/15 Gal. 1 -Battery Power Floor Buffer- Clark 2000 RPM—21"-Red 1 Electric Buffer Electric 2000 RPM 1 Upright Vacuum 14" 7.5 Amp 4 Back Pack Hose Vacuum 5.3 liter, 1 HP 2 17" Floor Machine with Pad Holder 175 Rpm 2 Wet & Dry Vacuum : 1iz HP 15 G 3 Air Blower �2 HP 5 Amp 4 Janitor Cart 6 Mobil Trash Brute 45 Gal 8 Water Bucket /Wringer 35 Qt 24 Caution Sign 20 Water Mop Handle 36 Dust Mop with Frame 24" 12 Duster with extend handle 15' 6 Floor Squeegee 36" 5 Doodle Pad Holder 6 Toy Plastic Bloom for Porter 12 Maid Caddy 16 Huskee Plastic Bucket 14Qt 11 Spray Bottle with Trigger 32 oz. 80 Dust Pan - Plastic 12 Service Vehicle 2016 Ford F 150 2 Pressure Washer 400 PSI 2 4 T, , _ *Aw ba v Mum. City Council 25 - 46 5/3/2022 Exhibit 1 +4i _ Document A31011" 20 10 1Q Bid Band Bond hin-CIC1420056 CONTRACTOR: SURETY: (Name, legal status and address) (Name, legal status and principal place Valle Maintenance Corprbusiness) y p Capitol Indemnity This document has important legal 117459 Telegr€ph Rd. p tY Corporation consequences.Consultation with Santa Fe Springs,CA90670 I600 Aspen Commons Middleton,WI 53562 an attorney is encouraged with respect to its completion or OWNER: modification. (A came, legal stales and address) Any singular reference to City of Santa Ana Contractor,Surety,Owner or 20 Chic Center Plaza other party shall be considered Santa Ana, CA 92701 plural where applicable. BOND AMOUNT: 5%of total amount of bid not to exceed: Twenty Four Thousand and 00/100 dollars($24,000.00) PRO3ECT: (Name, location or address, and Project number, rf any) Provide custodi a]services at 44 Park ReWooms and 8 Fark Buildings throughout the City of Santa Ana--CA The Contractor and Surety are bound to the Owner in the amount set forth above,for the payment of which the Contractor and Surety bind themselves,their heirs,executors,administrators,successors and assigns,jointly and Severally,as provided herein.The conditions of this Bond are such that if the Owner accepts the bid of the Contractor Within the time specified in the bid documents,or within such time period as may he agreed to by the Owner and Contractor,and the Contractor either(1)enters into a contract with the Owner in accordance with the terms of such Bid,and gives such bond or bonds as may be specified in the ridding or contract Documents,with a surety admitted In the jurisdiction of the Project and otherwise acceptable to the Owner,for the faithful performance of such Contract and for the prompt payment of labor and material furnished in the prosecution thereof,or(2)pays to the Owner the difference,not to exceed the amount of this Bond,between the amount specified in said bid and such larger amount for which the Owner may in good faith contract with another party to perform the worIc covered by said bid,then this obligation shall be null and void,otherwise to remain in full force and effect.The Surety hereby waives any notice of an agreement between the Owner and Contractor to extend the time in which the Owner may accept the bid.Waiver of notice by the Surety shall not apply to any extension exceeding sixty(60)days in the aggregate beyond the time for acceptance of bids specified in the bid documents,and the Owner and Contractor shall obtain the Surety's consent for an extension beyond sixty(60)days. If this Bond is issued in connection with a subcontractor's bid to a Contractor,the term Contractor in this Bond shall be deemed to be Subcontractor and the term Owner shall be deemed to be Contractor. When this Bond has been furnished to comply with a statutory or other legal requirement in the location of*,v Project, any provision in this Bond contlicting with said statutory or legal requirement shall be deemed deleted herefrom and provisions conforming to such statutory or other legal requirement shall be deemed incorporated herein.When so furnished,the intent is that this Bond shall be construed as a statutory bond and not as a common law bond. Signed and sealed this Sth day of March,2022 Valley Maintenance Corp (Principal) (seal) {bT'itness) {l.hle ng S.Lee,Pr silent Capitol lndemnily Corporation (surety) ea (Witness) (Title) ]er .Crawfor , rney-ln-Fact AIA Document A310rNI-2010.Copyright• 1963,1970 and 2010 by The American Institute of Architects.All rights reserved.W►RNI�iG:This:+f IN—t DoctirncntI$p • or any ptartioll of oibyv eull ►•er civil and criminal penalties,and will be pa•o.4cef23F6i La t4e7m"ximum cxteut possible underVyVJgC P;, document was created can 01/27/2012 07:23:12 under the terms of AIA Documents-on-DemandIm order no- 200839749 ,an is not r resale.This document is licensed by The American Institute of Architects for one-time use only,and may not be reproduced prior to its completion.061110 Exhibit 1 Lock Fields CAPITOL MENMTY CORPORATION CIC1920056 POWER OF ATTORNEY Bond Number KNOW ALL MEN BY THESE PRESENTS,That the CAPITOL INDEMNITY CORPORATION,a corporation of the State of Wisconsin,having its principal offices in the City of Middleton,Wisconsin,does make,constitute and appoint —----------------JEREMY L CRAWFORD;WILLIAM J.NEMEC;MICHAEL D.WILLIAMS— its true and lawful Attorney(s)-in-fact, to make, execute, sea] and deliver for and on its behalf, as surety, and as its act and deed, any and all bonds, undertakings and contracts of suretyship, provided that no bond or undertaking or contract of suretyship executed under this authority shall exceed in amount[he sum of ----- -w- ALL WRITTEN INSTRUMENTS IN AN AM OUNT NOT TO EXCEED:$20,000,W0.00-- -•----------- This Power of Attomey is granted and is signed and sealed by facsimile under and by the authority of the full owing Resolution adopted ay the Board of Directors of CAPITOL,INDEMNITY CORPORATION at a meeting duly called and held on the 15th day of May,2002. "RESOLVED,that the President, Executive Vice President,Vice President,Secretary or Treasurer,acting individually or otherwise,be and they hereby are granted the power and authorization to appoint by a Power of Attorney for the purposes on6y of executing and allesfng bonds and undertakings,and other writings obligatory in the nature thereof,one or mere resident vice-presidents,assistant secretaries and attoracy(s)•in-fact,each appointee to have the powers and duties usual to such offices is the business of this company;the signature of such officers and seal of the Company may be affixed to any such power of attorney or to any certificate relating thereto by facsimile,and any such power of altomey or certificate bearing such facsimile signatures or facsimile seal shall be valid and binding upon the Company,and any such power so executed and certified by facsimile signatures and facsimile seal shall be valid and binding upon the Company in the future with respect to any bond or undertaking or other writing obligatory in the nature thereof to which it is attached.Any such appointment may be revoked,for cause,or without cause,by any of said officers,at any time." In connection with obligations in favor of the Florida Department of Transportation only,it is agreed that the power and authority hereby given to the Attomey-in-Fact includes any and all consents for the release of retained percentages and/or final estimates on engineering and construction contracts required by the State of Florida Department of Transportation. It is fully understood that consenting to the State of Florida Department of Transportation making payment of the final estimate to the Contractor and/or its assignee,shall not relieve this surety company of any of its obligations under its bond. in connection with obligations in favor of the Kentucky Department of highways only, it is agreed that the power and authority hereby given to tine Attomey-in-Fact cannot be modified or revoked unless prior written personal notice of such intent has been given to the Commissioner-Department of Highways of the Commonwealth of Kentucky at least thirty(30)days prior to the modification or revocation, IN WITNESS WIIEREOF,the CAPITOL INDEMNITY CORPORATION has caused these presents to be signed by its officer undersigned and its corporals seal to be hereto affixed duly attested,this 1st day of January,2020. Attest: aupuusniiietyairq,� CAPITOL INDEMNITY CORPORATION Ryan J.Byrnes Senior Vice President,Chief Financial Officer and Treasurer `•,SE1h`7rr 1 r John L.Sennett,Fr. i Chief Executive Officer and President �R � rya . .. ...... Suzanne Nil Broadbent fi ��'naafidtd e� Assistant Secretary STATE OF WISCONSIN COUNTY OF DANE 5.5.: On the I st day of January,2020 before me personally came John L. 5ennott, Jr.,to me known, who being by me duly sworn, did depose and say: that he resides in the County of Hartford, State of Connecticut, that he is Chief Executive Officer and President of CAPITOL INDEMNITY CORPORATION,the corporation described in and which executed the above instrument; that he knows the seal of the said corporation; that the seal affixed to said instrument is such corporate seal; that it was so affixed by order of the Board of Directors of said corporation and that he signed his name thereto by like order, rum ri David J.Regale uldL ,•' STATE OF WISCOtISIN Notary Public,Dane Co.,WI 5.5.: �y�FVY My Commission Is Permanent COUNTY OF DANE 1,the undersigned,duly elected to the office stated below,now the incumbent in CAPTJ`OL INDEMNIFY CORPORATION,a Wisconsin Corporation, authorized to make this certificate, DO HEREBY CERTIFY that the foregoing attached Power of Attorney remains in full force and has not been revoked;and furthermore,that the Resolution of the Board of Directors,set forth in the Power of Attorney is now in force. Signed and sealed at the City uf Middleton,State of Wisconsin this ath day of March 20 22 �wswswru�+ryy ii SEAL; fr t.._- "�........... , Andrew S.Diaz-Maros M-Mr ice resicent,,Gen 3p}}z}I' dSecretary City Council 25 — 48 THIS DOCUMENT HAS BEEN GENERATED FOR A SPECIFIC BOND. IF YOU HAVE ANY QUESTIONS CONCERNING THE AUTHENTICITY OF THIS DOCUMEM CALL 800-4754450. CIC eMA M(Rev.01-2020) 16'm 16h mm Am CALIFORNIA ALL- PURPOSE CERTIFICATE OF ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of On before me, rat (Here irliert name and personally appeared who proved to me on the basis of satisfactory evidence to be the person(s) whose name(sl islare subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY 0 F PERJURY under the laws of the State of California that the foregoing paragraph is true aryl correct. II DANIELBRADFq��P � VVITNE y and I seaseal. COMM #2262038 NOTARY PUBLIC CALIFORNIA 2 LOS ANGELES CCAMTY My Comm expires 00t 15,2022 Notary Public Signature (Notary Public Seat) Signature INSTRUCTIONS FOR COWI.FTTNCY THTS FORM ADDITIONIA1 0 TIQ KI A I I N FORMATIO N Tjljyf&,,i complies ,,it,, cut,enl california Statutes regol.&Fig 170(a7y wording anti• DESCRIPTION OP THE ATTACHED DOCUMENT tfneedsd,shazddbe completed and afteiched to the fraw other stales may be compleradfor docinneiia being sentto that slate so long j as[tie wording does not require the CaOfbinio noiary to violate California notaj7 kal'. (Title or description of a ftached document) - State and County information must be the State and County tvhere the document II signer(s)personally appeared before the noWiy public for-acknowledgment. 9 Date of notarization must be the date that the s igner(s)personally-appeared which (Title of description of attached documeni confinueci) must also be the same date the acknowledgment is completed. 0 The notary public must print his or her name as it ar.pcars within his or her Number of Pages Document Date commission followed by a comma and then your- tillc(notary public). a Print the in1mr(s) of document stoners)who personally appear at the time of notarization, 'I I CAPACITY CLAIMED BY THE SIGNER a Indicate the cori=t singular or plural forms by cras s in�p off incorrect(anus(i.e. 4h-_1ghe14t-�is Jafe)or circling the correct forms.Failure to wiTratly indicate Ibis 11 Individual (s) iaformation may 1--ad to Mjection of document recording. El Cori. porate Officer The notary Neal impmsion must be clear and photographically mproducible. Impression must not over text or lines. IT seal itnImession.smudges., rem if a (Title} sufficient area permits..otherwise compkic a different adcnowledgmqmt form, it 0 Partner(s) Signature of the notary public m match the signsignatureun file with the office of thm county clerk El Attorney-in-Fact s A8&itiontA information is not required but could help to ensure this Lj Trustee{s) act knowledgm ent is not misused or attached to a different document. In di cate title ciT type of attached document,n urn her of pages and date. E) Other tr Indicate;e capacity a laiincd by the signer.7 6ic claimed capacity is I iiorp urair officcr_indicate the title(i.e_CEO,CFO.Secretary). 5/3/2022 Y-GOURGH Exhibit 1 ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of Minnesota County of Bann®pin On 318/2022 before me, Lauren Cooper (insert name and title of the officer) personally appeared Jeremy J.Crawford who proved to me on the basis of satisfactory evidence to be the person(s)whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/herftheir authorized capacity(ies), and that by his/herltheir signature(s)on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. #='D ER / otaPODS 5ignatur Sealj City Council 25 — 50 5/3/2022 Exhibit 1 APPENDIX ATTACHMENT 3-1: NON-COLLUSION AFFIDAVIT CERTIFICATIONS CITY OF SANTA ANA REQUEST FOR PROPOSALSFOR CUSTODIAL SERVICES RFP NO.: 22-031 NON-COLLUSION AFFIDAVIT (Title 23 United States Code Section 112 andPublic Contract Code Section 7106) To the CITY OF SANTA ANA PARKS,RECREATION AND COMMUNITY SERVICES AGENCY In accordance with Title 23 United States Code Section 112 and Public Contract Code 7106 the BIDDER declares that the bid is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation; that the bid is genuine and not collusive or sham; that the BIDDER has not directly or indirectly induced or solicited any other BIDDER to put in a false or sham bid, and has not directly or indirectly colluded, conspired, connived or agreed with any BIDDER or anyone else to put in a sham bid, or that anyone shall refrain from bidding; that the BIDDER has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the bid price of the BIDDER or any BIDDER, or to fix any overhead, profit, or cost element of the bid price, or of that of any other BIDDER, or to secure any advantage against the public body awarding the contract of anyone interested in the proposed contract; that all statements contained in the bid are true; and, further, that the BIDDER has not, directly or indirectly, submitted his or her bid price or any breakdown thereof, or the contents thereof, or divulged information or data relative thereto, or paid, and will not pay, any fee to any corporation, partnership, company association, organization,bid depository,or to any member or agent thereof to effectuate a collusive or sham bid. Note: The above Non-collusion Affidavit is part of the Proposal. Signing this Proposal on the signature portion thereof shall also constitute signature of this Non-collusion Affidavit. BIDDERS are cautioned that making a falsecertification may subject the certifier to criminal prosecution. Firm Valley Maintenance Corp. Signed and Printed Name: Title Vice President Date March 20, 2022 (:itv ( ni inril 7R — R1 R/3/7f177 City of Santa Ana RFP 22-031 Page 3 Exhibit 1 APPENDIX ATTACHMENT 3-2: NON-LOBBYING CERTIFICATION CERTIFICATIONS CITY OF SANTA ANA REQUEST FOR PROPOSALSFOR CUSTODIAL SERVICES RFP NO.: 22-031 The prospective participant certifies,by signing and submitting this bid or proposal,to the best of his or her knowledge andbelief,that: 1. No federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any federal agency,a Member ofCongress,an officer or employee of Congress,or an employee of a Member of Congress in connection with the awarding of any federal contract,the making of any federal grant,the making of any federal loan,the entering into of any cooperative agreement,and the extension, continuation, renewal, amendment, or modification of anyfederal contract,grant, loan,or cooperative agreement. 2. If any funds other than federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence any officer or employee of any federal agency,a Member of Congress, an officer or employee of Congress,or an employee of a Member of Congress in connection with this federal contract,grant loan,loan or cooperative agreement,the undersigned shall complete and submit a "Disclosure of Lobbying Activities". This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352,Title 31,U.S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than$10,000 and not more than $100,000 for each such failure. The prospective participant also agrees by submitting his or her bid or proposal that he or she shall require that the language ofthis certification be included in all lower tier subcontracts,which exceed$100,000 and that all such sub recipients shall certify and disclose accordingly. Firm Valley Maintenance Co . Signed and Printed Name: Title Vice President Date March 20, 2022 (:itv ( ni inril 7ti — ti7 F/3/7f177 City of Santa Ana RFP 22-031 Page 4 Exhibit 1 APPENDIX ATTACHMENT 3-3: NON-DISCRIMINATION CERTIFICATION CERTIFICATIONS CITY OF SANTA ANA REQUEST FOR PROPOSALSFOR CUSTODIAL SERVICES RFP NO.: 22-031 The undersigned contractor or corporate officer, during the performance of this contract, certifies as follows: 1. The Contractor shall not discriminate against any employee or applicant for employment because of race, color, religion, sex, or national origin. The Contractor 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, or national origin. Such action shall include, but not be limited to, the following: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. 2. The Contractor shall, in all solicitations or advertisements for employees placed by or on behalf of the Contractor, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, or national origin. 3. The Contractor shall send to each labor union or representative of workers with which he/she has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers' representatives of the Contractor's commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. 4. The Contractor 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. 5. The Contractor shall furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his/her books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation, to ascertain compliance with such rules, regulations, and orders. 6. In the event of the Contractor's non-compliance with the nondiscrimination clauses of this contract or with any of the said rules, regulations, or orders, the contract may be canceled, terminated, or suspended in whole or in part and the Contractor may be declared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in Execution Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulations, or order of the SecretaFyipf� or ras otherwise ni riprovided by law. 7ti — ti3 ti/3/7f177 City of Santa Ana RFP 22-031 Page 5 Exhibit 1 7. The Contractor shall include the portion of the sentence immediately preceding paragraph (1) and the provisions of paragraphs (1) through (7) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to Section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontract or purchase order as the administering agency may direct as means of enforcing such provisions, including sanctions for noncompliance; provided, however, that in the event the Contractor becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction by the administering agency, the Contractor may request that the United States enter into such litigation to protect the interests of the United States. 8. Pursuant to California Labor Code Section 1735, as added by Chapter 643 Stats. 1939, and as amended, No discrimination shall be made in the employment of persons upon public works because of race, religious creed, color, national origin, ancestry, physical handicaps, mental condition, marital status, or sex of such persons, except as provided in Section 1420, and any contractor of public works violating this Section is subjectto all the penalties imposed for a violation of the Chapter. Signed: -o Title: Vice President Firm: Valley Maintenance Corp. Date: March 20, 2022 (:itv ( ni inril 7ti — tid F/3/9n99 City of Santa Ana RFP 22-031 Page 6 Exhibit 1 APPENDIX ATTACHMENT 3-4: AGREEMENT STATEMENT CERTIFICATION CITY OF SANTA ANA REQUEST FOR PROPOSALSFOR CUSTODIAL SERVICES RFP NO.: 22-031 Proposer understands that the Proposer will enter into an Agreement similar to that as shown in Attachment 2, in the Appendix of this RFP. If a Proposer is unwilling or unable to execute an Agreement within thirty (30) days after being notified of selection under this RFP, the City reserves the right to select the next most qualified Proposer or call for new Proposals, whichever the City deems most appropriate. Proposer concurs to the statements in the sample agreement, with the exception of the following: (:itv ( ni inril 7R — RR R/3/9n99 City of Santa Ana RFP 22-031 Page 7 Exhibit 1 Firm Valley Maintenance Corp. / Signed and Printed Names Title Bruce M. Hwang Vice President Date March 20, 2022 (:itv ( ni inril 7ti — tiAi ri/3/7f177 City of Santa Ana RFP 22-031 Page 8 Exhibit 1 APPENDIX ATTACHMENT 3-5: REFERENCES CITY OF SANTA ANA REQUEST FOR PROPOSALS RFP NO.: 22-031 List and describe fully the contracts performed by your firm which demonstrate your ability to provide the supplies, equipment or services included in the scope of the proposal specifications. The City reserves the right to contact each of the references listed for additional information regarding your firm's qualifications. Reference Customer Name: City of Monterey Park Contact Individual: Chris Reyes Address: 320 W. Newmark Ave. Phone Number: 626-307-2506 Monterey Park, CA Facsimile Number: creyesgmontereypark.ca.gov Contract Amount: $ 336,000/Annual Year: On going since Jan. 2016 Description of supplies, equipment, or services provided: Provide custodial services for City owned facilities including Civic Center, Police Dept. & Community Centers Reference Customer Name: City of Burbank Contact Individual: Michael Del Campo Address: 160 N. 3rd Street Burbank CA 91502 Phone Number: 818-236-5304 Facsimile Number: mdelcampogburbankca.gov Contract Amount: $ 118, 200 /Annual Year: On going since July, 2020 Description of supplies, equipment, or services provided: Provide daily janitorial services at 17 park restrooms through out the City Reference Customer Name: Superior Court of San Bernardino Contact Individual: David Gonzales Address: 247 W. 3rd Street San Bernardino Phone Number: 909 705-8742 CA 92415 Facsimile Number: dgonzal esgsb-court.org Contract Amount: $ 787,000/Annual Year: On going since April, 2016 Description of supplies, equipment, or services provided: Provide janiesriol p G,1—oorinoc o4 4ho Con RornorrJinn L ic4ino ( on4or cinno Onril �(11 R (:itv ( nl Inril 7R — R7 R/3/7f177 City of Santa Ana RFP 22-031 Page 9 Exhibit 1 (:itv ( ni inril 7R — RR R/3/7f177 City of Santa Ana RFP 22-031 Page 10 Exhibit 1 APPENDIX ATTACHMENT 3-6: QUALIFICATIONS CITY OF SANTA ANA REQUEST FOR PROPOSALS RFP NO.: 17-031 Include this page as a cover for your response to this section. -(Max 3 pages plus resumes)Proposal shall include a profile of the firm's experience. Include resumes of project team/sub-contractors that outline their technical and design experience. This should include the project manager/principal agent, associates in charge when project manager/principal agent is unavailable,key personnel, firm size, and an organization chart identifying only those who will perform work for the proposed project and the percentage of each individual's time devoted to this project. The project manager/principal agent shall be the primary contact person to represent your firm. Proposal shall include the number of proposed full-time equivalent personnel (FTE's) by job class/function. Proposal shall also include a listing of equipment and materials that will be used to complete the scope of work. -(Max 4 pages) Proposal shall include an outline, which demonstrates PROPOSER understands of the scope of work. This outline should include anticipated approach, tasks necessary for successful completion, and suggestions or special concerns for which the City should be made aware. -(Max 5 Pages) Proposal shall include a Scope of Services and Schedule which details the work phases to be completed, the tasks to be accomplished, the deliverables to be provided, and the schedule/timeline to complete the project,based upon the requested Scope of Work, detailed in Attachment 1,which is included in the Appendix of this RFP. -(Max 1 Page) As this project will require adherence to a strict timeline, provide information on your current workload and how you would accommodate this project. City Council 25 — 59 5/3/2022 Exhibit 1 APPENDIX ATTACHMENT 3-7: FEE PROPOSAL CITY OF SANTA ANA REQUEST FOR PROPOSALS RFP NO.: 22-031 Certification - I certify that I have read, understand and agree to the terms and conditions of this Request for Proposals. I have examined the Scope of Services and am familiar with the scope of work locations. I am familiar with all the existing conditions and limitation that may affect work requests. I understand and agree that I am responsible for reporting any errors, omissions or discrepancies to the City for clarification prior to the submission of my proposal. Proposal Item Price - Provide costs for Custodial Services. Fee must be inclusive of all costs, including but not limited to, direct and indirect costs for labor, overhead, incidental supplies, travel, mileage, and fuel. The proposer warrants that the prices, terms and conditioned quoted will be valid for a period of 120 days from the date the proposal is due, in order to allow time to award an agreement. *****Round off Amounts to $5***** The City reserves the right to delete one or more sites from this contract with 30 days written notice. A. PARK RESTROOM MAINTENANCE SERVICES District 1 Address Cost/Yr. Campesino 3311 W. 5th St. $ 8,448.00 Edna 2140 W. Edna Dr. $ 8,448.00 El Salvador 1825 W. Civic Center Dr. $ 8,448.00 Riverview 1823 W. 19th St. $ 8,448.00 Rosita 706 N.Newhope St. $ 8,448.00 District 2 Angels 914 W. 3rd St. $ 8,448.00 Cabrillo 1820 E. Fruit St. $ 8,448.00 Fisher Restroom and Cabin 2501 N. Flower St. $ 16,896.00 Logan/Chepa's 1009 N. Custer St. $ 8,448.00 Portola 1750 E. Santa Clara Ave. $ 8,448.00 Santiago RR"A" &"B"and Cabin 510 E. Memory Lane $ 15,840.00 Willard Intermediate N. Parton St./15t'St. $ 4,620.00 District 3 Delhi 2314 S. Halladay St. $ 10,368.00 Madison 1434 S. Standard Ave. $ 10,368.00 Memorial 2102 S. Flower St. $ 10,368.00 Pacific Electric 401 E. McFadden Ave. $ 10,368.00 Sandpointe 3700 S. Birch St. $ 10,368.00 (:itv ( ni inril 7R — F,fl R/3/9n99 City of Santa Ana RFP 22-031 Page 12 Exhibit 1 District 4 Adams 2101 W. Warner Ave. $ 10,368.00 Centennial A 3000 W. Edinger Ave. $ 28,800.00 , BC Centennial HGHS 3000 W. Edinger Ave. $ 10,368.00 DYSC "A", `B" includes locker room and 3000 W. Edinger Ave. $ 27,360.00 restrooms Heritage 4812 W. Camille St. $ 10,368.00 Jerome 2101 W.Mcfadden St. $ 10,368.00 Santa Anita 300 S. Figueroa St. $ 10,368.00 Thornton 1801 W. Segerstrom Ave. $ 15,168.00 Windsor 2915 W. La Verne Ave. $ 10,368.00 Total $ 298,764.00 B. PARK BUILDING MAINTENANCE SERVICES Address Cost/Yr. District 1 Rosita-Salgado Center,Pool and Gym 706 N.Newhope St. $ 17,064.00 District 2 Logan Center 1009 N. Custer St. $ 5,220.00 Santiago Nature Center 510 E. Memory Lane $ 5,040.00 Santiago Lawn Bowling Center-Both Levels 510 E. Memory Lane $ 5,640.00 Garfield Community Center 501 N. Lacy Avenue $ 8,160.00 Roosevelt/Walker Community Center 816 E. Chestnut Avenue $ 28,200.00 Stadium-Press BOX/West&East Restrooms/West 602 N. Flower Street $ 33,720.00 &East Concession Bldg/Locker Rooms District 3 Memorial Center and Pool 2102 S. Flower St. $ 10,800.00 Sandpointe 3700 S. Birch St. $ 2,400.00 Santa Ana Zoo Restroom 1801 E. Chestnut Ave. $ 5,640.00 District 4 Centennial Office-Offices, Restrooms, Training Centennial Road $ 9,000.00 Rooms Total $ 130,884.00 (:itv (:ni inril 7R — Al R/3/7f177 City of Santa Ana RFP 22-031 Page 13 Exhibit 1 C. Add-On Services Cost 1 Price By Square Foot Per Month—Park Restroom Maintenance $ 1.60 1 Price By Square Foot Per Month—Park Building Maintenance $ 0.12 2 Price By Square Foot Per Month—Gym Maintenance $ 0.08 3 Price By Square Foot Per Job—Pressure Wash Exterior Surfaces $ 0.25 i.e.Walls, Roofs, Entrances,Areas Around Buildings/Restrooms, Stadium Bleachers, Etc. Bruce M. Hwang Vice President Printed Name of Authorized Agent Title j` - a-4-- -. March 20, 2022 Signature of Authorized Agent Date (:itv ( ni inril 7ti — F7 F/3/7f177 City of Santa Ana RFP 22-031 Page 14 Exhibit 1 APPENDIX ATTACHMENT 4: ADDITIONAL PROVISIONS 1. TERM This Agreement shall commence on June 1,2022 through May 31,2026 at the same fee structure identified in Attachment 3-7 Fee Schedule, exercisable by the City Manager and the City Attorney,unless terminated earlier in accordance with Section 15 of the agreement. 2. Facility Information-The square footage information are estimates and it is the responsibility of the contractor to verify the information. Park Address Square Footage Service Frequency per Week District 1 Rosita-Salgado Center 706 N. Newhope St. 8075 7 Rosita-Salgado Pool 706 N. Newhope St. 300 1 Rosita-Salgado Gym 706 N. Newhope St. 9792 7 District 2 Logan Center 1009 N. Custer St. 1575 7 Santiago Nature Center 510 E. Memory Lane 3215 7 Santiago Lawn Bowling 510 E. Memory Lane 3400 Center-Both Levels 3 Can e d Community 501 N. Lacy Avenue 5360 7 Roosevelt/Walker 816 E. Chestnut Avenue 10000 Community Center 7 Stadium 602 N. Flower Street 12000 7 District 3 Memorial Center/Pool 2102 S. Flower St. 8885 7 Sand ointe 3700 S. Birch St. 700 1 Santa Ana Zoo 1801 E. Chestnut Ave. 3 restrooms 7 District 4 Centennial Office/Res Centennial Road 5075 Office 5 Centennial Restrooms Centennial Road 560 1 Centennial) 2 SAPD Centennial Road 2300 1 g City Council 25 — 63 5/3/2022 Exhibit 1 EXHIBIT C City Council 25 — 64 5/3/2022 Exhibit 1 APPENDIX ATTACHMENT 3-7: FEE PROPOSAL CITY OF SANTA ANA REQUEST FOR PROPOSALS RFP NO.: 22-031 Certification - I certify that I have read, understand and agree to the terms and conditions of this Request for Proposals. I have examined the Scope of Services and am familiar with the scope of work locations. I am familiar with all the existing conditions and limitation that may affect work requests. I understand and agree that I am responsible for reporting any errors, omissions or discrepancies to the City for clarification prior to the submission of my proposal. Proposal Item Price - Provide costs for Custodial Services. Fee must be inclusive of all costs, including but not limited to, direct and indirect costs for labor, overhead, incidental supplies, travel, mileage, and fuel. The proposer warrants that the prices, terms and conditioned quoted will be valid for a period of 120 days from the date the proposal is due, in order to allow time to award an agreement. *****Round off Amounts to $5***** The City reserves the right to delete one or more sites from this contract with 30 days written notice. A. PARK RESTROOM MAINTENANCE SERVICES District 1 Address Cost/Yr. Campesino 3311 W. 5th St. $ 8,448.00 Edna 2140 W. Edna Dr. $ 8,448.00 El Salvador 1825 W. Civic Center Dr. $ 8,448.00 Riverview 1823 W. 19th St. $ 8,448.00 Rosita 706 N.Newhope St. $ 8,448.00 District 2 Angels 914 W. 3rd St. $ 8,448.00 Cabrillo 1820 E. Fruit St. $ 8,448.00 Fisher Restroom and Cabin 2501 N. Flower St. $ 16,896.00 Logan/Chepa's 1009 N. Custer St. $ 8,448.00 Portola 1750 E. Santa Clara Ave. $ 8,448.00 Santiago RR"A" &"B"and Cabin 510 E. Memory Lane $ 15,840.00 Willard Intermediate N. Parton St./15t'St. $ 4,620.00 District 3 Delhi 2314 S. Halladay St. $ 10,368.00 Madison 1434 S. Standard Ave. $ 10,368.00 Memorial 2102 S. Flower St. $ 10,368.00 Pacific Electric 401 E. McFadden Ave. $ 10,368.00 Sandpointe 3700 S. Birch St. $ 10,368.00 (:itv ( ni inril 7R — Ar% R/3/9n99 City of Santa Ana RFP 22-031 Page 12 Exhibit 1 District 4 Adams 2101 W. Warner Ave. $ 10,368.00 Centennial A 3000 W. Edinger Ave. $ 28,800.00 , BC Centennial HGHS 3000 W. Edinger Ave. $ 10,368.00 DYSC "A", `B" includes locker room and 3000 W. Edinger Ave. $ 27,360.00 restrooms Heritage 4812 W. Camille St. $ 10,368.00 Jerome 2101 W.Mcfadden St. $ 10,368.00 Santa Anita 300 S. Figueroa St. $ 10,368.00 Thornton 1801 W. Segerstrom Ave. $ 15,168.00 Windsor 2915 W. La Verne Ave. $ 10,368.00 Total $ 298,764.00 B. PARK BUILDING MAINTENANCE SERVICES Address Cost/Yr. District 1 Rosita-Salgado Center,Pool and Gym 706 N.Newhope St. $ 17,064.00 District 2 Logan Center 1009 N. Custer St. $ 5,220.00 Santiago Nature Center 510 E. Memory Lane $ 5,040.00 Santiago Lawn Bowling Center-Both Levels 510 E. Memory Lane $ 5,640.00 Garfield Community Center 501 N. Lacy Avenue $ 8,160.00 Roosevelt/Walker Community Center 816 E. Chestnut Avenue $ 28,200.00 Stadium-Press BOX/West&East Restrooms/West 602 N. Flower Street $ 33,720.00 &East Concession Bldg/Locker Rooms District 3 Memorial Center and Pool 2102 S. Flower St. $ 10,800.00 Sandpointe 3700 S. Birch St. $ 2,400.00 Santa Ana Zoo Restroom 1801 E. Chestnut Ave. $ 5,640.00 District 4 Centennial Office-Offices, Restrooms, Training Centennial Road $ 9,000.00 Rooms Total $ 130,884.00 (:itv ( ni inril 7R — AR R/3/7f177 City of Santa Ana RFP 22-031 Page 13 Exhibit 1 C. Add-On Services Cost 1 Price By Square Foot Per Month—Park Restroom Maintenance $ 1.60 1 Price By Square Foot Per Month—Park Building Maintenance $ 0.12 2 Price By Square Foot Per Month—Gym Maintenance $ 0.08 3 Price By Square Foot Per Job—Pressure Wash Exterior Surfaces $ 0.25 i.e.Walls, Roofs, Entrances,Areas Around Buildings/Restrooms, Stadium Bleachers, Etc. Bruce M. Hwang Vice President Printed Name of Authorized Agent Title j` - a-4-- -. March 20, 2022 Signature of Authorized Agent Date (:itv ( ni inril 7ti — A7 F/3/7f177 City of Santa Ana RFP 22-031 Page 14 Parks, Recreation, and Community Services www.santa-ana.org/parks Item # 26 City of Santa Ana 20 Civic Center Plaza, Santa Ana, CA 92701 Staff Report May 3, 2022 TOPIC: Amend the Revive Santa Ana Spending Plan and Approve Agreements with Various Non-Profit Organizations to Provide Youth Services under the Revive Santa Ana Program AGENDA TITLE: Amend the Revive Santa Ana Spending Plan and Approve Agreements with Various Non- Profit Organizations to Provide Youth Services under the Revive Santa Ana Program (Revive Santa Ana Program) RECOMMENDED ACTION 1 . Approve an amendment to the Revive Santa Ana spending plan to increase the amount for Youth Violence Prevention by $404,375 for a total $904,375, decrease the amount for Early Childhood Support & Head Start & Child/Day Care by $409,979 for a total $590,021 , decrease the amount for After-School/Youth Sports Programs by $32,828 for a total $467,172 and approve an amount of $38,432 to administer the agreements, the total of all services and administration is $2,000,000. 2. Approve an agreement with ALBI (Active Learning Believe & Inspire) to provide youth services (Youth Violence Prevention) under the Revive Santa Ana Program for an amount not to exceed $47,869 for the period July 1, 2022 through June 30, 2023, subject to non-substantive changes approved by the City Manager and City Attorney. 3. Approve an agreement with America On Track to provide youth services (Youth Violence Prevention) under the Revive Santa Ana Program for an amount not to exceed $125,000 for the period July 1, 2022 through June 30, 2023, subject to non- substantive changes approved by the City Manager and City Attorney. 4. Approve an agreement with Backhausdance to provide youth services (After- School/Youth Sports) under the Revive Santa Ana Program for an amount not to exceed $30,000 for the period July 1, 2022 through June 30, 2023, subject to non- substantive changes approved by the City Manager and City Attorney. 5. Approve an agreement with Community Action Partnership of Orange County to provide youth services (After-School/Youth Sports) under the Revive Santa Ana Program for an amount not to exceed $65,000 for the period July 1 , 2022 through City Council 26 — 1 5/3/2022 Approve Agreements with Various Non-Profit Organizations to Provide Youth Services under the Revive Santa Ana Program May 3, 2022 Page 2 June 30, 2023, subject to non-substantive changes approved by the City Manager and City Attorney. 6. Approve an agreement with Delhi Center to provide youth services (Youth Violence Prevention) under the Revive Santa Ana Program for an amount not to exceed $123,930 for the period July 1 , 2022 through June 30, 2023, subject to non- substantive changes approved by the City Manager and City Attorney. 7. Approve an agreement with Discovery Science Center of Orange County to provide youth services (Early Childhood Support & Head Start & Child/Day Care) under the Revive Santa Ana Program for an amount not to exceed $90,028 for the period July 1 , 2022 through June 30, 2023, subject to non-substantive changes approved by the City Manager and City Attorney. 8. Approve an agreement with KidWorks Community Development Corporation to provide youth services (Early Childhood Support & Head Start & Child/Day Care) under the Revive Santa Ana Program for an amount not to exceed $125,000 for the period July 1, 2022 through June 30, 2023, subject to non-substantive changes approved by the City Manager and City Attorney. 9. Approve an agreement with Kidworks Community Development Corporation to provide youth services (After-School/Youth Sports) under the Revive Santa Ana Program for an amount not to exceed $125,000 for the period July 1, 2022 through June 30, 2023, subject to non-substantive changes approved by the City Manager and City Attorney. 10.Approve an agreement with Latino Health Access to provide youth services (Youth Violence Prevention) under the Revive Santa Ana Program for an amount not to exceed $125,000 for the period July 1, 2022 through June 30, 2023, subject to non- substantive changes approved by the City Manager and City Attorney. 11 .Approve an agreement with Nati's House to provide youth services (After- School/Youth Sports) under the Revive Santa Ana Program for an amount not to exceed $122,172 for the period July 1, 2022 through June 30, 2023, subject to non- substantive changes approved by the City Manager and City Attorney. 12.Approve an agreement with Nati's House to provide youth services (Youth Violence Prevention) under the Revive Santa Ana Program for an amount not to exceed $113,183 for the period July 1 , 2022 through June 30, 2023, subject to non- substantive changes approved by the City Manager and City Attorney. 13.Approve an agreement with Orange County Children Therapeutic Arts Center to provide youth services (Youth Violence Prevention) under the Revive Santa Ana City Council 26 — 2 5/3/2022 Approve Agreements with Various Non-Profit Organizations to Provide Youth Services under the Revive Santa Ana Program May 3, 2022 Page 3 Program for an amount not-to-exceed $124,998 for the period July 1 , 2022 through June 30, 2023, subject to non-substantive changes approved by the City Manager and City Attorney. 14.Approve an agreement with Orange County Children Therapeutic Arts Center to provide youth services (Early Childhood Support & Head Start & Child/Day Care) under the Revive Santa Ana Program for an amount not to exceed $124,998 for the period July 1, 2022 through June 30, 2023, subject to non-substantive changes approved by the City Manager and City Attorney. 15.Approve an agreement with Orange County Bar Foundation to provide youth services (Youth Violence Prevention) under the Revive Santa Ana Program for an amount not to exceed $125,000 for the period July 1, 2022 through June 30, 2023, subject to non- substantive changes approved by the City Manager and City Attorney. 16.Approve an agreement with Padres Unidos to provide youth services (Early Childhood Support & Head Start & Child/Day Care) under the Revive Santa Ana Program for an amount not to exceed $124,995 for the period July 1, 2022 through June 30, 2023, subject to non-substantive changes approved by the City Manager and City Attorney. 17.Approve an agreement with Padres Unidos to provide youth services (Youth Violence Prevention) under the Revive Santa Ana Program for an amount not to exceed $119,395 for the period July 1 , 2022 through June 30, 2023, subject to non- substantive changes approved by the City Manager and City Attorney. 18.Approve an agreement with The Cambodian Family to provide youth services (After- School/Youth Sports) under the Revive Santa Ana Program for an amount not to exceed $125,000 for the period July 1, 2022 through June 30, 2023, subject to non- substantive changes approved by the City Manager and City Attorney. 19.Approve an agreement with Think Together to provide youth services (Early Childhood Support & Head Start & Child/Day Care) under the Revive Santa Ana Program for an amount not to exceed $125,000 for the period July 1, 2022 through June 30, 2023, subject to non-substantive changes approved by the City Manager and City Attorney. DISCUSSION On July 6, 2021 the City Council approved the Revive Santa Ana Spending Plan. The spending plan includes five expenditure categories: • Recovery from the Pandemic: o Public Health Equity, expansion of critical communication methods, sanitization, emergency response, mental health recovery, and a COVID- 19 memorial, support services for COVID-19 response • Direct Assistance Programs: City Council 26 — 3 5/3/2022 Approve Agreements with Various Non-Profit Organizations to Provide Youth Services under the Revive Santa Ana Program May 3, 2022 Page 4 o Rental assistance, housing vouchers, food supply/distribution, business and non-profit assistance, early childhood support, daycare and head start, after-school programs, youth violence, sexual assault intervention, technology skill courses, direct resident assistance • Public Health and Safety: o 5k Run, additional green/open space, healthy food access, property compliance programs, rapid response homeless services, park restrooms, increased security for parks and community centers, First Street safety enhancements • Critical Infrastructure: o Broadband access, community center renovations, transformation of Central Library to support early childhood learning, expansion of library accessibility, IT and process upgrades, streetlights, storm drain gates, parking structure improvements • City Fiscal Health: o Legal support services, contract management, unemployment fund / paid leave reimbursement, accounting and compliance for federal funding, reserve for revenue loss allocation On October 18, 2021 , the Parks, Recreation and Community Services Agency (PRCSA) released a Request for Proposals (RFP) to solicit non-profit organizations to submit proposals for youth services for the following categories, which fall under Direct Assistance Programs noted above. • Early Childhood Support & Head Start & Child/Day Care • After-School/Youth Sports • Youth Violence Prevention An evaluation committee reviewed and rated the proposals according to the criteria listed in the RFP, which includes Statement of Qualification, Scope of Work, Data Collection, Reporting and Compliance, and Budget. The City received 24 proposals, from 19 organizations with a total request of $4,882,467. After the proposals were scored, four proposals did not meet the minimum threshold to proceed in the evaluation process. A follow up questionnaire was provided by the organizations of the remaining 20 proposals. The evaluation committee is recommending awarding agreements to 18 proposals, from 14 organizations The total request of the recommended proposals was $3,794,571 for a two-year program. The Revive Spending Plan identified $2,000,000 for these services. Therefore, to meet this limit, the evaluation committee recommends funding for a one-year program instead of a two-year program as originally requested in the RFP. Additionally, the requests for Youth Violence Prevention exceed the amount specified in the spending plan. Therefore, the City Council 26 — 4 5/3/2022 Approve Agreements with Various Non-Profit Organizations to Provide Youth Services under the Revive Santa Ana Program May 3, 2022 Page 5 evaluation committee recommends amending the spending plan to align with the recommended amounts for each category. ENVIRONMENTAL IMPACT There is no environmental impact associated with this action. FISCAL IMPACT Funds are budget and available in the following account and will be carried forward for the specified year Fiscal Accounting Unit- Fund Accounting Unit, Amount Year Account # Description Account Description FY 22-23 18113013-69135 ARPA Fund ARPA-PRCSA, 1 ,961 ,568 Payment to Subagents FY 22-23 18113013-61 xxx ARPA Fund ARPA-PRCSA, 38,432 Salaries & Benefits EXHIBIT(S) 1 . Agreements (18) Submitted By: Lisa Rudloff, Executive Dir. of Parks, Recreation and Community Services Approved By: Kristine Ridge, City Manager City Council 26 — 5 5/3/2022 AGREEMENT BETWEEN THE CITY OF SANTA ANA AND ALBI(ACTIVE LEARNING BELIEVE &INSPIRE)FOR USE OF AMERICAN RESCUE PLAN ACT (ARPA)FUNDS This Agreement is hereby made and entered into this 3rd day of May, 2022, by and between the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("CITY"), and ALBI (Active Learning Believe & Inspire), a California domestic nonprofit corporation ("SUBRECIPIENT" or "CONTRACTOR"). RECITALS: A. The American Rescue Plan Act ("ARPA") was signed into law in March 2021. ARPA provides funding for a number of different programs, including the Coronavirus State and Local Fiscal Recovery Fund ("SLFRF"), to provide monetary support to local governments to respond to, mitigate, and recover from the COV[D-19 public health emergency. B. On July 20, 2021, the Santa Ana City Council authorized the City Manager to utilize ARPA SLFRF funding from the United States Department of Treasury for the Revive Santa Ana Spending Plan, which includes five spending categories: recovery from the pandemic, direct assistance programs, public health and safety, critical infrastructure, and city fiscal health. C. SUBRECIPIENT has been selected by the CITY to receive ARPA SLFRF Funds in order to provide youth programs, including: early childhood support; head start; day care; after school tutoring; athletic; and, youth violence prevention, in accordance with the Scope of Work attached hereto as Exhibit A and incorporated herein by reference ("said program"). SUBRECIPIENT represents that it is qualified and willing to operate said program and certifies that the administration of said program carried out with funds provided under this Agreement will meet ARPA's objectives to respond to, mitigate, and recover from this historic COV[D-19 public health crisis. D. SUBRECIPIENT agrees that it will adhere to the tasks and services as indicated in Exhibit A for said program. Failure to follow the requirements and meet the stated expectations may constitute breach of contract that could result in termination of this Agreement or serve as reason for the CITY to recapture the grant funds awarded to SUBRECIPIENT pursuant to this Agreement. WHEREFORE, it is agreed by and between the parties that the foregoing Recitals are a substantive part of this Agreement and the following terms and conditions are approved and together with all exhibits and attachments hereto, shall constitute the entire Agreement between the CITY and SUBRECIPIENT: L ARPA PROGRAM PROVISIONS A. Scope of Work. SUBRECIPIENT shall be responsible for the specific tasks and services of said program, and agrees to administer said program in compliance with the tasks and services as described in the Scope of Work attached hereto as Exhibit A. SUBRECIPIENT's failure City Council 1 26 — 6 5/3/2022 to perform as required may, in addition to other remedies set forth in this Agreement, result in readjustment of the amount of funds for said program or termination of this Agreement. B. Term of Agreement. The term of said Agreement shall commence on July 1 st,2022, and continue through June 30, 2023 ("Term"), unless terminated earlier pursuant to the terms of this Agreement. This Agreement shall also cover any and all services provided by the SUBRECIPIENT to the CITY since the date the ARPA SURF Funds were awarded to the CITY. Additionally, the Term of this Agreement may be extended by a writing executed by the City Manager, or designee, and the City Attorney. C. Amount of Grant Funding. The total amount of funds provided for said program shall not exceed Forty-Seven Thousand Eight Hundred Sixty-Nine Dollars and Zero Cents ($47,869) ("ARPA SURF Funds") during the Term of the Agreement. SUBRECIPIENT agrees to use said ARPA SURF Funds to administer said program as outlined in Exhibit A. D. Disbursement of Funds. Said ARPA SURF Funds shall be disbursed by CITY to SUBRECIPIENT pursuant to the terms found in the Fee Payment Schedule attached hereto as Exhibit B, with payments subject to the submittal of invoices and other reporting requirements, as hereinafter more fully set forth. SUBRECIPIENT shall be obligated to perform such duties as would normally extend beyond the term, including, but not limited to, obligations with respect to indemnification, audits,reporting, data retention/reporting, and accounting. Failure to provide any of the required documentation and reporting will cause CITY to withhold all or a portion of a request for ARPA SURF Funds, or return the entire request to SUBRECIPIENT, until such documentation and reporting has been received and approved by CITY. (1) Reduction in ARPA SLFRF Funding. The CITY reserves the right to reduce the amount of ARPA SURF Funds to SUBRECIPIENT, or to completely terminate this Agreement, in the CITY's sole discretion, if there is a reduction in ARPA SURF Funds provided to the CITY. (2) Reduced Distribution of Funds. The CITY reserves the right to reduce the grant application if the CITY's fiscal monitoring indicates that SUBRECIPIENT's rate of expenditure will result in unspent funds at the end of the program term. Amendments in the grant allocation will be made after consultation with SUBRECIPIENT. (3) Reversion of Assets. SUBRECIPIENT agrees that any and all funds received under this Agreement shall be utilized during the Term of this Agreement, and that any and all funds remaining as of the end of the Term, which have not been utilized, shall be returned by SUBRECIPIENT to the CITY within thirty (30) days of the expiration or earlier termination of the Agreement. No expense of SUBRECIPIENT will be reimbursed by CITY if incurred after the end of the Term of the Agreement. City Council 2 26 — 7 5/3/2022 E. Grant Program Requirements. (1) SUBRECIPIENT acknowledges that the source of funding for said program is the federal ARPA, and that payments from the ARPA SURF Funds are only to be used to make necessary expenditures incurred due to the public health emergency with respect to COVID-19. (2) SUBRECIPIENT acknowledges that ARPA provisions allow the use of ARPA SURF Funds to respond to,mitigate, and recover from the COVID-19 public health emergency, and will not use these funds for any other uses. (3) SUBRECIPIENT shall follow the process and determination of eligibility for participants in said program as outlined in Exhibit A. F. Performance Monitoring. (1) SUBRECIPIENT shall submit program performance information as often as requested by CITY, but no less than the submission of monthly reports and a final report to CITY with the information requested by and in the format acceptable to CITY. Each monthly report is due within thirty (30) days of completion of work for each month. The final report is due within thirty (30) days after the termination or expiration of this Agreement. (2) CITY will evaluate SUBRECIPIENT's management and operation of said program with respect to the project expectations as described in Exhibit A. (3) CITY will review the audit of the SUBRECIPIENT to ensure that grant funds are used for authorized purposes in compliance with laws, regulations, and the provisions of contracts or grant agreements under this Agreement, including attachments and exhibits. (4) If action to correct any substandard performance is not taken by the SUBRECIPIENT within a reasonable period after being notified by CITY, suspension or termination procedures may be initiated by CITY. (5) All performance shall be subject to review by the CITY or other regulatory agencies at all times. SUBRECIPIENT shall provide adequate cooperation to any inspector or other CITY representative to permit the same to determine SUBRECIPIENT's conformity with the terms of this Agreement. If any services performed by SUBRECIPIENT are not in conformance with the terms of this Agreement, the CITY shall have the right to require SUBRECIPIENT to perform the services in conformance with the terms of the Agreement at no additional cost. The CITY may also terminate this Agreement for default and charge SUBRECIPIENT for any costs incurred by the CITY because of SUBRECIPIENT's failure to perform. (6) SUBRECIPIENT shall establish adequate procedures for self-monitoring and quality control and assurance to ensure proper performance under this Agreement; and shall permit a CITY representative or other regulatory official to monitor, assess, or evaluate SUBRECIPIENT's performance under this Agreement at any time, upon reasonable notice to SUBRECIPIENT. City Council 3 26 — 8 5/3/2022 G. Audit. (1) SUBRECIPIENT shall maintain complete and accurate records and supporting documentation to facilitate financial and/or program audits by CITY. This requirement shall apply to any records and documentation CITY shall reasonably require or as required to be maintained pursuant to the ARPA regulations. (2) The books and accounts, files, and other records of SUBRECIPIENT, which are applicable to this Agreement, shall be available for inspection, review, and audit during normal business hours by CITY to determine the proper application and use of all ARPA SURF Funds provided to or for the account or benefit of SUBRECIPIENT. (3) SUBRECIPIENT assumes responsibility for reimbursement to CITY a sum of money equivalent to the amount of any expenditures disallowed should the CITY, or an authorized agency, rule through audit, exception, or some other appropriate means,that expenditures from funds allocated to SUBRECIPIENT for direct and/or administrative costs were not made in compliance with the applicable cost principles, regulations, or the provisions of this Agreement. (4) SUBRECIPIENT agrees to comply with the requirements of OMB Uniform Guidance 2 CFR Part 200. SUBRECIPIENT further agrees to provide CITY with a copy of completed independent auditors' report within thirty (30) days of CITY's request for such report. If the report contains instances of non-compliance with federal laws and regulations that bear directly on the performance or administration of this Agreement, SUBRECIPIENT shall provide CITY copies of responses to auditors' reports, a plan for corrective action, and auditors' response that the noncompliance has been resolved. All reports prepared in accord with the requirements of OMB Uniform Guidance 2 CFR Part 200 shall be available for inspection by representatives of CITY or the federal government during normal business hours. (5) All accounting records, reports, and evidence pertaining to all costs, expenses and the ARPA SURF Funds of SUBRECIPIENT and all documents related to this Agreement shall be maintained and kept available at SUBRECIPIENT'S office or place of business for the duration of the Agreement and thereafter for five (5) years from the date of final payment under this Agreement. Records which relate to: (a) complaints, claims, administrative proceedings or litigation arising out of the performance of this Agreement; or, (b) costs and expenses of this Agreement to which CITY or any other governmental agency takes exception, shall be retained beyond the five(5)years until complete resolution or disposition of such appeals,litigation claims, or exceptions. In the event SUBRECIPIENT does not make the above-referenced documents available within the City of Santa Ana, California, SUBRECIPIENT agrees to pay all necessary and reasonable expenses incurred by CITY in conducting any audit at the location where said records and books of account are maintained. H. Ownership/Use of Materials. SUBRECIPIENT agrees that all materials, reports or products in any form, including electronic, created by SUBRECIPIENT for which SUBRECIPIENT has been compensated pursuant to this Agreement shall be the sole property of the CITY. The material, reports, or products may be used by the CITY for any purpose that the CITY deems to be appropriate, including, but not limit to, duplication and/or distribution within City Council 4 26 — 9 5/3/2022 the CITY or to third parties. SUBRECIPIENT agrees not to release or circulate in whole or part such materials, reports, or products without prior written authorization of the CITY. I. Close-Out. SUBRECIPIENT agrees to comply with the closeout procedures detailed in 2 CFR §200.343, including the following: (1) SUBRECIPIENT must submit, no later than ninety (90) calendar days after the end date of the period of performance, all financial, performance, and other reports as required by the terms and conditions of this Agreement; (2) SUBRECIPIENT must promptly refund any balances of unobligated cash that the CITY paid in advance or paid and that is not authorized to be retained by SUBRECIPIENT for use in other projects (See OMB Circular A-129 and 2 CFR §200.345); and, (3) CITY should complete all closeout actions for the Federal award no later than one year after receipt and acceptance of all required final reports. IL SUBRECIPIENT'S OBLIGATIONS A. Representations and Warranties. (1) Authority. SUBRECIPIENT is a duly organized and existing domestic nonprofit corporation in good standing and authorized to do business under the laws of the State of California. SUBRECIPIENT has full right, power and lawful authority to accept the funding hereunder and to undertake all obligations as provided herein and the execution, performance and delivery of this Agreement by SUBRECIPIENT has been fully authorized by all requisite actions on the part of SUBRECIPIENT. (2) Experience. SUBRECIPIENT is qualified to provide the administrator services for said program detailed herein. (3) Familiarity With Services Required. By executing this Agreement, SUBRECIPIENT warrants that: (i)it has thoroughly investigated and considered the administrator services to be performed and provided for said program as detailed in Exhibit A; (ii) it has carefully considered how the services should be performed; and, (iii) it fully understands the facilities, difficulties and restrictions attending performance of the services under this Agreement. (4) No Conflict. To the best of SUBRECIPIENT'S knowledge, SUBRECIPIENT'S execution, delivery and performance of its obligations under this Agreement will not constitute a default or a breach under any contract, agreement or order to which SUBRECIPIENT is a party or by which it is bound. (5) No Bankruptcy. SUBRECIPIENT is not the subject of any current or threatened bankruptcy proceeding. City Council 5 26 — 10 5/3/2022 (6) No Pending Legal Proceedings. SUBRECIPIENT is not the subject of a current or threatened litigation that would or may materially affect SUBRECIPIENT'S performance under this Agreement. (7) Proposal Veracity. All provisions of and information provided in SUBRECIPIENT's proposal submitted to CITY, including any exhibits, are true and correct in all material respects. (8) No Pending Investigation. SUBRECIPIENT has no knowledge that it is the subject of any current or threatened criminal or civil action investigation by any public agency, including without limitation a police agency or prosecuting authority, which would relate to or affect performance of the Agreement or provision of services hereunder. B. Licensing. SUBRECIPIENT agrees to obtain and maintain all required 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 SUBRECIPIENT's operations hereunder. Such licensing requirements include obtaining a City business license, as applicable. C. Zoning. SUBRECIPIENT agrees that any facility/property used in furtherance of said program shall be specifically zoned and permitted for such use(s) and activities. Should SUBRECIPIENT fail to have the required land entitlement and/or permits, thus violating any local, state or federal rules and regulations relating thereto, SUBRECIPIENT shall immediately make good- faith efforts to gain compliance with local, state or federal rules and regulations following written notification of said violation(s)from the CITY or other authorized citing agency. SUBRECIPIENT shall notify CITY immediately of any pending violations. Failure to notify CITY of pending violations, or to remedy such known violation(s) shall result in termination of grant funding hereunder. SUBRECIPIENT must make all corrections required to bring the facility/property into compliance with the law within sixty (60) days of notification of the violation(s); failure to gain compliance within such time shall result in termination of grant funding hereunder. D. Separation of Accounts. All funds received by SUBRECIPIENT from CITY pursuant to this Agreement shall be maintained in an account in a federally insured banking or savings and loan institution with record keeping of such accounts maintained pursuant to applicable 2 CFR 200.302 requirements. SUBRECIPIENT is not required to maintain separate depository accounts for ARPA SLFRF Funds; provided however, the SUBRECIPIENT must be able to account for receipt, obligation, distribution and expenditure of ARPA SLFRF Funds pursuant to applicable 2 CFR 200.302 requirements. E. Audit Report Requirements. SUBRECIPIENT agrees that if SUBRECIPIENT expends Seven Hundred Fifty Thousand Dollars ($750,000) or more in federal funds, SUBRECIPIENT shall have an annual audit conducted by a certified public accountant in accordance with the standards as set forth and published by the United States Office of Management and Budget. SUBRECIPIENT shall provide CITY with a copy of said audit by April 1 of the year following the program year in which this Agreement is executed. City Council 6 26 — 11 5/3/2022 F. Compliance with Law/Program Income. SUBRECIPIENT acknowledges that the funds being provided by CITY for said program are received by CITY pursuant to ARPA, and that distribution and expenditure of these ARPA SURF Funds shall be in accordance with ARPA and all pertinent regulations issued by agencies of the federal government, including, but not limited to, all regulations found at Title 24 of the Code of Federal Regulations. Any program income received by SUBRECIPIENT shall be returned to CITY, unless otherwise provided for in this Agreement. SUBRECIPIENT agrees to comply fully with all federal, state and local laws and court orders applicable to its operation and administration of said program, whether or not referred to in this Agreement. G. Debarment. To protect the public interest and ensure the integrity of Federal programs, CITY may only conduct business with responsible persons and may not make any award or permit any award to any party which is debarred or suspended or is otherwise excluded from or ineligible for participation in Federal assistance programs under Executive Order 12549, "Debarment and Suspension". See also 24 CFR 570.609. SUBRECIPIENT must review and sign Exhibit D "Debarment", which is attached hereto and incorporated herein by this reference. SUBRECIPIENT shall be in good standing, without suspension by the California Secretary of State, Franchise Tax Board or Internal Revenue Service. Any change in the corporate status or suspension of SUBRECIPIENT shall be reported immediately to CITY. H. Confidentiality. Without prejudice to any other provisions of this Agreement, SUBRECIPIENT shall, where applicable, maintain the confidential nature of information provided to it concerning participants in accordance with the requirements of federal and state law. However, SUBRECIPIENT shall submit to CITY or its representatives, all records requested, including audit, examinations, monitoring and verifications of reports submitted by SUBRECIPIENT, costs incurred and services rendered hereunder. I. Independent Contractor. SUBRECIPIENT agrees that the performance of obligations hereunder is rendered in its capacity as an independent contractor and that it is in no way an agent of CITY. J. Violation of Terms and Conditions. SUBRECIPIENT agrees that if SUBRECIPIENT violates any of the terms and conditions of this Agreement or any prior Agreement whereby ARPA SURF Funds were received by SUBRECIPIENT, or if SUBRECIPIENT reports inaccurately, or if on audit there is a disallowance of certain expenditures, SUBRECIPIENT agrees to remedy the acts or omissions causing the disallowance and repay CITY all amounts spent in violation thereof If SUBRECIPIENT engaged in fraudulent activity to obtain and/or justify distribution or expenditure of the ARPA SURF Funds granted hereunder, SUBRECIPIENT shall be required to reimburse the CITY of all such funds that were obtained, distributed and/or spent under fraudulent circumstances. K. Fraud. SUBRECIPIENT shall immediately report all suspected or known instances and facts concerning possible fraud, abuse or criminal activity related to said program for the ARPA SURF Funds under this Agreement. City Council 7 26 — 12 5/3/2022 L. Prohibited Use. SUBRECIPIENT hereby certifies and agrees that it will not use ARPA SLFRF Funds provided through this Agreement to pay for entertainment, meals or gifts, or other prohibited uses. M. Lobbying. SUBRECIPIENT certifies that it will comply with federal law(31 U.S.C. 1352) and regulations found at 24 CFR Part 87, which provide that no appropriated funds may be expended by the recipient of a federal contract,grant,loan or cooperative agreement to pay any person for influencing or attempting to influence an officer or employee of any agency,Member of Congress, or an officer or employee of a Member of Congress in connection with awarding of any federal contract, the making of any federal grant or loan, entering into any cooperative agreement and the extension, renewal, amendment or modification of any federal contract, grant, loan or cooperative agreement. SUBRECIPIENT shall sign a certification to that effect in a form as set forth in Exhibit E, attached hereto and by this reference incorporated herein. SUBRECIPIENT shall submit said signed certification to CITY prior to performing any of its obligations under this Agreement and prior to any obligation arising on the part of CITY to pay any sums to SUBRECIPIENT under the terms and conditions of this Agreement. If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit a "Disclosure Form to Report Lobbying," in accordance with its instructions (Exhibit E). N. Financial Interest. SUBRECIPIENT agrees that except for the use of administrative fees to pay salaries and other related administrative or personnel costs, no persons who exercise or have exercised any function with respect to administering said program under the terms of this Agreement, or who are in a position to participate in a decision-making process or gain inside information with regard to the administration of said program, may obtain a financial interest or benefit from said program, either for themselves or those with whom they have family or business ties, during their tenure or for one year thereafter. This prohibition applies to any person who is an employee, agent, consultant, officer, or elected or appointed official of CITY, or of any designated public agency, or the SUBRECIPIENT. O. Labor Standards. The SUBRECIPIENT agrees to comply with the requirements of the Secretary of Labor in accordance with the Davis-Bacon Act as amended, the provisions of Contract Work Hours and Safety Standards Act (40 U.S.C. 327 et seq.) and all other applicable Federal, state and local laws and regulations pertaining to labor standards insofar as those acts apply to the performance of this Agreement. The SUBRECIPIENT agrees to comply with the Copeland Anti-Kick Back Act(18 U.S.C. 874 et seq.) and its implementing regulations of the U.S. Department of Labor at 29 CFR Part 5. The SUBRECIPIENT shall maintain documentation that demonstrates compliance with hour and wage requirements of this part. Such documentation shall be made available to the CITY for review upon request. City Council 8 26 — 13 5/3/2022 P. Equal Employment Opportunities. SUBRECIPIENT shall make every effort to ensure that all projects funded wholly or in part by ARPA SURF Funds shall provide equal employment opportunities for minorities and women. Q. Women and Minority-Owned Businesses (W/MBE). SUBRECIPIENT will use its best efforts to afford small businesses, minority business enterprises, and women's business enterprises the maximum practicable opportunity to participate in the performance of this Agreement in accordance with the requirements of 2 CFR 200.321 "Contracting with small and minority businesses, women's business enterprises, and labor surplus area firms". As used in this Agreement, the term "small business" means a business that meets the criteria set forth in section 3(a)of the Small Business Act, as amended (15 U.S.C. 632), and"minority and women's business enterprise" means a business at least fifty-one percent (51%) owned and controlled by minority group members or women. For the purpose of this definition, "minority group members" are African-Americans, Spanish-speaking, Spanish surnamed or Spanish-heritage Americans, Asian- Americans, and American Indians. SUBRECIPIENT may rely on written representations by businesses regarding their status as minority and female business enterprises in lieu of an independent investigation. R. Drug Free Workplace. SUBRECIPIENT agrees to provide a drug-free workplace and to execute a certification as set forth in Exhibit F attached hereto and incorporated herein by this reference. S. Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards. The following requirements and standards must be complied with: 2 CFR Part 200 et al. SUBRECIPIENT shall procure all materials, property, or services in accordance with the requirements of 2 CFR 200.318-326. III. CITY'S OBLIGATIONS A. Audit of Account. CITY shall include an audit of the account maintained by SUBRECIPIENT in CITY's audit of all ARPA SURF Funds in accordance with Title 24 of the Code of Federal Regulations and other applicable federal laws and regulations. B. Common Rule: Pursuant to 2 CFR 200.328(a), the CITY manages the day-to-day operations of each grant and subgrant supported activities. CITY staff has detailed knowledge of the grant program requirements and monitors grant and subgrant supported activities to assure compliance with federal requirements. Such monitoring covers each program, function and activity and performance goals are reviewed periodically. C. Project Expectations: CITY shall monitor the performance of SUBRECIPIENT against goals and performance standards required herein. The SUBRECIPIENT shall be responsible to accomplish the project expectations as set forth in Exhibit A, and report such results to the CITY. If the SUBRECIPIENT estimates such goals will not be met, the SUBRECIPIENT is to contact the CITY, at which time the CITY will determine if any adjustments to the grant award is appropriate. Substandard performance as determined by the CITY will constitute non- compliance with this Agreement. Should the CITY determine that the SUBRECIPIENT has not City Council 9 26 — 14 5/3/2022 performed its obligations as stated in this contract in a satisfactory manner, or if the CITY determines that insufficient supporting information has been submitted, the CITY shall notify the SUBRECIPIENT in writing of its determination specifying in full detail the objections that it has to the SUBRECIPIENT's performance. If action to correct such substandard performance is not taken by the SUBRECIPIENT after being notified by the CITY, within a reasonable period of time as stipulated in the written notification, contract suspension or termination procedures will be initiated. IV. GENERAL PROVISIONS A. Non-Discrimination. 1. SUBRECIPIENT agrees to comply with Executive Order 11246, which requires that during the performance of this Agreement, SUBRECIPIENT agrees not to discriminate against any employee or applicant for employment because of race, religion, sex, color or national origin. Such action shall include, but not be limited to the following: employment, upgrading, demotion, or transfer, rates of pay or other forms of compensation, and selection for training, including apprenticeship. SUBRECIPIENT agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the SUBRECIPIENT setting forth the provisions of this nondiscrimination clause. 2. SUBRECIPIENT agrees to comply with Title VI of the Civil Rights Act of 1964, which indicates that no person shall, on the ground of race, color or national origin,be excluded from participation in,be denied the benefits of,or be subj ect to discrimination under any program of activity receiving federal financial assistance. 3. No person shall, on the grounds of race, sex, creed, color, religion, marital status, national origin, age, sexual orientation, or physical or mental handicap be excluded from participation in, be refused the benefits of, or otherwise be subject to discrimination in any activities, programs or employment supported by this Agreement. SUBRECIPIENT is prohibited from discrimination on the basis of age or with respect to an otherwise qualified handicapped person as provided for under Section 109 of the Housing and Community Development Act of 1974, as amended. 4. SUBRECIPIENT agrees to comply with the Age Discrimination Act of 1975, which requires that during the performance of this Agreement, SUBRECIPIENT agrees not to discriminate against any employee or applicant for employment because of age. Such action shall include, but not be limited to the following: employment upgrading, demotion, or transfer, rates of pay or other forms of compensation, and selection for training, including apprenticeship. SUBRECIPIENT agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the SUBRECIPIENT setting forth the provisions of this age discrimination clause. 5. SUBRECIPIENT agrees to comply with Section 504 of the Rehabilitation Act of 1973,which requires that no otherwise qualified individual with a disability in the United States, shall, solely by reason of his or her disability, be excluded from the participation in, be denied the benefits of, or be subjected to discrimination under any program or activity receiving federal financial City Council 10 26 — 15 5/3/2022 assistance or under any program or activity conducted by any executive agency or by the United States Postal Service. B. Conflict of Interest. Pursuant to the conflict of interest requirements set forth in 24 CFR 570.611 and 2 CFR 200.112, SUBRECIPIENT certifies that no member, officer, employee, agent or assignee of CITY having direct or indirect control of any ARPA SLFRF Funds granted to the CITY,inclusive of the subject ARPA SLFRF Funds, shall serve as an officer of SUBRECIPIENT. Further, any conflict or potential conflict of interest of any officer of SUBRECIPIENT shall be fully disclosed in writing prior to the execution of this Agreement and said writing shall be attached and deemed fully incorporated as a part hereof. Notice shall be sent by SUBRECIPIENT to CITY regarding any changes or modifications to its board of directors and list of officers. C. Special Certification for Religious Entities. If SUBRECIPIENT is a religious entity, SUBRECIPIENT hereby agrees that in connection with the provision of the services SUBRECIPIENT shall provide with ARPA SLFRF Funds,in accordance with 24 CFR 570.2000): 1. SUBRECIPIENT shall not discriminate against any employee or applicant for employment on the basis of religion and shall not limit employment or give preference in employment to persons on the basis of religion. 2. SUBRECIPIENT shall not discriminate against any person applying for the services SUBRECIPIENT agrees to provide under the terms of this Agreement on the basis of religion and shall not limit such services or give preference to applicants for such services on the basis of religion. 3. SUBRECIPIENT shall NOT provide religious instruction or counseling, conduct any religious worship or services, or engage in any religious proselytizing, or exert any religious influence in the provision of the services in said program. The parties agree that this covenant is intended to and shall be construed for the limited purpose of assuring compliance with respect to the use of CITY funds by SUBRECIPIENT with applicable constitutional limitations respecting the establishment of religion as set forth in the establishment clause under the First Amendment of the United States Constitution and Article I, Section 4 of the California Constitution, and is not in any manner intended to restrict other activities of SUBRECIPIENT. 4. The portion of a facility used to provide public services assisted in whole or in part under this Agreement shall contain no sectarian or religious symbols. 5. Where the services to be provided under said program are rendered on property owned by the primarily religious entity SUBRECIPIENT,ARPA SLFRF Funds may also be used for minor repairs to such property, which are directly related to the cost of rendering the services under said program, where the cost constitutes in dollar terms only an incidental portion of the ARPA expenditure for rendering the services under said program. D. Prohibition of Nepotism. SUBRECIPIENT agrees not to hire or permit the hiring of any person to fill a position funded through this Agreement if a member of that person's immediate family is employed in an administrative capacity by SUBRECIPIENT. For the purposes of this City Council 11 26 — 16 5/3/2022 section, the term "immediate family" means spouse, child, mother, father, brother, sister, brother-in- law, sister-in-law, father-in-law, mother-in-law, son-in-law, daughter-in-law, aunt, uncle, niece, nephew, stepparent and stepchild. The term"administrative capacity"means having selection,hiring, supervisor or management responsibilities. E. Notices. Notices to the parties shall,unless otherwise requested in writing,be sent by U.S. Mail, postage prepaid, and addressed as follows: TO CITY: City of Santa Ana Lisa Rudloff Executive Director Parks,Recreation and Community Services Agency 20 Civic Center Plaza P.O. Box 1988 Santa Ana, California 92702-1988 TO SUBRECIPIENT: ALBI Hiba Shublak Executive Director 14 Surfside Ct Newport Beach, CA 92663-2118 F. Assignability. None of the duties of, or work to be performed by, SUBRECIPIENT under this Agreement shall be subcontracted or assigned to any agency, consultant, or person without the prior written consent of CITY. SUBRECIPIENT must submit all subcontracts and other agreements that relate to this Agreement to CITY. No subcontract or assignment shall terminate or alter the legal obligations of SUBRECIPIENT pursuant to this Agreement. G. Indemnification/Hold Harmless. SUBRECIPIENT shall indemnify, defend and save harmless CITY, its officers, employees, agents, representatives and volunteers from and against any and all damages to or for loss of use of property and for injuries to or death of any person or persons, including property and employees or agents of CITY, and shall defend, indemnify and save harmless CITY, its officers, employees, agents, representatives and volunteers from and against any and all claims, demands, suits, actions or proceedings of any kind or nature, including, but not by way of limitation, workers compensation claims and including attorney fees and reasonable expenses for litigation or settlement, resulting from or arising out of the negligent or wrongful acts, errors or omissions of SUBRECIPIENT, its officers, directors, employees, agents, subcontractors and suppliers arising out of SUBRECIPIENT's performance of this Agreement. H. Insurance. Contractor shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the Contractor, its agents, representatives, employees, or subcontractors. City Council 12 26 — 17 5/3/2022 a. MINIMUM SCOPE AND LIMIT OF INSURANCE Coverage shall beat least as broad as: 1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 O1 covering CGL on an "occurrence" basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this proj ect/location(ISO CG 25 03 or 25 04)or the general aggregate limit shall be twice the required occurrence limit. 2. Automobile Liability: Insurance Services Office Form Number CA 0001 covering, Code 1 (any auto),or if Contractor has no owned autos, Code 8 (hired) and 9 (non-owned), with limit no less than $1,000,000 (if program services includes transportation of youth, the limit shall be no less than $5,000,000) per accident for bodily injury and property damage. (Not required if an automobile is not required to fulfill services.) 3. Workers'Compensation: insurance as required by the State of California, with Statutory Limits, and Employer's Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. 4. Sexual Abuse or Molestation (SAM) Liability: If the CGL policy referenced above is not endorsed to include affirmative coverage for sexual abuse or molestation, Contractor shall obtain and maintain a policy covering Sexual Abuse and Molestation with a limit no less than $1,000,000 per occurrence or claim. 5. If the Contractor maintains broader coverage and/or higher limits than the minimums shown above, the City requires and shall be entitled to the broader coverage and/or the higher limits maintained by the Contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. b. Other Insurance Provisions — The insurance policies are to contain, or be endorsed to contain, the following provisions: 1. Additional Insured Status: The City, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Contractor including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Contractor's insurance (at least as broad as ISO Form CG 20 10 11 85 or if not available, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 forms if a later edition is used). 2. Primary Coverage: For any claims related to this contract, the Contractor's insurance coverage shall be primary coverage at least as broad as ISO CG 20 O1 04 13 as respects the City, its officers, officials, employees, and volunteers. City Council 13 26 — 18 5/3/2022 Any insurance or self-insurance maintained by the City, its officers, officials, employees, or volunteers shall be excess of the Contractor's insurance and shall not contribute with it. 3. Notice of Cancellation: Each insurance policy required above shall state that coverage shall not be canceled, except with notice to the City. 4. Waiver of Subrogation: Contractor hereby grants to City a waiver of any right to subrogation which any insurer of said Contractor may acquire against the City by virtue of the payment of any loss under such insurance. Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. 5. Self-Insured Retentions: Self-insured retentions must be declared to and approved by the City. The City may require the Contractor to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self- insured retention may be satisfied by either the named insured or City. 6. Acceptability of Insurers: Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M. Best's rating of no less than AXII, unless otherwise acceptable to the City. 7. Claims Made Policies: If any of the required policies provide coverage on a claims-made basis: 1. The Retroactive Date must be shown and must be before the date of the contract or the beginning of contract work. 2. Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work. 3. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive Date prior to the contract effective date, the Contractor must purchase "extended reporting" coverage for a minimum of five (5) years after completion of contract work. 8. Verification of Coverage: Contractor shall furnish the City with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage required by this clause)and a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements to City before work begins. However, failure to obtain the required documents prior to the work beginning shall not waive the Contractor's obligation to provide them. City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. City Council 14 26 — 19 5/3/2022 9. Special Risks or Circumstances: City reserves the right to modify these requirements,including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances. I. Termination. 1. This Agreement may be terminated on thirty (30) days' written notice by either party. In the event of such termination, SUBRECIPIENT shall only be entitled to reimbursement for approved expenses incurred to the effective date of termination. 2. This Agreement may be suspended or terminated by CITY upon five (5) days' written notice for violation by SUBRECIPIENT of Federal Laws governing the use of ARPA SURF Funds. In the event of such suspension or termination, SUBRECIPIENT shall only be entitled to reimbursement for approved expenses incurred up to the effective date of suspension or termination. 3. Pursuant to 2 CFR 200.340, in the event SUBRECIPIENT defaults by failing to fulfill all or any of its obligations hereunder, CITY may declare a default and termination of this Agreement by written notice to SUBRECIPIENT, which default and termination shall be effective on a date stated in the notice which is to be not less than ten (10) days after certified mailing or personal service of such notice, unless such default is cured before the effective date of termination stated in such notice. If terminated for cause, CITY shall be relieved of further liability or responsibility under this Agreement, or as a result of the termination thereof, including the payment of money, except for payment for approved expenses incurred for services satisfactorily and timely performed prior to the mailing or service of the notice of termination, and except for reimbursement of. (1) any payments made for services not subsequently performed in a timely and satisfactory manner; and, (2)costs incurred by CITY in obtaining substitute performance. 4. The grant of funds under this Agreement may be terminated for convenience by either the CITY or SUBRECIPIENT, in whole or in part, by setting forth the reasons for such termination, the effective date, and, in the case of portion termination, their portion to be terminated. However, if in the case of a partial termination, the CITY determines that the remaining portion of the award will not accomplish the purpose for which the award was made, the CITY may terminate the award in its entirety. 5. The grant of funds under this Agreement may be terminated due to the non- performance of SUBRECIPIENT and/or failure of SUBRECIPENT to perform the work described in Exhibit A. 6. The grant of funds under this Agreement may be terminated due to the failure of the CITY to receive sufficient or anticipated funding for the ARPA program for any term subject to this Agreement. 7. In the event this Agreement is terminated as set forth in subparagraphs I(1) through I(6),inclusive, SUBRECIPIENT agrees to immediately return to CITY upon CITY's demand and prior to any adjudication of SUBRECIPIENT's rights, any and all funds not used, and to comply with the Reversion of Assets requirements in this Agreement. City Council 15 26 — 20 5/3/2022 J. Limitation of Funds. The United States of America may in the future place programmatic or fiscal limitations on the use of ARPA SLFRF Funds, which limitations are not presently anticipated. Accordingly, CITY reserves the right to revise this Agreement in order to take account of actions affecting ARPA program funding. In the event of funding reduction, CITY may, in its sole and absolute discretion, reduce the budget of this Agreement, may limit the rate of SUBRECIPIENT's authority to utilize funds, or may restrict SUBRECIPIENT's use of uncommitted funds. Where CITY has been directed to implement a reduction in funding, with respect to funding for this Agreement, CITY's City Manager or delegate is authorized to act for CITY in implementing and effecting such a reduction and in revising, modifying, or amending the Agreement for such purposes. If such a reduction in funding occurs, SUBRECIPIENT shall be permitted to de-scope accordingly. Where CITY has reasonable grounds to question SUBRECIPIENT's fiscal accountability or compliance with this Agreement, CITY may suspend the operation of this Agreement for up to sixty (60) days upon five (5) days written notice to SUBRECIPIENT of its intention to so act,pending an audit or other resolution of such questions. In no event, however, shall any revisions made by CITY affect expenditures and legally binding commitments made by SUBRECIPIENT before it received notice of such revision, provided that such amounts have been committed in good faith and are otherwise allowable and that such commitments are consistent with ARPA SLFRF Funds withdrawal guidelines. K. Exclusivity and Amendment of Agreement. This Agreement supersedes any and all other agreements, either oral or in writing,between the parties hereto with respect to the use of CITY's ARPA SLFRF Funds by SUBRECIPIENT and contains all the covenants and agreements between the parties with respect to SUBRECIPIIENT's administration of said program. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein, and that no other agreement or amendment hereto shall be effective unless executed in writing and signed by both CITY and SUBRECIPIENT. L. Laws Governing this Agreement. This Agreement shall be governed by and construed in accordance with the laws of the State of California, and all applicable federal laws and regulations. M. Validity and Severability. The invalidity in whole or in part of any provision of this Agreement shall not void or affect the validity of any other provision of this Agreement. Whenever possible, each provision of this AGREEMENT shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this AGREEMENT is held to be prohibited by or invalid under applicable law, such provision shall be ineffective only to the extent of such prohibition or invalidity, without invalidating the remainder of such provisions of this AGREEMENT. N. Waiver. No delay or omission by either party hereto to exercise any right or power accruing upon any noncompliance or default by the other party with respect to any of the terms of this Agreement shall impair any such right or power or be construed to be a waiver thereof. A waiver by either of the parties hereto of any of the covenants, conditions, or agreements to be performed by the other shall not be construed to be a waiver of any succeeding breach thereof or of any other covenant, condition or agreement herein contained. City Council 16 26 — 21 5/3/2022 O. Federal Award Identification Information. SUBRECIPIENT's pertinent Federal Award Identification Information, including DUNS Number and Federal Award Identification Number (FAIN), as well as the applicable information for ARPA, are included in Exhibit C attached hereto and incorporated herein by this reference. P. Miscellaneous Provisions. 1. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify CITY fully, including reasonable costs and attorney's fees, for any injuries or damages to CITY in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. 2. All Exhibits and Attachments referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. 3. This Agreement must be signed below and may be signed in counterpart and delivered by fax, email as a PDF (Portable Document Format)file attachment, or by other means that displays the original or a copy of the signatures. Any subsequent amendments may be signed and delivered in the same manner. {Signatures on followingpage} City Council 17 26 — 22 5/3/2022 IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date and year first written above. ATTEST: CITY OF SANTA ANA DAISY GOMEZ KRISTINE RIDGE Clerk of the Council City Manager APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney y: BRANDON SALVATIERRA Deputy City Attorney RECOMMENDED FOR APPROVAL: SUBRECIPIENT: LISA RUDLOFF HIBA SHUBLAK Executive Director Executive Director Parks,Recreation and Community Services Agency DUNS #: 034046252 City Council 18 26 — 23 5/3/2022 EXHIBIT A SCOPE OF WORK City Council 19 26 — 24 5/3/2022 Exhibit A ALBI ARTS-BASED MINDFULNESS PROGRAM: REVISED SCOPE OF WORK SCOPE OF WORK: A and B.) DETAILS OF THE YOUTH PROGRAM AND TARGET POPULATION Our program implements primary prevention strategies on youth violence, using multi systematic approaches in early childhood support for teachers, families and children. Young children will participate in arts-based activities that combine social emotional learning (SEL), mindfulness and yoga, while teachers and families are equipped with the tools to sustain healthy behaviors for a lifetime. ALBI's arts-based mindfulness program is modeled after our Out-of-School Time (OST) 2017-2020 camps combined with standards and lessons from evidence-based best practices developed by: 1-The Collaborative for Academic, Social and Emotional Learning (CASEL), 2-The National Association for the Education of Young Children (NAEYC), and 3-The CA Arts Standards. These mixed-method strategies use progressive arts-based lessons coupled with foundational areas of SEL and character building to strengthen underlying development processes such as focus, resilience and self-care. The program prepares young children to use their creative talents to develop a sense of identity, independence, discipline and self-worth through a series of coordinated activities and experiences that help them to become socially, emotionally, physically, morally, and cognitively competent. Young children will develop and apply valuable tools for maneuvering through life's many challenges while teachers and families participate in meaningful proficiency workshops that support children's growth as well as their own mental and physical health. Teachers, families, and caregivers will learn ways to help reduce and manage stress and anxiety, improve wellness, strengthen relationships and connectivity, and build healthy habits using mindful strategies and coping tools to support self-care and enhance community well-being. Program Target Audience: Santa Ana at-risk youth ages 3years-10 years attending Monte Vista Elementary School Program Tasks: Every class encompasses the development of English-Language skills as well as provides opportunities for children to explore and innovate their ideas through creative expression. Students experience a wide variety of techniques and methods to produce meaningful artworks ready for showcase. We teach a full sequence of skills that allows students to perform at their best. Each day is wrapped with SEL and character building activities. Students participate in collaborative groups that identify and develop personal leadership skills, positive attitudes and behaviors, which lead to accomplishments and proud achievements towards a healthy life. Program activities and outcomes are defined based on four main areas to encourage positive youth development included in classroom time: 1. SKILL BUILDING/CREATING: Learning activities include skills assessment, goal planning, and group activities, with an emphasis on personal development, critical thinking, centered on violence prevention. Students will learn foundational skills to conceptualize, develop, and refine ideas that are methodically explored and analyzed through a multitude of arts-based activities combined with problem solving and personal development. Expert teaching artists will conduct classes on life skills, self and body awareness, self-identity, conflict resolution, and communication through body awareness, breath, and mindfulness. 2. RESPONDING/CONNECTING: Working activities involve different types of arts-based activities such as theatre and dance to build communication, problem-solving skills, team building, and empathy by connecting with peers and adults who demonstrate positive social behaviors. Additionally, students participate in emerging visual and literary arts with an emphasis on more solitary activities that can allow for self-reflection and mood control. Activities will also help students discover an appreciation and inspiration for optimal growth as well as motivation to achieve personal goals. 3. PERFORMING/PRESENTING: Meaningful activities allow students to use their creative talents to develop a sense of identity, independence, discipline, and self-worth. After weeks of preparation, students proudly showcase their art projects, social-emotional journals and final video performances. In their final presentation, students will demonstrate mastery of arts-based and mindfulness skills to highlight leadership skills, self-confidence, socialization and self-efficacy. 4. RECOGNITION: Students will participate in SEL activities to gain an understanding of humane values, empathy, and a sense of social justice. Activities are focused on social and behavioral skills in youth violence prevention; such as anti-bullying, accepting differences in others, recognizing and learning to deal with their emotions. Students will be recognized for their accomplishments during regular performance evaluations and feedback provided by the teachers, their culminating presentation, and individualized coping skills toolbox. Program Deliverables: During the program, students spend 50-minute sessions working on various skills in performing arts to prepare for a final showcase: pre-post assessments, a performance video on crime prevention, art journals and a coping mechanisms box. 1. Pre-Post Assessments: We use a rubric to measure mastery(pretest) and (posttest) of skills, as our assessment method per session. 2. Perf ion through meaGa4�T9Q tWibs that will be recognized and rewarded ctik�fnating events. Our curricW .Us in a 20 Exhibit A weekly series that begins with foundational skills and technique; then is meticulously explored and analyzed through a multitude of activities and projects that end with a culminating performance, documented by video. 3. Art Journals: Students explore intrapersonal communication, use personal choices, and practice empathy through daily lessons and social emotional skills based on 3 concepts (I Am, I Belong, I Can). Using CASEL (The Collaborative for Academic, Social, and Emotional Learning) guidelines, students create their very own journal of self-expressions, thoughts and feelings that encase all elements of social and emotional learning. 4. Coping Skills Mechanisms Box: Throughout the session children decorate an empty box with pictures, quotes, drawings, and other designs and items that serve as a reflection of what makes them happy. Students will build an actual physical container that houses items they create to help calm down and express their emotions in healthy ways. Program Target Audience: Teachers, families, and caregivgr5i of children ages 3years-10 years of at risk Santa Ana youth attending Monte Vista Elementary. Program Tasks: ALBI programs are designed to offer a broad range of teaching strategies that are culturally responsive and engage students as active participants in their learning during class time with their teachers. We believe in working with teachers and parents to maximize sustained and intentional arts education and mindfulness strategies that engage the whole learner. In general populations and trauma-exposed adults, mindfulness interventions have demonstrated reduced depression and anxiety, reduced trauma-related symptoms, enhanced coping and mood, and improved quality of life. Studies in children and youth also demonstrate that mindfulness interventions improve mental, behavioral, and physical outcomes. Our program will deliver professional development support, facilitate school environmental changes, offer parent education and work collaboratively within the surrounding community to influence leadership roles at the school site for positive and sustainable outcomes. Classroom Teacher Professional Development and Support: ALBI programs believe in empowering school staff and teachers for sustainability in arts integrated and mindfulness education strategies. To support teachers in development and leadership, we will provide revitalizing teaching methods through the arts that include professional development and ongoing staff support. Our expert teaching artists will work closely with classroom teachers throughout the school year so that they are confident in the skills and knowledge needed to lead arts and mindfulness integrated activities into their classes. To foster change efforts at the school, we will support teachers through professional training, collaborative meetings, and classroom partnerships. In addition, teachers will receive professional development training in lessons with insightful art-based mindfulness integration and teacher partnerships to help increase and sustain the incorporation in the classrooms. By developing the personal skills instrumental in promoting behavioral change and educational success, sustained involvement in the arts and mindfulness education process makes it concrete. We will support teachers in learning how to practice self-care and mindfulness by introducing tools, materials, and techniques that are tangible and relevant to students and their educators. Teachers will receive 9 in-depth professional development workshops in mindfulness and self-care per school year, along with 36 hours of hands-on learning lessons with students. Parent/Families and Caregivers Education: Family involvement is also vital as it creates a positive collaboration and a mutual respect between the parent and school. The more parents feel involved, valued, and regarded as a partner, the more they will support the school and encourage their child. Parent workshops will also be provided to extend arts- based mindfulness strategies that engage students in a variety of learning styles, refine critical thinking skills and strengthen the family bond. Parents will have the opportunity to attend a total of 12 one-hour innovative workshops in mental health, physical health, emotional wellbeing for sustained wellness. In collaboration with community partners, parents will also receive positive and healthy resources. This directly benefits the family unit with healthy messages, at home, in the school environment and extends into the community. By exposing students and parents to positive influences and resources in the local community, the school serves as a helpful resource to educate the whole child. Program Deliverables: The core concepts of our support strategies to inspire shared leadership roles for school staff, teachers, students and parents is through continuous collaborative efforts that engage participants as advocates and leaders in the schools and community. By implementing multiple strategies to transform whole school performance and maximize sustainable arts-based integration with mindfulness education. ALBI will administer pre-post assessments, while teachers and families build a tool box of resources specific to their individual needs. This kit will contain a repertoire of resources filled with mindful practices, self-care techniques, healthy community resources, classroom activities and parenting techniques that reduce stress and increase resilience. DURATION OF THE PROGRAM ALBI arts-based mindfulness program will be conducted in three 12-week School Sessions, and one 4-week Summer Session. There will be intermittent breaks in classes in-between each session for evaluation and planning. Adjustments may be made depending on the SAUSD school calendar to take into consideration holidays and non-teaching days. The last week of ered once a week for Qtyh&QW06ch. Some classes are offered more rt-6&e to provide a broader a ROeWoptions for 21 Exhibit A students. The schedules will be developed prior to the start of each session based on the needs identified in the session prior. These sessions will include classes during the school day Monday through Friday between 8:00 am to 3:00 pm and will operate as follows: Table A Target Audience Number of Classroom Hours Deliverables Per Session Students 36 weeks (Three 12-week programs) 1. Pre/Post Assessments Tk-5th grade 30 hours/session (90 hrs. total) 2. Art Journals 3years-10 years PLUS 3. Coping Mechanisms Box One 4-week Summer Session (20 hrs.total) 4. Performance Video 3 In-depth PD workshops/session (9 total) 1. Pre/Post Assessments PLUS 2. Tool Box-Resources Teachers 36 weeks (Three 12-week programs) Tk-5th Grade 30 hours/session (90 hrs. total) PLUS One 4-week Summer Session (20 hrs.total) Families/Caregivers 4 Workshops/session (12 total) 1. Pre/Post Assessments EC/Elementary 2. Tool Box-Resources ■ Fall: September- November, 2022 ■ Winter: January-February 2023 Session Calendar 0 Spring: March- May 2023 ■ Summer: June 2023 City Council 22 26 — 27 5/3/2022 EXHIBIT B FEE PAYMENT SCHEDULE City Council 23 26 — 28 5/3/2022 Exhibit B FISCAL YEAR 2022-2023 PROPOSED PROGRAM BUDGET Organization Name ALBI Program Name ALBI-Arts Based Mindfulness Program Term: July 1, 2022 to June 30, 2023 EXPENDITURES Enter budget categories and projected expenditures: Expenditures Funded By Expenditures Total Santa Ana Funded By Program Organization Category REVIVE Funds Other Sources Budget Budget Administrative Staff Salaries $18,857 $18,857 $ 18,857 Program Staff Salaries $29,012 $29,012 $ 29,012 Contractual Services $0 $0 Other- $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 TOTAL 1 $47,869 $0 $47,869 $47,869 PROGRAM RESOURCES LIST ALL OTHER PROGRAM RESOURCES FOR 2022-2023 Funding Source Total must equal Program Budget Total listed above. FUNDING SOURCE AMOUNT Santa Ana REVIVE $ 47,869 TOTAL $ 47,869 City Council 24 26 — 29 5/3/2022 Exhibit B 2022-2023 REVIVE BUDGET LINE ITEMS ADMINISTRATIVE STAFF Position Title Annual Salary& Benefits REVIVE Funds Description Executive Director 60,000 $4,351 Management of Program Program Coordinator 28,000.00 $14,506 Coordinate Program PROGRAM STAFF Position Title Annual Salary& Benefits REVIVE Funds Description Teaching Artist $14,506 SEL, Gang Prevention Teaching Artist $14,506 SEL, Gang Prevention CONTRACTUAL/PROFESSIONAL SERVICES Type of Service Contract Amount REVIVE Funds Description OTHER LINE ITEMS Line Item Program Amount REVIVE Funds Description Attachment 1(b) City Council 25 26 — 30 5/3/2022 EXHIBIT C FEDERAL AWARD IDENTIFICATION INFORMATION The General Program Requirements were designed to provide the framework where the CONTRACTOR will provide ARPA programs identified in this attachment. L GOVERNANCE The CONTRACTOR agrees to comply, remain informed, and deliver services consistent with the provisions of ARPA. Where local policy has not been set, the CONTRACTOR agrees to adhere to state and/or federal policy, as appropriate. IL GOVERNANCE REFERENCES A. Additional state and federal agencies that provide funding to the CITY may be incorporated herein. B. Information Bulletins, Directives, and any other federal and state guidance documents pertaining to the ARPA SURF Funds. C. Actions, directives, and policy and procedures issued by the CITY. D. CITY policies, as applicable. III. CONTRACTOR/SUBRECIPIENT DETERMINATION: In accordance with the requirements of 2 CFR 200.330 (Subrecipient and Contractor determination) and for the purpose of this CONTRACT, SUBRECIPIENT is determined to be a CONTRACTOR. City Council 26 26 — 31 5/3/2022 IV. FEDERAL AWARD IDENTIFICATION FAIN INFORMATION A. CONTRACTOR Name: ALBI(ACTIVE LEARNING BELIEVE& INSPIRE) B. CONTRACTOR'S Unique 034046252 Identifier(D-U-N-S): Federal Award C. Identification Number SLFRP1059 (FAIN): D. Federal Award Date: 5/19/2021 E. Subaward Period of 7/l/2022-6/30/2023 Performance: Total Amount of Federal F. Funds Obligated by the $47,869 Action: Total Amount of Federal G. Funds Obligated to the $47,869 CONTRACTOR: H. Total Amount of the $64,180,406.50 Federal Award: Federal Award Project American Rescue Plan Act(ARPA) I' Description: J. Federal Awarding Agency: U.S. Department of the Treasury K. Name of PTE: City of Santa Ana L. Contact Information for the Kristine Ridge, City Manager Awarding Official: Phone Number: (714) 647-5200 E-mail Address: kridgegsanta-ana.org M. CFDA Number: 21.027 CFDA Name: Coronavirus State and Local Fiscal Recovery Funds N. Whether Award is R&D: No O. Indirect Cost Rate for the de minimus or federally negotiated rate Federal Award: City Council 27 26 — 32 5/3/2022 EXHIBIT D DEBARMENT Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion Lower Tier Covered Transactions This certification is required by the regulations implementing Executive Order 12549,Debarment and Suspension, 29 CFR Part 98, Section 98.510, Participants' responsibilities. The regulations were published as Part VII of the May 26,1988 Federal Register(pages 19160-19211). (BEFORE COMPLETING CERTIFICATION,READ INSTRUCTIONS FOR CERTIFICATION- Attached) (1) The prospective recipient of federal assistance funds certifies, by submission of this proposal, that neither it nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in this transaction by any federal department or agency. (2) Where the prospective recipient of federal assistance funds is unable to certify to any of the statements in this certification, such prospective participant shall attach an explanation to this proposal. Name and Title of Authorized Representative Signature Date City Council 28 26 — 33 5/3/2022 INSTRUCTIONS FOR CERTIFICATION 1. By signing and submitting this proposal, the prospective recipient of federal assistance funds is providing the certification as set out below. 2. The certification in this clause is a material representation of fact upon which reliance was placed when this transaction was entered into. If it is later determined that the prospective recipient of federal assistance funds knowingly rendered an erroneous certification, in addition to other remedies available to the Federal Government, the Department of Labor (DOL)may pursue available remedies, including suspension and/or debarment. 3. The prospective recipient of federal assistance funds shall provide immediate written notice to the person to which this proposal is submitted if at any time the prospective recipient of federal assistance funds learns that its certification was erroneous when submitted or has become erroneous by reason of changed circumstances. 4. The terms "covered transaction," "debarred," "suspended," "ineligible," "lower tier covered transaction," "participant," "person," "primary covered transaction," "principal," "proposal," and'voluntarily excluded," as used in this clause,have the meanings set out in the Definitions and Coverage sections of rules implementing Executive Order 12549. You may contact the person to which this proposal is submitted for assistance in obtaining a copy of those regulations. 5. The prospective recipient of federal assistance funds agrees by submitting this proposal that, should the proposed covered transaction be entered into,it shall not knowingly enter into any lower tier covered transaction with a person who is debarred, suspended, declared ineligible, or voluntarily excluded from participation in this covered transaction, unless authorized by the DOL. 6. The prospective recipient of federal assistance funds further agrees by submitting this proposal that it will include the clause titled"Certification Regarding Debarment, Suspension, Ineligibility and voluntary exclusion - Lower Tier Covered Transactions," without modification, in all lower tier covered transactions and in all solicitations for lower tier covered transactions. 7. A participant in a covered transaction may rely upon a certification of a prospective participant in a lower tier covered transaction that it is not debarred, suspended,ineligible, or voluntarily excluded from the covered transaction, unless it knows that the certification is erroneous. A participant may decide the method and frequency by which it determines the eligibility of its principals. Each participant may, but is not required to check the List of Parties Excluded from Procurement or Non-Procurement Programs. 8. Nothing contained in the foregoing shall be construed to require establishment of a system of records in order to render in good faith the certification required by this clause. The knowledge and information of a participant is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings. City Council 29 26 — 34 5/3/2022 9. Except for transactions authorized under paragraph 5 of these instructions, if a participant in a covered transaction knowingly enters into a lower tier covered transaction with a person who is suspended, debarred, ineligible, or voluntarily excluded from participation in this transaction,in addition to other remedies available to the Federal Government,the DOL may pursue available remedies, including suspension and/or debarment. City Council 30 26 — 35 5/3/2022 EXHIBIT E LOBBYING Certification Regarding Lobbying Certification for Contracts, Grants, Loans, and Cooperative Agreements The undersigned certifies, to the best of his or her knowledge and belief, that: (1) No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contact, grant, loan or cooperative agreement. (2) If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions. (3) The undersigned shall require that the language of this certification be included in the award documents for all subawards at all tiers (including subcontract, subgrants, and contracts under grants, loans, and cooperative agreements) and that all subrecipients shall certify and disclose accordingly. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352, Title 31, U. S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. Grantee/Contactor Organization Program Title Name of Certifying Officer Signature Date City Council 31 26 — 36 5/3/2022 SUBRECIPIENT warrants the following: 1. SUBRECIPIENT will comply with Public Law 88-352, Title VI of the Civil Rights Act of 1964 (42 U. S. C. section 2000 et seq.) and implementing regulation in 24 CFR Part 1. 2. No person in the United States shall on the ground of race, color, religion, national origin, or sex, be excluded from participation in, or be denied the benefits of, or be subjected to discrimination under any program or activity funded in whole or in part with community development funds made available pursuant to the ACT. 3. All laborers and mechanics, employed by contractors or subcontractors in the performance of construction work financed in whole or in part with community development funds shall be paid wages at rates not less than those prevailing on similar construction in the locality as determined in accordance with the Davis-Bacon Act, as amended, 40 U. S. C. Sections 276 a 1-5, except for individuals who perform services for which they volunteered; do not receive compensation for such services; or are paid expenses, reasonable benefits, or a nominal fee for such services; and are not otherwise employed at any time in construction work. 4. SUBRECIPIENT will comply with all Federal statutes applicable to projects funded with community development funds, except that (a) SUBRECIPIENT does not assume CITY'S environmental responsibilities described at 24 CFR 570.604; and (b) SUBRECIPIENT does not assume CITY'S responsibility for initiating the review process under Executive Order 12372. City Council 32 26 — 37 5/3/2022 EXHIBIT F DRUG-FREE WORKPLACE Certification Re2ardin2 Drug-Free Workplace Requirements The certification set out below is a material representation upon which reliance is placed by the U.S. Department of Housing and Urban Development in awarding the grant. If it is later determined that the contractor knowingly rendered a false certification, or otherwise violates the requirements of the Drug-Free Workplace Act, the U.S. Department of Housing and Urban Development, in addition to any other remedies available to the Federal Government, may take action authorized under the Drug-Free Workplace Act. CERTIFICATION A. The contractor certifies that it will provide a drug-free workplace by: (a) Publishing a statement notifying employees that the unlawful manufacture, distribution, dispensing,possession or use of a controlled substance is prohibited in the contractor's workplace and specifying the actions that will be taken against employees for violation of such prohibition; (b) Establishing a drug-free awareness program to inform employees about— (1) The dangers of drug abuse in the workplace; (2) The contractor's policy of maintaining a drug-free workplace; (3) Any available drug counseling, rehabilitation, and employee assistance program; and (4) The penalties that may be imposed upon employees for drug abuse violations occurring in the workplace; (c) Making it a requirement that each employee who will be engaged in the performance of the grant be given a copy of the statement required by paragraph (a); (d) Notifying the employee in the statement required by paragraph -(a) that, as a condition of employment under the contract, the employee will - (1) Abide by the terms of the statement; and (2) Notify the employer of any criminal drug statute conviction for a violation occurring in the workplace no later than five days after such conviction. (e) Notifying the U.S. Department of Housing and Urban Development within ten days after receiving notice under subparagraph (d)(2) from an employee or otherwise receiving actual notice of such conviction; City Council 33 26 — 38 5/3/2022 (f) Taking one of the following actions, within 30 days of receiving notice under subparagraph (d)(2), with respect to any employee who is so convicted - ( 1) Taking appropriate personnel action against such an employee, up to and including termination; or (2) Requiring such employee to participate satisfactorily in a drug abuse assistance or rehabilitation program approved for such purposes by a Federal, State, or local health, law enforcement, or other appropriate agency; (g) Making a good faith effort to continue to maintain a drug-free workplace through implementation of paragraphs (a), (b), (c), (d), (e) and (f). B. The contractor shall insert in the space provided on the attached "Place of Performance" form the site(s) for the performance of work to be carried out with the grant funds (including street address, city, county, state, and zip code) .the contractor further certifies that, if it is subsequently determined that additional sites will be used for the performance of work under the contract, it shall notify the U.S. Department of Housing and Urban Development immediately upon the decision to use such additional sites by submitting a revised "Place of Performance" form. Organization Authorized Signature Date City Council 34 26 — 39 5/3/2022 PLACE OF PERFORMANCE FOR CERTIFICATION REGARDING DRUG-FREE WORKPLACE REQUIREMENTS Name: Date: The Contractor shall insert in the space provided below the site(s) expected to be used for the performance of work under the contract covered by the certification: Place of Performance (include street address, city, county, state, zip code for each site): City Council 35 26 — 40 5/3/2022 AGREEMENT BETWEEN THE CITY OF SANTA ANA AND AMERICA ON TRACK FOR USE OF AMERICAN RESCUE PLAN ACT (ARPA)FUNDS This Agreement is hereby made and entered into this 3rd day of May, 2022, by and between the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("CITY"), and America On Track, a California domestic nonprofit corporation ("SUBRECIPIENT" or"CONTRACTOR"). RECITALS: A. The American Rescue Plan Act ("ARPA") was signed into law in March 2021. ARPA provides funding for a number of different programs, including the Coronavirus State and Local Fiscal Recovery Fund ("SLFRF"), to provide monetary support to local governments to respond to, mitigate, and recover from the COV1[D-19 public health emergency. B. On July 20, 2021, the Santa Ana City Council authorized the City Manager to utilize ARPA SLFRF funding from the United States Department of Treasury for the Revive Santa Ana Spending Plan, which includes five spending categories: recovery from the pandemic, direct assistance programs, public health and safety, critical infrastructure, and city fiscal health. C. SUBRECIPIENT has been selected by the CITY to receive ARPA SLFRF Funds in order to provide youth programs, including: early childhood support; head start; day care; after school tutoring; athletic; and, youth violence prevention, in accordance with the Scope of Work attached hereto as Exhibit A and incorporated herein by reference ("said program"). SUBRECIPIENT represents that it is qualified and willing to operate said program and certifies that the administration of said program carried out with funds provided under this Agreement will meet ARPA's objectives to respond to, mitigate, and recover from this historic COVID-19 public health crisis. D. SUBRECIPIENT agrees that it will adhere to the tasks and services as indicated in Exhibit A for said program. Failure to follow the requirements and meet the stated expectations may constitute breach of contract that could result in termination of this Agreement or serve as reason for the CITY to recapture the grant funds awarded to SUBRECIPIENT pursuant to this Agreement. WHEREFORE, it is agreed by and between the parties that the foregoing Recitals are a substantive part of this Agreement and the following terms and conditions are approved and together with all exhibits and attachments hereto, shall constitute the entire Agreement between the CITY and SUBRECIPIENT: L ARPA PROGRAM PROVISIONS A. Scope of Work. SUBRECIPIENT shall be responsible for the specific tasks and services of said program, and agrees to administer said program in compliance with the tasks and services as described in the Scope of Work attached hereto as Exhibit A. SUBRECIPIENT's failure City Council 1 26 — 41 5/3/2022 to perform as required may, in addition to other remedies set forth in this Agreement, result in readjustment of the amount of funds for said program or termination of this Agreement. B. Term of Agreement. The term of said Agreement shall commence on July 1 st,2022, and continue through June 30, 2023 ("Term"), unless terminated earlier pursuant to the terms of this Agreement. This Agreement shall also cover any and all services provided by the SUBRECIPIENT to the CITY since the date the ARPA SURF Funds were awarded to the CITY. Additionally, the Term of this Agreement may be extended by a writing executed by the City Manager, or designee, and the City Attorney. C. Amount of Grant Funding. The total amount of funds provided for said program shall not exceed One Hundred Twenty-Five Thousand Dollars and Zero Cents($125,000)("ARPA SURF Funds") during the Term of the Agreement. SUBRECIPIENT agrees to use said ARPA SURF Funds to administer said program as outlined in Exhibit A. D. Disbursement of Funds. Said ARPA SURF Funds shall be disbursed by CITY to SUBRECIPIENT pursuant to the terms found in the Fee Payment Schedule attached hereto as Exhibit B, with payments subject to the submittal of invoices and other reporting requirements, as hereinafter more fully set forth. SUBRECIPIENT shall be obligated to perform such duties as would normally extend beyond the term, including, but not limited to, obligations with respect to indemnification, audits,reporting, data retention/reporting, and accounting. Failure to provide any of the required documentation and reporting will cause CITY to withhold all or a portion of a request for ARPA SURF Funds, or return the entire request to SUBRECIPIENT, until such documentation and reporting has been received and approved by CITY. (1) Reduction in ARPA SLFRF Funding. The CITY reserves the right to reduce the amount of ARPA SURF Funds to SUBRECIPIENT, or to completely terminate this Agreement, in the CITY's sole discretion, if there is a reduction in ARPA SURF Funds provided to the CITY. (2) Reduced Distribution of Funds. The CITY reserves the right to reduce the grant application if the CITY's fiscal monitoring indicates that SUBRECIPIENT's rate of expenditure will result in unspent funds at the end of the program term. Amendments in the grant allocation will be made after consultation with SUBRECIPIENT. (3) Reversion of Assets. SUBRECIPIENT agrees that any and all funds received under this Agreement shall be utilized during the Term of this Agreement, and that any and all funds remaining as of the end of the Term, which have not been utilized, shall be returned by SUBRECIPIENT to the CITY within thirty (30) days of the expiration or earlier termination of the Agreement. No expense of SUBRECIPIENT will be reimbursed by CITY if incurred after the end of the Term of the Agreement. City Council 2 26 — 42 5/3/2022 E. Grant Program Requirements. (1) SUBRECIPIENT acknowledges that the source of funding for said program is the federal ARPA, and that payments from the ARPA SURF Funds are only to be used to make necessary expenditures incurred due to the public health emergency with respect to COVID-19. (2) SUBRECIPIENT acknowledges that ARPA provisions allow the use of ARPA SURF Funds to respond to,mitigate, and recover from the COVID-19 public health emergency, and will not use these funds for any other uses. (3) SUBRECIPIENT shall follow the process and determination of eligibility for participants in said program as outlined in Exhibit A. F. Performance Monitoring. (1) SUBRECIPIENT shall submit program performance information as often as requested by CITY, but no less than the submission of monthly reports and a final report to CITY with the information requested by and in the format acceptable to CITY. Each monthly report is due within thirty (30) days of completion of work for each month. The final report is due within thirty (30) days after the termination or expiration of this Agreement. (2) CITY will evaluate SUBRECIPIENT's management and operation of said program with respect to the project expectations as described in Exhibit A. (3) CITY will review the audit of the SUBRECIPIENT to ensure that grant funds are used for authorized purposes in compliance with laws, regulations, and the provisions of contracts or grant agreements under this Agreement, including attachments and exhibits. (4) If action to correct any substandard performance is not taken by the SUBRECIPIENT within a reasonable period after being notified by CITY, suspension or termination procedures may be initiated by CITY. (5) All performance shall be subject to review by the CITY or other regulatory agencies at all times. SUBRECIPIENT shall provide adequate cooperation to any inspector or other CITY representative to permit the same to determine SUBRECIPIENT's conformity with the terms of this Agreement. If any services performed by SUBRECIPIENT are not in conformance with the terms of this Agreement, the CITY shall have the right to require SUBRECIPIENT to perform the services in conformance with the terms of the Agreement at no additional cost. The CITY may also terminate this Agreement for default and charge SUBRECIPIENT for any costs incurred by the CITY because of SUBRECIPIENT's failure to perform. (6) SUBRECIPIENT shall establish adequate procedures for self-monitoring and quality control and assurance to ensure proper performance under this Agreement; and shall permit a CITY representative or other regulatory official to monitor, assess, or evaluate SUBRECIPIENT's performance under this Agreement at any time, upon reasonable notice to SUBRECIPIENT. City Council 3 26 — 43 5/3/2022 G. Audit. (1) SUBRECIPIENT shall maintain complete and accurate records and supporting documentation to facilitate financial and/or program audits by CITY. This requirement shall apply to any records and documentation CITY shall reasonably require or as required to be maintained pursuant to the ARPA regulations. (2) The books and accounts, files, and other records of SUBRECIPIENT, which are applicable to this Agreement, shall be available for inspection, review, and audit during normal business hours by CITY to determine the proper application and use of all ARPA SURF Funds provided to or for the account or benefit of SUBRECIPIENT. (3) SUBRECIPIENT assumes responsibility for reimbursement to CITY a sum of money equivalent to the amount of any expenditures disallowed should the CITY, or an authorized agency, rule through audit, exception, or some other appropriate means,that expenditures from funds allocated to SUBRECIPIENT for direct and/or administrative costs were not made in compliance with the applicable cost principles, regulations, or the provisions of this Agreement. (4) SUBRECIPIENT agrees to comply with the requirements of OMB Uniform Guidance 2 CFR Part 200. SUBRECIPIENT further agrees to provide CITY with a copy of completed independent auditors' report within thirty (30) days of CITY's request for such report. If the report contains instances of non-compliance with federal laws and regulations that bear directly on the performance or administration of this Agreement, SUBRECIPIENT shall provide CITY copies of responses to auditors' reports, a plan for corrective action, and auditors' response that the noncompliance has been resolved. All reports prepared in accord with the requirements of OMB Uniform Guidance 2 CFR Part 200 shall be available for inspection by representatives of CITY or the federal government during normal business hours. (5) All accounting records, reports, and evidence pertaining to all costs, expenses and the ARPA SURF Funds of SUBRECIPIENT and all documents related to this Agreement shall be maintained and kept available at SUBRECIPIENT'S office or place of business for the duration of the Agreement and thereafter for five (5) years from the date of final payment under this Agreement. Records which relate to: (a) complaints, claims, administrative proceedings or litigation arising out of the performance of this Agreement; or, (b) costs and expenses of this Agreement to which CITY or any other governmental agency takes exception, shall be retained beyond the five(5)years until complete resolution or disposition of such appeals,litigation claims, or exceptions. In the event SUBRECIPIENT does not make the above-referenced documents available within the City of Santa Ana, California, SUBRECIPIENT agrees to pay all necessary and reasonable expenses incurred by CITY in conducting any audit at the location where said records and books of account are maintained. H. Ownership/Use of Materials. SUBRECIPIENT agrees that all materials, reports or products in any form, including electronic, created by SUBRECIPIENT for which SUBRECIPIENT has been compensated pursuant to this Agreement shall be the sole property of the CITY. The material, reports, or products may be used by the CITY for any purpose that the CITY deems to be appropriate, including, but not limit to, duplication and/or distribution within City Council 4 26 — 44 5/3/2022 the CITY or to third parties. SUBRECIPIENT agrees not to release or circulate in whole or part such materials, reports, or products without prior written authorization of the CITY. I. Close-Out. SUBRECIPIENT agrees to comply with the closeout procedures detailed in 2 CFR §200.343, including the following: (1) SUBRECIPIENT must submit, no later than ninety (90) calendar days after the end date of the period of performance, all financial, performance, and other reports as required by the terms and conditions of this Agreement; (2) SUBRECIPIENT must promptly refund any balances of unobligated cash that the CITY paid in advance or paid and that is not authorized to be retained by SUBRECIPIENT for use in other projects (See OMB Circular A-129 and 2 CFR §200.345); and, (3) CITY should complete all closeout actions for the Federal award no later than one year after receipt and acceptance of all required final reports. IL SUBRECIPIENT'S OBLIGATIONS A. Representations and Warranties. (1) Authority. SUBRECIPIENT is a duly organized and existing domestic nonprofit corporation in good standing and authorized to do business under the laws of the State of California. SUBRECIPIENT has full right, power and lawful authority to accept the funding hereunder and to undertake all obligations as provided herein and the execution, performance and delivery of this Agreement by SUBRECIPIENT has been fully authorized by all requisite actions on the part of SUBRECIPIENT. (2) Experience. SUBRECIPIENT is qualified to provide the administrator services for said program detailed herein. (3) Familiarity With Services Required. By executing this Agreement, SUBRECIPIENT warrants that: (i)it has thoroughly investigated and considered the administrator services to be performed and provided for said program as detailed in Exhibit A; (ii) it has carefully considered how the services should be performed; and, (iii) it fully understands the facilities, difficulties and restrictions attending performance of the services under this Agreement. (4) No Conflict. To the best of SUBRECIPIENT'S knowledge, SUBRECIPIENT'S execution, delivery and performance of its obligations under this Agreement will not constitute a default or a breach under any contract, agreement or order to which SUBRECIPIENT is a party or by which it is bound. (5) No Bankruptcy. SUBRECIPIENT is not the subject of any current or threatened bankruptcy proceeding. City Council 5 26 — 45 5/3/2022 (6) No Pending Legal Proceedings. SUBRECIPIENT is not the subject of a current or threatened litigation that would or may materially affect SUBRECIPIENT'S performance under this Agreement. (7) Proposal Veracity. All provisions of and information provided in SUBRECIPIENT's proposal submitted to CITY, including any exhibits, are true and correct in all material respects. (8) No Pending Investigation. SUBRECIPIENT has no knowledge that it is the subject of any current or threatened criminal or civil action investigation by any public agency, including without limitation a police agency or prosecuting authority, which would relate to or affect performance of the Agreement or provision of services hereunder. B. Licensing. SUBRECIPIENT agrees to obtain and maintain all required 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 SUBRECIPIENT's operations hereunder. Such licensing requirements include obtaining a City business license, as applicable. C. Zoning. SUBRECIPIENT agrees that any facility/property used in furtherance of said program shall be specifically zoned and permitted for such use(s) and activities. Should SUBRECIPIENT fail to have the required land entitlement and/or permits, thus violating any local, state or federal rules and regulations relating thereto, SUBRECIPIENT shall immediately make good- faith efforts to gain compliance with local, state or federal rules and regulations following written notification of said violation(s)from the CITY or other authorized citing agency. SUBRECIPIENT shall notify CITY immediately of any pending violations. Failure to notify CITY of pending violations, or to remedy such known violation(s) shall result in termination of grant funding hereunder. SUBRECIPIENT must make all corrections required to bring the facility/property into compliance with the law within sixty (60) days of notification of the violation(s); failure to gain compliance within such time shall result in termination of grant funding hereunder. D. Separation of Accounts. All funds received by SUBRECIPIENT from CITY pursuant to this Agreement shall be maintained in an account in a federally insured banking or savings and loan institution with record keeping of such accounts maintained pursuant to applicable 2 CFR 200.302 requirements. SUBRECIPIENT is not required to maintain separate depository accounts for ARPA SLFRF Funds; provided however, the SUBRECIPIENT must be able to account for receipt, obligation, distribution and expenditure of ARPA SLFRF Funds pursuant to applicable 2 CFR 200.302 requirements. E. Audit Report Requirements. SUBRECIPIENT agrees that if SUBRECIPIENT expends Seven Hundred Fifty Thousand Dollars ($750,000) or more in federal funds, SUBRECIPIENT shall have an annual audit conducted by a certified public accountant in accordance with the standards as set forth and published by the United States Office of Management and Budget. SUBRECIPIENT shall provide CITY with a copy of said audit by April I of the year following the program year in which this Agreement is executed. City Council 6 26 — 46 5/3/2022 F. Compliance with Law/Program Income. SUBRECIPIENT acknowledges that the funds being provided by CITY for said program are received by CITY pursuant to ARPA, and that distribution and expenditure of these ARPA SURF Funds shall be in accordance with ARPA and all pertinent regulations issued by agencies of the federal government, including, but not limited to, all regulations found at Title 24 of the Code of Federal Regulations. Any program income received by SUBRECIPIENT shall be returned to CITY, unless otherwise provided for in this Agreement. SUBRECIPIENT agrees to comply fully with all federal, state and local laws and court orders applicable to its operation and administration of said program, whether or not referred to in this Agreement. G. Debarment. To protect the public interest and ensure the integrity of Federal programs, CITY may only conduct business with responsible persons and may not make any award or permit any award to any party which is debarred or suspended or is otherwise excluded from or ineligible for participation in Federal assistance programs under Executive Order 12549, "Debarment and Suspension". See also 24 CFR 570.609. SUBRECIPIENT must review and sign Exhibit D "Debarment", which is attached hereto and incorporated herein by this reference. SUBRECIPIENT shall be in good standing, without suspension by the California Secretary of State, Franchise Tax Board or Internal Revenue Service. Any change in the corporate status or suspension of SUBRECIPIENT shall be reported immediately to CITY. H. Confidentiality. Without prejudice to any other provisions of this Agreement, SUBRECIPIENT shall, where applicable, maintain the confidential nature of information provided to it concerning participants in accordance with the requirements of federal and state law. However, SUBRECIPIENT shall submit to CITY or its representatives, all records requested, including audit, examinations, monitoring and verifications of reports submitted by SUBRECIPIENT, costs incurred and services rendered hereunder. I. Independent Contractor. SUBRECIPIENT agrees that the performance of obligations hereunder is rendered in its capacity as an independent contractor and that it is in no way an agent of CITY. J. Violation of Terms and Conditions. SUBRECIPIENT agrees that if SUBRECIPIENT violates any of the terms and conditions of this Agreement or any prior Agreement whereby ARPA SURF Funds were received by SUBRECIPIENT, or if SUBRECIPIENT reports inaccurately, or if on audit there is a disallowance of certain expenditures, SUBRECIPIENT agrees to remedy the acts or omissions causing the disallowance and repay CITY all amounts spent in violation thereof If SUBRECIPIENT engaged in fraudulent activity to obtain and/or justify distribution or expenditure of the ARPA SURF Funds granted hereunder, SUBRECIPIENT shall be required to reimburse the CITY of all such funds that were obtained, distributed and/or spent under fraudulent circumstances. K. Fraud. SUBRECIPIENT shall immediately report all suspected or known instances and facts concerning possible fraud, abuse or criminal activity related to said program for the ARPA SURF Funds under this Agreement. City Council 7 26 — 47 5/3/2022 L. Prohibited Use. SUBRECIPIENT hereby certifies and agrees that it will not use ARPA SLFRF Funds provided through this Agreement to pay for entertainment, meals or gifts, or other prohibited uses. M. Lobbying. SUBRECIPIENT certifies that it will comply with federal law(31 U.S.C. 1352) and regulations found at 24 CFR Part 87, which provide that no appropriated funds may be expended by the recipient of a federal contract,grant,loan or cooperative agreement to pay any person for influencing or attempting to influence an officer or employee of any agency,Member of Congress, or an officer or employee of a Member of Congress in connection with awarding of any federal contract, the making of any federal grant or loan, entering into any cooperative agreement and the extension, renewal, amendment or modification of any federal contract, grant, loan or cooperative agreement. SUBRECIPIENT shall sign a certification to that effect in a form as set forth in Exhibit E, attached hereto and by this reference incorporated herein. SUBRECIPIENT shall submit said signed certification to CITY prior to performing any of its obligations under this Agreement and prior to any obligation arising on the part of CITY to pay any sums to SUBRECIPIENT under the terms and conditions of this Agreement. If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit a "Disclosure Form to Report Lobbying," in accordance with its instructions (Exhibit E). N. Financial Interest. SUBRECIPIENT agrees that except for the use of administrative fees to pay salaries and other related administrative or personnel costs, no persons who exercise or have exercised any function with respect to administering said program under the terms of this Agreement, or who are in a position to participate in a decision-making process or gain inside information with regard to the administration of said program, may obtain a financial interest or benefit from said program, either for themselves or those with whom they have family or business ties, during their tenure or for one year thereafter. This prohibition applies to any person who is an employee, agent, consultant, officer, or elected or appointed official of CITY, or of any designated public agency, or the SUBRECIPIENT. O. Labor Standards. The SUBRECIPIENT agrees to comply with the requirements of the Secretary of Labor in accordance with the Davis-Bacon Act as amended, the provisions of Contract Work Hours and Safety Standards Act (40 U.S.C. 327 et seq.) and all other applicable Federal, state and local laws and regulations pertaining to labor standards insofar as those acts apply to the performance of this Agreement. The SUBRECIPIENT agrees to comply with the Copeland Anti-Kick Back Act(18 U.S.C. 874 et seq.)and its implementing regulations of the U.S. Department of Labor at 29 CFR Part 5. The SUBRECIPIENT shall maintain documentation that demonstrates compliance with hour and wage requirements of this part. Such documentation shall be made available to the CITY for review upon request. City Council 8 26 — 48 5/3/2022 P. Equal Employment Opportunities. SUBRECIPIENT shall make every effort to ensure that all projects funded wholly or in part by ARPA SURF Funds shall provide equal employment opportunities for minorities and women. Q. Women and Minority-Owned Businesses (W/MBE). SUBRECIPIENT will use its best efforts to afford small businesses, minority business enterprises, and women's business enterprises the maximum practicable opportunity to participate in the performance of this Agreement in accordance with the requirements of 2 CFR 200.321 "Contracting with small and minority businesses, women's business enterprises, and labor surplus area firms". As used in this Agreement, the term "small business" means a business that meets the criteria set forth in section 3(a)of the Small Business Act, as amended (15 U.S.C. 632), and"minority and women's business enterprise" means a business at least fifty-one percent (51%) owned and controlled by minority group members or women. For the purpose of this definition, "minority group members" are African-Americans, Spanish-speaking, Spanish surnamed or Spanish-heritage Americans, Asian- Americans, and American Indians. SUBRECIPIENT may rely on written representations by businesses regarding their status as minority and female business enterprises in lieu of an independent investigation. R. Drug Free Workplace. SUBRECIPIENT agrees to provide a drug-free workplace and to execute a certification as set forth in Exhibit F attached hereto and incorporated herein by this reference. S. Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards. The following requirements and standards must be complied with: 2 CFR Part 200 et al. SUBRECIPIENT shall procure all materials, property, or services in accordance with the requirements of 2 CFR 200.318-326. III. CITY'S OBLIGATIONS A. Audit of Account. CITY shall include an audit of the account maintained by SUBRECIPIENT in CITY's audit of all ARPA SURF Funds in accordance with Title 24 of the Code of Federal Regulations and other applicable federal laws and regulations. B. Common Rule: Pursuant to 2 CFR 200.328(a), the CITY manages the day-to-day operations of each grant and subgrant supported activities. CITY staff has detailed knowledge of the grant program requirements and monitors grant and subgrant supported activities to assure compliance with federal requirements. Such monitoring covers each program, function and activity and performance goals are reviewed periodically. C. Project Expectations: CITY shall monitor the performance of SUBRECIPIENT against goals and performance standards required herein. The SUBRECIPIENT shall be responsible to accomplish the project expectations as set forth in Exhibit A, and report such results to the CITY. If the SUBRECIPIENT estimates such goals will not be met, the SUBRECIPIENT is to contact the CITY, at which time the CITY will determine if any adjustments to the grant award is appropriate. Substandard performance as determined by the CITY will constitute non- compliance with this Agreement. Should the CITY determine that the SUBRECIPIENT has not City Council 9 26 — 49 5/3/2022 performed its obligations as stated in this contract in a satisfactory manner, or if the CITY determines that insufficient supporting information has been submitted, the CITY shall notify the SUBRECIPIENT in writing of its determination specifying in full detail the objections that it has to the SUBRECIPIENT's performance. If action to correct such substandard performance is not taken by the SUBRECIPIENT after being notified by the CITY, within a reasonable period of time as stipulated in the written notification, contract suspension or termination procedures will be initiated. IV. GENERAL PROVISIONS A. Non-Discrimination. 1. SUBRECIPIENT agrees to comply with Executive Order 11246, which requires that during the performance of this Agreement, SUBRECIPIENT agrees not to discriminate against any employee or applicant for employment because of race, religion, sex, color or national origin. Such action shall include, but not be limited to the following: employment, upgrading, demotion, or transfer, rates of pay or other forms of compensation, and selection for training, including apprenticeship. SUBRECIPIENT agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the SUBRECIPIENT setting forth the provisions of this nondiscrimination clause. 2. SUBRECIPIENT agrees to comply with Title VI of the Civil Rights Act of 1964, which indicates that no person shall, on the ground of race, color or national origin,be excluded from participation in,be denied the benefits of,or be subj ect to discrimination under any program of activity receiving federal financial assistance. 3. No person shall, on the grounds of race, sex, creed, color, religion, marital status, national origin, age, sexual orientation, or physical or mental handicap be excluded from participation in, be refused the benefits of, or otherwise be subject to discrimination in any activities, programs or employment supported by this Agreement. SUBRECIPIENT is prohibited from discrimination on the basis of age or with respect to an otherwise qualified handicapped person as provided for under Section 109 of the Housing and Community Development Act of 1974, as amended. 4. SUBRECIPIENT agrees to comply with the Age Discrimination Act of 1975, which requires that during the performance of this Agreement, SUBRECIPIENT agrees not to discriminate against any employee or applicant for employment because of age. Such action shall include, but not be limited to the following: employment upgrading, demotion, or transfer, rates of pay or other forms of compensation, and selection for training, including apprenticeship. SUBRECIPIENT agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the SUBRECIPIENT setting forth the provisions of this age discrimination clause. 5. SUBRECIPIENT agrees to comply with Section 504 of the Rehabilitation Act of 1973,which requires that no otherwise qualified individual with a disability in the United States, shall, solely by reason of his or her disability, be excluded from the participation in, be denied the benefits of, or be subjected to discrimination under any program or activity receiving federal financial City Council 10 26 — 50 5/3/2022 assistance or under any program or activity conducted by any executive agency or by the United States Postal Service. B. Conflict of Interest. Pursuant to the conflict of interest requirements set forth in 24 CFR 570.611 and 2 CFR 200.112, SUBRECIPIENT certifies that no member, officer, employee, agent or assignee of CITY having direct or indirect control of any ARPA SLFRF Funds granted to the CITY,inclusive of the subject ARPA SLFRF Funds, shall serve as an officer of SUBRECIPIENT. Further, any conflict or potential conflict of interest of any officer of SUBRECIPIENT shall be fully disclosed in writing prior to the execution of this Agreement and said writing shall be attached and deemed fully incorporated as a part hereof. Notice shall be sent by SUBRECIPIENT to CITY regarding any changes or modifications to its board of directors and list of officers. C. Special Certification for Religious Entities. If SUBRECIPIENT is a religious entity, SUBRECIPIENT hereby agrees that in connection with the provision of the services SUBRECIPIENT shall provide with ARPA SLFRF Funds,in accordance with 24 CFR 570.2000): 1. SUBRECIPIENT shall not discriminate against any employee or applicant for employment on the basis of religion and shall not limit employment or give preference in employment to persons on the basis of religion. 2. SUBRECIPIENT shall not discriminate against any person applying for the services SUBRECIPIENT agrees to provide under the terms of this Agreement on the basis of religion and shall not limit such services or give preference to applicants for such services on the basis of religion. 3. SUBRECIPIENT shall NOT provide religious instruction or counseling, conduct any religious worship or services, or engage in any religious proselytizing, or exert any religious influence in the provision of the services in said program. The parties agree that this covenant is intended to and shall be construed for the limited purpose of assuring compliance with respect to the use of CITY funds by SUBRECIPIENT with applicable constitutional limitations respecting the establishment of religion as set forth in the establishment clause under the First Amendment of the United States Constitution and Article I, Section 4 of the California Constitution, and is not in any manner intended to restrict other activities of SUBRECIPIENT. 4. The portion of a facility used to provide public services assisted in whole or in part under this Agreement shall contain no sectarian or religious symbols. 5. Where the services to be provided under said program are rendered on property owned by the primarily religious entity SUBRECIPIENT,ARPA SLFRF Funds may also be used for minor repairs to such property, which are directly related to the cost of rendering the services under said program, where the cost constitutes in dollar terms only an incidental portion of the ARPA expenditure for rendering the services under said program. D. Prohibition of Nepotism. SUBRECIPIENT agrees not to hire or permit the hiring of any person to fill a position funded through this Agreement if a member of that person's immediate family is employed in an administrative capacity by SUBRECIPIENT. For the purposes of this City Council 11 26 — 51 5/3/2022 section, the term "immediate family" means spouse, child, mother, father, brother, sister, brother-in- law, sister-in-law, father-in-law, mother-in-law, son-in-law, daughter-in-law, aunt, uncle, niece, nephew, stepparent and stepchild. The term"administrative capacity"means having selection,hiring, supervisor or management responsibilities. E. Notices. Notices to the parties shall,unless otherwise requested in writing,be sent by U.S. Mail, postage prepaid, and addressed as follows: TO CITY: City of Santa Ana Lisa Rudloff Executive Director Parks,Recreation and Community Services Agency 20 Civic Center Plaza P.O. Box 1988 Santa Ana, California 92702-1988 TO SUBRECIPIENT: America On Track Claire Braeburn Executive Director 600 W Santa Ana Blvd, Suite 710 Santa Ana, CA 92701 F. Assignability. None of the duties of, or work to be performed by, SUBRECIPIENT under this Agreement shall be subcontracted or assigned to any agency, consultant, or person without the prior written consent of CITY. SUBRECIPIENT must submit all subcontracts and other agreements that relate to this Agreement to CITY. No subcontract or assignment shall terminate or alter the legal obligations of SUBRECIPIENT pursuant to this Agreement. G. Indemnification/Hold Harmless. SUBRECIPIENT shall indemnify, defend and save harmless CITY, its officers, employees, agents, representatives and volunteers from and against any and all damages to or for loss of use of property and for injuries to or death of any person or persons, including property and employees or agents of CITY, and shall defend, indemnify and save harmless CITY, its officers, employees, agents, representatives and volunteers from and against any and all claims, demands, suits, actions or proceedings of any kind or nature, including, but not by way of limitation, workers compensation claims and including attorney fees and reasonable expenses for litigation or settlement, resulting from or arising out of the negligent or wrongful acts, errors or omissions of SUBRECIPIENT, its officers, directors, employees, agents, subcontractors and suppliers arising out of SUBRECIPIENT's performance of this Agreement. H. Insurance. Contractor shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the Contractor, its agents, representatives, employees, or subcontractors. City Council 12 26 — 52 5/3/2022 a. MINIMUM SCOPE AND LIMIT OF INSURANCE Coverage shall beat least as broad as: 1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 O1 covering CGL on an "occurrence" basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this proj ect/location(ISO CG 25 03 or 25 04)or the general aggregate limit shall be twice the required occurrence limit. 2. Automobile Liability: Insurance Services Office Form Number CA 0001 covering, Code 1 (any auto),or if Contractor has no owned autos, Code 8 (hired) and 9 (non-owned), with limit no less than $1,000,000 (if program services includes transportation of youth, the limit shall be no less than $5,000,000) per accident for bodily injury and property damage. (Not required if an automobile is not required to fulfill services.) 3. Workers'Compensation: insurance as required by the State of California, with Statutory Limits, and Employer's Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. 4. Sexual Abuse or Molestation (SAM) Liability: If the CGL policy referenced above is not endorsed to include affirmative coverage for sexual abuse or molestation, Contractor shall obtain and maintain a policy covering Sexual Abuse and Molestation with a limit no less than $1,000,000 per occurrence or claim. 5. If the Contractor maintains broader coverage and/or higher limits than the minimums shown above, the City requires and shall be entitled to the broader coverage and/or the higher limits maintained by the Contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. b. Other Insurance Provisions — The insurance policies are to contain, or be endorsed to contain, the following provisions: 1. Additional Insured Status: The City, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Contractor including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Contractor's insurance (at least as broad as ISO Form CG 20 10 11 85 or if not available, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 forms if a later edition is used). 2. Primary Coverage: For any claims related to this contract, the Contractor's insurance coverage shall be primary coverage at least as broad as ISO CG 20 O1 04 13 as respects the City, its officers, officials, employees, and volunteers. City Council 13 26 — 53 5/3/2022 Any insurance or self-insurance maintained by the City, its officers, officials, employees, or volunteers shall be excess of the Contractor's insurance and shall not contribute with it. 3. Notice of Cancellation: Each insurance policy required above shall state that coverage shall not be canceled, except with notice to the City. 4. Waiver of Subrogation: Contractor hereby grants to City a waiver of any right to subrogation which any insurer of said Contractor may acquire against the City by virtue of the payment of any loss under such insurance. Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. 5. Self-Insured Retentions: Self-insured retentions must be declared to and approved by the City. The City may require the Contractor to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self- insured retention may be satisfied by either the named insured or City. 6. Acceptability of Insurers: Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M. Best's rating of no less than AXII, unless otherwise acceptable to the City. 7. Claims Made Policies: If any of the required policies provide coverage on a claims-made basis: 1. The Retroactive Date must be shown and must be before the date of the contract or the beginning of contract work. 2. Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work. 3. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive Date prior to the contract effective date, the Contractor must purchase "extended reporting" coverage for a minimum of five (5) years after completion of contract work. 8. Verification of Coverage: Contractor shall furnish the City with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage required by this clause)and a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements to City before work begins. However, failure to obtain the required documents prior to the work beginning shall not waive the Contractor's obligation to provide them. City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. City Council 14 26 — 54 5/3/2022 9. Special Risks or Circumstances: City reserves the right to modify these requirements,including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances. I. Termination. 1. This Agreement may be terminated on thirty (30) days' written notice by either party. In the event of such termination, SUBRECIPIENT shall only be entitled to reimbursement for approved expenses incurred to the effective date of termination. 2. This Agreement may be suspended or terminated by CITY upon five (5) days' written notice for violation by SUBRECIPIENT of Federal Laws governing the use of ARPA SURF Funds. In the event of such suspension or termination, SUBRECIPIENT shall only be entitled to reimbursement for approved expenses incurred up to the effective date of suspension or termination. 3. Pursuant to 2 CFR 200.340, in the event SUBRECIPIENT defaults by failing to fulfill all or any of its obligations hereunder, CITY may declare a default and termination of this Agreement by written notice to SUBRECIPIENT, which default and termination shall be effective on a date stated in the notice which is to be not less than ten (10) days after certified mailing or personal service of such notice, unless such default is cured before the effective date of termination stated in such notice. If terminated for cause, CITY shall be relieved of further liability or responsibility under this Agreement, or as a result of the termination thereof, including the payment of money, except for payment for approved expenses incurred for services satisfactorily and timely performed prior to the mailing or service of the notice of termination, and except for reimbursement of. (1) any payments made for services not subsequently performed in a timely and satisfactory manner; and, (2)costs incurred by CITY in obtaining substitute performance. 4. The grant of funds under this Agreement may be terminated for convenience by either the CITY or SUBRECIPIENT, in whole or in part, by setting forth the reasons for such termination, the effective date, and, in the case of portion termination, their portion to be terminated. However, if in the case of a partial termination, the CITY determines that the remaining portion of the award will not accomplish the purpose for which the award was made, the CITY may terminate the award in its entirety. 5. The grant of funds under this Agreement may be terminated due to the non- performance of SUBRECIPIENT and/or failure of SUBRECIPENT to perform the work described in Exhibit A. 6. The grant of funds under this Agreement may be terminated due to the failure of the CITY to receive sufficient or anticipated funding for the ARPA program for any term subject to this Agreement. 7. In the event this Agreement is terminated as set forth in subparagraphs I(1) through I(6),inclusive, SUBRECIPIENT agrees to immediately return to CITY upon CITY's demand and prior to any adjudication of SUBRECIPIENT's rights, any and all funds not used, and to comply with the Reversion of Assets requirements in this Agreement. City Council 15 26 — 55 5/3/2022 J. Limitation of Funds. The United States of America may in the future place programmatic or fiscal limitations on the use of ARPA SLFRF Funds, which limitations are not presently anticipated. Accordingly, CITY reserves the right to revise this Agreement in order to take account of actions affecting ARPA program funding. In the event of funding reduction, CITY may, in its sole and absolute discretion, reduce the budget of this Agreement, may limit the rate of SUBRECIPIENT's authority to utilize funds, or may restrict SUBRECIPIENT's use of uncommitted funds. Where CITY has been directed to implement a reduction in funding, with respect to funding for this Agreement, CITY's City Manager or delegate is authorized to act for CITY in implementing and effecting such a reduction and in revising, modifying, or amending the Agreement for such purposes. If such a reduction in funding occurs, SUBRECIPIENT shall be permitted to de-scope accordingly. Where CITY has reasonable grounds to question SUBRECIPIENT's fiscal accountability or compliance with this Agreement, CITY may suspend the operation of this Agreement for up to sixty (60) days upon five (5) days written notice to SUBRECIPIENT of its intention to so act,pending an audit or other resolution of such questions. In no event, however, shall any revisions made by CITY affect expenditures and legally binding commitments made by SUBRECIPIENT before it received notice of such revision, provided that such amounts have been committed in good faith and are otherwise allowable and that such commitments are consistent with ARPA SLFRF Funds withdrawal guidelines. K. Exclusivity and Amendment of Agreement. This Agreement supersedes any and all other agreements, either oral or in writing,between the parties hereto with respect to the use of CITY's ARPA SLFRF Funds by SUBRECIPIENT and contains all the covenants and agreements between the parties with respect to SUBRECIPIIENT's administration of said program. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein, and that no other agreement or amendment hereto shall be effective unless executed in writing and signed by both CITY and SUBRECIPIENT. L. Laws Governing this Agreement. This Agreement shall be governed by and construed in accordance with the laws of the State of California, and all applicable federal laws and regulations. M. Validity and Severability. The invalidity in whole or in part of any provision of this Agreement shall not void or affect the validity of any other provision of this Agreement. Whenever possible, each provision of this AGREEMENT shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this AGREEMENT is held to be prohibited by or invalid under applicable law, such provision shall be ineffective only to the extent of such prohibition or invalidity, without invalidating the remainder of such provisions of this AGREEMENT. N. Waiver. No delay or omission by either party hereto to exercise any right or power accruing upon any noncompliance or default by the other party with respect to any of the terms of this Agreement shall impair any such right or power or be construed to be a waiver thereof. A waiver by either of the parties hereto of any of the covenants, conditions, or agreements to be performed by the other shall not be construed to be a waiver of any succeeding breach thereof or of any other covenant, condition or agreement herein contained. City Council 16 26 — 56 5/3/2022 O. Federal Award Identification Information. SUBRECIPIENT's pertinent Federal Award Identification Information, including DUNS Number and Federal Award Identification Number (FAIN), as well as the applicable information for ARPA, are included in Exhibit C attached hereto and incorporated herein by this reference. P. Miscellaneous Provisions. 1. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify CITY fully, including reasonable costs and attorney's fees, for any injuries or damages to CITY in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. 2. All Exhibits and Attachments referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. 3. This Agreement must be signed below and may be signed in counterpart and delivered by fax, email as a PDF (Portable Document Format)file attachment, or by other means that displays the original or a copy of the signatures. Any subsequent amendments may be signed and delivered in the same manner. {Signatures on followingpage} City Council 17 26 — 57 5/3/2022 IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date and year first written above. ATTEST: CITY OF SANTA ANA DAISY GOMEZ KRISTINE RIDGE Clerk of the Council City Manager APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney BRANDON SALVATIERRA Deputy City Attorney RECOMMENDED FOR APPROVAL: SUBRECIPIENT: LISA RUDLOFF CLAMS BRAEBURN Executive Director Executive Director Parks,Recreation and Community Services Agency DUNS #: 125118484 City Council 18 26 — 58 5/3/2022 EXHIBIT A SCOPE OF WORK City Council 26 — 59 5/3/2022 19 Exhibit A Revive Santa .ulna - .America On wrack SCOPE OF_WORX AOT's Brighter Futures for Children of Prisoners, launched in 2004, is integral to our mission, and the following quote depicts the urgent need: "International human rights advocates have called parental incarceration 'the greatest threat to child well-being in the U.S." Brighter Futures for Children of Prisoners utilizes a holistic approach and interweaves 5 crucial components to address all facets of their needs to guide them on a positive path for the future, and break the cycle of poverty and incarceration. In Santa Ana thousands of children of prisoners live in impoverished conditions where they are more likely to be exposed to gangs, drugs, and other illegal activities. AOT works mostly with Hispanic/Latinx families (about 97%) who live in over-crowded neighborhoods and subsist well below the federal poverty level. Sadly, 65.2% of children of prisoners are convicted of a crime by the time they are 25. In order to mitigate these statistics and because children of prisoners are at a higher risk of educational failure, early substance use and abuse, and coming into contact with the juvenile justice system, AOT has implemented a unique and free 5-component program provided weekly and year-round to guide them on a successful path to a brighter future. The events are held at our Santa Ana offices, at colleges, parks, the Honda Center and more. ❖ STEAM (Science, Technology, Engineering, Arts& Math) activities ❖ An inspirational summer educational college camp at CSUF ❖ Qualified, trained mentors serving as positive role models ❖ Free special events designed to provide joy in their lives ❖ Free books year-round and wraparound services for the entire family These program activities work synergistically, reinforcing positive core values, education and self-esteem. Our yearly College Is For Me Too! component is a unique and proven overnight (2 nights-3 days) structured summer education camp held at Cal State Fullerton for our mentees. It is designed so they can experience a college setting and the joy of learning. Based on pre/post surveys, the experience has been enlightening and life transforming for each of the participants. However, it is on hold until the college allows events on their campus again. Our in-person STEAM component includes workshops that are offered on a bi-weekly basis. Because of COVID these events are now much smaller and held more frequently in our offices. Children of prisoners tend to have low grades in the various sciences as well as a lack of interest. With this in mind, our workshops provide fun interactive activities to pique their curiosity and interest in STEAM areas. Our 1-on-1 mentoring component includes recruiting, screening, training, and matching caring adults with children of prisoners. Mentors are required to see their mentees 3 to 4 times per month and provide 8 hours of mentoring per month for a minimum of one year. Mentors must turn in detailed online monthly mentor activity notes. This information allows AOT staff to more fully communicate with the social workers, guardians, schools and youth themselves. Since many mentors come and go after honoring their commitment of 1+ years, AOT's four other main components add stability and on-going services for the City Council 26 — 60 5/3/2022 20 Exhibit A children of prisoners and their families. Mentees are often with AOT for 2 to 10 years, as we work with them through middle school and high school. The other components include free, age-appropriate books distributed on an ongoing basis, quarterly caregiver seminars, an annual holiday party for mentors and mentees, and four to seven special outings throughout the year. The overall goal of Brighter Futures is to provide a safety net for children of prisoners. The program's short-term goals are to help our youth improve their academic skills, become more confident, abstain from drugs, set goals for the future, and limit the likelihood of future involvement in the criminal justice system. America On Track (AOT) will use the following benchmarks to determine the success of our Brighter Futures for Children of Prisoners program: 1) Recruit a minimum of 42 new Santa Ana children of prisoners (ages 7-17) and provide comprehensive services to them, to their guardians and to their siblings, for a total of 168 Santa Ana residents served; 2) We will recruit, screen and train 42 adult mentors to be matched with Santa Ana children; 3) 85% of mentors will honor the one-on-one outings of 8 hours per months for 12 months and turn in their required online monthly activity forms; 4) We will use additional methods to inspire our mentors so they continue communicating and/or seeing their mentees in spite of the Pandemic. Ongoing calls and case-by-case recommendations, such as meeting their mentees at a park while wearing a mask to enjoy various sports, will be made. Seeing them join us on Zoom events for STEAM lessons or drug prevention lessons and fun activities will attest to their commitment. Also, mentors will continue to turn in the monthly activity notes and this will be one way of determining successes and concerns based on comments; 5) 30 Santa Ana mentees (ages 11+) will attend the "College Is For Me Too!" Summer Camp at CSUF - assuming colleges allow events on their campus this summer; 6) 65% of mentees will attend at least 3 STEAM (Science, Technology, Engineering, Arts & Math) events and develop an interest in science-related careers; 7) Provide ongoing wraparound services to the mentee families; 8) Conduct a nutrition lesson for every caregiver and mentee entering our program; 9) 80% of mentees will improve their behavior and attitudes, which will be noted on the monthly activity notes, teacher& parent comments, and through surveys; 10) 90% of mentees will take advantage of new opportunities and avenues for positive use of time, positive self-expression; and civic engagement. Mentees will also show increased self-esteem, morale, a sense of responsibility, increased interpersonal skills, and decision-making skills; and 11) 100% of mentees will receive free exciting, age-appropriate books on an ongoing basis. Details of the Target Population The vast majority of Brighter Futures mentees throughout OC are children of color; 79% are Hispanic, with the majority of the remainder being African American, Asian and Caucasian, however in the areas City Council 26 — 61 5/3/2022 21 Exhibit A of Santa Ana served by AOT, the Hispanic/Latinx population represents 97% of the Brighter Futures participants. They live in the poorest, high-density neighborhoods with high crime rates. Most are referred by correctional facilities, child welfare services, schools, and community organizations, with which AOT has long-standing relationships. Wraparound supportive services are also offered to the families of mentees, of which most live below the Federal poverty level. Additionally, 33% of children participating in our Brighter Futures program do not live with a birth parent, even if only one is incarcerated. In many cases, the other birth parent, usually the mother, is drug involved, has abandoned her children or has had the children removed from the home by court order. For many children, "home" is living with a grandparent, extended family member, foster family or group home. The AOT staff plus our mentors are often the only positive adult role models in their life and represent an anchor in a turbulent sea. AOT believes that it is crucial to help and guide our Brighter Futures families and their children in order to provide them with resources and lower this heartbreaking cycle of incarceration. The good news is that our Brighter Futures children of prisoners are all wonderful youth with so much potential and none of them have yet to gravitate to the criminal side of justice, even though they are vulnerable. Therefore, now is the time to help them because AOT has definitely witnessed how well they respond to positive exposure, new opportunities and a little fun and love. We have experienced tremendous success year after year with this population, and it is very heartwarming to help transform the lives of these wonderful children who greatly deserve it. We are literally sending these kids to college/trade school instead of prison. City Council 26 — 62 5/3/2022 22 EXHIBIT B FEE PAYMENT SCHEDULE City Council 26 — 63 5/3/2022 23 Exhibit B FISCAL YEAR 2022-2023 PROPOSED PROGRAM BUDGET Organization Name America On Track Program Name Brighter Futures for Children of Prisoners Term: July 1, 2022 to June 30, 2023 EXPENDITURES Enter budget categories and projected expenditures: Expenditures Funded By Expenditures Total Santa Ana Funded By Program Organization Category REVIVE Funds Other Sources Budget Budget Administrative Staff Salaries $0 $0 $ 85,000 Program Staff Salaries $95,000 $ 83,000 $178,000 $ 950,000 Contractual Services $0 $ 10,000 $10,000 $ 125,000 Other- Fringe Benefits of Program SalariE $26,705 $ 23,331 $50,036 $ 265,000 College Is for Me Too! & STEAM $0 $ 36,500 $36,500 $ 14,500 Mentor Recruiting &Training $0 $ 11,400 $11,400 $ 8,900 Program Supplies & Mileage $0 $ 30,623 $30,623 $ 175,000 Rent & Insurance $0 $ 12,719 $12,719 $ 100,000 Telephone, Office Supplies 1 $0 $ 6,600 1 $6,6001 $ 57,000 Indirect Costs $3,295 $ 30,293 1 $33,588 TOTAL $125,0001 $244,4661 $369,4661 $1,780,400 PROGRAM RESOURCES LIST ALL OTHER PROGRAM RESOURCES FOR 2022-2023 Funding Source Total must equal Program Budget Total listed above. FUNDING SOURCE AMOUNT Santa Ana REVIVE $ 125,000.00 Elevate Youth California $ 100,000.00 DevTo Support Foundation $ 25,000.00 Croul Foundation $ 20,000.00 O.L. Halsell Foundation $ 10,000.00 Pacific Life Foundation $ 10,000.00 Other Pending Funding Sources $ 79,466.00 TOTAL $ 369,466 City Council 24 26 — 64 5/3/2022 Exhibit B 2022-2023 REVIVE BUDGET LINE ITEMS ADMINISTRATIVE STAFF Position Title Annual Salary& Benefits REVIVE Funds Description Oversee the operation of the entire nonprofit, including all projects. Manage budgets, invoices, & reports, and coordinate with funder. Ensure Executive Director $0.001 Federal guidelines are met. PROGRAM STAFF Position Title Annual Salary& Benefits REVIVE Funds Description Responsible for overall supervision of Brighter Futures program, including hiring/training/managing staff, training volunteer mentors, responding to urgent issues with mentee families, and overseeing evaluation component, among other Project Director $ 60,000 $ 30,000.00 things. Recruit and screen mentors, and identify and train eligible mentees (and their caregivers). Ensure client intake forms are completed accurately. Coordinate College Is for Me Too!, quarterly STEM Workshops, and special events. Assist with data collection and Program Coordinator $ 60,000 $ 40,000.00 reports. Serve as an ongoing case manager, referral specialist, and advocate for the mentees and caregivers. Conduct Client Advocate - English/Spanish intake Mentees $ 50,000 $ 25,000.00 interviews. Client Advocate Interns $ 8,000 Support program as needed. City Council 25 26 — 65 5/3/2022 Exhibit B CONTRACTUAL/PROFESSIONAL SERVICES Type of Service Contract Amount REVIVE Funds Description Evaluation Consultant $ 10,000.00 $0.00 OTHER LINE ITEMS Line Item Program Amount REVIVE Funds Description Program Salaries $ 50,036 $0.00 STEAM $ 36,500 $0.00 Training $ 11,400 $0.00 Mileage $ 30,623 $0.00 Rent & Insurance $ 12,719 $0.00 Supplies $ 6,600 $0.00 Attachment 1(b) City Council 26 26 — 66 5/3/2022 EXHIBIT C FEDERAL AWARD IDENTIFICATION INFORMATION The General Program Requirements were designed to provide the framework where the CONTRACTOR will provide ARPA programs identified in this attachment. L GOVERNANCE The CONTRACTOR agrees to comply, remain informed, and deliver services consistent with the provisions of ARPA. Where local policy has not been set, the CONTRACTOR agrees to adhere to state and/or federal policy, as appropriate. IL GOVERNANCE REFERENCES A. Additional state and federal agencies that provide funding to the CITY may be incorporated herein. B. Information Bulletins, Directives, and any other federal and state guidance documents pertaining to the ARPA SURF Funds. C. Actions, directives, and policy and procedures issued by the CITY. D. CITY policies, as applicable. III. CONTRACTOR/SUBRECIPIENT DETERMINATION: In accordance with the requirements of 2 CFR 200.330 (Subrecipient and Contractor determination) and for the purpose of this CONTRACT, SUBRECIPIENT is determined to be a CONTRACTOR. City Council 26 — 67 5/3/2022 27 IV. FEDERAL AWARD IDENTIFICATION FAIN INFORMATION A. CONTRACTOR Name: AMERICA ON TRACK B. CONTRACTOR'S Unique 125118484 Identifier(D-U-N-S): Federal Award C. Identification Number SLFRP1059 (FAIN): D. Federal Award Date: 5/19/2021 E. Subaward Period of 7/l/2022-6/30/2023 Performance: Total Amount of Federal F. Funds Obligated by the $125,000 Action: Total Amount of Federal G. Funds Obligated to the $125,000 CONTRACTOR: H. Total Amount of the $64,180,406.50 Federal Award: Federal Award Project American Rescue Plan Act(ARPA) I' Description: J. Federal Awarding Agency: U.S. Department of the Treasury K. Name of PTE: City of Santa Ana L. Contact Information for the Kristine Ridge, City Manager Awarding Official: Phone Number: (714) 647-5200 E-mail Address: kridgegsanta-ana.org M. CFDA Number: 21.027 CFDA Name: Coronavirus State and Local Fiscal Recovery Funds N. Whether Award is R&D: No O. Indirect Cost Rate for the de minimus or federally negotiated rate Federal Award: City Council 26 — 68 5/3/2022 28 EXHIBIT D DEBARMENT Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion Lower Tier Covered Transactions This certification is required by the regulations implementing Executive Order 12549,Debarment and Suspension, 29 CFR Part 98, Section 98.510, Participants' responsibilities. The regulations were published as Part VII of the May 26, 1988 Federal Register(pages 19160-19211). (BEFORE COMPLETING CERTIFICATION, READ INSTRUCTIONS FOR CERTIFICATION- Attached) (1) The prospective recipient of federal assistance funds certifies, by submission of this proposal, that neither it nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in this transaction by any federal department or agency. (2) Where the prospective recipient of federal assistance funds is unable to certify to any of the statements in this certification, such prospective participant shall attach an explanation to this proposal. Claire Braeburn, Executive Director Name and Title of Authorized Representative 3/17/2022 Signature Date City Council 26 — 69 5/3/2022 29 INSTRUCTIONS FOR CERTIFICATION 1. By signing and submitting this proposal, the prospective recipient of federal assistance funds is providing the certification as set out below. 2. The certification in this clause is a material representation of fact upon which reliance was placed when this transaction was entered into. If it is later determined that the prospective recipient of federal assistance funds knowingly rendered an erroneous certification, in addition to other remedies available to the Federal Government, the Department of Labor (DOL)may pursue available remedies, including suspension and/or debarment. 3. The prospective recipient of federal assistance funds shall provide immediate written notice to the person to which this proposal is submitted if at any time the prospective recipient of federal assistance funds learns that its certification was erroneous when submitted or has become erroneous by reason of changed circumstances. 4. The terms "covered transaction," "debarred," "suspended," "ineligible," "lower tier covered transaction," "participant," "person," "primary covered transaction," "principal," "proposal," and 'voluntarily excluded," as used in this clause,have the meanings set out in the Definitions and Coverage sections of rules implementing Executive Order 12549. You may contact the person to which this proposal is submitted for assistance in obtaining a copy of those regulations. 5. The prospective recipient of federal assistance funds agrees by submitting this proposal that, should the proposed covered transaction be entered into, it shall not knowingly enter into any lower tier covered transaction with a person who is debarred, suspended, declared ineligible, or voluntarily excluded from participation in this covered transaction, unless authorized by the DOL. 6. The prospective recipient of federal assistance funds further agrees by submitting this proposal that it will include the clause titled "Certification Regarding Debarment, Suspension, Ineligibility and voluntary exclusion - Lower Tier Covered Transactions," without modification, in all lower tier covered transactions and in all solicitations for lower tier covered transactions. 7. A participant in a covered transaction may rely upon a certification of a prospective participant in a lower tier covered transaction that it is not debarred, suspended, ineligible, or voluntarily excluded from the covered transaction, unless it knows that the certification is erroneous. A participant may decide the method and frequency by which it determines the eligibility of its principals. Each participant may, but is not required to check the List of Parties Excluded from Procurement or Non-Procurement Programs. 8. Nothing contained in the foregoing shall be construed to require establishment of a system of records in order to render in good faith the certification required by this clause. The knowledge and information of a participant is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings. City Council 26 — 70 5/3/2022 30 9. Except for transactions authorized under paragraph 5 of these instructions, if a participant in a covered transaction knowingly enters into a lower tier covered transaction with a person who is suspended, debarred, ineligible, or voluntarily excluded from participation in this transaction, in addition to other remedies available to the Federal Government, the DOL may pursue available remedies, including suspension and/or debarment. City Council 26 — 71 5/3/2022 31 EXHIBIT E LOBBYING Certification Regarding Lobbying Certification for Contracts, Grants, Loans, and Cooperative Agreements The undersigned certifies, to the best of his or her knowledge and belief, that: (1) No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contact, grant, loan or cooperative agreement. (2) If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, 'Disclosure Form to Report Lobbying," in accordance with its instructions. (3) The undersigned shall require that the language of this certification be included in the award documents for all subawards at all tiers (including subcontract, subgrants, and contracts under grants, loans, and cooperative agreements) and that all subrecipients shall certify and disclose accordingly. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352, Title 31, U. S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. America On Track Brighter Futures for Children of Prisoners Grantee/Contactor Organization Program Title Claire Braeburn 03/17/2022 Name of Certifying Officer Signature Date City Council 26 — 72 5/3/2022 32 SUBRECIPIENT warrants the following: 1. SUBRECIPIENT will comply with Public Law 88-352, Title VI of the Civil Rights Act of 1964 (42 U. S. C. section 2000 et seq.) and implementing regulation in 24 CFR Part 1. 2. No person in the United States shall on the ground of race, color, religion, national origin, or sex, be excluded from participation in, or be denied the benefits of, or be subjected to discrimination under any program or activity funded in whole or in part with community development funds made available pursuant to the ACT. 3. All laborers and mechanics, employed by contractors or subcontractors in the performance of construction work financed in whole or in part with community development funds shall be paid wages at rates not less than those prevailing on similar construction in the locality as determined in accordance with the Davis-Bacon Act, as amended, 40 U. S. C. Sections 276 a 1-5, except for individuals who perform services for which they volunteered; do not receive compensation for such services; or are paid expenses, reasonable benefits, or a nominal fee for such services; and are not otherwise employed at any time in construction work. 4. SUBRECIPIENT will comply with all Federal statutes applicable to projects funded with community development funds, except that (a) SUBRECIPIENT does not assume CITY'S environmental responsibilities described at 24 CFR 570.604; and (b) SUBRECIPIENT does not assume CITY'S responsibility for initiating the review process under Executive Order 12372. City Council 26 — 73 5/3/2022 33 EXHIBIT F DRUG-FREE WORKPLACE Certification Re2ardin2 Drug-Free Workplace Requirements The certification set out below is a material representation upon which reliance is placed by the U.S. Department of Housing and Urban Development in awarding the grant. If it is later determined that the contractor knowingly rendered a false certification, or otherwise violates the requirements of the Drug-Free Workplace Act, the U.S. Department of Housing and Urban Development, in addition to any other remedies available to the Federal Government, may take action authorized under the Drug-Free Workplace Act. CERTIFICATION A. The contractor certifies that it will provide a drug-free workplace by: (a) Publishing a statement notifying employees that the unlawful manufacture, distribution, dispensing,possession or use of a controlled substance is prohibited in the contractor's workplace and specifying the actions that will be taken against employees for violation of such prohibition; (b) Establishing a drug-free awareness program to inform employees about— (1) The dangers of drug abuse in the workplace; (2) The contractor's policy of maintaining a drug-free workplace; (3) Any available drug counseling, rehabilitation, and employee assistance program; and (4) The penalties that may be imposed upon employees for drug abuse violations occurring in the workplace; (c) Making it a requirement that each employee who will be engaged in the performance of the grant be given a copy of the statement required by paragraph (a); (d) Notifying the employee in the statement required by paragraph -(a) that, as a condition of employment under the contract, the employee will - (1) Abide by the terms of the statement; and (2) Notify the employer of any criminal drug statute conviction for a violation occurring in the workplace no later than five days after such conviction. (e) Notifying the U.S. Department of Housing and Urban Development within ten days after receiving notice under subparagraph (d)(2) from an employee or otherwise receiving actual notice of such conviction; City Council 26 — 74 5/3/2022 34 (f) Taking one of the following actions, within 30 days of receiving notice under subparagraph(d)(2), with respect to any employee who is so convicted - ( 1) Taking appropriate personnel action against such an employee, up to and including termination; or (2) Requiring such employee to participate satisfactorily in a drug abuse assistance or rehabilitation program approved for such purposes by a Federal, State, or local health, law enforcement, or other appropriate agency; (g) Making a good faith effort to continue to maintain a drug-free workplace through implementation of paragraphs (a), (b), (c), (d), (e) and (f). B. The contractor shall insert in the space provided on the attached "Place of Performance" form the site(s) for the performance of work to be carried out with the grant funds (including street address, city, county, state, and zip code) .the contractor further certifies that, if it is subsequently determined that additional sites will be used for the performance of work under the contract, it shall notify the U.S. Department of Housing and Urban Development immediately upon the decision to use such additional sites by submitting a revised"Place of Performance" form. America On Track Organization 03/17/2022 Authorized Signature Date City Council 26 — 75 5/3/2022 35 PLACE OF PERFORMANCE FOR CERTIFICATION REGARDING DRUG-FREE WORKPLACE REQUIREMENTS Name: America On Track Date: 03/17/2022 The Contractor shall insert in the space provided below the site(s) expected to be used for the performance of work under the contract covered by the certification: Place of Performance (include street address, city, county, state, zip code for each site): 600 W. Santa Ana Blvd., Suite 710, Santa Ana, CA. 92701 Orange County City Council 26 — 76 5/3/2022 36 AGREEMENT BETWEEN THE CITY OF SANTA ANA AND BACKHAUSDANCE FOR USE OF AMERICAN RESCUE PLAN ACT (ARPA)FUNDS This Agreement is hereby made and entered into this 3rd day of May, 2022, by and between the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("CITY"), and Backhausdance, a California domestic nonprofit corporation ("SUBRECIPIENT" or"CONTRACTOR"). RECITALS: A. The American Rescue Plan Act ("ARPA") was signed into law in March 2021. ARPA provides funding for a number of different programs, including the Coronavirus State and Local Fiscal Recovery Fund ("SLFRF"), to provide monetary support to local governments to respond to, mitigate, and recover from the COV1[D-19 public health emergency. B. On July 20, 2021, the Santa Ana City Council authorized the City Manager to utilize ARPA SLFRF funding from the United States Department of Treasury for the Revive Santa Ana Spending Plan, which includes five spending categories: recovery from the pandemic, direct assistance programs, public health and safety, critical infrastructure, and city fiscal health. C. SUBRECIPIENT has been selected by the CITY to receive ARPA SLFRF Funds in order to provide youth programs, including: early childhood support; head start; day care; after school tutoring; athletic; and, youth violence prevention, in accordance with the Scope of Work attached hereto as Exhibit A and incorporated herein by reference ("said program"). SUBRECIPIENT represents that it is qualified and willing to operate said program and certifies that the administration of said program carried out with funds provided under this Agreement will meet ARPA's objectives to respond to, mitigate, and recover from this historic COVID-19 public health crisis. D. SUBRECIPIENT agrees that it will adhere to the tasks and services as indicated in Exhibit A for said program. Failure to follow the requirements and meet the stated expectations may constitute breach of contract that could result in termination of this Agreement or serve as reason for the CITY to recapture the grant funds awarded to SUBRECIPIENT pursuant to this Agreement. WHEREFORE, it is agreed by and between the parties that the foregoing Recitals are a substantive part of this Agreement and the following terms and conditions are approved and together with all exhibits and attachments hereto, shall constitute the entire Agreement between the CITY and SUBRECIPIENT: L ARPA PROGRAM PROVISIONS A. Scope of Work. SUBRECIPIENT shall be responsible for the specific tasks and services of said program, and agrees to administer said program in compliance with the tasks and services as described in the Scope of Work attached hereto as Exhibit A. SUBRECIPIENT's failure City Council 1 26 — 77 5/3/2022 to perform as required may, in addition to other remedies set forth in this Agreement, result in readjustment of the amount of funds for said program or termination of this Agreement. B. Term of Agreement. The term of said Agreement shall commence on July 1 st,2022, and continue through June 30, 2023 ("Term"), unless terminated earlier pursuant to the terms of this Agreement. This Agreement shall also cover any and all services provided by the SUBRECIPIENT to the CITY since the date the ARPA SURF Funds were awarded to the CITY. Additionally, the Term of this Agreement may be extended by a writing executed by the City Manager, or designee, and the City Attorney. C. Amount of Grant Funding. The total amount of funds provided for said program shall not exceed Thirty Thousand Dollars and Zero Cents dollars ($30,000) ("ARPA SURF Funds") during the Term of the Agreement. SUBRECIPIENT agrees to use said ARPA SURF Funds to administer said program as outlined in Exhibit A. D. Disbursement of Funds. Said ARPA SURF Funds shall be disbursed by CITY to SUBRECIPIENT pursuant to the terms found in the Fee Payment Schedule attached hereto as Exhibit B, with payments subject to the submittal of invoices and other reporting requirements, as hereinafter more fully set forth. SUBRECIPIENT shall be obligated to perform such duties as would normally extend beyond the term, including, but not limited to, obligations with respect to indemnification, audits,reporting, data retention/reporting, and accounting. Failure to provide any of the required documentation and reporting will cause CITY to withhold all or a portion of a request for ARPA SURF Funds, or return the entire request to SUBRECIPIENT, until such documentation and reporting has been received and approved by CITY. (1) Reduction in ARPA SLFRF Funding. The CITY reserves the right to reduce the amount of ARPA SURF Funds to SUBRECIPIENT, or to completely terminate this Agreement, in the CITY's sole discretion, if there is a reduction in ARPA SURF Funds provided to the CITY. (2) Reduced Distribution of Funds. The CITY reserves the right to reduce the grant application if the CITY's fiscal monitoring indicates that SUBRECIPIENT's rate of expenditure will result in unspent funds at the end of the program term. Amendments in the grant allocation will be made after consultation with SUBRECIPIENT. (3) Reversion of Assets. SUBRECIPIENT agrees that any and all funds received under this Agreement shall be utilized during the Term of this Agreement, and that any and all funds remaining as of the end of the Term, which have not been utilized, shall be returned by SUBRECIPIENT to the CITY within thirty (30) days of the expiration or earlier termination of the Agreement. No expense of SUBRECIPIENT will be reimbursed by CITY if incurred after the end of the Term of the Agreement. City Council 2 26 — 78 5/3/2022 E. Grant Program Requirements. (1) SUBRECIPIENT acknowledges that the source of funding for said program is the federal ARPA, and that payments from the ARPA SURF Funds are only to be used to make necessary expenditures incurred due to the public health emergency with respect to COVID-19. (2) SUBRECIPIENT acknowledges that ARPA provisions allow the use of ARPA SURF Funds to respond to,mitigate, and recover from the COVID-19 public health emergency, and will not use these funds for any other uses. (3) SUBRECIPIENT shall follow the process and determination of eligibility for participants in said program as outlined in Exhibit A. F. Performance Monitoring. (1) SUBRECIPIENT shall submit program performance information as often as requested by CITY, but no less than the submission of monthly reports and a final report to CITY with the information requested by and in the format acceptable to CITY. Each monthly report is due within thirty (30) days of completion of work for each month. The final report is due within thirty (30) days after the termination or expiration of this Agreement. (2) CITY will evaluate SUBRECIPIENT's management and operation of said program with respect to the project expectations as described in Exhibit A. (3) CITY will review the audit of the SUBRECIPIENT to ensure that grant funds are used for authorized purposes in compliance with laws, regulations, and the provisions of contracts or grant agreements under this Agreement, including attachments and exhibits. (4) If action to correct any substandard performance is not taken by the SUBRECIPIENT within a reasonable period after being notified by CITY, suspension or termination procedures may be initiated by CITY. (5) All performance shall be subject to review by the CITY or other regulatory agencies at all times. SUBRECIPIENT shall provide adequate cooperation to any inspector or other CITY representative to permit the same to determine SUBRECIPIENT's conformity with the terms of this Agreement. If any services performed by SUBRECIPIENT are not in conformance with the terms of this Agreement, the CITY shall have the right to require SUBRECIPIENT to perform the services in conformance with the terms of the Agreement at no additional cost. The CITY may also terminate this Agreement for default and charge SUBRECIPIENT for any costs incurred by the CITY because of SUBRECIPIENT's failure to perform. (6) SUBRECIPIENT shall establish adequate procedures for self-monitoring and quality control and assurance to ensure proper performance under this Agreement; and shall permit a CITY representative or other regulatory official to monitor, assess, or evaluate SUBRECIPIENT's performance under this Agreement at any time, upon reasonable notice to SUBRECIPIENT. City Council 3 26 — 79 5/3/2022 G. Audit. (1) SUBRECIPIENT shall maintain complete and accurate records and supporting documentation to facilitate financial and/or program audits by CITY. This requirement shall apply to any records and documentation CITY shall reasonably require or as required to be maintained pursuant to the ARPA regulations. (2) The books and accounts, files, and other records of SUBRECIPIENT, which are applicable to this Agreement, shall be available for inspection, review, and audit during normal business hours by CITY to determine the proper application and use of all ARPA SURF Funds provided to or for the account or benefit of SUBRECIPIENT. (3) SUBRECIPIENT assumes responsibility for reimbursement to CITY a sum of money equivalent to the amount of any expenditures disallowed should the CITY, or an authorized agency, rule through audit, exception, or some other appropriate means,that expenditures from funds allocated to SUBRECIPIENT for direct and/or administrative costs were not made in compliance with the applicable cost principles, regulations, or the provisions of this Agreement. (4) SUBRECIPIENT agrees to comply with the requirements of OMB Uniform Guidance 2 CFR Part 200. SUBRECIPIENT further agrees to provide CITY with a copy of completed independent auditors' report within thirty (30) days of CITY's request for such report. If the report contains instances of non-compliance with federal laws and regulations that bear directly on the performance or administration of this Agreement, SUBRECIPIENT shall provide CITY copies of responses to auditors' reports, a plan for corrective action, and auditors' response that the noncompliance has been resolved. All reports prepared in accord with the requirements of OMB Uniform Guidance 2 CFR Part 200 shall be available for inspection by representatives of CITY or the federal government during normal business hours. (5) All accounting records, reports, and evidence pertaining to all costs, expenses and the ARPA SURF Funds of SUBRECIPIENT and all documents related to this Agreement shall be maintained and kept available at SUBRECIPIENT'S office or place of business for the duration of the Agreement and thereafter for five (5) years from the date of final payment under this Agreement. Records which relate to: (a) complaints, claims, administrative proceedings or litigation arising out of the performance of this Agreement; or, (b) costs and expenses of this Agreement to which CITY or any other governmental agency takes exception, shall be retained beyond the five(5)years until complete resolution or disposition of such appeals,litigation claims, or exceptions. In the event SUBRECIPIENT does not make the above-referenced documents available within the City of Santa Ana, California, SUBRECIPIENT agrees to pay all necessary and reasonable expenses incurred by CITY in conducting any audit at the location where said records and books of account are maintained. H. Ownership/Use of Materials. SUBRECIPIENT agrees that all materials, reports or products in any form, including electronic, created by SUBRECIPIENT for which SUBRECIPIENT has been compensated pursuant to this Agreement shall be the sole property of the CITY. The material, reports, or products may be used by the CITY for any purpose that the CITY deems to be appropriate, including, but not limit to, duplication and/or distribution within City Council 4 26 — 80 5/3/2022 the CITY or to third parties. SUBRECIPIENT agrees not to release or circulate in whole or part such materials, reports, or products without prior written authorization of the CITY. I. Close-Out. SUBRECIPIENT agrees to comply with the closeout procedures detailed in 2 CFR §200.343, including the following: (1) SUBRECIPIENT must submit, no later than ninety(90) calendar days after the end date of the period of performance, all financial, performance, and other reports as required by the terms and conditions of this Agreement; (2) SUBRECIPIENT must promptly refund any balances of unobligated cash that the CITY paid in advance or paid and that is not authorized to be retained by SUBRECIPIENT for use in other projects (See OMB Circular A-129 and 2 CFR §200.345); and, (3) CITY should complete all closeout actions for the Federal award no later than one year after receipt and acceptance of all required final reports. IL SUBRECIPIENT'S OBLIGATIONS A. Representations and Warranties. (1) Authority. SUBRECIPIENT is a duly organized and existing domestic nonprofit corporation in good standing and authorized to do business under the laws of the State of California. SUBRECIPIENT has full right, power and lawful authority to accept the funding hereunder and to undertake all obligations as provided herein and the execution, performance and delivery of this Agreement by SUBRECIPIENT has been fully authorized by all requisite actions on the part of SUBRECIPIENT. (2) Experience. SUBRECIPIENT is qualified to provide the administrator services for said program detailed herein. (3) Familiarity With Services Required. By executing this Agreement, SUBRECIPIENT warrants that: (i)it has thoroughly investigated and considered the administrator services to be performed and provided for said program as detailed in Exhibit A; (ii) it has carefully considered how the services should be performed; and, (iii) it fully understands the facilities, difficulties and restrictions attending performance of the services under this Agreement. (4) No Conflict. To the best of SUBRECIPIENT'S knowledge, SUBRECIPIENT'S execution, delivery and performance of its obligations under this Agreement will not constitute a default or a breach under any contract, agreement or order to which SUBRECIPIENT is a party or by which it is bound. (5) No Bankruptcy. SUBRECIPIENT is not the subject of any current or threatened bankruptcy proceeding. City Council 5 26 — 81 5/3/2022 (6) No Pending Legal Proceedings. SUBRECIPIENT is not the subject of a current or threatened litigation that would or may materially affect SUBRECIPIENT'S performance under this Agreement. (7) Proposal Veracity. All provisions of and information provided in SUBRECIPIENT's proposal submitted to CITY, including any exhibits, are true and correct in all material respects. (8) No Pending Investigation. SUBRECIPIENT has no knowledge that it is the subject of any current or threatened criminal or civil action investigation by any public agency, including without limitation a police agency or prosecuting authority, which would relate to or affect performance of the Agreement or provision of services hereunder. B. Licensing. SUBRECIPIENT agrees to obtain and maintain all required 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 SUBRECIPIENT's operations hereunder. Such licensing requirements include obtaining a City business license, as applicable. C. Zoning. SUBRECIPIENT agrees that any facility/property used in furtherance of said program shall be specifically zoned and permitted for such use(s) and activities. Should SUBRECIPIENT fail to have the required land entitlement and/or permits, thus violating any local, state or federal rules and regulations relating thereto, SUBRECIPIENT shall immediately make good- faith efforts to gain compliance with local, state or federal rules and regulations following written notification of said violation(s)from the CITY or other authorized citing agency. SUBRECIPIENT shall notify CITY immediately of any pending violations. Failure to notify CITY of pending violations, or to remedy such known violation(s) shall result in termination of grant funding hereunder. SUBRECIPIENT must make all corrections required to bring the facility/property into compliance with the law within sixty (60) days of notification of the violation(s); failure to gain compliance within such time shall result in termination of grant funding hereunder. D. Separation of Accounts. All funds received by SUBRECIPIENT from CITY pursuant to this Agreement shall be maintained in an account in a federally insured banking or savings and loan institution with record keeping of such accounts maintained pursuant to applicable 2 CFR 200.302 requirements. SUBRECIPIENT is not required to maintain separate depository accounts for ARPA SLFRF Funds; provided however, the SUBRECIPIENT must be able to account for receipt, obligation, distribution and expenditure of ARPA SLFRF Funds pursuant to applicable 2 CFR 200.302 requirements. E. Audit Report Requirements. SUBRECIPIENT agrees that if SUBRECIPIENT expends Seven Hundred Fifty Thousand Dollars ($750,000) or more in federal funds, SUBRECIPIENT shall have an annual audit conducted by a certified public accountant in accordance with the standards as set forth and published by the United States Office of Management and Budget. SUBRECIPIENT shall provide CITY with a copy of said audit by April I of the year following the program year in which this Agreement is executed. City Council 6 26 — 82 5/3/2022 F. Compliance with Law/Program Income. SUBRECIPIENT acknowledges that the funds being provided by CITY for said program are received by CITY pursuant to ARPA, and that distribution and expenditure of these ARPA SURF Funds shall be in accordance with ARPA and all pertinent regulations issued by agencies of the federal government, including, but not limited to, all regulations found at Title 24 of the Code of Federal Regulations. Any program income received by SUBRECIPIENT shall be returned to CITY, unless otherwise provided for in this Agreement. SUBRECIPIENT agrees to comply fully with all federal, state and local laws and court orders applicable to its operation and administration of said program, whether or not referred to in this Agreement. G. Debarment. To protect the public interest and ensure the integrity of Federal programs, CITY may only conduct business with responsible persons and may not make any award or permit any award to any party which is debarred or suspended or is otherwise excluded from or ineligible for participation in Federal assistance programs under Executive Order 12549, "Debarment and Suspension". See also 24 CFR 570.609. SUBRECIPIENT must review and sign Exhibit D "Debarment", which is attached hereto and incorporated herein by this reference. SUBRECIPIENT shall be in good standing, without suspension by the California Secretary of State, Franchise Tax Board or Internal Revenue Service. Any change in the corporate status or suspension of SUBRECIPIENT shall be reported immediately to CITY. H. Confidentiality. Without prejudice to any other provisions of this Agreement, SUBRECIPIENT shall, where applicable, maintain the confidential nature of information provided to it concerning participants in accordance with the requirements of federal and state law. However, SUBRECIPIENT shall submit to CITY or its representatives, all records requested, including audit, examinations, monitoring and verifications of reports submitted by SUBRECIPIENT, costs incurred and services rendered hereunder. I. Independent Contractor. SUBRECIPIENT agrees that the performance of obligations hereunder is rendered in its capacity as an independent contractor and that it is in no way an agent of CITY. J. Violation of Terms and Conditions. SUBRECIPIENT agrees that if SUBRECIPIENT violates any of the terms and conditions of this Agreement or any prior Agreement whereby ARPA SURF Funds were received by SUBRECIPIENT, or if SUBRECIPIENT reports inaccurately, or if on audit there is a disallowance of certain expenditures, SUBRECIPIENT agrees to remedy the acts or omissions causing the disallowance and repay CITY all amounts spent in violation thereof If SUBRECIPIENT engaged in fraudulent activity to obtain and/or justify distribution or expenditure of the ARPA SURF Funds granted hereunder, SUBRECIPIENT shall be required to reimburse the CITY of all such funds that were obtained, distributed and/or spent under fraudulent circumstances. K. Fraud. SUBRECIPIENT shall immediately report all suspected or known instances and facts concerning possible fraud, abuse or criminal activity related to said program for the ARPA SURF Funds under this Agreement. City Council 7 26 — 83 5/3/2022 L. Prohibited Use. SUBRECIPIENT hereby certifies and agrees that it will not use ARPA SLFRF Funds provided through this Agreement to pay for entertainment, meals or gifts, or other prohibited uses. M. Lobbying. SUBRECIPIENT certifies that it will comply with federal law(31 U.S.C. 1352) and regulations found at 24 CFR Part 87, which provide that no appropriated funds may be expended by the recipient of a federal contract,grant,loan or cooperative agreement to pay any person for influencing or attempting to influence an officer or employee of any agency,Member of Congress, or an officer or employee of a Member of Congress in connection with awarding of any federal contract, the making of any federal grant or loan, entering into any cooperative agreement and the extension, renewal, amendment or modification of any federal contract, grant, loan or cooperative agreement. SUBRECIPIENT shall sign a certification to that effect in a form as set forth in Exhibit E, attached hereto and by this reference incorporated herein. SUBRECIPIENT shall submit said signed certification to CITY prior to performing any of its obligations under this Agreement and prior to any obligation arising on the part of CITY to pay any sums to SUBRECIPIENT under the terms and conditions of this Agreement. If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit a "Disclosure Form to Report Lobbying," in accordance with its instructions (Exhibit E). N. Financial Interest. SUBRECIPIENT agrees that except for the use of administrative fees to pay salaries and other related administrative or personnel costs, no persons who exercise or have exercised any function with respect to administering said program under the terms of this Agreement, or who are in a position to participate in a decision-making process or gain inside information with regard to the administration of said program, may obtain a financial interest or benefit from said program, either for themselves or those with whom they have family or business ties, during their tenure or for one year thereafter. This prohibition applies to any person who is an employee, agent, consultant, officer, or elected or appointed official of CITY, or of any designated public agency, or the SUBRECIPIENT. O. Labor Standards. The SUBRECIPIENT agrees to comply with the requirements of the Secretary of Labor in accordance with the Davis-Bacon Act as amended, the provisions of Contract Work Hours and Safety Standards Act (40 U.S.C. 327 et seq.) and all other applicable Federal, state and local laws and regulations pertaining to labor standards insofar as those acts apply to the performance of this Agreement. The SUBRECIPIENT agrees to comply with the Copeland Anti-Kick Back Act(18 U.S.C. 874 et seq.) and its implementing regulations of the U.S. Department of Labor at 29 CFR Part 5. The SUBRECIPIENT shall maintain documentation that demonstrates compliance with hour and wage requirements of this part. Such documentation shall be made available to the CITY for review upon request. City Council 8 26 — 84 5/3/2022 P. Equal Employment Opportunities. SUBRECIPIENT shall make every effort to ensure that all projects funded wholly or in part by ARPA SURF Funds shall provide equal employment opportunities for minorities and women. Q. Women and Minority-Owned Businesses (W/MBE). SUBRECIPIENT will use its best efforts to afford small businesses, minority business enterprises, and women's business enterprises the maximum practicable opportunity to participate in the performance of this Agreement in accordance with the requirements of 2 CFR 200.321 "Contracting with small and minority businesses, women's business enterprises, and labor surplus area firms". As used in this Agreement, the term "small business" means a business that meets the criteria set forth in section 3(a)of the Small Business Act, as amended (15 U.S.C. 632), and"minority and women's business enterprise" means a business at least fifty-one percent (51%) owned and controlled by minority group members or women. For the purpose of this definition, "minority group members" are African-Americans, Spanish-speaking, Spanish surnamed or Spanish-heritage Americans, Asian- Americans, and American Indians. SUBRECIPIENT may rely on written representations by businesses regarding their status as minority and female business enterprises in lieu of an independent investigation. R. Drug Free Workplace. SUBRECIPIENT agrees to provide a drug-free workplace and to execute a certification as set forth in Exhibit F attached hereto and incorporated herein by this reference. S. Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards. The following requirements and standards must be complied with: 2 CFR Part 200 et al. SUBRECIPIENT shall procure all materials, property, or services in accordance with the requirements of 2 CFR 200.318-326. III. CITY'S OBLIGATIONS A. Audit of Account. CITY shall include an audit of the account maintained by SUBRECIPIENT in CITY's audit of all ARPA SURF Funds in accordance with Title 24 of the Code of Federal Regulations and other applicable federal laws and regulations. B. Common Rule: Pursuant to 2 CFR 200.328(a), the CITY manages the day-to-day operations of each grant and subgrant supported activities. CITY staff has detailed knowledge of the grant program requirements and monitors grant and subgrant supported activities to assure compliance with federal requirements. Such monitoring covers each program, function and activity and performance goals are reviewed periodically. C. Project Expectations: CITY shall monitor the performance of SUBRECIPIENT against goals and performance standards required herein. The SUBRECIPIENT shall be responsible to accomplish the project expectations as set forth in Exhibit A, and report such results to the CITY. If the SUBRECIPIENT estimates such goals will not be met, the SUBRECIPIENT is to contact the CITY, at which time the CITY will determine if any adjustments to the grant award is appropriate. Substandard performance as determined by the CITY will constitute non- compliance with this Agreement. Should the CITY determine that the SUBRECIPIENT has not City Council 9 26 — 85 5/3/2022 performed its obligations as stated in this contract in a satisfactory manner, or if the CITY determines that insufficient supporting information has been submitted, the CITY shall notify the SUBRECIPIENT in writing of its determination specifying in full detail the objections that it has to the SUBRECIPIENT's performance. If action to correct such substandard performance is not taken by the SUBRECIPIENT after being notified by the CITY, within a reasonable period of time as stipulated in the written notification, contract suspension or termination procedures will be initiated. IV. GENERAL PROVISIONS A. Non-Discrimination. 1. SUBRECIPIENT agrees to comply with Executive Order 11246, which requires that during the performance of this Agreement, SUBRECIPIENT agrees not to discriminate against any employee or applicant for employment because of race, religion, sex, color or national origin. Such action shall include, but not be limited to the following: employment, upgrading, demotion, or transfer, rates of pay or other forms of compensation, and selection for training, including apprenticeship. SUBRECIPIENT agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the SUBRECIPIENT setting forth the provisions of this nondiscrimination clause. 2. SUBRECIPIENT agrees to comply with Title VI of the Civil Rights Act of 1964, which indicates that no person shall, on the ground of race, color or national origin,be excluded from participation in,be denied the benefits of,or be subj ect to discrimination under any program of activity receiving federal financial assistance. 3. No person shall, on the grounds of race, sex, creed, color, religion, marital status, national origin, age, sexual orientation, or physical or mental handicap be excluded from participation in, be refused the benefits of, or otherwise be subject to discrimination in any activities, programs or employment supported by this Agreement. SUBRECIPIENT is prohibited from discrimination on the basis of age or with respect to an otherwise qualified handicapped person as provided for under Section 109 of the Housing and Community Development Act of 1974, as amended. 4. SUBRECIPIENT agrees to comply with the Age Discrimination Act of 1975, which requires that during the performance of this Agreement, SUBRECIPIENT agrees not to discriminate against any employee or applicant for employment because of age. Such action shall include, but not be limited to the following: employment upgrading, demotion, or transfer, rates of pay or other forms of compensation, and selection for training, including apprenticeship. SUBRECIPIENT agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the SUBRECIPIENT setting forth the provisions of this age discrimination clause. 5. SUBRECIPIENT agrees to comply with Section 504 of the Rehabilitation Act of 1973,which requires that no otherwise qualified individual with a disability in the United States, shall, solely by reason of his or her disability, be excluded from the participation in, be denied the benefits of, or be subjected to discrimination under any program or activity receiving federal financial City Council 10 26 — 86 5/3/2022 assistance or under any program or activity conducted by any executive agency or by the United States Postal Service. B. Conflict of Interest. Pursuant to the conflict of interest requirements set forth in 24 CFR 570.611 and 2 CFR 200.112, SUBRECIPIENT certifies that no member, officer, employee, agent or assignee of CITY having direct or indirect control of any ARPA SLFRF Funds granted to the CITY,inclusive of the subject ARPA SLFRF Funds, shall serve as an officer of SUBRECIPIENT. Further, any conflict or potential conflict of interest of any officer of SUBRECIPIENT shall be fully disclosed in writing prior to the execution of this Agreement and said writing shall be attached and deemed fully incorporated as a part hereof. Notice shall be sent by SUBRECIPIENT to CITY regarding any changes or modifications to its board of directors and list of officers. C. Special Certification for Religious Entities. If SUBRECIPIENT is a religious entity, SUBRECIPIENT hereby agrees that in connection with the provision of the services SUBRECIPIENT shall provide with ARPA SLFRF Funds,in accordance with 24 CFR 570.2000): 1. SUBRECIPIENT shall not discriminate against any employee or applicant for employment on the basis of religion and shall not limit employment or give preference in employment to persons on the basis of religion. 2. SUBRECIPIENT shall not discriminate against any person applying for the services SUBRECIPIENT agrees to provide under the terms of this Agreement on the basis of religion and shall not limit such services or give preference to applicants for such services on the basis of religion. 3. SUBRECIPIENT shall NOT provide religious instruction or counseling, conduct any religious worship or services, or engage in any religious proselytizing, or exert any religious influence in the provision of the services in said program. The parties agree that this covenant is intended to and shall be construed for the limited purpose of assuring compliance with respect to the use of CITY funds by SUBRECIPIENT with applicable constitutional limitations respecting the establishment of religion as set forth in the establishment clause under the First Amendment of the United States Constitution and Article I, Section 4 of the California Constitution, and is not in any manner intended to restrict other activities of SUBRECIPIENT. 4. The portion of a facility used to provide public services assisted in whole or in part under this Agreement shall contain no sectarian or religious symbols. 5. Where the services to be provided under said program are rendered on property owned by the primarily religious entity SUBRECIPIENT,ARPA SLFRF Funds may also be used for minor repairs to such property, which are directly related to the cost of rendering the services under said program, where the cost constitutes in dollar terms only an incidental portion of the ARPA expenditure for rendering the services under said program. D. Prohibition of Nepotism. SUBRECIPIENT agrees not to hire or permit the hiring of any person to fill a position funded through this Agreement if a member of that person's immediate family is employed in an administrative capacity by SUBRECIPIENT. For the purposes of this City Council 11 26 — 87 5/3/2022 section, the term "immediate family" means spouse, child, mother, father, brother, sister, brother-in- law, sister-in-law, father-in-law, mother-in-law, son-in-law, daughter-in-law, aunt, uncle, niece, nephew, stepparent and stepchild. The term"administrative capacity"means having selection,hiring, supervisor or management responsibilities. E. Notices. Notices to the parties shall,unless otherwise requested in writing,be sent by U.S. Mail, postage prepaid, and addressed as follows: TO CITY: City of Santa Ana Lisa Rudloff Executive Director Parks,Recreation and Community Services Agency 20 Civic Center Plaza P.O. Box 1988 Santa Ana, California 92702-1988 TO SUBRECIPIENT: Backhausdance Attn: Jennifer Backhaus Artistic Director/Founder P.O. Box 5890 Orange, CA 92863 F. Assignability. None of the duties of, or work to be performed by, SUBRECIPIENT under this Agreement shall be subcontracted or assigned to any agency, consultant, or person without the prior written consent of CITY. SUBRECIPIENT must submit all subcontracts and other agreements that relate to this Agreement to CITY. No subcontract or assignment shall terminate or alter the legal obligations of SUBRECIPIENT pursuant to this Agreement. G. Indemnification/Hold Harmless. SUBRECIPIENT shall indemnify, defend and save harmless CITY, its officers, employees, agents, representatives and volunteers from and against any and all damages to or for loss of use of property and for injuries to or death of any person or persons, including property and employees or agents of CITY, and shall defend, indemnify and save harmless CITY, its officers, employees, agents, representatives and volunteers from and against any and all claims, demands, suits, actions or proceedings of any kind or nature, including, but not by way of limitation, workers compensation claims and including attorney fees and reasonable expenses for litigation or settlement, resulting from or arising out of the negligent or wrongful acts, errors or omissions of SUBRECIPIENT, its officers, directors, employees, agents, subcontractors and suppliers arising out of SUBRECIPIENT's performance of this Agreement. H. Insurance. Contractor shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the Contractor, its agents, representatives, employees, or subcontractors. City Council 12 26 — 88 5/3/2022 a. MINIMUM SCOPE AND LIMIT OF INSURANCE Coverage shall beat least as broad as: 1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 O1 covering CGL on an "occurrence" basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this proj ect/location(ISO CG 25 03 or 25 04)or the general aggregate limit shall be twice the required occurrence limit. 2. Automobile Liability: Insurance Services Office Form Number CA 0001 covering, Code 1 (any auto),or if Contractor has no owned autos, Code 8 (hired) and 9 (non-owned), with limit no less than $1,000,000 (if program services includes transportation of youth, the limit shall be no less than $5,000,000)per accident for bodily injury and property damage. (Not required if an automobile is not required to fulfill services.) 3. Workers'Compensation: insurance as required by the State of California, with Statutory Limits, and Employer's Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. 4. Sexual Abuse or Molestation (SAM) Liability: If the CGL policy referenced above is not endorsed to include affirmative coverage for sexual abuse or molestation, Contractor shall obtain and maintain a policy covering Sexual Abuse and Molestation with a limit no less than $1,000,000 per occurrence or claim. 5. If the Contractor maintains broader coverage and/or higher limits than the minimums shown above, the City requires and shall be entitled to the broader coverage and/or the higher limits maintained by the Contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. b. Other Insurance Provisions — The insurance policies are to contain, or be endorsed to contain, the following provisions: 1. Additional Insured Status: The City, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Contractor including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Contractor's insurance (at least as broad as ISO Form CG 20 10 11 85 or if not available, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 forms if a later edition is used). 2. Primary Coverage: For any claims related to this contract, the Contractor's insurance coverage shall be primary coverage at least as broad as ISO CG 20 O1 04 13 as respects the City, its officers, officials, employees, and volunteers. City Council 13 26 — 89 5/3/2022 Any insurance or self-insurance maintained by the City, its officers, officials, employees, or volunteers shall be excess of the Contractor's insurance and shall not contribute with it. 3. Notice of Cancellation: Each insurance policy required above shall state that coverage shall not be canceled, except with notice to the City. 4. Waiver of Subrogation: Contractor hereby grants to City a waiver of any right to subrogation which any insurer of said Contractor may acquire against the City by virtue of the payment of any loss under such insurance. Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. 5. Self-Insured Retentions: Self-insured retentions must be declared to and approved by the City. The City may require the Contractor to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self- insured retention may be satisfied by either the named insured or City. 6. Acceptability of Insurers: Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M. Best's rating of no less than AXII, unless otherwise acceptable to the City. 7. Claims Made Policies: If any of the required policies provide coverage on a claims-made basis: 1. The Retroactive Date must be shown and must be before the date of the contract or the beginning of contract work. 2. Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work. 3. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive Date prior to the contract effective date, the Contractor must purchase "extended reporting" coverage for a minimum of five (5) years after completion of contract work. 8. Verification of Coverage: Contractor shall furnish the City with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage required by this clause)and a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements to City before work begins. However, failure to obtain the required documents prior to the work beginning shall not waive the Contractor's obligation to provide them. City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. City Council 14 26 — 90 5/3/2022 9. Special Risks or Circumstances: City reserves the right to modify these requirements,including limits, based on the nature of the risk,prior experience, insurer, coverage, or other special circumstances. I. Termination. 1. This Agreement may be terminated on thirty (30) days' written notice by either party. In the event of such termination, SUBRECIPIENT shall only be entitled to reimbursement for approved expenses incurred to the effective date of termination. 2. This Agreement may be suspended or terminated by CITY upon five (5) days' written notice for violation by SUBRECIPIENT of Federal Laws governing the use of ARPA SURF Funds. In the event of such suspension or termination, SUBRECIPIENT shall only be entitled to reimbursement for approved expenses incurred up to the effective date of suspension or termination. 3. Pursuant to 2 CFR 200.340, in the event SUBRECIPIENT defaults by failing to fulfill all or any of its obligations hereunder, CITY may declare a default and termination of this Agreement by written notice to SUBRECIPIENT, which default and termination shall be effective on a date stated in the notice which is to be not less than ten (10) days after certified mailing or personal service of such notice, unless such default is cured before the effective date of termination stated in such notice. If terminated for cause, CITY shall be relieved of further liability or responsibility under this Agreement, or as a result of the termination thereof, including the payment of money, except for payment for approved expenses incurred for services satisfactorily and timely performed prior to the mailing or service of the notice of termination, and except for reimbursement of. (1) any payments made for services not subsequently performed in a timely and satisfactory manner; and, (2)costs incurred by CITY in obtaining substitute performance. 4. The grant of funds under this Agreement may be terminated for convenience by either the CITY or SUBRECIPIENT, in whole or in part, by setting forth the reasons for such termination, the effective date, and, in the case of portion termination, their portion to be terminated. However, if in the case of a partial termination, the CITY determines that the remaining portion of the award will not accomplish the purpose for which the award was made, the CITY may terminate the award in its entirety. 5. The grant of funds under this Agreement may be terminated due to the non- performance of SUBRECIPIENT and/or failure of SUBRECIPENT to perform the work described in Exhibit A. 6. The grant of funds under this Agreement may be terminated due to the failure of the CITY to receive sufficient or anticipated funding for the ARPA program for any term subject to this Agreement. 7. In the event this Agreement is terminated as set forth in subparagraphs I(1) through I(6),inclusive, SUBRECIPIENT agrees to immediately return to CITY upon CITY's demand and prior to any adjudication of SUBRECIPIENT's rights, any and all funds not used, and to comply with the Reversion of Assets requirements in this Agreement. City Council 15 26 — 91 5/3/2022 J. Limitation of Funds. The United States of America may in the future place programmatic or fiscal limitations on the use of ARPA SLFRF Funds, which limitations are not presently anticipated. Accordingly, CITY reserves the right to revise this Agreement in order to take account of actions affecting ARPA program funding. In the event of funding reduction, CITY may, in its sole and absolute discretion, reduce the budget of this Agreement, may limit the rate of SUBRECIPIENT's authority to utilize funds, or may restrict SUBRECIPIENT's use of uncommitted funds. Where CITY has been directed to implement a reduction in funding, with respect to funding for this Agreement, CITY's City Manager or delegate is authorized to act for CITY in implementing and effecting such a reduction and in revising, modifying, or amending the Agreement for such purposes. If such a reduction in funding occurs, SUBRECIPIENT shall be permitted to de-scope accordingly. Where CITY has reasonable grounds to question SUBRECIPIENT's fiscal accountability or compliance with this Agreement, CITY may suspend the operation of this Agreement for up to sixty (60) days upon five (5) days written notice to SUBRECIPIENT of its intention to so act,pending an audit or other resolution of such questions. In no event, however, shall any revisions made by CITY affect expenditures and legally binding commitments made by SUBRECIPIENT before it received notice of such revision, provided that such amounts have been committed in good faith and are otherwise allowable and that such commitments are consistent with ARPA SLFRF Funds withdrawal guidelines. K. Exclusivity and Amendment of Agreement. This Agreement supersedes any and all other agreements, either oral or in writing,between the parties hereto with respect to the use of CITY's ARPA SLFRF Funds by SUBRECIPIENT and contains all the covenants and agreements between the parties with respect to SUBRECIPIIENT's administration of said program. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein, and that no other agreement or amendment hereto shall be effective unless executed in writing and signed by both CITY and SUBRECIPIENT. L. Laws Governing this Agreement. This Agreement shall be governed by and construed in accordance with the laws of the State of California, and all applicable federal laws and regulations. M. Validity and Severability. The invalidity in whole or in part of any provision of this Agreement shall not void or affect the validity of any other provision of this Agreement. Whenever possible, each provision of this AGREEMENT shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this AGREEMENT is held to be prohibited by or invalid under applicable law, such provision shall be ineffective only to the extent of such prohibition or invalidity, without invalidating the remainder of such provisions of this AGREEMENT. N. Waiver. No delay or omission by either party hereto to exercise any right or power accruing upon any noncompliance or default by the other party with respect to any of the terms of this Agreement shall impair any such right or power or be construed to be a waiver thereof. A waiver by either of the parties hereto of any of the covenants, conditions, or agreements to be performed by the other shall not be construed to be a waiver of any succeeding breach thereof or of any other covenant, condition or agreement herein contained. City Council 16 26 — 92 5/3/2022 O. Federal Award Identification Information. SUBRECIPIENT's pertinent Federal Award Identification Information, including DUNS Number and Federal Award Identification Number (FAIN), as well as the applicable information for ARPA, are included in Exhibit C attached hereto and incorporated herein by this reference. P. Miscellaneous Provisions. 1. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify CITY fully, including reasonable costs and attorney's fees, for any injuries or damages to CITY in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. 2. All Exhibits and Attachments referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. 3. This Agreement must be signed below and may be signed in counterpart and delivered by fax, email as a PDF (Portable Document Format)file attachment, or by other means that displays the original or a copy of the signatures. Any subsequent amendments may be signed and delivered in the same manner. {Signatures on followingpage} City Council 17 26 — 93 5/3/2022 IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date and year first written above. ATTEST: CITY OF SANTA ANA DAISY GOMEZ KRISTINE RIDGE Clerk of the Council City Manager APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney : BRANDON SALVATIERRA Deputy City Attorney RECOMMENDED FOR APPROVAL: SUBRECIPIENT: ?q-1-11 " LISA RUDLOFF JENNIFER BACKHAUS Executive Director Artistic Director/Founder Parks,Recreation and Community Services Agency DUNS 9: 140439295 City Council 18 26 — 94 5/3/2022 EXHIBIT A SCOPE OF WORK City Council 26 — 95 5/3/2022 L9 Exhibit A V01* back 13usdance Revive Santa Ana Youth Program RFP No: 21-116A Proposal The Dance for Kindness Project: youth athletic/sports program July 1, 2022 - June 30, 2023 Scope of Work Program Description/Overview Backhausdance, Orange County's award-winning contemporary dance company and experienced teaching artists will partner with Santa Ana Unified School District's (SAUSD) Special Projects/Wellness and Athletics Department and SAUSD Arts, designated as an arts equity district, to present an innovative athletic program entitled Dance for Kindness, July 2022- June 2023. The goal of this unique collaboration, responding to the critical needs of youth who have experienced trauma and loss due to the serious isolation and economic crisis of the prolonged global pandemic, is to improve students' physical, social-emotional, mental health conditions and inspire academic learning capabilities in two (2) K-5 elementary schools located in different geographic locations of Santa Ana, targeting the most disproportionately impacted youth. Dance for Kindness will provide rigorous and adaptive skill-based athletic workshops centered around themes of empathy, character building, anti-bullying, non-verbal and verbal communication, putting forth your best effort, and teamwork to expand socialization and resiliency skills aligning with the foundations of youth development. The program, to be held during the school day, will provide approximately 850 students with much-needed physical and athletic educational services, matching with the goals of the Revive Santa Ana Youth Programs and state and federal guidelines. The Dance for Kindness Project includes a series of six (6) 45-minute active workshops sessions for each grade level, K-5, for general and special education students, and assemblies for the entire school (approximately 90 workshops per school). Teacher planning and evaluation sessions will be held for each school. The program will be launched with interactive assemblies for the entire school, demonstrating athleticism, physicality, emotional expression and the human connection. The fundamental basis of the elements of dance match closely with the attributes and core values of athletics, including strength and conditioning, discipline, teamwork, creativity, problem-solving, perseverance, flexibility, intention, expression, communication, and connecting with each other. Backhausdance shares SAUSD's goal of supporting the whole child to access learning in creative, joyful, and experiential ways that will shape leaders and dynamic thinkers who are the innovators of tomorrow in the global economy. Dance for Kindness is held in tandem with Santa Ana Unified School District's annual "We Care Campaign," designed to have a positive impact on the school's culture and climate. The program will be customized specifically for each elementary school to provide expanded physical education for all, and integrates with CA Department of Education content standards in Physical Education, Dance,Socio-Emotional Learning Concepts, English/Language Arts, Science, Math and History/Social Sciences. Our initiative is built on the framework of renowned basketball Coach John Wooden's "Pyramid of Success." His definition of success for children: "Success is happiness in your heart because you made the effort 100% to do your best. All sessions and performances will be held on the school campus in person, or virtually, depending on the current City of Santa Ana and SAUSD COVI D safety protocol. City Council 26 — 96 5/3/2022 20 Exhibit A Target Population and Unmet Needs Backhausdance's Dance for Kindness partnership program is targeted to Santa Ana children and youth who have been besieged by loss, economic hardship and dramatic change with distance learning during the time of our pandemic and its ripple effects. Physical education classes are not provided adequately during the school day, and participation in athletics and sports programs after school is an added financial expense that may cause a burden on families and limits youth who are able to fully participate. Regular fitness activity is essential for maintaining healthy body weight and preventing obesity. Dance for Kindness is designed to teach skills related to body, space, time and energy, bring joy and relief, to aid in the coping process, to relieve stress, and to learn the physicality and elements of creative movement. Backhausdance will work with SAUSD Special Projects in Wellness and Athletics and SAUSD Arts to identify elementary schools that have limited if no access to athletics/physical education classes and where there are students who are under extreme socio-emotional duress. Project Timeline and Deliverables Month(s) Deliverable July -August 2022 Planning, organization and school outreach August- September 2022 School partnership finalization, pre-assessment survey, lead planning workshop for teachers, scheduling, customization October- December 2022 Dance for Kindness workshop series and assemblies for SAUSD elementary school #1 December 2022 - January 2023 Evaluation and post-assessment, preparation of interim grant report February -April 2023 Dance for Kindness workshop series and assemblies for SAUSD elementary school #2 February 2023 Participation in SAUSD We Care Campaign March 2023 Dance for Kindness performance with students at annual Boca de Oro Festival April - May 2023 Evaluation and post-assessment, grant reporting; drafting of final grant report May- June 2023 Project review, debriefing, and completion of grant report Project Core Educational Values: Dance/Athletics/Physical Activity is... • Can be done by anyone of any ability • For everyone - is a natural activity and builds connections/community • Makes us healthier and stronger; relieves stress • Rigorous, requires effort to do it correctly and learn technique • Expressive and communicative City Council 26 — 97 5/3/2022 21 Exhibit A • Involves body and spatial awareness (coordination, teamwork) • Requires focus and perseverance • Makes us smarter (is good for our brains/concentration) • Builds confidence and anatomical awareness • Is fun; is a form of play Dance for Kindness Six-Session Workshop Series Dance is interconnected with the same elements as athletics and physical education including body, action, space, time, energy (BASTE). Each 45-minute workshop will have a set structure, adapted for each age group and special needs for students, and will be developed as a six-session learning sequence/unit. 1. Theme/Ideas • Workshops 1 & 2: Caring and Communication: Body and Action • Workshops 2 & 3: Trust and Trustworthiness, Resilience: Body, Action, Space and Time • Workshops 4 & 5: Teamwork, Responsibility and Self- Confidence: Body, Action, Space, Time, and Energy • Workshop 6: Respect, Empathy and Relationships: Body, Action, Space, Time and Energy 2. Ice-breaker (i.e. name game - each student says their name and chooses a body part to draw the first letter of their name) 3. Warm-Up - preparation to use our bodies safely; covers upper and lower body, side, cross lateral parts. Sequence includes: breathing and getting heart rate up (jumping jacks and other weight shifting, expanding and contracting (upper and lower body, head movements), flexibility - stretching hamstrings external rotation, strengthening (core, back, upper body), large range of motion in legs (lunges), vestibular (swings and double bounces), balancing. 4. Exploration - asking students: How can you move a particular part of your body? Demonstrate movement. Adapting as needed. 5. Skill - related to the specific workshop theme - teaching non-locomotor or axial movements; space such as levels, direction, place, space - close or apart, time - rhythm, counting, energy (movement quality - strong or sharp movement, light or flowing) 6. Create - using the skill that has been taught, the teaching artist will guide the class to create their own movement sequence. Movement vocabulary. 7. Analyze and Reflect- group interaction; review of vocabulary 8. Cool down - reminding students that this is a necessary part of being an athlete and staying fit- group activity of stretching and releasing Dance for Kindness Interactive Assembly Students will participate in a 45-minute assembly at their school presented by Backhausdance company dancers to see a special contemporary dance performance that is athletic, demonstrates the human connection, involves them throughout the experience and introduces them to skills they will be learning in their workshops. Backhausdance is committed to advancing equity, diversity and accessibility for all students through its core values and policies of inclusiveness and solidarity. Integral to our mission is to make a significant investment in the underserved and marginalized areas of our community to provide everyone with opportunities to reach their fullest potential and to be treated with dignity, respect and equality. City Council 26 — 98 5/3/2022 22 EXHIBIT B FEE PAYMENT SCHEDULE City Council 26 — 99 5/3/2022 23 Exhibit B FISCAL YEAR 2022-2023 PROPOSED PROGRAM BUDGET Organization Name Backhausdance Program Name The Dance for Kindness Project Term: July 1, 2022 to June 30, 2023 EXPENDITURES Enter budget categories and projected expenditures: Category Funded By Funded By Budget Organization Administrative Staff Salaries $3,000 $3,000 $ 39,165 Program Staff Salaries $21,700 $21,700 $ 218,370 Contractual Services $4,000 $4,000 $ 20,055 Other- $1,300 $1,300 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 TOTAL $30,000 $0 $30,000 $277,590 PROGRAM RESOURCES LIST ALL OTHER PROGRAM RESOURCES FOR 2022-2023 Funding Source Total must equal Program Budget Total listed above. FUNDING SOURCE AMOUNT Santa Ana REVIVE $30,000 TOTAL 1 $ $30,000 City Council 24 26 — 100 5/3/2022 Exhibit B 2022-2023 REVIVE BUDGET LINE ITEMS ADMINISTRATIVE STAFF Position Title Annual Salary& Benefits REVIVE Funds Company Administrator $12,000 $1,200 Education and Community Engagement Director $12,000 $1,200 Marketing and Social Media Manager $6,000 $600 PROGRAM STAFF Position Title Annual Salary& Benefits REVIVE Funds Artistic Director $15,000 $1,050 Backhausdance company members/educators $65,000 $19,900 (company has 12 part-time dancers/employees) Rehearsal and Education Coordinator $2,500 $750 CONTRACTUAL/PROFESSIONAL SERVICES Type of Service Contract Amount REVIVE Funds Videographer, photographer, media services $12,000 $1,000 Graphic design, printing and postage $6,000 $1,000 Facility rental $20,000 $2,000 OTHER LINE ITEMS Line Item Program Amount REVIVE Funds Insurance: Liability, D&O, workers compensation $ 38,000.00 $1,300 Attachment 1(b) City Council 2, 26 — 101 5/3/2022 Exhibit B Description Financial oversight, payroll, insurance, contracts, grant invoicing Project liaison with SAUSD; program direction/management, grant reporting Project branding and promotion in compliance with SAUSD and City of Santa Ana guidelines Description Project leadership and oversight; grant compliance 180 class sessions,45 minutes each taught by 2 educators ($50/educator)=$18,000 4,45-min. planning&evaluation sessions(2 per school),2 educators ($50/educator)_$400 4,45 min. assemblies (2 per school), 5 dancers($75/dancer) per assembly=$1,500 Project curriculum assistance; scheduling, data collection Description Project videography and photography for archival and grant documentation Project design, development, and production of digital and print materials Facility rental fee for project planning, development, rehearsing and refining Description 3.25% of insurance for Backhausdance company City Council 26 26 — 102 5/3/2022 EXHIBIT C FEDERAL AWARD IDENTIFICATION INFORMATION The General Program Requirements were designed to provide the framework where the CONTRACTOR will provide ARPA programs identified in this attachment. L GOVERNANCE The CONTRACTOR agrees to comply, remain informed, and deliver services consistent with the provisions of ARPA. Where local policy has not been set, the CONTRACTOR agrees to adhere to state and/or federal policy, as appropriate. IL GOVERNANCE REFERENCES A. Additional state and federal agencies that provide funding to the CITY may be incorporated herein. B. Information Bulletins, Directives, and any other federal and state guidance documents pertaining to the ARPA SURF Funds. C. Actions, directives, and policy and procedures issued by the CITY. D. CITY policies, as applicable. III. CONTRACTOR/SUBRECIPIENT DETERMINATION: In accordance with the requirements of 2 CFR 200.330 (Subrecipient and Contractor determination) and for the purpose of this CONTRACT, SUBRECIPIENT is determined to be a CONTRACTOR. City Council 26 — 103 5/3/2022 27 IV. FEDERAL AWARD IDENTIFICATION FAIN INFORMATION A. CONTRACTOR Name: BACKHAUSDANCE B. CONTRACTOR'S Unique 140439295 Identifier(D-U-N-S): Federal Award C. Identification Number SLFRP1059 (FAIN): D. Federal Award Date: 5/19/2021 E. Subaward Period of 7/l/2022-6/30/2023 Performance: Total Amount of Federal F. Funds Obligated by the $30,000 Action: Total Amount of Federal G. Funds Obligated to the $30,000 CONTRACTOR: H. Total Amount of the $64,180,406.50 Federal Award: Federal Award Project American Rescue Plan Act(ARPA) I' Description: J. Federal Awarding Agency: U.S. Department of the Treasury K. Name of PTE: City of Santa Ana L. Contact Information for the Kristine Ridge, City Manager Awarding Official: Phone Number: (714) 647-5200 E-mail Address: kridgegsanta-ana.org M. CFDA Number: 21.027 CFDA Name: Coronavirus State and Local Fiscal Recovery Funds N. Whether Award is R&D: No O. Indirect Cost Rate for the de minimus or federally negotiated rate Federal Award: City Council 26 — 104 5/3/2022 28 EXHIBIT D DEBARMENT Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion Lower Tier Covered Transactions This certification is required by the regulations implementing Executive Order 12549, Debarment and Suspension, 29 CFR Part 98, Section 98.510, Participants' responsibilities. The regulations were published as Part VII of the May 26, 1988 Federal Register(pages 19160-19211). (BEFORE COMPLETING CERTIFICATION, READ INSTRUCTIONS FOR CERTIFICATION -Attached) (1) The prospective recipient of federal assistance funds certifies, by submission of this proposal, that neither it nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in this transaction by any federal department or agency. (2) Where the prospective recipient of federal assistance funds is unable to certify to any of the statements in this certification, such prospective participant shall attach an explanation to this proposal. Jennifer Backhaus, Artistic Director Name and Title of Authorized Representative ?qlll-� March 16, 2022 Signature Date City Council 26 — 105 5/3/2022 29 INSTRUCTIONS FOR CERTIFICATION 1. By signing and submitting this proposal, the prospective recipient of federal assistance funds is providing the certification as set out below. 2. The certification in this clause is a material representation of fact upon which reliance was placed when this transaction was entered into. If it is later determined that the prospective recipient of federal assistance funds knowingly rendered an erroneous certification, in addition to other remedies available to the Federal Government, the Department of Labor (DOL) may pursue available remedies, including suspension and/or debarment. 3. The prospective recipient of federal assistance funds shall provide immediate written notice to the person to which this proposal is submitted if at any time the prospective recipient of federal assistance funds learns that its certification was erroneous when submitted or has become erroneous by reason of changed circumstances. 4. The terms "covered transaction," "debarred," "suspended," "ineligible," "lower tier covered transaction," "participant," "person," "primary covered transaction," "principal," "proposal," and 'voluntarily excluded," as used in this clause, have the meanings set out in the Definitions and Coverage sections of rules implementing Executive Order 12549. You may contact the person to which this proposal is submitted for assistance in obtaining a copy of those regulations. 5. The prospective recipient of federal assistance funds agrees by submitting this proposal that, should the proposed covered transaction be entered into, it shall not knowingly enter into any lower tier covered transaction with a person who is debarred, suspended, declared ineligible, or voluntarily excluded from participation in this covered transaction, unless authorized by the DOL. 6. The prospective recipient of federal assistance funds further agrees by submitting this proposal that it will include the clause titled "Certification Regarding Debarment, Suspension, Ineligibility and voluntary exclusion - Lower Tier Covered Transactions," without modification, in all lower tier covered transactions and in all solicitations for lower tier covered transactions. 7. A participant in a covered transaction may rely upon a certification of a prospective participant in a lower tier covered transaction that it is not debarred, suspended, ineligible, or voluntarily excluded from the covered transaction, unless it knows that the certification is erroneous. A participant may decide the method and frequency by which it determines the eligibility of its principals. Each participant may, but is not required to check the List of Parties Excluded from Procurement or Non-Procurement Programs. 8. Nothing contained in the foregoing shall be construed to require establishment of a system of records in order to render in good faith the certification required by this clause. City Council 26 — 106 5/3/2022 30 The knowledge and information of a participant is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings. City Council 26 — 107 5/3/2022 31 9. Except for transactions authorized under paragraph 5 of these instructions, if a participant in a covered transaction knowingly enters into a lower tier covered transaction with a person who is suspended, debarred, ineligible, or voluntarily excluded from participation in this transaction, in addition to other remedies available to the Federal Government, the DOL may pursue available remedies, including suspension and/or debarment. City Council 26 — 108 5/3/2022 32 EXHIBIT E LOBBYING Certification Regarding Lobbying Certification for Contracts, Grants, Loans, and Cooperative Agreements The undersigned certifies, to the best of his or her knowledge and belief, that: (1) No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contact, grant, loan or cooperative agreement. (2) If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, 'Disclosure Form to Report Lobbying," in accordance with its instructions. (3) The undersigned shall require that the language of this certification be included in the award documents for all subawards at all tiers (including subcontract, subgrants, and contracts under grants, loans, and cooperative agreements) and that all subrecipients shall certify and disclose accordingly. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352, Title 31, U. S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. Backhausdance The Dance for Kindness Project Grantee/Contactor Organization Program Title Jennifer Backhaus March 16, 2022 Name of Certifying Officer Signature Date City Council 26 — 109 5/3/2022 33 SUBRECIPIENT warrants the following: 1. SUBRECIPIENT will comply with Public Law 88-352, Title VI of the Civil Rights Act of 1964 (42 U. S. C. section 2000 et seq.) and implementing regulation in 24 CFR Part 1. 2. No person in the United States shall on the ground of race, color, religion, national origin, or sex, be excluded from participation in, or be denied the benefits of, or be subjected to discrimination under any program or activity funded in whole or in part with community development funds made available pursuant to the ACT. 3. All laborers and mechanics, employed by contractors or subcontractors in the performance of construction work financed in whole or in part with community development funds shall be paid wages at rates not less than those prevailing on similar construction in the locality as determined in accordance with the Davis-Bacon Act, as amended, 40 U. S. C. Sections 276 a 1-5, except for individuals who perform services for which they volunteered; do not receive compensation for such services; or are paid expenses, reasonable benefits, or a nominal fee for such services; and are not otherwise employed at any time in construction work. 4. SUBRECIPIENT will comply with all Federal statutes applicable to projects funded with community development funds, except that (a) SUBRECIPIENT does not assume CITY'S environmental responsibilities described at 24 CFR 570.604; and (b) SUBRECIPIENT does not assume CITY'S responsibility for initiating the review process under Executive Order 12372. City Council 26 — 110 5/3/2022 34 EXHIBIT F DRUG-FREE WORKPLACE Certification Regarding Drug-Free Workplace Requirements The certification set out below is a material representation upon which reliance is placed by the U.S. Department of Housing and Urban Development in awarding the grant. If it is later determined that the contractor knowingly rendered a false certification, or otherwise violates the requirements of the Drug-Free Workplace Act, the U.S. Department of Housing and Urban Development, in addition to any other remedies available to the Federal Government, may take action authorized under the Drug-Free Workplace Act. CERTIFICATION A. The contractor certifies that it will provide a drug-free workplace by: (a) Publishing a statement notifying employees that the unlawful manufacture, distribution, dispensing, possession or use of a controlled substance is prohibited in the contractor's workplace and specifying the actions that will be taken against employees for violation of such prohibition; (b) Establishing a drug-free awareness program to inform employees about— (1) The dangers of drug abuse in the workplace; (2) The contractor's policy of maintaining a drug-free workplace; (3) Any available drug counseling, rehabilitation, and employee assistance program; and (4) The penalties that may be imposed upon employees for drug abuse violations occurring in the workplace; (c) Making it a requirement that each employee who will be engaged in the performance of the grant be given a copy of the statement required by paragraph (a); (d) Notifying the employee in the statement required by paragraph -(a) that, as a condition of employment under the contract, the employee will - (1) Abide by the terms of the statement; and (2) Notify the employer of any criminal drug statute conviction for a violation occurring in the workplace no later than five days after such conviction. (e) Notifying the U.S. Department of Housing and Urban Development within ten City Council 26 — 111 5/3/2022 days after receiving notice under subparagraph (d)(2) from an employee or otherwise receiving actual notice of such conviction; (f) Taking one of the following actions, within 30 days of receiving notice under subparagraph (d)(2), with respect to any employee who is so convicted - ( 1) Taking appropriate personnel action against such an employee, up to and including termination; or (2) Requiring such employee to participate satisfactorily in a drug abuse assistance or rehabilitation program approved for such purposes by a Federal, State, or local health, law enforcement, or other appropriate agency; (g) Making a good faith effort to continue to maintain a drug-free workplace through implementation of paragraphs (a), (b), (c), (d), (e) and (f). B. The contractor shall insert in the space provided on the attached "Place of Performance" form the site(s) for the performance of work to be carried out with the grant funds (including street address, city, county, state, and zip code) .the contractor further certifies that, if it is subsequently determined that additional sites will be used for the performance of work under the contract, it shall notify the U.S. Department of Housing and Urban Development immediately upon the decision to use such additional sites by submitting a revised "Place of Performance" form. Backhausdance Organization ?41_� March 16, 2022 Authorized Signature Date City Council 26 — 112 5/3/2022 36 PLACE OF PERFORMANCE FOR CERTIFICATION REGARDING DRUG-FREE WORKPLACE REQUIREMENTS Name: Two SAUSD elementary schools (to be determined) Date: September - October 2022 and January - February 2023 (dates to be confirmed) The Contractor shall insert in the space provided below the site(s) expected to be used for the performance of work under the contract covered by the certification: Place of Performance (include street address, city, county, state, zip code for each site): Two SAUSD elementary schools to be determined City Council 26 — 113 5/3/2022 37 AGREEMENT BETWEEN THE CITY OF SANTA ANA AND COMMUNITY ACTION PARTNERSHIP OF ORANGE COUNTY FOR USE OF AMERICAN RESCUE PLAN ACT (ARPA) FUNDS This Agreement is hereby made and entered into this 3rd day of May, 2022 by and between the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("CITY"), and Community Action Partnership of Orange County, a California domestic nonprofit corporation ("SUBRECIPIENT" or"CONTRACTOR"). RECITALS: A. The American Rescue Plan Act ("ARPA") was signed into law in March 2021. ARPA provides funding for a number of different programs, including the Coronavirus State and Local Fiscal Recovery Fund ("SLFRF"), to provide monetary support to local governments to respond to, mitigate, and recover from the COV1[D-19 public health emergency. B. On July 20, 2021, the Santa Ana City Council authorized the City Manager to utilize ARPA SLFRF funding from the United States Department of Treasury for the Revive Santa Ana Spending Plan, which includes five spending categories: recovery from the pandemic, direct assistance programs, public health and safety, critical infrastructure, and city fiscal health. C. SUBRECIPIENT has been selected by the CITY to receive ARPA SLFRF Funds in order to provide youth programs, including: early childhood support; head start; day care; after school tutoring; athletic; and, youth violence prevention, in accordance with the Scope of Work attached hereto as Exhibit A and incorporated herein by reference ("said program"). SUBRECIPIENT represents that it is qualified and willing to operate said program and certifies that the administration of said program carried out with funds provided under this Agreement will meet ARPA's objectives to respond to, mitigate, and recover from this historic COVID-19 public health crisis. D. SUBRECIPIENT agrees that it will adhere to the tasks and services as indicated in Exhibit A for said program. Failure to follow the requirements and meet the stated expectations may constitute breach of contract that could result in termination of this Agreement or serve as reason for the CITY to recapture the grant funds awarded to SUBRECIPIENT pursuant to this Agreement. WHEREFORE, it is agreed by and between the parties that the foregoing Recitals are a substantive part of this Agreement and the following terms and conditions are approved and together with all exhibits and attachments hereto, shall constitute the entire Agreement between the CITY and SUBRECIPIENT: L ARPA PROGRAM PROVISIONS A. Scope of Work. SUBRECIPIENT shall be responsible for the specific tasks and services of said program, and agrees to administer said program in compliance with the tasks and City Council 1 26 — 114 5/3/2022 services as described in the Scope of Work attached hereto as Exhibit A. SUBRECIPIENT's failure to perform as required may, in addition to other remedies set forth in this Agreement, result in readjustment of the amount of funds for said program or termination of this Agreement. B. Term of Agreement. The term of said Agreement shall commence on July 1 st,2022, and continue through June 30, 2023 ("Term"), unless terminated earlier pursuant to the terms of this Agreement. This Agreement shall also cover any and all services provided by the SUBRECIPIENT to the CITY since the date the ARPA SURF Funds were awarded to the CITY. Additionally, the Term of this Agreement may be extended by a writing executed by the City Manager, or designee, and the City Attorney. C. Amount of Grant Funding. The total amount of funds provided for said program shall not exceed Sixty-Five Thousand Dollars and Zero Cents ($65,000) ("ARPA SURF Funds") during the Term of the Agreement. SUBRECIPIENT agrees to use said ARPA SURF Funds to administer said program as outlined in Exhibit A. D. Disbursement of Funds. Said ARPA SURF Funds shall be disbursed by CITY to SUBRECIPIENT pursuant to the terms found in the Fee Payment Schedule attached hereto as Exhibit B, with payments subject to the submittal of invoices and other reporting requirements, as hereinafter more fully set forth. SUBRECIPIENT shall be obligated to perform such duties as would normally extend beyond the term, including, but not limited to, obligations with respect to indemnification, audits,reporting, data retention/reporting, and accounting. Failure to provide any of the required documentation and reporting will cause CITY to withhold all or a portion of a request for ARPA SURF Funds, or return the entire request to SUBRECIPIENT, until such documentation and reporting has been received and approved by CITY. (1) Reduction in ARPA SLFRF Funding. The CITY reserves the right to reduce the amount of ARPA SURF Funds to SUBRECIPIENT, or to completely terminate this Agreement, in the CITY's sole discretion, if there is a reduction in ARPA SURF Funds provided to the CITY. (2) Reduced Distribution of Funds. The CITY reserves the right to reduce the grant application if the CITY's fiscal monitoring indicates that SUBRECIPIENT's rate of expenditure will result in unspent funds at the end of the program term. Amendments in the grant allocation will be made after consultation with SUBRECIPIENT. (3) Reversion of Assets. SUBRECIPIENT agrees that any and all funds received under this Agreement shall be utilized during the Term of this Agreement, and that any and all funds remaining as of the end of the Term, which have not been utilized, shall be returned by SUBRECIPIENT to the CITY within thirty (30) days of the expiration or earlier termination of the Agreement. No expense of SUBRECIPIENT will be reimbursed by CITY if incurred after the end of the Term of the Agreement. City Council 2 26 — 115 5/3/2022 E. Grant Program Requirements. (1) SUBRECIPIENT acknowledges that the source of funding for said program is the federal ARPA, and that payments from the ARPA SURF Funds are only to be used to make necessary expenditures incurred due to the public health emergency with respect to COVID-19. (2) SUBRECIPIENT acknowledges that ARPA provisions allow the use of ARPA SURF Funds to respond to,mitigate, and recover from the COVID-19 public health emergency, and will not use these funds for any other uses. (3) SUBRECIPIENT shall follow the process and determination of eligibility for participants in said program as outlined in Exhibit A. F. Performance Monitoring. (1) SUBRECIPIENT shall submit program performance information as often as requested by CITY, but no less than the submission of monthly reports and a final report to CITY with the information requested by and in the format acceptable to CITY. Each monthly report is due within thirty (30) days of completion of work for each month. The final report is due within thirty (30) days after the termination or expiration of this Agreement. (2) CITY will evaluate SUBRECIPIENT's management and operation of said program with respect to the project expectations as described in Exhibit A. (3) CITY will review the audit of the SUBRECIPIENT to ensure that grant funds are used for authorized purposes in compliance with laws, regulations, and the provisions of contracts or grant agreements under this Agreement, including attachments and exhibits. (4) If action to correct any substandard performance is not taken by the SUBRECIPIENT within a reasonable period after being notified by CITY, suspension or termination procedures may be initiated by CITY. (5) All performance shall be subject to review by the CITY or other regulatory agencies at all times. SUBRECIPIENT shall provide adequate cooperation to any inspector or other CITY representative to permit the same to determine SUBRECIPIENT's conformity with the terms of this Agreement. If any services performed by SUBRECIPIENT are not in conformance with the terms of this Agreement, the CITY shall have the right to require SUBRECIPIENT to perform the services in conformance with the terms of the Agreement at no additional cost. The CITY may also terminate this Agreement for default and charge SUBRECIPIENT for any costs incurred by the CITY because of SUBRECIPIENT's failure to perform. (6) SUBRECIPIENT shall establish adequate procedures for self-monitoring and quality control and assurance to ensure proper performance under this Agreement; and shall permit a CITY representative or other regulatory official to monitor, assess, or evaluate SUBRECIPIENT's performance under this Agreement at any time, upon reasonable notice to SUBRECIPIENT. City Council 3 26 — 116 5/3/2022 G. Audit. (1) SUBRECIPIENT shall maintain complete and accurate records and supporting documentation to facilitate financial and/or program audits by CITY. This requirement shall apply to any records and documentation CITY shall reasonably require or as required to be maintained pursuant to the ARPA regulations. (2) The books and accounts, files, and other records of SUBRECIPIENT, which are applicable to this Agreement, shall be available for inspection, review, and audit during normal business hours by CITY to determine the proper application and use of all ARPA SURF Funds provided to or for the account or benefit of SUBRECIPIENT. (3) SUBRECIPIENT assumes responsibility for reimbursement to CITY a sum of money equivalent to the amount of any expenditures disallowed should the CITY, or an authorized agency, rule through audit, exception, or some other appropriate means,that expenditures from funds allocated to SUBRECIPIENT for direct and/or administrative costs were not made in compliance with the applicable cost principles, regulations, or the provisions of this Agreement. (4) SUBRECIPIENT agrees to comply with the requirements of OMB Uniform Guidance 2 CFR Part 200. SUBRECIPIENT further agrees to provide CITY with a copy of completed independent auditors' report within thirty (30) days of CITY's request for such report. If the report contains instances of non-compliance with federal laws and regulations that bear directly on the performance or administration of this Agreement, SUBRECIPIENT shall provide CITY copies of responses to auditors' reports, a plan for corrective action, and auditors' response that the noncompliance has been resolved. All reports prepared in accord with the requirements of OMB Uniform Guidance 2 CFR Part 200 shall be available for inspection by representatives of CITY or the federal government during normal business hours. (5) All accounting records, reports, and evidence pertaining to all costs, expenses and the ARPA SURF Funds of SUBRECIPIENT and all documents related to this Agreement shall be maintained and kept available at SUBRECIPIENT'S office or place of business for the duration of the Agreement and thereafter for five (5) years from the date of final payment under this Agreement. Records which relate to: (a) complaints, claims, administrative proceedings or litigation arising out of the performance of this Agreement; or, (b) costs and expenses of this Agreement to which CITY or any other governmental agency takes exception, shall be retained beyond the five(5)years until complete resolution or disposition of such appeals,litigation claims, or exceptions. In the event SUBRECIPIENT does not make the above-referenced documents available within the City of Santa Ana, California, SUBRECIPIENT agrees to pay all necessary and reasonable expenses incurred by CITY in conducting any audit at the location where said records and books of account are maintained. H. Ownership/Use of Materials. SUBRECIPIENT agrees that all materials, reports or products in any form, including electronic, created by SUBRECIPIENT for which SUBRECIPIENT has been compensated pursuant to this Agreement shall be the sole property of the CITY. The material, reports, or products may be used by the CITY for any purpose that the CITY deems to be appropriate, including, but not limit to, duplication and/or distribution within City Council 4 26 — 117 5/3/2022 the CITY or to third parties. SUBRECIPIENT agrees not to release or circulate in whole or part such materials, reports, or products without prior written authorization of the CITY. I. Close-Out. SUBRECIPIENT agrees to comply with the closeout procedures detailed in 2 CFR §200.343, including the following: (1) SUBRECIPIENT must submit, no later than ninety (90) calendar days after the end date of the period of performance, all financial, performance, and other reports as required by the terms and conditions of this Agreement; (2) SUBRECIPIENT must promptly refund any balances of unobligated cash that the CITY paid in advance or paid and that is not authorized to be retained by SUBRECIPIENT for use in other projects (See OMB Circular A-129 and 2 CFR §200.345); and, (3) CITY should complete all closeout actions for the Federal award no later than one year after receipt and acceptance of all required final reports. IL SUBRECIPIENT'S OBLIGATIONS A. Representations and Warranties. (1) Authority. SUBRECIPIENT is a duly organized and existing domestic nonprofit corporation in good standing and authorized to do business under the laws of the State of California. SUBRECIPIENT has full right, power and lawful authority to accept the funding hereunder and to undertake all obligations as provided herein and the execution, performance and delivery of this Agreement by SUBRECIPIENT has been fully authorized by all requisite actions on the part of SUBRECIPIENT. (2) Experience. SUBRECIPIENT is qualified to provide the administrator services for said program detailed herein. (3) Familiarity With Services Required. By executing this Agreement, SUBRECIPIENT warrants that: (i)it has thoroughly investigated and considered the administrator services to be performed and provided for said program as detailed in Exhibit A; (ii) it has carefully considered how the services should be performed; and, (iii) it fully understands the facilities, difficulties and restrictions attending performance of the services under this Agreement. (4) No Conflict. To the best of SUBRECIPIENT'S knowledge, SUBRECIPIENT'S execution, delivery and performance of its obligations under this Agreement will not constitute a default or a breach under any contract, agreement or order to which SUBRECIPIENT is a party or by which it is bound. (5) No Bankruptcy. SUBRECIPIENT is not the subject of any current or threatened bankruptcy proceeding. City Council 5 26 — 118 5/3/2022 (6) No Pending Legal Proceedings. SUBRECIPIENT is not the subject of a current or threatened litigation that would or may materially affect SUBRECIPIENT'S performance under this Agreement. (7) Proposal Veracity. All provisions of and information provided in SUBRECIPIENT's proposal submitted to CITY, including any exhibits, are true and correct in all material respects. (8) No Pending Investigation. SUBRECIPIENT has no knowledge that it is the subject of any current or threatened criminal or civil action investigation by any public agency, including without limitation a police agency or prosecuting authority, which would relate to or affect performance of the Agreement or provision of services hereunder. B. Licensing. SUBRECIPIENT agrees to obtain and maintain all required 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 SUBRECIPIENT's operations hereunder. Such licensing requirements include obtaining a City business license, as applicable. C. Zoning. SUBRECIPIENT agrees that any facility/property used in furtherance of said program shall be specifically zoned and permitted for such use(s) and activities. Should SUBRECIPIENT fail to have the required land entitlement and/or permits, thus violating any local, state or federal rules and regulations relating thereto, SUBRECIPIENT shall immediately make good- faith efforts to gain compliance with local, state or federal rules and regulations following written notification of said violation(s)from the CITY or other authorized citing agency. SUBRECIPIENT shall notify CITY immediately of any pending violations. Failure to notify CITY of pending violations, or to remedy such known violation(s) shall result in termination of grant funding hereunder. SUBRECIPIENT must make all corrections required to bring the facility/property into compliance with the law within sixty (60) days of notification of the violation(s); failure to gain compliance within such time shall result in termination of grant funding hereunder. D. Separation of Accounts. All funds received by SUBRECIPIENT from CITY pursuant to this Agreement shall be maintained in an account in a federally insured banking or savings and loan institution with record keeping of such accounts maintained pursuant to applicable 2 CFR 200.302 requirements. SUBRECIPIENT is not required to maintain separate depository accounts for ARPA SLFRF Funds; provided however, the SUBRECIPIENT must be able to account for receipt, obligation, distribution and expenditure of ARPA SLFRF Funds pursuant to applicable 2 CFR 200.302 requirements. E. Audit Report Requirements. SUBRECIPIENT agrees that if SUBRECIPIENT expends Seven Hundred Fifty Thousand Dollars ($750,000) or more in federal funds, SUBRECIPIENT shall have an annual audit conducted by a certified public accountant in accordance with the standards as set forth and published by the United States Office of Management and Budget. SUBRECIPIENT shall provide CITY with a copy of said audit by April 1 of the year following the program year in which this Agreement is executed. City Council 6 26 — 119 5/3/2022 F. Compliance with Law/Program Income. SUBRECIPIENT acknowledges that the funds being provided by CITY for said program are received by CITY pursuant to ARPA, and that distribution and expenditure of these ARPA SURF Funds shall be in accordance with ARPA and all pertinent regulations issued by agencies of the federal government, including, but not limited to, all regulations found at Title 24 of the Code of Federal Regulations. Any program income received by SUBRECIPIENT shall be returned to CITY, unless otherwise provided for in this Agreement. SUBRECIPIENT agrees to comply fully with all federal, state and local laws and court orders applicable to its operation and administration of said program, whether or not referred to in this Agreement. G. Debarment. To protect the public interest and ensure the integrity of Federal programs, CITY may only conduct business with responsible persons and may not make any award or permit any award to any party which is debarred or suspended or is otherwise excluded from or ineligible for participation in Federal assistance programs under Executive Order 12549, "Debarment and Suspension". See also 24 CFR 570.609. SUBRECIPIENT must review and sign Exhibit D "Debarment", which is attached hereto and incorporated herein by this reference. SUBRECIPIENT shall be in good standing, without suspension by the California Secretary of State, Franchise Tax Board or Internal Revenue Service. Any change in the corporate status or suspension of SUBRECIPIENT shall be reported immediately to CITY. H. Confidentiality. Without prejudice to any other provisions of this Agreement, SUBRECIPIENT shall, where applicable, maintain the confidential nature of information provided to it concerning participants in accordance with the requirements of federal and state law. However, SUBRECIPIENT shall submit to CITY or its representatives, all records requested, including audit, examinations, monitoring and verifications of reports submitted by SUBRECIPIENT, costs incurred and services rendered hereunder. I. Independent Contractor. SUBRECIPIENT agrees that the performance of obligations hereunder is rendered in its capacity as an independent contractor and that it is in no way an agent of CITY. J. Violation of Terms and Conditions. SUBRECIPIENT agrees that if SUBRECIPIENT violates any of the terms and conditions of this Agreement or any prior Agreement whereby ARPA SURF Funds were received by SUBRECIPIENT, or if SUBRECIPIENT reports inaccurately, or if on audit there is a disallowance of certain expenditures, SUBRECIPIENT agrees to remedy the acts or omissions causing the disallowance and repay CITY all amounts spent in violation thereof If SUBRECIPIENT engaged in fraudulent activity to obtain and/or justify distribution or expenditure of the ARPA SURF Funds granted hereunder, SUBRECIPIENT shall be required to reimburse the CITY of all such funds that were obtained, distributed and/or spent under fraudulent circumstances. K. Fraud. SUBRECIPIENT shall immediately report all suspected or known instances and facts concerning possible fraud, abuse or criminal activity related to said program for the ARPA SURF Funds under this Agreement. City Council 7 26 — 120 5/3/2022 L. Prohibited Use. SUBRECIPIENT hereby certifies and agrees that it will not use ARPA SLFRF Funds provided through this Agreement to pay for entertainment, meals or gifts, or other prohibited uses. M. Lobbying. SUBRECIPIENT certifies that it will comply with federal law(31 U.S.C. 1352) and regulations found at 24 CFR Part 87, which provide that no appropriated funds may be expended by the recipient of a federal contract,grant,loan or cooperative agreement to pay any person for influencing or attempting to influence an officer or employee of any agency,Member of Congress, or an officer or employee of a Member of Congress in connection with awarding of any federal contract, the making of any federal grant or loan, entering into any cooperative agreement and the extension, renewal, amendment or modification of any federal contract, grant, loan or cooperative agreement. SUBRECIPIENT shall sign a certification to that effect in a form as set forth in Exhibit E, attached hereto and by this reference incorporated herein. SUBRECIPIENT shall submit said signed certification to CITY prior to performing any of its obligations under this Agreement and prior to any obligation arising on the part of CITY to pay any sums to SUBRECIPIENT under the terms and conditions of this Agreement. If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit a "Disclosure Form to Report Lobbying," in accordance with its instructions (Exhibit E). N. Financial Interest. SUBRECIPIENT agrees that except for the use of administrative fees to pay salaries and other related administrative or personnel costs, no persons who exercise or have exercised any function with respect to administering said program under the terms of this Agreement, or who are in a position to participate in a decision-making process or gain inside information with regard to the administration of said program, may obtain a financial interest or benefit from said program, either for themselves or those with whom they have family or business ties, during their tenure or for one year thereafter. This prohibition applies to any person who is an employee, agent, consultant, officer, or elected or appointed official of CITY, or of any designated public agency, or the SUBRECIPIENT. O. Labor Standards. The SUBRECIPIENT agrees to comply with the requirements of the Secretary of Labor in accordance with the Davis-Bacon Act as amended, the provisions of Contract Work Hours and Safety Standards Act (40 U.S.C. 327 et seq.) and all other applicable Federal, state and local laws and regulations pertaining to labor standards insofar as those acts apply to the performance of this Agreement. The SUBRECIPIENT agrees to comply with the Copeland Anti-Kick Back Act(18 U.S.C. 874 et seq.) and its implementing regulations of the U.S. Department of Labor at 29 CFR Part 5. The SUBRECIPIENT shall maintain documentation that demonstrates compliance with hour and wage requirements of this part. Such documentation shall be made available to the CITY for review upon request. City Council 8 26 — 121 5/3/2022 P. Equal Employment Opportunities. SUBRECIPIENT shall make every effort to ensure that all projects funded wholly or in part by ARPA SURF Funds shall provide equal employment opportunities for minorities and women. Q. Women and Minority-Owned Businesses (W/MBE). SUBRECIPIENT will use its best efforts to afford small businesses, minority business enterprises, and women's business enterprises the maximum practicable opportunity to participate in the performance of this Agreement in accordance with the requirements of 2 CFR 200.321 "Contracting with small and minority businesses, women's business enterprises, and labor surplus area firms". As used in this Agreement, the term "small business" means a business that meets the criteria set forth in section 3(a)of the Small Business Act, as amended (15 U.S.C. 632), and"minority and women's business enterprise" means a business at least fifty-one percent (51%) owned and controlled by minority group members or women. For the purpose of this definition, "minority group members" are African-Americans, Spanish-speaking, Spanish surnamed or Spanish-heritage Americans, Asian- Americans, and American Indians. SUBRECIPIENT may rely on written representations by businesses regarding their status as minority and female business enterprises in lieu of an independent investigation. R. Drug Free Workplace. SUBRECIPIENT agrees to provide a drug-free workplace and to execute a certification as set forth in Exhibit F attached hereto and incorporated herein by this reference. S. Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards. The following requirements and standards must be complied with: 2 CFR Part 200 et al. SUBRECIPIENT shall procure all materials, property, or services in accordance with the requirements of 2 CFR 200.318-326. III. CITY'S OBLIGATIONS A. Audit of Account. CITY shall include an audit of the account maintained by SUBRECIPIENT in CITY's audit of all ARPA SURF Funds in accordance with Title 24 of the Code of Federal Regulations and other applicable federal laws and regulations. B. Common Rule: Pursuant to 2 CFR 200.328(a), the CITY manages the day-to-day operations of each grant and subgrant supported activities. CITY staff has detailed knowledge of the grant program requirements and monitors grant and subgrant supported activities to assure compliance with federal requirements. Such monitoring covers each program, function and activity and performance goals are reviewed periodically. C. Project Expectations: CITY shall monitor the performance of SUBRECIPIENT against goals and performance standards required herein. The SUBRECIPIENT shall be responsible to accomplish the project expectations as set forth in Exhibit A, and report such results to the CITY. If the SUBRECIPIENT estimates such goals will not be met, the SUBRECIPIENT is to contact the CITY, at which time the CITY will determine if any adjustments to the grant award is appropriate. Substandard performance as determined by the CITY will constitute non- compliance with this Agreement. Should the CITY determine that the SUBRECIPIENT has not City Council 9 26 — 122 5/3/2022 performed its obligations as stated in this contract in a satisfactory manner, or if the CITY determines that insufficient supporting information has been submitted, the CITY shall notify the SUBRECIPIENT in writing of its determination specifying in full detail the objections that it has to the SUBRECIPIENT's performance. If action to correct such substandard performance is not taken by the SUBRECIPIENT after being notified by the CITY, within a reasonable period of time as stipulated in the written notification, contract suspension or termination procedures will be initiated. IV. GENERAL PROVISIONS A. Non-Discrimination. 1. SUBRECIPIENT agrees to comply with Executive Order 11246, which requires that during the performance of this Agreement, SUBRECIPIENT agrees not to discriminate against any employee or applicant for employment because of race, religion, sex, color or national origin. Such action shall include, but not be limited to the following: employment, upgrading, demotion, or transfer, rates of pay or other forms of compensation, and selection for training, including apprenticeship. SUBRECIPIENT agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the SUBRECIPIENT setting forth the provisions of this nondiscrimination clause. 2. SUBRECIPIENT agrees to comply with Title VI of the Civil Rights Act of 1964, which indicates that no person shall, on the ground of race, color or national origin,be excluded from participation in,be denied the benefits of,or be subj ect to discrimination under any program of activity receiving federal financial assistance. 3. No person shall, on the grounds of race, sex, creed, color, religion, marital status, national origin, age, sexual orientation, or physical or mental handicap be excluded from participation in, be refused the benefits of, or otherwise be subject to discrimination in any activities, programs or employment supported by this Agreement. SUBRECIPIENT is prohibited from discrimination on the basis of age or with respect to an otherwise qualified handicapped person as provided for under Section 109 of the Housing and Community Development Act of 1974, as amended. 4. SUBRECIPIENT agrees to comply with the Age Discrimination Act of 1975, which requires that during the performance of this Agreement, SUBRECIPIENT agrees not to discriminate against any employee or applicant for employment because of age. Such action shall include, but not be limited to the following: employment upgrading, demotion, or transfer, rates of pay or other forms of compensation, and selection for training, including apprenticeship. SUBRECIPIENT agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the SUBRECIPIENT setting forth the provisions of this age discrimination clause. 5. SUBRECIPIENT agrees to comply with Section 504 of the Rehabilitation Act of 1973,which requires that no otherwise qualified individual with a disability in the United States, shall, solely by reason of his or her disability, be excluded from the participation in, be denied the benefits of, or be subjected to discrimination under any program or activity receiving federal financial City Council 10 26 — 123 5/3/2022 assistance or under any program or activity conducted by any executive agency or by the United States Postal Service. B. Conflict of Interest. Pursuant to the conflict of interest requirements set forth in 24 CFR 570.611 and 2 CFR 200.112, SUBRECIPIENT certifies that no member, officer, employee, agent or assignee of CITY having direct or indirect control of any ARPA SLFRF Funds granted to the CITY,inclusive of the subject ARPA SLFRF Funds, shall serve as an officer of SUBRECIPIENT. Further, any conflict or potential conflict of interest of any officer of SUBRECIPIENT shall be fully disclosed in writing prior to the execution of this Agreement and said writing shall be attached and deemed fully incorporated as a part hereof. Notice shall be sent by SUBRECIPIENT to CITY regarding any changes or modifications to its board of directors and list of officers. C. Special Certification for Religious Entities. If SUBRECIPIENT is a religious entity, SUBRECIPIENT hereby agrees that in connection with the provision of the services SUBRECIPIENT shall provide with ARPA SLFRF Funds,in accordance with 24 CFR 570.2000): 1. SUBRECIPIENT shall not discriminate against any employee or applicant for employment on the basis of religion and shall not limit employment or give preference in employment to persons on the basis of religion. 2. SUBRECIPIENT shall not discriminate against any person applying for the services SUBRECIPIENT agrees to provide under the terms of this Agreement on the basis of religion and shall not limit such services or give preference to applicants for such services on the basis of religion. 3. SUBRECIPIENT shall NOT provide religious instruction or counseling, conduct any religious worship or services, or engage in any religious proselytizing, or exert any religious influence in the provision of the services in said program. The parties agree that this covenant is intended to and shall be construed for the limited purpose of assuring compliance with respect to the use of CITY funds by SUBRECIPIENT with applicable constitutional limitations respecting the establishment of religion as set forth in the establishment clause under the First Amendment of the United States Constitution and Article I, Section 4 of the California Constitution, and is not in any manner intended to restrict other activities of SUBRECIPIENT. 4. The portion of a facility used to provide public services assisted in whole or in part under this Agreement shall contain no sectarian or religious symbols. 5. Where the services to be provided under said program are rendered on property owned by the primarily religious entity SUBRECIPIENT,ARPA SLFRF Funds may also be used for minor repairs to such property, which are directly related to the cost of rendering the services under said program, where the cost constitutes in dollar terms only an incidental portion of the ARPA expenditure for rendering the services under said program. D. Prohibition of Nepotism. SUBRECIPIENT agrees not to hire or permit the hiring of any person to fill a position funded through this Agreement if a member of that person's immediate family is employed in an administrative capacity by SUBRECIPIENT. For the purposes of this City Council 11 26 — 124 5/3/2022 section, the term "immediate family" means spouse, child, mother, father, brother, sister, brother-in- law, sister-in-law, father-in-law, mother-in-law, son-in-law, daughter-in-law, aunt, uncle, niece, nephew, stepparent and stepchild. The term"administrative capacity"means having selection,hiring, supervisor or management responsibilities. E. Notices. Notices to the parties shall,unless otherwise requested in writing,be sent by U.S. Mail, postage prepaid, and addressed as follows: TO CITY: City of Santa Ana Lisa Rudloff Executive Director Parks,Recreation and Community Services Agency 20 Civic Center Plaza P.O. Box 1988 Santa Ana, California 92702-1988 TO SUBRECIPIENT: Community Action Partnership of Orange County Gregory C. Scott President& CEO 11870 Monarch Street Garden Grove, CA 92841-3902 F. Assignability. None of the duties of, or work to be performed by, SUBRECIPIENT under this Agreement shall be subcontracted or assigned to any agency, consultant, or person without the prior written consent of CITY. SUBRECIPIENT must submit all subcontracts and other agreements that relate to this Agreement to CITY. No subcontract or assignment shall terminate or alter the legal obligations of SUBRECIPIENT pursuant to this Agreement. G. Indemnification/Hold Harmless. SUBRECIPIENT shall indemnify, defend and save harmless CITY, its officers, employees, agents, representatives and volunteers from and against any and all damages to or for loss of use of property and for injuries to or death of any person or persons, including property and employees or agents of CITY, and shall defend, indemnify and save harmless CITY, its officers, employees, agents, representatives and volunteers from and against any and all claims, demands, suits, actions or proceedings of any kind or nature, including, but not by way of limitation, workers compensation claims and including attorney fees and reasonable expenses for litigation or settlement, resulting from or arising out of the negligent or wrongful acts, errors or omissions of SUBRECIPIENT, its officers, directors, employees, agents, subcontractors and suppliers arising out of SUBRECIPIENT's performance of this Agreement. H. Insurance. Contractor shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with City Council 12 26 — 125 5/3/2022 the performance of the work hereunder and the results of that work by the Contractor, its agents, representatives, employees, or subcontractors. a. MINIMUM SCOPE AND LIMIT OF INSURANCE Coverage shall beat least as broad as: 1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 O1 covering CGL on an "occurrence" basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this proj ect/location(ISO CG 25 03 or 25 04)or the general aggregate limit shall be twice the required occurrence limit. 2. Automobile Liability: Insurance Services Office Form Number CA 0001 covering, Code 1 (any auto),or if Contractor has no owned autos, Code 8 (hired) and 9 (non-owned), with limit no less than $1,000,000 (if program services includes transportation of youth, the limit shall be no less than $5,000,000)per accident for bodily injury and property damage. (Not required if an automobile is not required to fulfill services.) 3. Workers'Compensation: insurance as required by the State of California, with Statutory Limits, and Employer's Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. 4. Sexual Abuse or Molestation (SAM) Liability: If the CGL policy referenced above is not endorsed to include affirmative coverage for sexual abuse or molestation, Contractor shall obtain and maintain a policy covering Sexual Abuse and Molestation with a limit no less than $1,000,000 per occurrence or claim. 5. If the Contractor maintains broader coverage and/or higher limits than the minimums shown above, the City requires and shall be entitled to the broader coverage and/or the higher limits maintained by the Contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. b. Other Insurance Provisions — The insurance policies are to contain, or be endorsed to contain, the following provisions: 1. Additional Insured Status: The City, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Contractor including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Contractor's insurance (at least as broad as ISO Form CG 20 10 11 85 or if not available, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 forms if a later edition is used). City Council 13 26 — 126 5/3/2022 2. Primary Coverage: For any claims related to this contract, the Contractor's insurance coverage shall be primary coverage at least as broad as ISO CG 20 O1 04 13 as respects the City, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the City, its officers, officials, employees, or volunteers shall be excess of the Contractor's insurance and shall not contribute with it. 3. Notice of Cancellation: Each insurance policy required above shall state that coverage shall not be canceled, except with notice to the City. 4. Waiver of Subrogation: Contractor hereby grants to City a waiver of any right to subrogation which any insurer of said Contractor may acquire against the City by virtue of the payment of any loss under such insurance. Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. 5. Self-Insured Retentions: Self-insured retentions must be declared to and approved by the City. The City may require the Contractor to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self- insured retention may be satisfied by either the named insured or City. 6. Acceptability of Insurers: Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M. Best's rating of no less than AXII, unless otherwise acceptable to the City. 7. Claims Made Policies: If any of the required policies provide coverage on a claims-made basis: 1. The Retroactive Date must be shown and must be before the date of the contract or the beginning of contract work. 2. Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work. 3. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive Date prior to the contract effective date, the Contractor must purchase "extended reporting" coverage for a minimum of five (5) years after completion of contract work. 8. Verification of Coverage: Contractor shall furnish the City with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage required by this clause)and a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements to City before work begins. However, failure to obtain the required documents prior to the work beginning shall not waive the Contractor's obligation to provide them. City reserves the right to require City Council 14 26 — 127 5/3/2022 complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. 9. Special Risks or Circumstances: City reserves the right to modify these requirements,including limits, based on the nature of the risk,prior experience, insurer, coverage, or other special circumstances. I. Termination. 1. This Agreement may be terminated on thirty (30) days' written notice by either party. In the event of such termination, SUBRECIPIENT shall only be entitled to reimbursement for approved expenses incurred to the effective date of termination. 2. This Agreement may be suspended or terminated by CITY upon five (5) days' written notice for violation by SUBRECIPIENT of Federal Laws governing the use of ARPA SURF Funds. In the event of such suspension or termination, SUBRECIPIENT shall only be entitled to reimbursement for approved expenses incurred up to the effective date of suspension or termination. 3. Pursuant to 2 CFR 200.340, in the event SUBRECIPIENT defaults by failing to fulfill all or any of its obligations hereunder, CITY may declare a default and termination of this Agreement by written notice to SUBRECIPIENT, which default and termination shall be effective on a date stated in the notice which is to be not less than ten (10) days after certified mailing or personal service of such notice, unless such default is cured before the effective date of termination stated in such notice. If terminated for cause, CITY shall be relieved of further liability or responsibility under this Agreement, or as a result of the termination thereof, including the payment of money, except for payment for approved expenses incurred for services satisfactorily and timely performed prior to the mailing or service of the notice of termination, and except for reimbursement of. (1) any payments made for services not subsequently performed in a timely and satisfactory manner; and, (2)costs incurred by CITY in obtaining substitute performance. 4. The grant of funds under this Agreement may be terminated for convenience by either the CITY or SUBRECIPIENT, in whole or in part, by setting forth the reasons for such termination, the effective date, and, in the case of portion termination, their portion to be terminated. However, if in the case of a partial termination, the CITY determines that the remaining portion of the award will not accomplish the purpose for which the award was made, the CITY may terminate the award in its entirety. 5. The grant of funds under this Agreement may be terminated due to the non- performance of SUBRECIPIENT and/or failure of SUBRECIPENT to perform the work described in Exhibit A. 6. The grant of funds under this Agreement may be terminated due to the failure of the CITY to receive sufficient or anticipated funding for the ARPA program for any term subject to this Agreement. 7. In the event this Agreement is terminated as set forth in subparagraphs I(1) through I(6),inclusive, SUBRECIPIENT agrees to immediately return to CITY upon CITY's demand City Council 15 26 — 128 5/3/2022 and prior to any adjudication of SUBRECIPIENT's rights, any and all funds not used, and to comply with the Reversion of Assets requirements in this Agreement. J. Limitation of Funds. The United States of America may in the future place programmatic or fiscal limitations on the use of ARPA SLFRF Funds, which limitations are not presently anticipated. Accordingly, CITY reserves the right to revise this Agreement in order to take account of actions affecting ARPA program funding. In the event of funding reduction, CITY may, in its sole and absolute discretion, reduce the budget of this Agreement, may limit the rate of SUBRECIPIENT's authority to utilize funds, or may restrict SUBRECIPIENT's use of uncommitted funds. Where CITY has been directed to implement a reduction in funding, with respect to funding for this Agreement, CITY's City Manager or delegate is authorized to act for CITY in implementing and effecting such a reduction and in revising, modifying, or amending the Agreement for such purposes. If such a reduction in funding occurs, SUBRECIPIENT shall be permitted to de-scope accordingly. Where CITY has reasonable grounds to question SUBRECIPIENT's fiscal accountability or compliance with this Agreement, CITY may suspend the operation of this Agreement for up to sixty (60) days upon five (5) days written notice to SUBRECIPIENT of its intention to so act,pending an audit or other resolution of such questions. In no event, however, shall any revisions made by CITY affect expenditures and legally binding commitments made by SUBRECIPIENT before it received notice of such revision, provided that such amounts have been committed in good faith and are otherwise allowable and that such commitments are consistent with ARPA SLFRF Funds withdrawal guidelines. K. Exclusivity and Amendment of Agreement. This Agreement supersedes any and all other agreements, either oral or in writing,between the parties hereto with respect to the use of CITY's ARPA SLFRF Funds by SUBRECIPIENT and contains all the covenants and agreements between the parties with respect to SUBRECIPIIENT's administration of said program. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein, and that no other agreement or amendment hereto shall be effective unless executed in writing and signed by both CITY and SUBRECIPIENT. L. Laws Governing this Agreement. This Agreement shall be governed by and construed in accordance with the laws of the State of California, and all applicable federal laws and regulations. M. Validity and Severability. The invalidity in whole or in part of any provision of this Agreement shall not void or affect the validity of any other provision of this Agreement. Whenever possible, each provision of this AGREEMENT shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this AGREEMENT is held to be prohibited by or invalid under applicable law, such provision shall be ineffective only to the extent of such prohibition or invalidity, without invalidating the remainder of such provisions of this AGREEMENT. N. Waiver. No delay or omission by either party hereto to exercise any right or power accruing upon any noncompliance or default by the other party with respect to any of the terms of this Agreement shall impair any such right or power or be construed to be a waiver thereof. A waiver by either of the parties hereto of any of the covenants, conditions, or agreements to be City Council 16 26 — 129 5/3/2022 performed by the other shall not be construed to be a waiver of any succeeding breach thereof or of any other covenant, condition or agreement herein contained. O. Federal Award Identification Information. SUBRECIPIENT's pertinent Federal Award Identification Information, including DUNS Number and Federal Award Identification Number (FAIN), as well as the applicable information for ARPA, are included in Exhibit C attached hereto and incorporated herein by this reference. P. Miscellaneous Provisions. 1. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify CITY fully, including reasonable costs and attorney's fees, for any injuries or damages to CITY in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. 2. All Exhibits and Attachments referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. 3. This Agreement must be signed below and may be signed in counterpart and delivered by fax, email as a PDF (Portable Document Format)file attachment, or by other means that displays the original or a copy of the signatures. Any subsequent amendments may be signed and delivered in the same manner. {Signatures on followingpage} City Council 17 26 — 130 5/3/2022 IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date and year first written above. ATTEST: CITY OF SANTA ANA DAISY GOMEZ KRISTINE RIDGE Clerk of the Council City Manager APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney BRANDON SALVATIERRA Deputy City Attorney RECOMMENDED FOR APPROVAL: SUBRECIPIENT: LISA RUDLOFF GREGORYIV. SCOTT Executive Director President EO Parks,Recreation and Community Services Agency DUNS 9: 039729835 City Council 18 26 — 131 5/3/2022 EXHIBIT A SCOPE OF WORK City Council 26 — 132 5/3/2022 19 Exhibit A Scope of Work 1. Proposal shall include details of the youth program/service to be provided, the tasks to be accomplished, duration of the program (proposals may be up to two years) and the deliverables to be provided. Community Action Partnership Orange County proposes to implement a new and innovative academic tutoring and mentorship youth program in Santa Ana to address disparities in academic achievement and social and emotional learning (SEL) exacerbated by the COVID-19 pandemic. Over the course of 12 months this program will provide elementary-aged students with after-school tutoring three days per week, homework help and targeted activities designed to support SEL. The program will also provide their parents with resources and services available through our existing programs. Recognizing the need to engage students of various age groups in academically stimulating experiences, CAP OC will utilize a cohort of teenagers from our Elevate Youth program based at Santa Ana High School to provide the tutoring services, with training and guidance from staff. Elevate Youth, which currently has 30 high school participants, is itself an innovative substance program centered on substance abuse prevention. Through this program, CAP OC provides a peer-education model that includes the development of leadership skills, strategies related to policy, systems, and environmental change, as well as a restorative justice component. Elevate Youth program participants will commit to serving as tutors/peer mentors for at least six months. The 8-10 youth will meet twice per week with CAP OC staff to be trained as tutors and peer mentors, focusing on the development of their knowledge and skills pertaining to: an understanding of the academic achievement gap in Santa Ana; best practices and strategies in tutoring elementary school students; how to best engage students through interactive activities and accessing various learning modalities (e.g. visual, kinetic, verbal, etc.); developing and maintaining appropriate boundaries; and providing strength-based support and feedback. Once trained, each tutor/mentor will be paired with one to two students. Staff will have conducted the initial intake/assessments with the students; however, the tutors/peer mentors will work with the students and their parents to develop one to three goals. The tutors/mentors will meet with the students three times per week (Monday, Wednesday, and Friday) for one hour each time and will track progress towards goal achievement. To support the tutors/mentors, staff will meet with them once a week, either in-person or virtually. Every month the staff will also facilitate a group meeting with all the tutors/mentors to share best practices, troubleshoot challenges and support each other's development. The program will run year-round. The summer months will provide an opportunity for students to catch up academically. During the summer there will be opportunities for field trips and increased social emotional learning. Students will be able to participate in the SWCC Christmas in July program operated by college interns from Norte Dame. The program encourages youth to volunteer in their community and provides a holiday event at the end of July to culminate the program. As an added level of support, CAP OC will also recruit college students as interns to meet with the tutors/mentors at least monthly (individually and/or as a group) to provide encouragement and guidance. The college interns will also be trained to provide tutoring/mentorship to fill-in City Council 26 — 133 5/3/2022 20 Exhibit A any gaps in service provision, as is necessary. The college interns will also work with the tutors/mentors to explore higher education environments. In combination with the other Elevate Youth program participants, these teens will visit college campuses and review the college application timeline and process. CAP OC has a successful history of engaging college students as interns from a variety of institutions including UCI, Cal State Long Beach, Notre Dame, and more. CAP OC will deliver services at our Southwest Community Center(SWCC) in Santa Ana. SWCC offers a signature hot meal program for homeless clients and emergency food assistance and services for low-income housed individuals and families. The center also offers food, rental and utility assistance, diapers, free tax services, and coordinated referrals. Staffing to support the implementation of the program include a half-time Program Coordinator, Gabriella Gregg, MPH; and in-kind program oversight provided by CAP OC's Director of Community Partnerships and Community Services, Dolores Barrett. 2. Proposal shall include details of the target population The target population consists of two-tiers of Santa Ana youth, 1) elementary students, the majority of whom will be referred from George Washington Carver Elementary School, Romero- Cruz Academy and John C. Fremont Elementary School; and 2) Santa Ana high-school students who are already engaged in CAP OC's Elevate Youth program. Specifically, CAP OC will provide academic tutoring, homework help and SEL activities to 15-20 elementary students (ages 5-12); and training, guidance and college preparatory activities to 8-10 high school students (ages 13- 18). 3. Proposal shall include details of the unmet need Santa Ana public schools, like many public schools across the country, have been plagued by academic achievement disparities across race and socio-economic status for years. According to the California Department of Education (Ed-Data.org), during the 2018-2019 school year, the last year for which data are available, a higher percentage of Hispanic and Black/African American students did not meet the standards for English Language Arts or math, compared to white students. Students who were economically marginalized were also less likely to achieve standards compared to other students. Unfortunately, the pandemic and related school shutdowns and shift to remote learning have worsened these existing disparities. A McKinsey and Company report (2021) which analyzed assessment results of more than 1.6 million elementary school students across the country, found the following: • By the end of the 2020-2021 school year, students were on average, five months behind in math and four months behind in reading • Schools that were majority Hispanic or Black, were 6 months behind in both subjects, while schools that were majority white, were four months behind City Council 26 — 134 5/3/2022 21 Exhibit A • Schools where families' average household incomes were less than $25,000 were seven and six months behind, respectively Of course, academic learning was not the only thing that the pandemic took from young people - many also lost stability and security, and some even lost family members. In a related McKinsey and Company survey of parents across the country, 35% said they were very or extremely concerned about their child's mental health, with a similar proportion worried about their child's social and emotional well-being. The youth of Santa Ana may be particularly impacted by these losses, given that the city bears the burden of the pandemic, representing 10% of the county population, but 16% of the COVID-19 cases to date. 4. Proposal shall include details of collaborations with local organizations To implement the proposed program, we will collaborate with the George Washington Carver Elementary School, Romero-Cruz Academy and John C. Fremont Elementary School to assist with recruitment of students. S. Proposal shall include details of innovation in program/service delivery The proposed program is innovative in that it meets the academic and SEL needs of younger children by engaging, training, and using the skills of older youth. In doing so, the high school students also develop new skills and are exposed to new career opportunities. By adding a third tier of college interns to provide guidance and support for the teenagers, they are further motivated and prepone ared to explore collegiate opportunities. City Council 26 — 135 5/3/2022 22 EXHIBIT B FEE PAYMENT SCHEDULE City Council 26 — 136 5/3/2022 23 Exhibit B FISCAL YEAR 2022-2023 PROPOSED PROGRAM BUDGET Organization Name Community Action Partnership of Orange County Program Name Southwest Community Center After School Youth Program (Revive) Term: July 1, 2022 to June 30, 2023 EXPENDITURES Enter budget categories and projected expenditures: Expenditures Funded By Expenditures Total Santa Ana Funded By Program Organization Category REVIVE Funds Other Sources Budget Budget Administrative Staff Salaries $0 $0 $ 2,099,858 Program Staff Salaries $44,850 $ 14,950 $59,800 $ 8,582,408 Contractual Services $0 $0 $ 4,984,560 Other- Materials $3,500 $3,500 $ 1,175,316 Transportation $6,000 $6,000 $ 251,969 Technology $1,200 $1,200 $ 160,000 Software $1,200 $1,200 $ 60,000 General Supplies $2,341 $2,341 $ 955,316 Indirect $5,9091 1 $5,909 $ 1,400,000 Operations and Occupancy $0 $0 $ 15,500,770 TOTAL $65,0001 $14,9501 $79,950 $35,170,197 PROGRAM RESOURCES LIST ALL OTHER PROGRAM RESOURCES FOR 2022-2023 Funding Source Total must equal Program Budget Total listed above. FUNDING SOURCE AMOUNT Santa Ana REVIVE $ 65,000 CSBG Funding $ 14,950 TOTAL $ 79,950 City Council 24 26 — 137 5/3/2022 Exhibit B 2022-2023 REVIVE BUDGET LINE ITEMS ADMINISTRATIVE STAFF Position Title Annual Salary& Benefits REVIVE Funds Description PROGRAM STAFF Position Title Annual Salary& Benefits REVIVE Funds Description Program Coordinator 14,950 44,850 (0.75 FTE @ $23 per hour) CONTRACTUAL/PROFESSIONAL SERVICES Type of Service Contract Amount REVIVE Funds Description OTHER LINE ITEMS Line Item Program Amount REVIVE Funds Description After School Materials $3,500 Transportation $6,000 College Trips Technology $1,200 Software $1,200 General Supplies $2,341 Indirect $5,909 OMB De Minimis Rate Attachment 1(b) City Council 25 26 — 138 5/3/2022 EXHIBIT C FEDERAL AWARD IDENTIFICATION INFORMATION The General Program Requirements were designed to provide the framework where the CONTRACTOR will provide ARPA programs identified in this attachment. L GOVERNANCE The CONTRACTOR agrees to comply, remain informed, and deliver services consistent with the provisions of ARPA. Where local policy has not been set, the CONTRACTOR agrees to adhere to state and/or federal policy, as appropriate. IL GOVERNANCE REFERENCES A. Additional state and federal agencies that provide funding to the CITY may be incorporated herein. B. Information Bulletins, Directives, and any other federal and state guidance documents pertaining to the ARPA SURF Funds. C. Actions, directives, and policy and procedures issued by the CITY. D. CITY policies, as applicable. III. CONTRACTOR/SUBRECIPIENT DETERMINATION: In accordance with the requirements of 2 CFR 200.330 (Subrecipient and Contractor determination) and for the purpose of this CONTRACT, SUBRECIPIENT is determined to be a CONTRACTOR. City Council 26 — 139 5/3/2022 26 IV. FEDERAL AWARD IDENTIFICATION FAIN INFORMATION A. CONTRACTOR Name: COMMUNITY ACTION PARTNERSHIP OF ORANGE COUNTY B. CONTRACTOR'S Unique 039729835 Identifier(D-U-N-S): Federal Award C. Identification Number SLFRP1059 (FAIN): D. Federal Award Date: 5/19/2021 E. Subaward Period of 7/l/2022-6/30/2023 Performance: Total Amount of Federal F. Funds Obligated by the $65,000 Action: Total Amount of Federal G. Funds Obligated to the $65,000 CONTRACTOR: H. Total Amount of the $64,180,406.50 Federal Award: Federal Award Project American Rescue Plan Act(ARPA) I' Description: J. Federal Awarding Agency: U.S. Department of the Treasury K. Name of PTE: City of Santa Ana L. Contact Information for the Kristine Ridge, City Manager Awarding Official: Phone Number: (714) 647-5200 E-mail Address: kridgegsanta-ana.org M. CFDA Number: 21.027 CFDA Name: Coronavirus State and Local Fiscal Recovery Funds N. Whether Award is R&D: No O. Indirect Cost Rate for the de minimus or federally negotiated rate Federal Award: City Council 26 — 140 5/3/2022 27 EXHIBIT D DEBARMENT Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion Lower Tier Covered Transactions This certification is required by the regulations implementing Executive Order 12549,Debarment and Suspension, 29 CFR Part 98, Section 98.510, Participants' responsibilities. The regulations were published as Part VII of the May 26, 1988 Federal Register(pages 19160-19211). (BEFORE COMPLETING CERTIFICATION,READ INSTRUCTIONS FOR CERTIFICATION- Attached) (1) The prospective recipient of federal assistance funds certifies,by submission of this proposal, that neither it nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in this transaction by any federal department or agency. (2) Where the prospective recipient of federal assistance funds is unable to certify to any of the statements in this certification, such prospective participant shall attach an explanation to this proposal. Gregory C. Scott,President& CEO Name and Title of Authorized Representative I 3/16/2022 Signature Date City Council 26 — 141 5/3/2022 28 INSTRUCTIONS FOR CERTIFICATION 1. By signing and submitting this proposal,the prospective recipient of federal assistance funds is providing the certification as set out below. 2. The certification in this clause is a material representation of fact upon which reliance was placed when this transaction was entered into. If it is later determined that the prospective recipient of federal assistance funds knowingly rendered an erroneous certification, in addition to other remedies available to the Federal Government, the Department of Labor (DOL)may pursue available remedies, including suspension and/or debarment. 3. The prospective recipient of federal assistance funds shall provide immediate written notice to the person to which this proposal is submitted if at any time the prospective recipient of federal assistance funds learns that its certification was erroneous when submitted or has become erroneous by reason of changed circumstances. 4. The terms "covered transaction," "debarred," "suspended," "ineligible," "lower tier covered transaction," "participant," "person," "primary covered transaction," "principal," "proposal," and'voluntarily excluded," as used in this clause,have the meanings set out in the Definitions and Coverage sections of rules implementing Executive Order 12549. You may contact the person to which this proposal is submitted for assistance in obtaining a copy of those regulations. 5. The prospective recipient of federal assistance funds agrees by submitting this proposal that, should the proposed covered transaction be entered into, it shall not knowingly enter into any lower tier covered transaction with a person who is debarred, suspended, declared ineligible, or voluntarily excluded from participation in this covered transaction, unless authorized by the DOL. 6. The prospective recipient of federal assistance funds further agrees by submitting this proposal that it will include the clause titled"Certification Regarding Debarment, Suspension, Ineligibility and voluntary exclusion - Lower Tier Covered Transactions," without modification, in all lower tier covered transactions and in all solicitations for lower tier covered transactions. 7. A participant in a covered transaction may rely upon a certification of a prospective participant in a lower tier covered transaction that it is not debarred, suspended, ineligible, or voluntarily excluded from the covered transaction, unless it knows that the certification is erroneous. A participant may decide the method and frequency by which it determines the eligibility of its principals. Each participant may, but is not required to check the List of Parties Excluded from Procurement or Non-Procurement Programs. 8. Nothing contained in the foregoing shall be construed to require establishment of a system of records in order to render in good faith the certification required by this clause. The knowledge and information of a participant is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings. City Council 26 — 142 5/3/2022 29 9. Except for transactions authorized under paragraph 5 of these instructions, if a participant in a covered transaction knowingly enters into a lower tier covered transaction with a person who is suspended, debarred, ineligible, or voluntarily excluded from participation in this transaction,in addition to other remedies available to the Federal Government, the DOL may pursue available remedies, including suspension and/or debarment. City Council 26 — 143 5/3/2022 30 EXHIBIT E LOBBYING Certification Regarding Lobbying Certification for Contracts, Grants, Loans, and Cooperative Agreements The undersigned certifies, to the best of his or her knowledge and belief, that: (1) No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contact, grant, loan or cooperative agreement. (2) If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, 'Disclosure Form to Report Lobbying," in accordance with its instructions. (3) The undersigned shall require that the language of this certification be included in the award documents for all subawards at all tiers (including subcontract, subgrants, and contracts under grants, loans, and cooperative agreements) and that all subrecipients shall certify and disclose accordingly. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352, Title 31, U. S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. Community Action Partnership of Orange County SWCC Youth Program Grantee/Contactor Organization Program Title a Gregory C. Scott 3/16/2022 Name of Certifying Officer S nature Date City Council 26 — 144 5/3/2022 31 SUBRECIPIENT warrants the following: 1. SUBRECIPIENT will comply with Public Law 88-352, Title VI of the Civil Rights Act of 1964 (42 U. S. C. section 2000 et seq.) and implementing regulation in 24 CFR Part 1. 2. No person in the United States shall on the ground of race, color, religion, national origin, or sex, be excluded from participation in, or be denied the benefits of, or be subjected to discrimination under any program or activity funded in whole or in part with community development funds made available pursuant to the ACT. 3. All laborers and mechanics, employed by contractors or subcontractors in the performance of construction work financed in whole or in part with community development funds shall be paid wages at rates not less than those prevailing on similar construction in the locality as determined in accordance with the Davis-Bacon Act, as amended, 40 U. S. C. Sections 276 a 1-5, except for individuals who perform services for which they volunteered; do not receive compensation for such services; or are paid expenses, reasonable benefits, or a nominal fee for such services; and are not otherwise employed at any time in construction work. 4. SUBRECIPIENT will comply with all Federal statutes applicable to projects funded with community development funds, except that (a) SUBRECIPIENT does not assume CITY'S environmental responsibilities described at 24 CFR 570.604; and (b) SUBRECIPIENT does not assume CITY'S responsibility for initiating the review process under Executive Order 12372. City Council 26 — 145 5/3/2022 32 EXHIBIT F DRUG-FREE WORKPLACE Certification Regarding Drug-Free Workplace Requirements The certification set out below is a material representation upon which reliance is placed by the U.S. Department of Housing and Urban Development in awarding the grant. If it is later determined that the contractor knowingly rendered a false certification, or otherwise violates the requirements of the Drug-Free Workplace Act, the U.S. Department of Housing and Urban Development, in addition to any other remedies available to the Federal Government, may take action authorized under the Drug-Free Workplace Act. CERTIFICATION A. The contractor certifies that it will provide a drug-free workplace by: (a) Publishing a statement notifying employees that the unlawful manufacture, distribution, dispensing,possession or use of a controlled substance is prohibited in the contractor's workplace and specifying the actions that will be taken against employees for violation of such prohibition; (b) Establishing a drug-free awareness program to inform employees about— (1) The dangers of drug abuse in the workplace; (2) The contractor's policy of maintaining a drug-free workplace; (3) Any available drug counseling, rehabilitation, and employee assistance program; and (4) The penalties that may be imposed upon employees for drug abuse violations occurring in the workplace; (c) Making it a requirement that each employee who will be engaged in the performance of the grant be given a copy of the statement required by paragraph (a); (d) Notifying the employee in the statement required by paragraph -(a) that, as a condition of employment under the contract, the employee will - (1) Abide by the terms of the statement; and (2) Notify the employer of any criminal drug statute conviction for a violation occurring in the workplace no later than five days after such conviction. (e) Notifying the U.S.Department of Housing and Urban Development within ten days after receiving notice under subparagraph (d)(2) from an employee or otherwise receiving actual notice of such conviction; City Council 26 — 146 5/3/2022 33 (f) Taking one of the following actions, within 30 days of receiving notice under subparagraph (d)(2), with respect to any employee who is so convicted - ( 1) Taking appropriate personnel action against such an employee, up to and including termination; or (2) Requiring such employee to participate satisfactorily in a drug abuse assistance or rehabilitation program approved for such purposes by a Federal, State, or local health, law enforcement, or other appropriate agency; (g) Making a good faith effort to continue to maintain a drug-free workplace through implementation of paragraphs (a), (b), (c), (d), (e) and (f). B. The contractor shall insert in the space provided on the attached "Place of Performance" form the site(s) for the performance of work to be carried out with the grant funds (including street address, city, county, state, and zip code) .the contractor further certifies that, if it is subsequently determined that additional sites will be used for the performance of work under the contract, it shall notify the U.S. Department of Housing and Urban Development immediately upon the decision to use such additional sites by submitting a revised "Place of Performance" form. Community Action Partnership of Orange County Organiza on 3/16/2022 Autho ' &Signature Date City Council 26 — 147 5/3/2022 34 PLACE OF PERFORMANCE FOR CERTIFICATION REGARDING DRUG-FREE WORKPLACE REQUIREMENTS Name: Community Action Partnership of Orange County Date: March 16, 2022 The Contractor shall insert in the space provided below the site(s) expected to be used for the performance of work under the contract covered by the certification: Place of Performance (include street address, city, county, state, zip code for each site): 1601 W. 2nd Street Santa Ana, CA 92703 City Council 26 — 148 5/3/2022 35 AGREEMENT BETWEEN THE CITY OF SANTA ANA AND DELHI CENTER FOR USE OF AMERICAN RESCUE PLAN ACT(ARPA)FUNDS This Agreement is hereby made and entered into this 3rd day of MaN 2022, by and between the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("CITY"), and Delhi Center, a California domestic nonprofit corporation("SUBRECIPIENT"or"CONTRACTOR"). RECITALS: A. The American Rescue Plan Act ("ARPA") was signed into law in March 2021 ARPA provides funding for a number of different programs, including the Coronavirus State and Local Fiscal Recovery Fund("SLFRF"), to provide monetary support to local governments to respond to,mitigate,and recover from the COVID-19 public health emergency. B. On July 20,2021,the Santa Ana City Council authorized the City Manager to utilize ARPA SLFRF funding from the United States Department of Treasury for the Revive Santa Ana Spending Plan,which includes five spending categories: recovery from the pandemic,direct assistance programs,public health and safety,critical infrastructure,and city fiscal health. C. SUBRECIPIENT has been selected by the CITY to receive ARPA SLFRF Funds in order to provide youth programs,including:early childhood support;head start;day care;after school tutoring; athletic; and, youth violence prevention, in accordance with the Scope of Work attached hereto as Exhibit A and incorporated herein by reference ("said program"). SUBRECIPIENT represents that it is qualified and willing to operate said program and certifies that the administration of said program carried out with funds provided under this Agreement will meet ARPA's objectives to respond to, mitigate, and recover from this historic COV1D-19 public health crisis. D. SUBRECIPIENT agrees that it will adhere to the tasks and services as indicated in Exhibit A for said program. Failure to follow the requirements and meet the stated expectations may constitute breach of contract that could result in termination of this Agreement or serve as reason for the CITY to recapture the grant funds awarded to SUBRECIPIENT pursuant to this Agreement. WHEREFORE, it is agreed by and between the parties that the foregoing Recitals are a substantive part of this Agreement and the following terms and conditions are approved and together with all exhibits and attachments hereto,shall constitute the entire Agreement between the CITY and SUBRECIPIENT: I. ARPA PROGRAM PROVISIONS A. Scope of Work. SUBRECIPIENT shall be responsible for the specific tasks and services of said program, and agrees to administer said program in compliance with the tasks and services as described in the Scope of Work attached hereto as Exhibit A. SUBRECIPIENT's failure 1 City Council 26 — 149 5/3/2022 to perform as required may, in addition to other remedies set forth in this Agreement, result in readjustment of the amount of funds for said program or termination of this Agreement. B. Term ofA,-,reement. The tern of said Agreement shall commence on July 1 st,2022, and continue through June 30, 2023 ("Term"), unless terminated earlier pursuant to the terms of this Agreement. This Agreement shall also cover any and all services provided by the SUBRECIPIENT to the CITY since the date the ARPA SURF Funds were awarded to the CITY. Additionally, the Term of this Agreement may be extended by a writing executed by the City Manager,or designee,and the City Attorney. C. Amount of Grant Fundin_. The total amount of funds provided for said program shall not exceed One Hundred Twenty-Three Thousand Nine Hundred Thirty Dollars and Zero Cents($123,930)("ARPA SLFRF Funds") during the Term of the Agreement. SUBRECIPIENT agrees to use said ARPA SURF Funds to administer said program as outlined in Exhibit A. D. Disbursement of Funds. Said ARPA SURF Funds shall be disbursed by CITY to SUBRECIPIENT pursuant to the terms found in the Fee Payment Schedule attached hereto as Exhibit B, with payments subject to the submittal of invoices and other reporting requirements, as hereinafter more fully set forth. SUBRECIPIENT shall be obligated to perform such duties as would nonnally extend beyond the term,including,but not limited to, obligations with respect to indemnification,audits,reporting,data retention/reporting,and accounting. Failure to provide any of the required documentation and reporting will cause CITY to withhold all or a portion of a request for ARPA SURF Funds, or return the entire request to SUBRECIPIENT, until such documentation and reporting has been received and approved by CITY. (1) Reduction in ARPA SURF Funding. The CITY reserves the right to reduce the amount of ARPA SURF Funds to SUBRECIPIENT, or to completely terminate this Agreement,in the CITY's sole discretion,if there is a reduction in ARPA SURF Funds provided to the CITY. (2) Reduced Distribution of Funds. The CITY reserves the right to reduce the grant application if the CITY's fiscal monitoring indicates that SUBRECIPIENT's rate of expenditure will result in unspent funds at the end of the program term. Amendments in the grant allocation will be made after consultation with SUBRECIPIENT. (3) Reversion of Assets. SUBRECIPIENT agrees that any and all funds received under this Agreement shall be utilized during the Term of this Agreement,and that any and all funds remaining as of the end of the Term, which have not been utilized, shall be returned by SUBRECIPIENT to the CITY within thirty(30) days of the expiration or earlier termination of the Agreement. No expense of SUBRECIPIENT will be reimbursed by CITY if incurred after the end of the Term of the Agreement. 2 City Council 26 — 150 5/3/2022 E. Grant Program Requirements. (1) SUBRECIPIENT acknowledges that the source of funding for said program is the federal ARPA, and that payments from the ARPA SURF Funds are only to be used to make necessary expenditures incurred due to the public health emergency with respect to COVID-19. (2) SUBRECIPIENT acknowledges that ARPA provisions allow the use of ARPA SURF Funds to respond to,mitigate,and recover from the COVID-19 public health emergency,and will not use these funds for any other uses. (3) SUBRECIPIENT shall follow the process and determination of eligibility for participants in said program as outlined in Exhibit A. F. Performance Monitorin . (1) SUBRECIPIENT shall submit program performance information as often as requested by CITY, but no less than the submission of monthly reports and a final report to CITY with the information requested by and in the format acceptable to CITY. Each monthly report is due within thirty(30)days of completion of work for each month. The final report is due within thirty (30)days after the termination or expiration of this Agreement. (2) CITY will evaluate SUBRECIPIENT's management and operation of said program with respect to the project expectations as described in Exhibit A. (3) CITY will review the audit of the SUBRECIPIENT to ensure that grant funds are used for authorized purposes in compliance with laws,regulations,and the provisions of contracts or grant agreements under this Agreement,including attachments and exhibits. (4) If action to correct any substandard performance is not taken by the SUBRECIPIENT within a reasonable period after being notified by CITY,suspension or termination procedures may be initiated by CITY. (5) All performance shall be subject to review by the CITY or other regulatory agencies at all times. SUBRECIPIENT shall provide adequate cooperation to any inspector or other CTTY representative to permit the same to determine SUBRECIPIENT's conformity with the terms of this Agreement. If any services performed by SUBRECIPIENT are not in conformance with the terms of this Agreement, the CITY shall have the right to require SUBRECIPIENT to perform the services in conformance with the terms of the Agreement at no additional cost. The CITY may also terminate this Agreement for default and charge SUBRECIPIENT for any costs incurred by the CITY because of SUBRECIPIENT's failure to perform. (6) SUBRECIPIENT shall establish adequate procedures for self-monitoring and quality control and assurance to ensure proper performance under this Agreement;and shall permit a CITY representative or other regulatory official to monitor, assess, or evaluate SUBRECIPIENT's performance under this Agreement at any time,upon reasonable notice to SUBRECIPIENT. 3 City Council 26 — 151 5/3/2022 G. Audit. (1) SUBRECIPIENT shall maintain complete and accurate records and supporting documentation to facilitate financial and/or program audits by CITY. This requirement shall apply to any records and documentation CITY shall reasonably require or as required to be maintained pursuant to the ARPA regulations. (2) The books and accounts,files,and other records of SUBRECIPIENT,which are applicable to this Agreement, shall be available for inspection, review, and audit during normal business hours by CITY to determine the proper application and use of all ARPA SURF Funds provided to or for the account or benefit of SUBRECIPIENT. (3) SUBRECIPIENT assumes responsibility for reimbursement to CITY a sum of money equivalent to the amount of any expenditures disallowed should the CITY, or an authorized agency,rule through audit,exception,or some other appropriate means,that expenditures from funds allocated to SUBRECIPIENT for direct and/or administrative costs were not made in compliance with the applicable cost principles,regulations,or the provisions of this Agreement. (4) SUBRECIPIENT agrees to comply with the requirements of OMB Uniform Guidance 2 CFR Part 200. SUBRECIPIENT further agrees to provide CITY with a copy of completed independent auditors'report within thirty(30)days of CITY's request for such report. If the report contains instances of non-compliance with federal laws and regulations that bear directly on the performance or administration of this Agreement,SUBRECIPIENT shall provide CITY copies of responses to auditors' reports, a plan for corrective action, and auditors' response that the noncompliance has been resolved. All reports prepared in accord with the requirements of OMB Uniform Guidance 2 CFR Part 200 shall be available for inspection by representatives of CITY or the federal government during normal business hours. (5) All accounting records,reports,and evidence pertaining to all costs,expenses and the ARPA SURF Funds of SUBRECIPIENT and all documents related to this Agreement shall be maintained and kept available at SUBRECIPIENT'S office or place of business for the duration of the Agreement and thereafter for five (5) years from the date of final payment under this Agreement. Records which relate to: (a) complaints, claims, administrative proceedings or litigation arising out of the performance of this Agreement; or, (b) costs and expenses of this Agreement to which CITY or any other governmental agency takes exception, shall be retained beyond the five(5)years until complete resolution or disposition of such appeals,litigation claims, or exceptions. In the event SUBRECIPIENT does not make the above-referenced documents available within the City of Santa Ana,California,SUBRECIPIENT agrees to pay all necessary and reasonable expenses incurred by CITY in conducting any audit at the location where said records and books of account are maintained. H. Ownership/Use of Materials. SUBRECIPIENT agrees that all materials,reports or products in any form, including electronic, created by SUBRECIPIENT for which SUBRECIPIENT has been compensated pursuant to this Agreement shall be the sole property of the CITY. The material, reports, or products may be used by the CITY for any purpose that the CITY deems to be appropriate, including, but not limit to, duplication and/or distribution within 4 City Council 26 — 152 5/3/2022 the CITY or to third parties. SUBRECIPIENT agrees not to release or circulate in whole or part such materials,reports,or products without prior written authorization of the CITY. I. Close-Out. SUBRECIPIENT agrees to comply with the closeout procedures detailed in 2 CFR§200.343,including the following: (1) SUBRECIPIENT must submit,no later than ninety(90)calendar days after the end date of the period of performance,all financial,performance, and other reports as required by the terms and conditions of this Agreement; (2) SUBRECIPIENT must promptly refund any balances of unobligated cash that the CITY paid in advance or paid and that is not authorized to be retained by SUBRECIPIENT for use in other projects(See OMB Circular A-129 and 2 CFR§200.345); and, (3) CITY should complete all closeout actions for the Federal award no later than one year after receipt and acceptance of all required final reports. H. SUBRECIPIENT'S OBLIGATIONS A. Representations and Warranties. (1) Authority. SUBRECIPIENT is a duly organized and existing domestic nonprofit corporation in good standing and authorized to do business under the laws of the State of California. SUBRECIPIENT has full right,power and lawful authority to accept the funding hereunder and to undertake all obligations as provided herein and the execution,performance and delivery of this Agreement by SUBRECIPIENT has been fully authorized by all requisite actions on the part of SUBRECIPIENT. (2) Experience. SUBRECIPIENT is qualified to provide the administrator services for said program detailed herein. (3) Familiarity With Services Required. By executing this Agreement, SUBRECIPIENT warrants that:(i)it has thoroughly investigated and considered the administrator services to be performed and provided for said program as detailed in Exhibit A; (ii) it has carefully considered how the services should be performed; and, (iii) it fully understands the facilities, difficulties and restrictions attending performance of the services under this Agreement. (4) No Conflict. To the best of SUBRECIPIENT'S knowledge, SUBRECIPIENT'S execution, delivery and performance of its obligations under this Agreement will not constitute a default or a breach under any contract, agreement or order to which SUBRECIPIENT is a party or by which it is bound. (5) No Bankruptcy. SUBRECIPIENT is not the subject of any current or threatened bankruptcy proceeding. 5 City Council 26 — 153 5/3/2022 (6) No Pending Legal Proceedings. SUBRECIPIENT is not the subject of a current or threatened litigation that would or may materially affect SUBRECIPIENT'S performance under this Agreement. (7) Proposal Veracity. All provisions of and information provided in SUBRECIPIENT's proposal submitted to CITY,including any exhibits, are true and correct in all material respects. (8) No Pending Investigation. SUBRECIPIENT has no knowledge that it is the subject of any current or threatened criminal or civil action investigation by any public agency, including without limitation a police agency or prosecuting authority, which would relate to or affect performance of the Agreement or provision of services hereunder. B. Licensim. SUBRECIPIENT agrees to obtain and maintain all required 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 SUBRECIPIENT's operations hereunder. Such licensing requirements include obtaining a City business license, as applicable. C. Zoning. SUBRECIPIENT agrees that any facility/property used in furtherance of said program shall be specifically zoned and permitted for such use(s) and activities. Should SUBRECIPIENT fail to have the required land entitlement and/or permits,thus violating any local, state or federal rules and regulations relating thereto,SUBRECIPIENT shall immediately make good- faith efforts to gain compliance with local, state or federal rules and regulations following written notification of said violation(s)from the CITY or other authorized citing agency. SUBRECIPIENT shall notify CITY immediately of any pending violations. Failure to notify CITY of pending violations, or to remedy such known violation(s) shall result in termination of grant funding hereunder. SUBRECIPIENT must make all corrections required to bring the facility/property into compliance with the law within sixty (60) days of notification of the violation(s); failure to gain compliance within such time shall result in termination of grant funding hereunder. D. Separation ofAccounts. All funds received by SUBRECIPIENT from CITY pursuant to this Agreement shall be maintained in an account in a federally insured banking or savings and loan institution with record keeping of such accounts maintained pursuant to applicable 2 CFR 200.302 requirements. SUBRECIPIENT is not required to maintain separate depository accounts for ARPA SLFRF Funds;provided however,the SUBRECIPIENT must be able to account for receipt, obligation, distribution and expenditure of ARPA SLFRF Funds pursuant to applicable 2 CFR 200.302 requirements. E. Audit R�port Re.iuirements. SUBRECIPIENT agrees that if SUBRECIPIENT expends Seven Hundred Fifty Thousand Dollars ($750,000) or more in federal funds, SUBRECIPIENT shall have an annual audit conducted by a certified public accountant in accordance with the standards as set forth and published by the United States Office of Management and Budget. SUBRECIPIENT shall provide CITY with a copy of said audit by April 1 of the year following the program year in which this Agreement is executed. 6 City Council 26 — 154 5/3/2022 F. Compliance with Law/Program Income. SUBRECIPIENT acknowledges that the funds being provided by CITY for said program are received by CITY pursuant to ARPA, and that distribution and expenditure of these ARPA SURF Funds shall be in accordance with ARPA and all pertinent regulations issued by agencies of the federal government, including,but not limited to,all regulations found at Title 24 of the Code of Federal Regulations. Any program income received by SUBRECIPIENT shall be returned to CITY, unless otherwise provided for in this Agreement. SUBRECIPIENT agrees to comply fully with all federal, state and local laws and court orders applicable to its operation and administration of said program, whether or not referred to in this Agreement. G. Debarment. To protect the public interest and ensure the integrity of Federal programs,CITY may only conduct business with responsible persons and may not make any award or permit any award to any party which is debarred or suspended or is otherwise excluded from or ineligible for participation in Federal assistance programs under Executive Order 12549, "Debarment and Suspension". See also 24 CFR 570.609. SUBRECIPIENT must review and sign Exhibit D "Debarment", which is attached hereto and incorporated herein by this reference. SUBRECIPIENT shall be in good standing,without suspension by the California Secretary of State, Franchise Tax Board or Internal Revenue Service. Any change in the corporate status or suspension of SUBRECIPIENT shall be reported immediately to CITY. H. Confidentialii�,. Without prejudice to any other provisions of this Agreement, SUBRECIPIENT shall,where applicable, maintain the confidential nature of information provided to it concerning participants in accordance with the requirements of federal and state law. However, SUBRECIPIENT shall submit to CITY or its representatives, all records requested,including audit, examinations,monitoring and verifications of reports submitted by SUBRECIPIENT,costs incurred and services rendered hereunder. I. Independent Contractor. SUBRECIPIENT agrees that the performance of obligations hereunder is rendered in its capacity as an independent contractor and that it is in no way an agent of CITY. J. Violation of Terms and Conditions. SUBRECIPIENT agrees that if SUBRECIPIENT violates any of the terms and conditions of this Agreement or any prior Agreement whereby ARPA SURF Funds were received by SUBRECIPIENT,or if SUBRECIPIENT reports inaccurately, or if on audit there is a disallowance of certain expenditures,SUBRECIPIENT agrees to remedy the acts or omissions causing the disallowance and repay CITY all amounts spent in violation thereof. If SUBRECIPIENT engaged in fraudulent activity to obtain and/or justify distribution or expenditure of the ARPA SLFRF Funds granted hereunder, SUBRECIPIENT shall be required to reimburse the CITY of all such funds that were obtained,distributed and/or spent under fraudulent circumstances. K. Fraud. SUBRECIPIENT shall immediately report all suspected or known instances and facts concerning possible fraud,abuse or criminal activity related to said program for the ARPA SURF Funds under this Agreement. 7 City Council 26 — 155 5/3/2022 L. Prohibited Use. SUBRECIPIENT hereby certifies and agrees that it will not use ARPA SLFRF Funds provided through this Agreement to pay for entertainment,meals or gifts, or other prohibited uses. M. Lobbdg. SUBRECIPIENT certifies that it will comply with federal law(31 U.S.C. 1352) and regulations found at 24 CFR Part 87, which provide that no appropriated funds may be expended by the recipient of a federal contract,grant,loan or cooperative agreement to pay any person for influencing or attempting to influence an officer or employee of any agency,Member of Congress, or an officer or employee of a Member of Congress in connection with awarding of any federal contract, the making of any federal grant or loan, entering into any cooperative agreement and the extension, renewal, amendment or modification of any federal contract, grant, loan or cooperative agreement. SUBRECIPIENT shall sign a certification to that effect in a form as set forth in Exhibit E, attached hereto and by this reference incorporated herein. SUBRECIPIENT shall submit said signed certification to CITY prior to performing any of its obligations under this Agreement and prior to any obligation arising on the part of CITY to pay any sums to SUBRECIPIENT under the terms and conditions of this Agreement. If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency,a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit a"Disclosure Form to Report Lobbying," in accordance with its instructions (Exhibit E). N. Financial Interest. SUBRECIPIENT agrees that except for the use of administrative fees to pay salaries and other related administrative or personnel costs,no persons who exercise or have exercised any function with respect to administering said program under the terms of this Agreement, or who are in a position to participate in a decision-making process or gain inside information with regard to the administration of said program, may obtain a financial interest or benefit from said program,either for themselves or those with whom they have family or business ties, during their tenure or for one year thereafter. This prohibition applies to any person who is an employee, agent, consultant, officer, or elected or appointed official of CITY, or of any designated public agency,or the SUBRECIPIENT. O. Labor Standards. The SUBRECIPIENT agrees to comply with the requirements of the Secretary of Labor in accordance with the Davis-Bacon Act as amended, the provisions of Contract Work Hours and Safety Standards Act (40 U.S.C. 327 et seq.) and all other applicable Federal, state and local laws and regulations pertaining to labor standards insofar as those acts apply to the performance of this Agreement. The SUBRECIPIENT agrees to comply with the Copeland Anti-Kick Back Act(18 U.S.C. 874 et seq.)and its implementing regulations of the U.S. Department of Labor at 29 CFR Part 5. The SUBRECIPIENT shall maintain documentation that demonstrates compliance with hour and wage requirements of this part. Such documentation shall be made available to the CITY for review upon request. 8 City Council 26 — 156 5/3/2022 P. Equal Employment Opportunities. SUBRECIPIENT shall make every effort to ensure that all projects funded wholly or in part by ARPA SLFRF Funds shall provide equal employment opportunities for minorities and women. Q. Women and Minorite-Owned Businesses(W/MBE). SUBRECIPIENT will use its best efforts to afford small businesses, minority business enterprises, and women's business enterprises the maximum practicable opportunity to participate in the performance of this Agreement in accordance with the requirements of 2 CFR 200.321 "Contracting with small and minority businesses,women's business enterprises,and labor surplus area firms". As used in this Agreement,the term"small business"means a business that meets the criteria set forth in section 3(a)of the Small Business Act,as amended(15 U.S.C.632),and"minority and women's business enterprise"means a business at least fifty-one percent (51%) owned and controlled by minority group members or women. For the purpose of this definition, "minority group members" are African-Americans, Spanish-speaking, Spanish surnamed or Spanish-heritage Americans,Asian- Americans, and American Indians. SUBRECIPIENT may rely on written representations by businesses regarding their status as minority and female business enterprises in lieu of an independent investigation. R. Drug Free Workplace. SUBRECIPIENT agrees to provide a drug-free workplace and to execute a certification as set forth in Exhibit F attached hereto and incorporated herein by this reference. S. Uniform Administrative Requirements, Cost Princi les. and Audit Requirements for Federal Awards. The following requirements and standards must be complied with: 2 CFR Part 200 et al. SUBRECIPIENT shall procure all materials, property, or services in accordance with the requirements of 2 CFR 200.318-326. M. CITY'S OBLIGATIONS A. Audit of Account. CITY shall include an audit of the account maintained by SUBRECIPIENT in CITY's audit of all ARPA SLFRF Funds in accordance with Title 24 of the Code of Federal Regulations and other applicable federal laws and regulations. B. Common Rule: Pursuant to 2 CFR 200.328(a), the CITY manages the day-to-day operations of each grant and subgrant supported activities. CITY staff has detailed knowledge of the grant program requirements and monitors grant and subgrant supported activities to assure compliance with federal requirements. Such monitoring covers each program, function and activity and performance goals are reviewed periodically. C. Project Expectations: CITY shall monitor the performance of SUBRECIPIENT against goals and performance standards required herein. The SUBRECIPIENT shall be responsible to accomplish the project expectations as set forth in Exhibit A,and report such results to the CITY. If the SUBRECIPIENT estimates such goals will not be met,the SUBRECIPIENT is to contact the CITY, at which time the CITY will determine if any adjustments to the grant award is appropriate. Substandard performance as determined by the CITY will constitute non- compliance with this Agreement. Should the CITY determine that the SU13RECIPTENT has not 9 City Council 26 — 157 5/3/2022 performed its obligations as stated in this contract in a satisfactory manner, or if the CITY determines that insufficient supporting information has been submitted,the CITY shall notify the SUBRECIPIENT in writing of its determination specifying in full detail the objections that it has to the SUBRECIPIENT's performance. If action to correct such substandard performance is not taken by the SUBRECIPIENT after being notified by the CITY,within a reasonable period of time as stipulated in the written notification, contract suspension or termination procedures will be initiated. IV. GENERAL PROVISIONS A. Non-Discrimination. 1. SUBRECIPIENT agrees to comply with Executive Order 11246, which requires that during the performance of this Agreement, SUBRECIPIENT agrees not to discriminate against any employee or applicant for employment because of race, religion, sex, color or national origin. Such action shall include,but not be limited to the following: employment,upgrading, demotion,or transfer, rates of pay or other forms of compensation, and selection for training, including apprenticeship. SUBRECIPIENT agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the SUBRECIPIENT setting forth the provisions of this nondiscrimination clause. 2. SUBRECIPIENT agrees to comply with Title VI of the Civil Rights Act of 1964, which indicates that no person shall,on the ground of race,color or national origin,be excluded from participation in,be denied the benefits of,or be subject to discrimination under any program of activity receiving federal financial assistance. 3. No person shall,on the grounds of race,sex,creed,color,religion,marital status, national origin,age,sexual orientation,or physical or mental handicap be excluded from participation in,be refused the benefits of,or otherwise be subject to discrimination in any activities,programs or employment supported by this Agreement. SUBRECIPIENT is prohibited from discrimination on the basis of age or with respect to an otherwise qualified handicapped person as provided for under Section 109 of the Housing and Community Development Act of 1974,as amended. 4. SUBRECIPIENT agrees to comply with the Age Discrimination Act of 1975, which requires that during the performance of this Agreement, SUBRECIPIENT agrees not to discriminate against any employee or applicant for employment because of age. Such action shall include,but not be limited to the following: employment upgrading, demotion,or transfer,rates of pay or other forms of compensation, and selection for training, including apprenticeship. SUBRECIPIENT agrees to post in conspicuous places, available to employees and applicants for employment,notices to be provided by the SUBRECIPIENT setting forth the provisions of this age discrimination clause. 5. SUBRECIPIENT agrees to comply with Section 504 of the Rehabilitation Act of 1973,which requires that no otherwise qualified individual with a disability in the United States,shall, solely by reason of his or her disability,be excluded from the participation in,be denied the benefits of, or be subjected to discrimination under any program or activity receiving federal financial 10 City Council 26 — 158 5/3/2022 assistance or under any program or activity conducted by any executive agency or by the United States Postal Service. B. Conflict of Interest. Pursuant to the conflict of interest requirements set forth in 24 CFR 570.611 and 2 CFR 200.112, SUBRECIPIENT certifies that no member, officer, employee, agent or assignee of CITY having direct or indirect control of any ARPA SLFRF Funds granted to the CITY,inclusive of the subject ARPA SLFRF Funds,shall serve as an officer of SUBRECIPIENT. Further, any conflict or potential conflict of interest of any officer of SUBRECIPIENT shall be fully disclosed in writing prior to the execution of this Agreement and said writing shall be attached and deemed fully incorporated as a part hereof. Notice shall be sent by SUBRECIPIENT to CITY regarding any changes or modifications to its board of directors and list of officers. C. Special Certification for Religious Entities. If SUBRECIPIENT is a religious entity, SUBRECIPIENT hereby agrees that in connection with the provision of the services SUBRECIPIENT shall provide with ARPA SLFRF Funds,in accordance with 24 CFR 570.2000): 1. SUBRECIPIENT shall not discriminate against any employee or applicant for employment on the basis of religion and shall not limit employment or give preference in employment to persons on the basis of religion. 2. SUBRECIPIENT shall not discriminate against any person applying for the services SUBRECIPIENT agrees to provide under the terms of this Agreement on the basis of religion and shall not limit such services or give preference to applicants for such services on the basis of religion. 3. SUBRECIPIENT shall NOT provide religious instruction or counseling,conduct any religious worship or services, or engage in any religious proselytizing, or exert any religious influence in the provision of the services in said program. The parties agree that this covenant is intended to and shall be construed for the limited purpose of assuring compliance with respect to the use of CITY funds by SUBRECIPIENT with applicable constitutional limitations respecting the establishment of religion as set forth in the establishment clause under the First Amendment of the United States Constitution and Article I, Section 4 of the California Constitution, and is not in any manner intended to restrict other activities of SUBRECIPIENT. 4. The portion of a facility used to provide public services assisted in whole or in part under this Agreement shall contain no sectarian or religious symbols. 5. Where the services to be provided under said program are rendered on property owned by the primarily religious entity SUBRECIPIENT,ARPA SLFRF Funds may also be used for minor repairs to such property,which are directly related to the cost of rendering the services under said program, where the cost constitutes in dollar terms only an incidental portion of the ARPA expenditure for rendering the services under said program. D. Prohibition of Nepotism. SUBRECIPIENT agrees not to hire or permit the hiring of any person to fill a position funded through this Agreement if a member of that person's immediate family is employed in an administrative capacity by SUBRECIPIENT For the purposes of this 11 City Council 26 — 159 5/3/2022 section,the term"immediate family"means spouse,child,mother,father,brother,sister,brother-in- law, sister-in-law, father-in-law, mother-in-law, son-in-law, daughter-in-law, aunt, uncle, niece, nephew,stepparent and stepchild. The term"administrative capacity"means having selection,hiring, supervisor or management responsibilities. E. Notices. Notices to the parties shall,unless otherwise requested in writing,be sent by U.S.Mail,postage prepaid,and addressed as follows: TO CITY: City of Santa Ana Lisa Rudloff Executive Director Parks,Recreation and Community Services Agency 20 Civic Center Plaza P.O.Box 1988 Santa Ana,California 92702-1988 TO SUBRECIPIENT: Delhi Center Patrisia Gonzalez Director of Operations 505 E. Central Ave. Santa Ana,CA 92707-3503 F. Assignability. None of the duties of,or work to be performed by, SUBRECIPIENT under this Agreement shall be subcontracted or assigned to any agency, consultant, or person without the prior written consent of CITY. SUBRECIPIENT must submit all subcontracts and other agreements that relate to this Agreement to CITY. No subcontract or assignment shall terminate or alter the.legal obligations of SUBRECIPIENT pursuant to this Agreement. G. Indemnification/Hold Harmless. SUBRECIPIENT shall indemnify,defend and save harmless CITY,its officers,employees,agents,representatives and volunteers from and against any and all damages to or for loss of use of property and for injuries to or death of any person or persons, including property and employees or agents of CITY,and shall defend,indemnify and save harmless CITY, its officers, employees, agents, representatives and volunteers from and against any and all claims, demands, suits, actions or proceedings of any kind or nature, including, but not by way of limitation, workers compensation claims and including attorney fees and reasonable expenses for litigation or settlement, resulting from or arising out of the negligent or wrongful acts, errors or omissions of SUBRECIPIENT, its officers, directors, employees, agents, subcontractors and suppliers arising out of SUBRECIPIENT's performance of this Agreement. H. Insurance. Contractor shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the Contractor, its agents, representatives, employees,or subcontractors. 12 City Council 26 — 160 5/3/2022 a. MINIMUM SCOPE AND LIMIT OF INSURANCE Coverage shall beat least as broad as: 1. Commercial General Liability(CGL): Insurance Services Office Form CG 00 01 covering CGL on an"occurrence"basis,including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than$2,000,000 per occurrence.If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location(ISO CG 25 03 or 25 04)or the general aggregate limit shall be twice the required occurrence limit. 2. Automobile Liability: Insurance Services Office Form Number CA 0001 covering,Code 1(any auto),or if Contractor has no owned autos,Code 8(hired) and 9 (non-owned), with limit no less than $1,000,000 (if program services includes transportation of youth,the limit shall be no less than$5,000,000)per accident for bodily injury and property damage. (Not required if an automobile is not required to fulfill services.) 3. Workers'Compensation: insurance as required by the State of California,with Statutory Limits,and Employer's Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. 4. Sexual Abuse or Molestation (SAM) Liability: If the CGL policy referenced above is not endorsed to include affirmative coverage for sexual abuse or molestation, Contractor shall obtain and maintain a policy covering Sexual Abuse and Molestation with a limit no less than $1,000,000 per occurrence or claim. 5. If the Contractor maintains broader coverage and/or higher limits than the minimums shown above, the City requires and shall be entitled to the broader coverage and/or the higher limits maintained by the Contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. b. Other Insurance Provisions—The insurance policies are to contain, or be endorsed to contain,the following provisions: 1. Additional Insured Status: The City, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Contractor including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Contractor's insurance (at least as broad as ISO Form CG 20 10 11 85 or if not available,through the addition of both CG 20 10,CG 20 26,CG 20 33,or CG 20 38;and CG 20 37 forms if a later edition is used). 2. Prima7y Coverage: For any claims related to this contract, the Contractor's insurance coverage shall be primary coverage at least as broad as ISO CG 20 01 04 13 as respects the City,its officers,officials,employees, and volunteers. 13 City Council 26 — 161 5/3/2022 Any insurance or self-insurance maintained by the City, its officers, officials, employees,or volunteers shall be excess of the Contractor's insurance and shall not contribute with it. 3. Notice of Cancellation: Each insurance policy required above shall state that coverage shall not be canceled,except with notice to the City. 4. Waiver of Subrogation: Contractor hereby grants to City a waiver of any right to subrogation which any insurer of said Contractor may acquire against the City by virtue of the payment of any loss under such insurance. Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation,but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. 5. Self-Insured Retentions: Self-insured retentions must be declared to and approved by the City.The City may require the Contractor to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations,claim administration,and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self- insured retention may be satisfied by either the named insured or City. 6. Acceptability oflnsurers: Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M. Best's rating of no less than A:VII,unless otherwise acceptable to the City. 7. Claims Made Policies: If any of the required policies provide coverage on a claims-made basis: I. The Retroactive Date must be shown and must be before the date of the contract or the beginning of contract work. 2. Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work. 3. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive Date prior to the contract effective date, the Contractor must purchase "extended reporting" coverage for a minimum of five (5) years after completion of contract work. 8. Verification of Coverage: Contractor shall furnish the City with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage required by this clause)and a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements to City before work begins.However,failure to obtain the required documents prior to the work beginning shall not waive the Contractor's obligation to provide them. City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications,at any time. 14 City Council 26 — 162 5/3/2022 9. Special Risks or Circumstances: City reserves the right to modify these requirements,including limits,based on the nature of the risk,prior experience, insurer, coverage,or other special circumstances. I. Termination. 1. This Agreement may be terminated on thirty(30) days' written notice by either party. In the event of such termination,SUBRECIPIENT shall only be entitled to reimbursement for approved expenses incurred to the effective date of termination. 2. This Agreement may be suspended or terminated by CITY upon five (5) days' written notice for violation by SUBRECIPIENT of Federal Laws governing the use of ARPA SURF Funds. In the event of such suspension or termination, SUBRECIPIENT shall only be entitled to reimbursement for approved expenses incurred up to the effective date of suspension or termination. 3. Pursuant to 2 CFR 200.340, in the event SUBRECIPIENT defaults by failing to fulfill all or any of its obligations hereunder, CITY may declare a default and termination of this Agreement by written notice to SUBRECIPIENT, which default and termination shall be effective on a date stated in the notice which is to be not less than ten (10) days after certified mailing or personal service of such notice,unless such default is cured before the effective date of termination stated in such notice. If terminated for cause, CITY shall be relieved of further liability or responsibility under this Agreement, or as a result of the termination thereof, including the payment of money,except for payment for approved expenses incurred for services satisfactorily and timely performed prior to the mailing or service of the notice of termination,and except for reimbursement of. (1) any payments made for services not subsequently performed in a timely and satisfactory manner;and,(2)costs incurred by CITY in obtaining substitute performance. 4. The grant of funds under this Agreement may be terminated for convenience by either the CITY or SUBRECIPIENT, in whole or in part, by setting forth the reasons for such termination,the effective date,and,in the case of portion termination,their portion to be terminated. However, if in the case of a partial termination,the CITY determines that the remaining portion of the award will not accomplish the purpose for which the award was made,the CITY may terminate the award in its entirety. 5. The grant of funds under this Agreement may be terminated due to the non- performance of SUBRECIPIENT and/or failure of SUBRECIPENT to perform the work described in Exhibit A. 6. The grant of funds under this Agreement may be terminated due to the failure of the CITY to receive sufficient or anticipated funding for the ARPA program for any term subject to this Agreement. 7. In the event this Agreement is terminated as set forth in subparagraphs I(1) through 1(6),inclusive,SUBRECIPIENT agrees to immediately return to CITY upon CITY's demand and prior to any adjudication of SUBRECIPIENT's rights,any and all fiends not used,and to comply with the Reversion of Assets requirements in this Agreement. 15 City Council 26 — 163 5/3/2022 J. Limitation of Funds. The United States of America may in the future place programmatic or fiscal limitations on the use of ARPA SLFRF Funds, which limitations are not presently anticipated. Accordingly,CITY reserves the right to revise this Agreement in order to take account of actions affecting ARPA program funding. In the event of funding reduction,CITY may, in its sole and absolute discretion, reduce the budget of this Agreement, may limit the rate of SUBRECIPIENT's authority to utilize funds,or may restrict SUBRECIPIENT's use of uncommitted funds. Where CITY has been directed to implement a reduction in funding,with respect to funding for this Agreement,CITY's City Manager or delegate is authorized to act for CITY in implementing and effecting such a reduction and in revising, modifying, or amending the Agreement for such purposes. If such a reduction in funding occurs, SUBRECIPIENT shall be permitted to de-scope accordingly. Where CITY has reasonable grounds to question SUBRECIPIENT's fiscal accountability or compliance with this Agreement, CITY may suspend the operation of this Agreement for up to sixty (60) days upon five (5) days written notice to SUBRECIPIENT of its intention to so act,pending an audit or other resolution of such questions. In no event,however,shall any revisions made by CITY affect expenditures and legally binding commitments made by SUBRECIPIENT before it received notice of such revision,provided that such amounts have been committed in good faith and are otherwise allowable and that such commitments are consistent with ARPA SLFRF Funds withdrawal guidelines. K. Exclusiviry and Amendment of Ageement. This Agreement supersedes any and all other agreements,either oral or in writing,between the parties hereto with respect to the use of CITY's ARPA SLFRF Funds by SUBRECIPIENT and contains all the covenants and agreements between the parties with respect to SUBRECIPIIENT's administration of said program. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein,and that no other agreement or amendment hereto shall be effective unless executed in writing and signed by both CITY and SUBRECIPIENT. L. Laws Governin,,this A�;eement. This Agreement shall be governed by and construed in accordance with the laws of the State of California,and all applicable federal laws and regulations. M. Validity and Severabilit�. The invalidity in whole or in part of any provision of this Agreement shall not void or affect the validity of any other provision of this Agreement. Whenever possible, each provision of this AGREEMENT shall be interpreted in such manner as to be effective and valid under applicable law,but if any provision of this AGREEMENT is held to be prohibited by or invalid under applicable law, such provision shall be ineffective only to the extent of such prohibition or invalidity, without invalidating the remainder of such provisions of this AGREEMENT. N. Waiver. No delay or omission by either party hereto to exercise any right or power accruing upon any noncompliance or default by the other party with respect to any of the terms of this Agreement shall impair any such right or power or be construed to be a waiver thereof. A waiver by either of the parties hereto of any of the covenants, conditions, or agreements to be performed by the other shall not be construed to be a waiver of any succeeding breach thereof or of any other covenant, condition or agreement herein contained. 16 City Council 26 — 164 5/3/2022 O. Federal Award Identification Information. SUBRECIPIENT's pertinent Federal Award Identification Information, including DUNS Number and Federal Award Identification Number (FAIN), as well as the applicable information for ARPA, are included in Exhibit C attached hereto and incorporated herein by this reference. P. Miscellaneous Provisions. 1. Each undersigned represents and warrants that its signature herein below has the power,authority and right to bind their respective parties to each of the terms of this Agreement,and shall indemnify CITY fully, including reasonable costs and attorney's fees, for any injuries or damages to CITY in the event that such authority or power is not,in fact,held by the signatory or is withdrawn. 2. All Exhibits and Attachments referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. 3. This Agreement must be signed below and may be signed in counterpart and delivered by fax,email as a PDF(Portable Document Format)file attachment,or by other means that displays the original or a copy of the signatures. Any subsequent amendments may be signed and delivered in the same manner. (Signatures onfollowingpage} 17 City Council 26 — 165 5/3/2022 IN WITNESS WHEREOF,the parties hereto have executed this Agreement as of the date and year first written above. ATTEST: CITY OF SANTA ANA DAISY GOMEZ KRISTINE RIDGE Clerk of the Council City Manager APPROVED AS TO FORM: SONIA R.CARVALHO City Attorney r3y: BRANDON SALVATIERRA Deputy City Attorney RECOMAMNDED FOR APPROVAL: SUBRECIPIENT: ') h, hVP LISA RUDLOFF UISIA!bbNZALEZ Executive Director Director of Operations Parks,Recreation and Community Services Agency DUNS#: 088513593 18 City Council 26 — 166 5/3/2022 EXHIBIT A SCOPE OF WORK 19 City Council 26 — 167 5/3/2022 Exhibit A SCOPE OF WORK-REVISED Details of the Youth Program/Service,Tasks,Duration, and Deliverables Training!and Research for Teens and Bullying Prevention Curriculum These activities will be conducted as originally stated however the timeline will change. The original timeline called for teens meeting once a week after school for approximately 15-20 hours per year from September through October and March through May each year for two years. Research and training would have been conducted several times during the two-year period as new teens were recruited however with the new timeline this will occur only once with teens who are recruited at the beginning of the program. The curriculum will be reduced from 11 weeks per year to 35 days total. The new timeline will be as follows: July-August 2022 • Outreach and Recruitment for Teens • Intake,Assessment, and Orientation September—October,2022 • Research and Training • Prep for November Camp November,2022 • Conduct November Camp(3 days) • Prep for December Camp December,2022 • Conduct Winter Camp(8 days) January—February,2023 • Produce Advocacy Materials March—April,2023 • Prep for Spring Camp • Conduct Spring Camp(5 days) May—June, 2023 • Prep for Summer Camp • Conduct Summer Camp(19 days) National Bullying Prevention Month Activities This activity will still be conducted but on a much smaller scale. The goal will be to have the teens promote anti-bullying on social media and to participate in at least one activity intended to raise awareness of bullying. 20 City Council 26 — 168 5/3/2022 Exhibit A Bullying Prevention Advocacµ The teens will produce advocacy materials with limited input from the children they work with during November and December camps only. Also,the teens will reduce the number of resource tables they staff to about three per year,which may result in not all teens staffing at least one event.The teens will not produce Bullying Prevention Videos and they will not conduct Parent Training and Engagement as there will be insufficient time, however the staff may conduct some of these activities if feasible. Recognition The end-of-summer community event will not be conducted because the program will not allow for a full summer camp to be conducted. Target Population The target population will be reduced from a total of 85 participants, (25 teens/60 children)to 15 teens and 50 Children.A two-year grant period would have allowed for recruitment and enrollment over time so that 85 participants could have been recruited.Each camp includes duplicates from the camp before plus new recruits for an unduplicated final count.With just one year, all recruitment will be done during a limited time thereby reducing the total number that can be served. The target population will remain as originally indicated with participants being Santa Ana residents who come from extremely and low-income households. Innovation in Program/Service Delivery The program will lose some of its innovative features due to the reduction from two years to one year as there will be insufficient time for the teens to conduct all the work that had been originally planned. Teens will still be trained and will use their skills to train and mentor younger children but on a limited scale. BUDGET PROPOSAL—REVISED The budget has been revised to reflect the reduction in the number of participants to be served and the reduction in activities that will be conducted. The cost of curriculum materials has been reduced and the plan is to purchase only the fifth-grade materials,which staff can use as a guide to develop curriculum activities for the lower grades. The staff costs will remain the same as they will be needed to work on the curriculum and do some of the work that the teens would have produced with the two-year plan. 21 City Council 26 — 169 5/3/2022 EXHIBIT B FEE PAYMENT SCHEDULE 22 City Council 26 — 170 5/3/2022 Exhibit B FISCAL YEAR 2022-2023 PROPOSED PROGRAM BUDGET Organization Name Delhi Center Program Name Building Resiliency in Teens(BRIK) Term: July 1,2022 to June 30,2023 EXPENDITURES Enter budget categories and projected expenditures: Expenditures Funded By Expenditures Total Santa Ana Funded By Program Organization Category REVIVE Funds Other Sources Budget Budget Administrative Staff Salaries $0 $0 $ 224,544 Program Staff Salaries $117,119 $117,119 $ 426,601 Contractual Services $0 $0 $ 64,000 Other-Program Materials&Supplies $1,654 $1,654 $ 213,900 Indirect Costs $5,156 $5,156 Teen Scholarships $0 $ 6,500 $6,500 $0 $0 $0 $0 $0 $0 TOTAL $123,9291 $6,500 $130,4291 $929,045 PROGRAM RESOURCES LIST ALL OTHER PROGRAM RESOURCES FOR 2022-2023 Funding Source Total must equal Program Budget Total listed above. FUNDING SOURCE AMOUNT Santa Ana REVIVE $ 123,929 Teen Scholarships $ 6,500 TOTAL $ 130,429 Attachment 1(a) 23 City Council 26 — 171 5/3/2022 Exhibit B 2022-2023 REVIVE BUDGET LINE ITEMS ADMINISTRATIVE STAFF Position Title Annual Salary&Benefits REVIVE Funds Description PROGRAM STAFF Position Title Annual Salary&Benefits REVIVE Funds Description Oversees program development,implementation, supervision,and evaluation;coordinates teen and partner activities and ensures completion and tracking of Program Manager 51,900 25,950 deliverables.(.50 FTE) Leads teens to research program components and trains teens in program implementation;supervises teens'work Program Assistant 43,003 43,003 with the children.(1.0 FTE) j Assists with program implementation,supervision of teens and children,takes attendance,assists with intake, Program Leader 24,083 48,166 registration,and other activities.(2 @.75 FTE) CONTRACTUAL/PROFESSIONAL SERVICES Type of Service Contract Amount REVIVE Funds Description OTHER LINE ITEMS Line Item Program Amount REVIVE Funds Description 5th Grade printed curriculum manual with lessons,lesson scripts and instructions,and cues for visual aids used during the lesson and post-lesson activities and curriculum Anti-Bullying Curriculum $ 685.00 $685 resource kit IOfice and art supplies,paper,pens,paints,flash drives,file folders,etc.needed for teen files and portfolios that help keep track work product,deliverables and benchmarks and for classroom activities.Also,t-shirts are used to Program Supplies $ 969.00 969 identify Teen Leaders and promote belonging. Custodian services for room set up and tear down and sanitizing for student health and saftey,sanitation Indirect Costs 5,156 supplies,PPE,etc. Teen Scholarships $ 6,500.00 0 Scholarships up to$500 each for 13 teens Attachment 1(b) 24 City Council 26 — 172 5/3/2022 EXHIBIT C FEDERAL AWARD IDENTIFICATION INFORMATION The General Program Requirements were designed to provide the framework where the CONTRACTOR will provide ARPA programs identified in this attachment. I. GOVERNANCE The CONTRACTOR agrees to comply, remain informed, and deliver services consistent with the provisions of ARPA. Where local policy has not been set,the CONTRACTOR agrees to adhere to state and/or federal policy,as appropriate. H. GOVERNANCE REFERENCES A. Additional state and federal agencies that provide funding to the CITY may be incorporated herein. B. Information Bulletins,Directives,and any other federal and state guidance documents pertaining to the ARPA SURF Funds. C. Actions,directives,and policy and procedures issued by the CITY. D. CITY policies,as applicable. III. CONTRACTOR/SUBRECIPIENT DETERMINATION: In accordance with the requirements of 2 CFR 200.330 (Subrecipient and Contractor determination)and for the purpose of this CONTRACT, SUBRECIPIENT is determined to be a CONTRACTOR. 25 City Council 26 — 173 5/3/2022 IV. FEDERAL AWARD IDENTIFICATION FAIN INFORMATION A. CONTRACTOR Name: DELHI CENTER B. CONTRACTOR'S Unique 088513593 Identifier(D-U-N-S): Federal Award C. Identification Number SLFRP1059 (FAIN): D. Federal Award Date: 5/19/2021 E. Subaward Period of 7/l/2022-6/30/2023 Performance: M Total Amount of Federal F. Funds Obligated by the $123,930 Action: I T Total Amount of Federal G. Funds Obligated to the $123,930 CONTRACTOR: H. Total Amount of the $64,180,406.50 Federal Award: I Federal Award Project American Rescue Plan Act(ARPA) Description: J. Federal Awarding Agency: U.S.Department of the Treasury K. Name of PTE: City of Santa Ana L. Contact Information for the Kristine Ridge, City Manager Awarding Official: Phone Number: (714)647-5200 E-mail Address: kridge(cr�santa-ana.org M. CFDA Number: 21.027 CFDA Name: Coronavirus State and Local Fiscal Recovery Funds N. Whether Award is R&D: No O. Indirect Cost Rate for the Federal Award: de minimus or federally negotiated rate 26 City Council 26 — 174 5/3/2022 EXHIBIT D DEBARMENT Certification Regarding Debarment,Suspension,Ineligibility and Voluntary Exclusion Lower Tier Covered Transactions This certification is required by the regulations implementing Executive Order 12549,Debarment and Suspension, 29 CFR Part 98, Section 98.510, Participants' responsibilities. The regulations were published as Part VII of the May 26,1988 Federal Register(pages 1916049211). (BEFORE COMPLETING CERTIFICATION,READ INSTRUCTIONS FOR CERTIFICATION- Attached) (1) The prospective recipient of federal assistance funds certifies,by submission of this proposal, that neither it nor its principals are presently debarred, suspended,proposed for debarment, declared ineligible, or voluntarily excluded from participation in this transaction by any federal department or agency. (2) Where the prospective recipient of federal assistance funds is unable to certify to any of the statements in this certification,such prospective participant shall attach an explanation to this proposal. Dliye*v- Name and Title of Authonzed Representative ' 3-Ik-2t 2r-,�- Q� t—e Date 27 City Council 26 — 175 5/3/2022 INSTRUCTIONS FOR CERTIFICATION 1, By signing and submitting this proposal,the prospective recipient of federal assistance funds is providing the certification as set out below. 2. The certification in this clause is a material representation of fact upon which reliance was placed when this transaction was entered into. If it is later determined that the prospective recipient of federal assistance funds knowingly rendered an erroneous certification, in addition to other remedies available to the Federal Government, the Department of Labor (DOL)may pursue available remedies,including suspension and/or debarment. 3. The prospective recipient of federal assistance funds shall provide immediate written notice to the person to which this proposal is submitted if at any time the prospective recipient of federal assistance funds learns that its certification was erroneous when submitted or has become erroneous by reason of changed circumstances. 4. The terms "covered transaction," "debarred," "suspended," "ineligible," "lower tier covered transaction," "participant," "person," "primary covered transaction," "principal," "proposal," and"voluntarily excluded,"as used in this clause,have the meanings set out in the Definitions and Coverage sections of rules implementing Executive Order 12549. You may contact the person to which this proposal is submitted for assistance in obtaining a copy of those regulations. 5. The prospective recipient of federal assistance funds agrees by submitting this proposal that, should the proposed covered transaction be entered into,it shall not knowingly enter into any lower tier covered transaction with a person who is debarred,suspended,declared ineligible, or voluntarily excluded from participation in this covered transaction,unless authorized by the DOL. 6. The prospective recipient of federal assistance funds further agrees by submitting this proposal that it will include the clause titled"Certification Regarding Debarment,Suspension, Ineligibility and voluntary exclusion - Lower Tier Covered Transactions," without modification, in all lower tier covered transactions and in all solicitations for lower tier covered transactions. 7 A paricipant in a covered transaction may rely upon a certification of a prospective participant in a lower tier covered transaction that it is not debarred,suspended,ineligible,or voluntarily excluded from the covered transaction,unless it knows that the certification is erroneous. A participant may decide the method and frequency by which it determines the eligibility of its principals. Each participant may,but is not required to check the List of Parties Excluded from Procurement or Non-Procurement Pror ams. 8. Nothing contained in the foregoing shall be construed to require establishment of a system of records in order to render in good faith the certification required by this clause. The knowledge and information of a participant is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings. 28 City Council 26 — 176 5/3/2022 9. Except for transactions authorized under paragraph 5 of these instructions,if a participant in a covered transaction knowingly enters into a lower tier covered transaction with a person who is suspended, debarred, ineligible, or voluntarily excluded from participation in this transaction,in addition to other remedies available to the Federal Government,the DOL may pursue available remedies,including suspension and/or debarment. 29 City Council 26 — 177 5/3/2022 EXHIBIT E LOBBYING Certification Regarding Lobbying Certification for Contracts. Grants. Loans. and Cooperative Agreements The undersigned certifies,to the best of his or her knowledge and belief,that: (1) No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any cooperative agreement, and the extension, continuation, renewal, amendment,or modification of any Federal contact,grant,loan or cooperative agreement. (2) If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract,grant,loan,or cooperative agreement,the undersigned shall complete and submit Standard Form-LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions. (3) The undersigned shall require that the language of this certification be included in the award documents for all subawards at all tiers (including subcontract, subgrants, and contracts under grants, loans, and cooperative agreements) and that all subrecipients shall certify and disclose accordingly. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352,Title 31,U. S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than$10,000 and not more than$100,000 for each such failure. 'De h'l SA � ►tv� �Cou ,t � Grantee/Contactor Organization Program Title f Name of Certifying Officer Signature Date 30 City Council 26 — 178 5/3/2022 SUBRECIPIENT warrants the following: 1. SUBRECIPIENT will comply with Public Law 88-352,Title VI of the Civil Rights Act of 1964 (42 U. S. C. section 2000 et seq.)and implementing regulation in 24 CFR Part 1. 2. No person in the United States shall on the ground of race, color, religion, national origin, or sex, be excluded from participation in, or be denied the benefits of, or be subjected to discrimination under any program or activity funded in whole or in part with community development funds made available pursuant to the ACT. 3. All laborers and mechanics, employed by contractors or subcontractors in the performance of construction work financed in whole or in part with community development funds shall be paid wages at rates not less than those prevailing on similar construction in the locality as determined in accordance with the Davis-Bacon Act,as amended, 40 U. S. C. Sections 276 a 1-5, except for individuals who perform services for which they volunteered; do not receive compensation for such services; or are paid expenses, reasonable benefits, or a nominal fee for such services; and are not otherwise employed at any time in construction work. 4. SUBRECIPIENT will comply with all Federal statutes applicable to projects funded with community development funds, except that (a) SUBRECIPIENT does not assume CITY'S environmental responsibilities described at 24 CFR 570.604; and (b) SUBRECIPIENT does not assume CITY'S responsibility for initiating the review process under Executive Order 12372. 31 City Council 26 — 179 5/3/2022 EXHIBIT F DRUG-FREE WORKPLACE Certification Re;,,ardin Dru;-Free Workplace Requirements The certification set out below is a material representation upon which reliance is placed by the U.S. Department of Housing and Urban Development in awarding the grant. If it is later determined that the contractor knowingly rendered a false certification, or otherwise violates the requirements of the Drug-Free Workplace Act, the U.S. Department of Housing and Urban Development, in addition to any other remedies available to the Federal Government, may take action authorized under the Drug-Free Workplace Act. CERTIFICATION A. The contractor certifies that it will provide a drug-free workplace by: (a) Publishing a statement notifying employees that the unlawful manufacture, distribution,dispensing,possession or use of a controlled substance is prohibited in the contractor's workplace and specifying the actions that will be taken against employees for violation of such prohibition; (b) Establishing a drug-free awareness program to inform employees about— (1) The dangers of drug abuse in the workplace; (2) The contractor's policy of maintaining a drug-free workplace; (3) Any available drug counseling, rehabilitation, and employee assistance program; and (4) The penalties that may be imposed upon employees for drug abuse violations occurring in the workplace; (c) Making it a requirement that each employee who will be engaged in the performance of the grant be given a copy of the statement required by paragraph (a); (d) Notifying the employee in the statement required by paragraph -(a) that, as a condition of employment under the contract,the employee will- (1) Abide by the terms of the statement; and (2) Notify the employer of any criminal drug statute conviction for a violation occurring in the workplace no later than five days after such conviction. (e) Notifying the U.S.Department of Housing and Urban Development within ten days after receiving notice under subparagraph (d)(2) from an employee or otherwise receiving actual notice of such conviction; 32 City Council 26 — 180 5/3/2022 (f) Taking one of the following actions, within 30 days of receiving notice under subparagraph(d)(2),with respect to any employee who is so convicted- ( 1) Taking appropriate personnel action against such an employee, up to and including termination;or (2) Requiring such employee to participate satisfactorily in a drug abuse assistance or rehabilitation program approved for such purposes by a Federal, State, or local health, law enforcement, or other appropriate agency; (g) Making a good faith effort to continue to maintain a drug-free workplace through implementation of paragraphs (a), (b), (c), (d), (e)and(f). B. The contractor shall insert in the space provided on the attached "Place of Performance" form the site(s) for the performance of work to be carried out with the grant funds (including street address, city, county, state, and zip code) .the contractor further certifies that, if it is subsequently determined that additional sites will be used for the performance of work under the contract, it shall notify the U.S. Department of Housing and Urban Development immediately upon the decision to use such additional sites by submitting a revised"Place of Performance"form. jh' Ceof N a-lip �a'� nature Date 33 City Council 26 — 181 5/3/2022 PLACE OF PERFORMANCE FOR CERTIFICATION REGARDING DRUG-FREE WORKPLACE REQUIREMENTS Name: V[ Date: The Contractor shall insert in the space provided below the site(s)expected to be used for the performance of work under the contract covered by the certification: Place of Performance (include street address, city, county, state,zip code for each site): 34 City Council 26 — 182 5/3/2022 AGREEMENT BETWEEN THE CITY OF SANTA ANA AND DISCOVERY SCIENCE CENTER OF ORANGE COUNTY FOR USE OF AMERICAN RESCUE PLAN ACT (ARPA) FUNDS This Agreement is hereby made and entered into this 3rd day of May, 2022, by and between the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("CITY"), and Discovery Science Center of Orange Coun , a California domestic nonprofit corporation ("SUBRECIPIENT" or "CONTRACTOR"). RECITALS: A. The American Rescue Plan Act ("ARPA") was signed into law in March 2021. ARPA provides funding for a number of different programs, including the Coronavirus State and Local Fiscal Recovery Fund ("SLFRF"), to provide monetary support to local governments to respond to, mitigate, and recover from the COVID-19 public health emergency. B. On July 20, 2021, the Santa Ana City Council authorized the City Manager to utilize ARPA SLFRF funding from the United States Department of Treasury for the Revive Santa Ana Spending Plan, which includes five spending categories: recovery from the pandemic, direct assistance programs,public health and safety, critical infrastructure, and city fiscal health. C. SUBRECIPIENT has been selected by the CITY to receive ARPA SLFRF Funds in order to provide youth programs, including: early childhood support;head start; day care; after school tutoring; athletic; and, youth violence prevention, in accordance with the Scope of Work attached hereto as Exhibit A and incorporated herein by reference ("said program"). SUBRECIPIENT represents that it is qualified and willing to operate said program and certifies that the administration of said program carried out with funds provided under this Agreement will meet ARPA's objectives to respond to, mitigate, and recover from this historic COVID-19 public health crisis. D. SUBRECIPIENT agrees that it will adhere to the tasks and services as indicated in Exhibit A for said program. Failure to follow the requirements and meet the stated expectations may constitute breach of contract that could result in tennination of this Agreement or serve as reason for the CITY to recapture the grant funds awarded to SUBRECIPIENT pursuant to this Agreement. WHEREFORE, it is agreed by and between the parties that the foregoing Recitals are a substantive part of this Agreement and the following terms and conditions are approved and together with all exhibits and attachments hereto, shall constitute the entire Agreement between the CITY and SUBRECIPIENT: I. ARPA PROGRAM PROVISIONS A. Scope of Work. SUBRECIPIENT shall be responsible for the specific tasks and services of said program, and agrees to administer said program in compliance with the tasks and services as described in the Scope of Work attached hereto as Exhibit A. SUBRECIPIENT's failure City Council 1 26 — 183 5/3/2022 to perform as required may, in addition to other remedies set forth in this Agreement, result in readjustment of the amount of funds for said program or tennination of this Agreement. B. Term of Agreement. The tern of said Agreement shall commence on July 1 st,2022, and continue through June 30, 2023 ("Term"), unless terminated earlier pursuant to the terms of this Agreement. This Agreement shall also cover any and all services provided by the SUBRECIPIENT to the CITY since the date the ARPA SURF Funds were awarded to the CITY. Additionally, the Tern of this Agreement may be extended by a writing executed by the City Manager, or designee, and the City Attorney, C. Amount of Grant Funding. The total amount of funds provided for said program shall not exceed Ninety Thousand Twenty-Eight Dollars and Zero Cents ($90,028) ("ARPA SURF Funds") during the Term of the Agreement. SUBRECIPIENT agrees to use said ARPA SURF Funds to administer said program as outlined in Exhibit A. D. Disbursement of Funds. Said ARPA SURF Funds shall be disbursed by CITY to SUBRECIPIENT pursuant to the terms found in the Fee Payment Schedule attached hereto as Exhibit B, with payments subject to the submittal of invoices and other reporting requirements, as hereinafter more fully set forth. SUBRECIPIENT shall be obligated to perform such duties as would normally extend beyond the term, including, but not limited to, obligations with respect to indemnification,audits,reporting,data retention/reporting, and accounting. Failure to provide any of the required documentation and reporting will cause CITY to withhold all or a portion of a request for ARPA SURF Funds, or return the entire request to SUBRECIPIENT, until such documentation and reporting has been received and approved by CITY. (1) Reduction in ARPA SLFRF Funding. The CITY reserves the right to reduce the amount of ARPA SURF Funds to SUBRECIPIENT, or to completely terminate this Agreement, in the CITY's sole discretion, if there is a reduction in ARPA SURF Funds provided to the CITY. (2) Reduced Distribution of Funds. The CITY reserves the right to reduce the grant application if the CITY's fiscal monitoring indicates that SUBRECIPIENT's rate of expenditure will result in unspent funds at the end of the program term. Amendments in the grant allocation will be made after consultation with SUBRECIPIENT. (3) Reversion of Assets. SUBRECIPIENT agrees that any and all funds received under this Agreement shall be utilized during the Tenn of this Agreement, and that any and all funds remaining as of the end of the Term, which have not been utilized, shall be returned by SUBRECIPIENT to the CITY within thirty (30) days of the expiration or earlier termination of the Agreement. No expense of SUBRECIPIENT will be reimbursed by CITY if incurred after the end of the Term of the Agreement. City Council 2 26 — 184 5/3/2022 E. Grant Program Requirements. (1) SUBRECIPIENT acknowledges that the source of funding for said program is the federal ARPA, and that payments from the ARPA SURF Funds are only to be used to make necessary expenditures incurred due to the public health emergency with respect to COVID-19. (2) SUBRECIPIENT acknowledges that ARPA provisions allow the use of ARPA SURF Funds to respond to,mitigate, and recover from the COVID-19 public health emergency, and will not use these funds for any other uses. (3) SUBRECIPIENT shall follow the process and determination of eligibility for participants in said program as outlined in Exhibit A. F. Performance Monitoring. (1) SUBRECIPIENT shall submit program performance information as often as requested by CITY, but no less than the submission of monthly reports and a final report to CITY with the information requested by and in the format acceptable to CITY. Each monthly report is due within thirty (30) days of completion of work for each month. The final report is due within thirty (30) days after the termination or expiration of this Agreement. (2) CITY will evaluate SUBRECIPIENT's management and operation of said program with respect to the project expectations as described in Exhibit A. (3) CITY will review the audit of the SUBRECIPIENT to ensure that grant funds are used for authorized purposes in compliance with laws,regulations, and the provisions of contracts or grant agreements under this Agreement, including attachments and exhibits. (4) If action to correct any substandard performance is not taken by the SUBRECIPIENT within a reasonable period after being notified by CITY, suspension or termination procedures may be initiated by CITY. (5) All performance shall be subject to review by the CITY or other regulatory agencies at all times. SUBRECIPIENT shall provide adequate cooperation to any inspector or other CITY representative to permit the same to determine SUBRECIPIENT's conformity with the terms of this Agreement. If any services performed by SUBRECIPIENT are not in conformance with the terms of this Agreement, the CITY shall have the right to require SUBRECIPIENT to perform the services in conformance with the terms of the Agreement at no additional cost. The CITY may also terminate this Agreement for default and charge SUBRECIPIENT for any costs incurred by the CITY because of SUBRECIPIENT's failure to perform. (6) SUBRECIPIENT shall establish adequate procedures for self-monitoring and quality control and assurance to ensure proper performance under this Agreement; and shall permit a CITY representative or other regulatory official to monitor, assess, or evaluate SUBRECIPIENT's performance under this Agreement at any time,upon reasonable notice to SUBRECIPIENT. City Council 3 26 — 185 5/3/2022 G. Audit. (1) SUBRECIP ENT shall maintain complete and accurate records and supporting documentation to facilitate financial and/or program audits by CITY. This requirement shall apply to any records and documentation CITY shall reasonably require or as required to be maintained pursuant to the ARPA regulations. (2) The books and accounts, files, and other records of SUBRECIPIENT,which are applicable to this Agreement, shall be available for inspection, review, and audit during normal business hours by CITY to determine the proper application and use of all ARPA SLFRF Funds provided to or for the account or benefit of SUBRECIP ENT. (3) SUBRECIPIENT assumes responsibility for reimbursement to CITY a sum of money equivalent to the amount of any expenditures disallowed should the CITY, or an authorized agency,rule through audit, exception,or some other appropriate means,that expenditures from funds allocated to SUBRECIPIENT for direct and/or administrative costs were not made in compliance with the applicable cost principles, regulations, or the provisions of this Agreement. (4) SUBRECIPIENT agrees to comply with the requirements of OMB Uniform Guidance 2 CFR Part 200. SUBRECIPIENT further agrees to provide CITY with a copy of completed independent auditors' report within thirty(30) days of CITY's request for such report. If the report contains instances of non-compliance with federal laws and regulations that bear directly on the performance or administration of this Agreement,SUBRECIPIENT shall provide CITY copies of responses to auditors' reports, a plan for corrective action, and auditors' response that the noncompliance has been resolved. All reports prepared in accord with the requirements of OMB Uniform Guidance 2 CFR Part 200 shall be available for inspection by representatives of CITY or the federal government during normal business hours. (5) All accounting records, reports, and evidence pertaining to all costs, expenses and the ARPA SLFRF Funds of SUBRECIPIENT and all documents related to this Agreement shall be maintained and kept available at SUBRECIPIENT'S office or place of business for the duration of the Agreement and thereafter for five (5) years from the date of final payment under this Agreement. Records which relate to: (a) complaints, claims, administrative proceedings or litigation arising out of the performance of this Agreement; or, (b) costs and expenses of this Agreement to which CITY or any other governmental agency takes exception, shall be retained beyond the five(5)years until complete resolution or disposition of such appeals, litigation claims, or exceptions. In the event SUBRECIPIENT does not make the above-referenced documents available within the City of Santa Ana, California, SUBRECIPIENT agrees to pay all necessary and reasonable expenses incurred by CITY in conducting any audit at the location where said records and books of account are maintained. H. Ownership/Use of Materials. SUBRECIPIENT agrees that all materials, reports or products in any form, including electronic, created by SUBRECIPIENT for which SUBRECIPIENT has been compensated pursuant to this Agreement shall be the sole property of the CITY. The material, reports, or products may be used by the CITY for any purpose that the CITY deems to be appropriate, including, but not limit to, duplication and/or distribution within City Council 4 26 — 186 5/3/2022 the CITY or to third parties. SUBRECIPIENT agrees not to release or circulate in whole or part such materials, reports, or products without prior written authorization of the CITY. I. Close-Out. SUBRECIPIENT agrees to comply with the closeout procedures detailed in 2 CFR §200.343, including the following: (1) SUBRECIPIENT must submit,no later than ninety(90) calendar days after the end date of the period of performance, all financial,performance, and other reports as required by the terms and conditions of this Agreement; (2) SUBRECIPIENT must promptly refund any balances of unobligated cash that the CITY paid in advance or paid and that is not authorized to be retained by SUBRECIPIENT for use in other projects (See OMB Circular A-129 and 2 CFR §200.345); and, (3) CITY should complete all closeout actions for the Federal award no later than one year after receipt and acceptance of all required final reports. II. SUBRECIPIENT'S OBLIGATIONS A. Representations and Warranties. (1) Authority. SUBRECIPIENT is a duly organized and existing domestic nonprofit corporation in good standing and authorized to do business under the laws of the State of California. SUBRECIPIENT has full right, power and lawful authority to accept the funding hereunder and to undertake all obligations as provided herein and the execution, performance and delivery of this Agreement by SUBRECIPIENT has been fully authorized by all requisite actions on the part of SUBRECIPIENT. (2) Experience. SUBRECIPIENT is qualified to provide the administrator services for said program detailed herein. (3) Familiarity With Services Required. By executing this Agreement, SUBRECIPIENT warrants that: (i)it has thoroughly investigated and considered the administrator services to be performed and provided for said program as detailed in Exhibit A; (ii) it has carefully considered how the services should be performed; and, (iii) it fully understands the facilities, difficulties and restrictions attending performance of the services under this Agreement. (4) No Conflict. To the best of SUBRECIPIENT'S knowledge, SUBRECIPIENT'S execution, delivery and performance of its obligations under this Agreement will not constitute a default or a breach under any contract, agreement or order to which SUBRECIPIENT is a party or by which it is bound. (5) No Bankruptcy. SUBRECIPIENT is not the subject of any current or threatened bankruptcy proceeding. City Council 5 26 — 187 5/3/2022 (6) No Pending Legal Proceedings. SUBRECIPIENT is not the subject of a current or threatened litigation that would or may materially affect SUBRECIPIENT'S performance under this Agreement. (7) Proposal Veracity. All provisions of and information provided in SUBRECIPIENT's proposal submitted to CITY, including any exhibits, are true and correct in all material respects. (8) No Pending Investigation. SUBRECIPIENT has no knowledge that it is the subject of any current or threatened criminal or civil action investigation by any public agency, including without limitation a police agency or prosecuting authority, which would relate to or affect performance of the Agreement or provision of services hereunder. B. Licensing. SUBRECIPIENT agrees to obtain and maintain all required 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 SUBRECIPIENT's operations hereunder. Such licensing requirements include obtaining a City business license, as applicable. C. Zoning. SUBRECIPIENT agrees that any facility/property used in furtherance of said program shall be specifically zoned and permitted for such use(s) and activities. Should SUBRECIPIENT fail to have the required land entitlement and/or permits, thus violating any local, state or federal rules and regulations relating thereto,SUBRECIPIENT shall immediately make good- faith efforts to gain compliance with local, state or federal rules and regulations following written notification of said violation(s) from the CITY or other authorized citing agency. SUBRECIPIENT shall notify CITY immediately of any pending violations. Failure to notify CITY of pending violations, or to remedy such known violation(s) shall result in termination of grant funding hereunder. SUBRECIPIENT must make all corrections required to bring the facility/property into compliance with the law within sixty (60) days of notification of the violation(s); failure to gain compliance within such time shall result in termination of grant funding hereunder. D. Separation of Accounts. All funds received by SUBRECIPIENT from CITY pursuant to this Agreement shall be maintained in an account in a federally insured banking or savings and loan institution with record keeping of such accounts maintained pursuant to applicable 2 CFR 200.302 requirements. SUBRECIP ENT is not required to maintain separate depository accounts for ARPA SLFRF Funds; provided however, the SUBRECIPIENT must be able to account for receipt, obligation, distribution and expenditure of ARPA SLFRF Funds pursuant to applicable 2 CFR 200.302 requirements. E. Audit Report Requirements. SUBRECIPIENT agrees that if SUBRECIPIENT expends Seven Hundred Fifty Thousand Dollars ($750,000) or more in federal funds, SUBRECIPIENT shall have an annual audit conducted by a certified public accountant in accordance with the standards as set forth and published by the United States Office of Management and Budget. SUBRECIPIENT shall provide CITY with a copy of said audit by April 1 of the year following the program year in which this Agreement is executed. City Council 6 26 — 188 5/3/2022 F. Compliance with Law/Program Income. SUBRECIPIENT acknowledges that the funds being provided by CITY for said program are received by CITY pursuant to ARPA, and that distribution and expenditure of these ARPA SURF Funds shall be in accordance with ARPA and all pertinent regulations issued by agencies of the federal govermnent, including, but not limited to, all regulations found at Title 24 of the Code of Federal Regulations. Any program income received by SUBRECIPIENT shall be returned to CITY, unless otherwise provided for in this Agreement. SUBRECIPIENT agrees to comply fully with all federal, state and local laws and court orders applicable to its operation and administration of said program, whether or not referred to in this Agreement. G. Debarment. To protect the public interest and ensure the integrity of Federal programs,CITY may only conduct business with responsible persons and may not make any award or permit any award to any party which is debarred or suspended or is otherwise excluded from or ineligible for participation in Federal assistance programs under Executive Order 12549, "Debarment and Suspension". See also 24 CFR 570.609. SUBRECIPIENT must review and sign Exhibit D "Debarment", which is attached hereto and incorporated herein by this reference. SUBRECIPIENT shall be in good standing,without suspension by the California Secretary of State, Franchise Tax Board or Internal Revenue Service. Any change in the corporate status or suspension of SUBRECIPIENT shall be reported immediately to CITY. H. Confidentiality. Without prejudice to any other provisions of this Agreement, SUBRECIPIENT shall, where applicable, maintain the confidential nature of information provided to it concerning participants in accordance with the requirements of federal and state law. However, SUBRECIPIENT shall submit to CITY or its representatives, all records requested, including audit, examinations,monitoring and verifications of reports submitted by SUBRECIPIENT, costs incurred and services rendered hereunder. I. Independent Contractor. SUBRECIPIENT agrees that the performance of obligations hereunder is rendered in its capacity as an independent contractor and that it is in no way an agent of CITY. J. Violation of Terms and Conditions. SUBRECIP ENT agrees that if SUBRECIPIENT violates any of the terms and conditions of this Agreement or any prior Agreement whereby ARPA SURF Funds were received by SUBRECIPIENT, or if SUBRECIPIENT reports inaccurately, or if on audit there is a disallowance of certain expenditures, SUBRECIPIENT agrees to remedy the acts or omissions causing the disallowance and repay CITY all amounts spent in violation thereof. If SUBRECIPIENT engaged in fraudulent activity to obtain and/or justify distribution or expenditure of the ARPA SURF Funds granted hereunder, SUBRECIPIENT shall be required to reimburse the CITY of all such funds that were obtained, distributed and/or spent under fraudulent circumstances. K. Fraud. SUBRECIPIENT shall immediately report all suspected or known instances and facts concerning possible fraud, abuse or criminal activity related to said program for the ARPA SURF Funds under this Agreement. City Council 7 26 — 189 5/3/2022 L. Prohibited Use. SUBRECIPIENT hereby certifies and agrees that it will not use ARPA SLFRF Funds provided through this Agreement to pay for entertainment, meals or gifts, or other prohibited uses. M. Lobbying. SUBRECIPIENT certifies that it will comply with federal law(31 U.S.C. 1352) and regulations found at 24 CFR Part 87, which provide that no appropriated funds may be expended by the recipient of a federal contract,grant,loan or cooperative agreement to pay any person for influencing or attempting to influence an officer or employee of any agency,Member of Congress, or an officer or employee of a Member of Congress in connection with awarding of any federal contract, the making of any federal grant or loan, entering into any cooperative agreement and the extension, renewal, amendment or modification of any federal contract, grant, loan or cooperative agreement. SUBRECIPIENT shall sign a certification to that effect in a form as set forth in Exhibit E, attached hereto and by this reference incorporated herein. SUBRECIPIENT shall submit said signed certification to CITY prior to performing any of its obligations under this Agreement and prior to any obligation arising on the part of CITY to pay any sums to SUBRECIPIENT under the terms and conditions of this Agreement. If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency,a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit a "Disclosure Form to Report Lobbying," in accordance with its instructions (Exhibit E). N. Financial Interest. SUBRECIPIENT agrees that except for the use of administrative fees to pay salaries and other related administrative or personnel costs,no persons who exercise or have exercised any function with respect to administering said program under the terms of this Agreement, or who are in a position to participate in a decision-making process or gain inside information with regard to the administration of said program, may obtain a financial interest or benefit from said program, either for themselves or those with whom they have family or business ties, during their tenure or for one year thereafter. This prohibition applies to any person who is an employee, agent, consultant, officer, or elected or appointed official of CITY, or of any designated public agency, or the SUBRECIPIENT. O. Labor Standards. The SUBRECIPIENT agrees to comply with the requirements of the Secretary of Labor in accordance with the Davis-Bacon Act as amended, the provisions of Contract Work Hours and Safety Standards Act (40 U.S.C. 327 et seq.) and all other applicable Federal, state and local laws and regulations pertaining to labor standards insofar as those acts apply to the performance of this Agreement. The SUBRECIPIENT agrees to comply with the Copeland Anti-Kick Back Act(18 U.S.C. 874 et seq.)and its implementing regulations of the U.S. Department of Labor at 29 CFR Part 5. The SUBRECIPIENT shall maintain documentation that demonstrates compliance with hour and wage requirements of this part. Such documentation shall be made available to the CITY for review upon request. City Council 8 26 — 190 5/3/2022 P. Equal Employment Opportunities. SUBRECIPIENT shall make every effort to ensure that all projects funded wholly or in part by ARPA SURF Funds shall provide equal employment opportunities for minorities and women. Q. Women and Minority-Owned Businesses(W/MBE). SUBRECIPIENT will use its best efforts to afford small businesses, minority business enterprises, and women's business enterprises the maximum practicable opportunity to participate in the performance of this Agreement in accordance with the requirements of 2 CFR 200.321 "Contracting with small and minority businesses,women's business enterprises, and labor surplus area firms". As used in this Agreement, the term "small business" means a business that meets the criteria set forth in section 3(a)of the Small Business Act, as amended(15 U.S.C. 632),and"minority and women's business enterprise" means a business at least fifty-one percent (51%) owned and controlled by minority group members or women. For the purpose of this definition, "minority group members" are African-Americans, Spanish-speaking, Spanish surnamed or Spanish-heritage Americans, Asian- Americans, and American Indians. SUBRECIPIENT may rely on written representations by businesses regarding their status as minority and female business enterprises in lieu of an independent investigation. R. Drug Free Workplace. SUBRECIPIENT agrees to provide a drug-free workplace and to execute a certification as set forth in Exhibit F attached hereto and incorporated herein by this reference. S. Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards. The following requirements and standards must be complied with: 2 CFR Part 200 et al. SUBRECIPIENT shall procure all materials, property, or services in accordance with the requirements of 2 CFR 200.318-326. III. CITY'S OBLIGATIONS A. Audit of Account. CITY shall include an audit of the account maintained by SUBRECIPIENT in CITY's audit of all ARPA SURF Funds in accordance with Title 24 of the Code of Federal Regulations and other applicable federal laws and regulations. B. Common Rule: Pursuant to 2 CFR 200.328(a), the CITY manages the day-to-day operations of each grant and subgrant supported activities. CITY staff has detailed knowledge of the grant program requirements and monitors grant and subgrant supported activities to assure compliance with federal requirements. Such monitoring covers each program, function and activity and performance goals are reviewed periodically. C. Project Expectations: CITY shall monitor the performance of SUBRECIPIENT against goals and performance standards required herein. The SUBRECIPIENT shall be responsible to accomplish the project expectations as set forth in Exhibit A,and report such results to the CITY. If the SUBRECIPIENT estimates such goals will not be met, the SUBRECIPIENT is to contact the CITY, at which time the CITY will determine if any adjustments to the grant award is appropriate. Substandard performance as determined by the CITY will constitute non- compliance with this Agreement. Should the CITY determine that the SUBRECIPIENT has not City Council 9 26 — 191 5/3/2022 performed its obligations as stated in this contract in a satisfactory manner, or if the CITY determines that insufficient supporting information has been submitted, the CITY shall notify the SUBRECIPIENT in writing of its determination specifying in full detail the objections that it has to the SUBRECIPIENT's performance. If action to correct such substandard performance is not taken by the SUBRECIPIENT after being notified by the CITY, within a reasonable period of time as stipulated in the written notification, contract suspension or termination procedures will be initiated. IV. GENERAL PROVISIONS A. Non-Discrimination. 1. SUBRECIPIENT agrees to comply with Executive Order 11246, which requires that during the performance of this Agreement, SUBRECIPIENT agrees not to discriminate against any employee or applicant for employment because of race, religion, sex, color or national origin. Such action shall include, but not be limited to the following: employment, upgrading, demotion, or transfer, rates of pay or other forms of compensation, and selection for training, including apprenticeship. SUBRECIPIENT agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the SUBRECIPIENT setting forth the provisions of this nondiscrimination clause. 2. SUBRECIPIENT agrees to comply with Title VI of the Civil Rights Act of 1964, - which indicates that no person shall, on the ground of race,color or national origin,be excluded from participation in,be denied the benefits of,or be subject to discrimination under any program of activity receiving federal financial assistance. 3. No person shall, on the grounds of race, sex, creed, color, religion, marital status, national origin,age,sexual orientation, or physical or mental handicap be excluded from participation in, be refused the benefits of, or otherwise be subject to discrimination in any activities, programs or employment supported by this Agreement. SUBRECIPIENT is prohibited from discrimination on the basis of age or with respect to an otherwise qualified handicapped person as provided for under Section 109 of the Housing and Community Development Act of 1974, as amended. 4. SUBRECIPIENT agrees to comply with the Age Discrimination Act of 1975, which requires that during the performance of this Agreement, SUBRECIPIENT agrees not to discriminate against any employee or applicant for employment because of age. Such action shall include, but not be limited to the following: employment upgrading, demotion, or transfer, rates of pay or other forms of compensation, and selection for training, including apprenticeship. SUBRECIPIENT agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the SUBRECIPIENT setting forth the provisions of this age discrimination clause. 5. SUBRECIPIENT agrees to comply with Section 504 of the Rehabilitation Act of 1973,which requires that no otherwise qualified individual with a disability in the United States,shall, solely by reason of his or her disability,be excluded from the participation in, be denied the benefits of, or be subjected to discrimination under any program or activity receiving federal financial City Council 10 26 — 192 5/3/2022 assistance or under any program or activity conducted by any executive agency or by the United States Postal Service. B. Conflict of Interest. Pursuant to the conflict of interest requirements set forth in 24 CFR 570.611 and 2 CFR 200.112, SUBRECIPIENT certifies that no member, officer, employee, agent or assignee of CITY having direct or indirect control of any ARPA SLFRF Funds granted to the CITY,inclusive of the subject ARPA SLFRF Funds,shall serve as an officer of SUBRECIPIENT. Further, any conflict or potential conflict of interest of any officer of SUBRECIPIENT shall be fully disclosed in writing prior to the execution of this Agreement and said writing shall be attached and deemed fully incorporated as a part hereof. Notice shall be sent by SUBRECIPIENT to CITY regarding any changes or modifications to its board of directors and list of officers. C. Special Certification for Religious Entities. If SUBRECIPIENT is a religious entity, SUBRECIPIENT hereby agrees that in connection with the provision of the services SUBRECIPIENT shall provide with ARPA SLFRF Funds, in accordance with 24 CFR 570.2000): 1. SUBRECIPIENT shall not discriminate against any employee or applicant for employment on the basis of religion and shall not limit employment or give preference in employment to persons on the basis of religion. 2. SUBRECIPIENT shall not discriminate against any person applying for the services SUBRECIPIENT agrees to provide under the terms of this Agreement on the basis of religion and shall not limit such services or give preference to applicants for such services on the basis of religion. 3. SUBRECIPIENT shall NOT provide religious instruction or counseling, conduct any religious worship or services, or engage in any religious proselytizing, or exert any religious influence in the provision of the services in said program. The parties agree that this covenant is intended to and shall be construed for the limited purpose of assuring compliance with respect to the use of CITY funds by SUBRECIPIENT with applicable constitutional limitations respecting the establishment of religion as set forth in the establishment clause under the First Amendment of the United States Constitution and Article I, Section 4 of the California Constitution, and is not in any manner intended to restrict other activities of SUBRECIPIENT. 4. The portion of a facility used to provide public services assisted in whole or in part under this Agreement shall contain no sectarian or religious symbols. 5. Where the services to be provided under said program are rendered on property owned by the primarily religious entity SUBRECIPIENT,ARPA SLFRF Funds may also be used for minor repairs to such property, which are directly related to the cost of rendering the services under said program, where the cost constitutes in dollar terms only an incidental portion of the ARPA expenditure for rendering the services under said program. D. Prohibition of Nepotism. SUBRECIPIENT agrees not to hire or permit the hiring of any person to fill a position funded through this Agreement if a member of that person's immediate family is employed in an administrative capacity by SUBRECIPIENT. For the purposes of this City Council 11 26 — 193 5/3/2022 section,the term"immediate family"means spouse, child, mother, father, brother, sister,brother-in- law, sister-in-law, father-in-law, another-in-law, son-in-law, daughter-in-law, aunt, uncle, niece, nephew,stepparent and stepchild. The term"administrative capacity"means having selection,hiring, supervisor or management responsibilities. E. Notices. Notices to the parties shall,unless otherwise requested in writing,be sent by U.S. Mail,postage prepaid, and addressed as follows: TO CITY: City of Santa Ana Lisa Rudloff Executive Director Parks,Recreation and Community Services Agency 20 Civic Center Plaza P.O. Box 1988 Santa Ana, California 92702-1988 TO SUBRECIPIENT: Discovery Science Center of Orange County Debbie Loughran Vice President, Development 2500 N. Main St Santa Ana, CA 92705-6600 F. Assi ng ability. None of the duties of,or work to be performed by, SUBRECIPIENT under this Agreement shall be subcontracted or assigned to any agency, consultant, or person without the prior written consent of CITY. SUBRECIPIENT must submit all subcontracts and other agreements that relate to this Agreement to CITY. No subcontract or assignment shall terminate or alter the legal obligations of SUBRECIPIENT pursuant to this Agreement. G. Indemnification/Hold Harmless. SUBRECIPIENT shall indemnify, defend and save harmless CITY, its officers, employees, agents, representatives and volunteers from and against any and all damages to or for loss of use of property and for injuries to or death of any person or persons, including property and employees or agents of CITY, and shall defend, indemnify and save harmless CITY, its officers, employees, agents, representatives and volunteers from and against any and all claims, demands, suits, actions or proceedings of any kind or nature, including, but not by way of limitation, workers compensation claims and including attorney fees and reasonable expenses for litigation or settlement, resulting from or arising out of the negligent or wrongful acts, errors or omissions of SUBRECIPIENT, its officers, directors, employees, agents, subcontractors and suppliers arising out of SUBRECIPIENT's performance of this Agreement. H. Insurance. Contractor shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the Contractor, its agents, representatives, employees, or subcontractors. City Council 12 26 — 194 5/3/2022 a. MINIMUM SCOPE AND LIMIT OF INSURANCE Coverage shall be at least as broad as: 1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 O1 covering CGL on an "occurrence"basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than$2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location(ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit. 2. Automobile Liability: Insurance Services Office Form Number CA 0001 covering,Code 1 (any auto),or if Contractor has no owned autos,Code 8(hired) and 9 (non-owned), with limit no less than $1,000,000 (if program services includes transportation of youth, the limit shall be no less than $5,000,000)per accident for bodily injury and property damage. (Not required if an automobile is not required to fulfill services.) 3. Workers' Compensation: insurance as required by the State of California, with Statutory Limits, and Employer's Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. 4. Sexual Abuse or Molestation (SAM) Liability: If the CGL policy referenced above is not endorsed to include affirmative coverage for sexual abuse or molestation, Contractor shall obtain and maintain a policy covering Sexual Abuse and Molestation with a limit no less than $1,000,000 per occurrence or claim. 5. If the Contractor maintains broader coverage and/or higher limits than the minimums shown above, the City requires and shall be entitled to the broader coverage and/or the higher limits maintained by the Contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. b. Other Insurance Provisions —The insurance policies are to contain, or be endorsed to contain, the following provisions: 1. Additional Insured Status: The City, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Contractor including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Contractor's insurance (at least as broad as ISO Form CG 20 10 11 85 or if not available, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 forms if a later edition is used). 2. Primary Coverage: For any claims related to this contract, the Contractor's insurance coverage shall be primary coverage at least as broad as ISO CG 20 01 04 13 as respects the City, its officers, officials, employees, and volunteers. City Council 13 26 — 195 5/3/2022 Any insurance or self-insurance maintained by the City, its officers, officials, employees, or volunteers shall be excess of the Contractor's insurance and shall not contribute with it. 3. Notice of Cancellation: Each insurance policy required above shall state that coverage shall not be canceled, except with notice to the City. 4. Waiver of Subrogation: Contractor hereby grants to City a waiver of any right to subrogation which any insurer of said Contractor may acquire against the City by virtue of the payment of any loss under such insurance. Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation,but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. 5. Self-Insured Retentions: Self-insured retentions must be declared to and approved by the City. The City may require the Contractor to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self- insured retention may be satisfied by either the named insured or City. 6. Acceptability of Insurers: Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M. Best's rating of no less than A:VII, unless otherwise acceptable to the City. 7. Claims Made Policies: If any of the required policies provide coverage on a claims-made basis: 1. The Retroactive Date must be shown and must be before the date of the contract or the beginning of contract work. 2. Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work. 3. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive Date prior to the contract effective date, the Contractor must purchase "extended reporting" coverage for a minimum of five (5) years after completion of contract work. 8. Verification of Coverage: Contractor shall furnish the City with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage required by this clause)and a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements to City before work begins. However, failure to obtain the required documents prior to the work beginning shall not waive the Contractor's obligation to provide them. City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. City Council 14 26 — 196 5/3/2022 9. Special Risks or Circumstances: City reserves the right to modify these requirements, including limits,based on the nature of the risk,prior experience, insurer, coverage, or other special circumstances. I. Termination. 1. This Agreement may be terminated on thirty (30) days' written notice by either parry. In the event of such termination, SUBRECIPIENT shall only be entitled to reimbursement for approved expenses incurred to the effective date of termination. 2. This Agreement may be suspended or terminated by CITY upon five (5) days' written notice for violation by SUBRECIPIENT of Federal Laws governing the use of ARPA SURF Funds. In the event of such suspension or termination, SUBRECIPIENT shall only be entitled to reimbursement for approved expenses incurred up to the effective date of suspension or termination. 3. Pursuant to 2 CFR 200.340, in the event SUBRECIPIENT defaults by failing to fulfill all or any of its obligations hereunder, CITY may declare a default and termination of this Agreement by written notice to SUBRECIPIENT, which default and termination shall be effective on a date stated in the notice which is to be not less than ten (10) days after certified mailing or personal service of such notice, unless such default is cured before the effective date of termination stated in such notice. If terminated for cause, CITY shall be relieved of further liability or responsibility under this Agreement, or as a result of the termination thereof, including the payment of money, except for payment for approved expenses incurred for services satisfactorily and timely performed prior to the mailing or service of the notice of termination, and except for reimbursement o£ (1) any payments made for services not subsequently performed in a timely and satisfactory manner; and, (2)costs incurred by CITY in obtaining substitute performance. 4. The grant of funds under this Agreement may be terminated for convenience by either the CITY or SUBRECIPIENT, in whole or in part, by setting forth the reasons for such termination, the effective date, and, in the case of portion termination, their portion to be terminated. However, if in the case of a partial termination, the CITY determines that the remaining portion of the award will not accomplish the purpose for which the award was made, the CITY may terminate the award in its entirety. 5. The grant of funds under this Agreement may be terminated due to the non- performance of SUBRECIPIENT and/or failure of SUBRECIPENT to perform the work described in Exhibit A. 6. The grant of funds under this Agreement may be terminated due to the failure of the CITY to receive sufficient or anticipated funding for the ARPA program for any term subject to this Agreement. 7. In the event this Agreement is terminated as set forth in subparagraphs I(1) through I(6),inclusive,SUBRECIPIENT agrees to immediately return to CITY upon CITY's demand and prior to any adjudication of SUBRECIPIENT's rights, any and all funds not used, and to comply with the Reversion of Assets requirements in this Agreement. City Council 15 26 — 197 5/3/2022 J. Limitation of Funds. The United States of America may in the future place programmatic or fiscal limitations on the use of ARPA SURF Funds, which limitations are not presently anticipated. Accordingly, CITY reserves the right to revise this Agreement in order to take account of actions affecting ARPA program funding. In the event of funding reduction, CITY may, in its sole and absolute discretion, reduce the budget of this Agreement, may limit the rate of SUBRECIPIENT's authority to utilize funds,or may restrict SUBRECIPIENT's use of uncommitted funds. Where CITY has been directed to implement a reduction in funding, with respect to funding for this Agreement, CITY's City Manager or delegate is authorized to act for CITY in implementing and effecting such a reduction and in revising, modifying, or amending the Agreement for such purposes. If such a reduction in funding occurs, SUBRECIPIENT shall be permitted to de-scope accordingly. Where CITY has reasonable grounds to question SUBRECIPIENT's fiscal accountability or compliance with this Agreement, CITY may suspend the operation of this Agreement for up to sixty (60) days upon five (5) days written notice to SUBRECIPIENT of its intention to so act,pending an audit or other resolution of such questions. In no event,however, shall any revisions made by CITY affect expenditures and legally binding commitments made by SUBRECIPIENT before it received notice of such revision, provided that such amounts have been committed in good faith and are otherwise allowable and that such commitments are consistent with ARPA SURF Funds withdrawal guidelines. K. Exclusivity and Amendment of Agreement. This Agreement supersedes any and all other agreements,either oral or in writing,between the parties hereto with respect to the use of CITY's - ARPA SURF Funds by SUBRECIPIENT and contains all the covenants and agreements between the parties with respect to SUBRECIPIIENT's administration of said program. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein,and that no other agreement or amendment hereto shall be effective unless executed in writing and signed by both CITY and SUBRECIPIENT. L. Laws GoverningtQr`eement. This Agreement shall be governed by and construed in accordance with the laws of the State of California, and all applicable federal laws and regulations. M. Validity and Severability. The invalidity in whole or in part of any provision of this Agreement shall not void or affect the validity of any other provision of this Agreement. Whenever possible, each provision of this AGREEMENT shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this AGREEMENT is held to be prohibited by or invalid under applicable law, such provision shall be ineffective only to the extent of such prohibition or invalidity, without invalidating the remainder of such provisions of this AGREEMENT. N. Waiver. No delay or omission by either party hereto to exercise any right or power accruing upon any noncompliance or default by the other party with respect to any of the terms of this Agreement shall impair any such right or power or be construed to be a waiver thereof. A waiver by either of the parties hereto of any of the covenants, conditions, or agreements to be perfonned by the other shall not be construed to be a waiver of any succeeding breach thereof or of any other covenant, condition or agreement herein contained. City Council 16 26 — 198 5/3/2022 O. Federal Award Identification Information. SUBRECIPIENT's pertinent Federal Award Identification Information, including DUNS Number and Federal Award Identification Number (FAIN), as well as the applicable information for ARPA, are included in Exhibit C attached hereto and incorporated herein by this reference. P. Miscellaneous Provisions. 1. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify CITY fully, including reasonable costs and attorney's fees, for any injuries or damages to CITY in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. 2. All Exhibits and Attachments referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. 3. This Agreement must be signed below and may be signed in counterpart and delivered by fax, email as a PDF(Portable Document Format)file attaclunent, or by other means that displays the original or a copy of the signatures. Any subsequent amendments may be signed and delivered in the same manner. {Signatures on following page} City Council 17 26 — 199 5/3/2022 IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date and year first written above. ATTEST: CITY OF SANTA ANA DAISY GOMEZ KRISTINE RIDGE Clerk of the Council City Manager APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney BRANDON SALVATIERRA Deputy City Attorney - RECOMMENDED FOR APPROVAL: SUBRECIPIENT: LISA RUDLOFF DEBB LO;KORAN Executive Director Vice 'resid ,Development Parks, Recreation and Community Services Agency DUNS #: 127611940 City Council 18 26 — 200 5/3/2022 EXHIBIT A SCOPE OF WORK City Council 26 — 201 5/3/2022 19 DiscoveryCube° Exhibit A ORANGE COUNTY Discovery Cube Orange County Revised Scope of Work Discovery Cube Orange County(DCOC) gratefully thanks the Revive Santa Ana Youth Program for the generous one-year reimbursement grant of$90,028 for our program titled Fun with Colors and Futuros Radiantes:Providing a STEM Education to Early Learners in Santa Ana. We look forward to implementing our project during the 12-month period of July 1, 2022, to June 30, 2023. The only change from the two-year to the one-year grant is that number of early learners we will reach will be reduced by half. With the one-year RFP grant, we expect to positively impact 510 to 660 early learners (0 to 5 years old) from 12 Santa Ana schools through Fun with Colors and 30 to 60 teachers and parents through Futuros Radiantes. The content of the program remains consistent with the Scope of Work presented in our original RFP application. Included with the Scope of Work is the Revised Budget, which delineates the budget for a one- year project. DCOC's program includes two services that provide underserved early learners in Santa Ana with their earliest STEM education to foster their lifelong interest in science and mathematics. The two programs we will implement are Fun with Colors and Futuros Radiantes. Fun with Colors is an ongoing early learner interactive science field trip program. This workshop includes a 45-minute workshop with a Demonstrator who reads a 20-minute book, Mouse Paint, by Ellen Stoll Walsh to the children. The book reading will be followed by a 25-minute interactive activity, whereby children create a color wheel using balls of dough. Field Trip - scheduling staff will work directly with teachers to ensure the programming is scaffolding classroom work and objectives that align with NGSS. DCOC education staff is agile and can customize the field trip experience to meet the needs of each teacher at identified school sites. Therefore, all field trip content will be age and learning appropriate to accommodate preschool through 1 st-grade students. The aim of Fun with Colors is to teach color theory to young children as a part of their earliest STEM education. A Demonstrator will explain that the concepts to be learned are a part of the Preschool Learning Foundations. The Demonstrator will then state that the demonstration will focus on the color wheel and mixing and introduces Mouse Paint. She will ask questions about the cover to encourage students to make observations and form predictions about the book. Questions include: What do you think this story is about? What can you see on the cover? How many colors do you see? What colors are they? Futuros Radiantes is DCOCs award-winning, successful, early learners program designed to teach economically disadvantaged, minority parents to read books geared toward STEM to their young children. The parents and teachers of young children for this workshop are typically English as a Second Language (ESL) learners. Futuros Radiantes is a six-week workshop in which participating parents and teachers receive one free science-based children's book per week. They will also receive supplies to bring science and math activities into the home. During the workshop, parents and teachers will learn to help their child become school-ready and develop complex language and reading skills in English and Spanish. Parents and teachers who complete the program receive free admission tickets for their families to visit Discovery Cube. The deliverables for Fun with Colors are that young children will learn to identify primary and secondary colors. They will learn that mixing two primary colors results in a secondary color. City Council 26 — 202 5/3/2022 20 DiscoveryCube° Exhibit A ORANGE COUNTY Our vision is that this workshop will spark underserved children's life-long interest in science, applied learning,hypothesis-testing, and discovery. Fun with Colors meets the California - Preschool Learning Foundations, which outline knowledge and skills that most children can achieve when provided with the kinds of interactions, instruction, and environments that promote early learning and development. The Fun with Colors field trip will foster knowledge and active participation. Students will learn about color theory during the book reading. Then they will actively apply what they learned by creating a color wheel with balls of dough with the guidance of the Demonstrator. The deliverables for Futuros Radiantes are parents and teachers will discover the benefits of reading STEM-based children's books to early learners. Participants will near that young children's interest in science and STEM can be fostered and perpetuated through early reading. As a result of Futuros Radiantes,parents and teachers will read more STEM books to early learners. In turn, the early learners will be more interested in reading and STEM subjects. Both Fun with Colors and Futuros Radiantes will spark early learners' first interest in STEM that we hope will turn into a lifelong interest in science subjects. Our programs will target STEM engagement among underserved early learners. Pre-K and kindergarten classrooms will be recruited from the Santa Ana Unified and Santa Ana early childhood development centers for the Fun with Colors field trip. To recruit our target population into Fun with Colors, DCOC's Director of Groups Sales and Partner Relations, Lianne Leiss, will reach out directly to Santa Ana schools to let them know about the availability of scholarships and programming. She will also let them know how programming will be dispensed from the Cube educational team to the school sites. Bus stipends will cover the expenses of school bus rides to and from the Cube. To recruit our target population for Futuros Radiantes, we will reach out directly to early childhood learning centers, and we will advertise on our website: https://www.discoverycube.org/orange-county/ Children from Santa Ana schools are predominately underserved and of Latinx descent. Underserved early learners are disproportionately denied a STEM education because of limited resources and the lack of teacher training in science and math subjects. The target population of Futuros Radiantes is underserved families throughout Santa Ana. Within the Santa Unified School District, California's sixth-largest district, there are 56,000 students. More than 90% are eligible for free or reduced-price lunch, 96% are Latinx, and 60% are English language learners (ELL). Futuros Radiantes encourages parents to read more to their young children to nurture early learners' interest in learning with books that keep them interested and motivated in STEM subjects. The innovation of our program is the delivery of STEM to early learners through Fun with Colors and Futuros Radiantes. A two-year research study showed that young children are capable of engaging in, at developmentally appropriate levels, the scientific practices that high school students carry out(McClure et al., 2017). Schools in the Santa Ana Unified School District are increasingly focused on providing STEM education to students (Santa Ana Unified School District,2022). However, minority students often transfer or drop out of STEM classes (The Washington Post, 2022). In turn, individuals are minority descent are disproportionately underrepresented in STEM careers (Pew Research, 2022). City Council 26 — 203 5/3/2022 21 DiscoveryCube° Exhibit A ORANGE COUNTY Fun with Colors gives early learners an enriched opportunity to visit the Cube to learn about color science with fun, age-appropriate reading, and interactive activities. Uunderserved students are typically denied the opportunity to attend school field trips. Furthermore, field trips are needed now more than ever for minority children, given that minority groups were the most adversely impacted by the COVID-19 pandemic. Schools are taking more virtual field trips as a result of the pandemic. Yet virtual field trips cannot effectively replace the enriching kind of real-world learning that in-person field trips offer. Young children need on-site; in-person field trips that foster their interest in STEM learning. Futuros Radiantes parents and teachers to read more books geared toward STEM to their young children. Futuros Radiantes was recognized with a 2016 Superintendent's Award for Excellence in Museum Education. In May 2013, Discovery Cube was awarded the National Medal of Service by First Lady Michelle Obama, the highest honor conferred upon museums and libraries for its community impact and excellence in promoting environmental awareness and stewardship. Collectively, Fun with Colors and Futuros Radiantes is an innovative and comprehensive program geared toward providing underserved early learners with early STEM educational opportunities to spark their lifelong interest in science, mathematics, critical thinking, and discovery. Our vision is that one day, minority individuals will be well represented in STEM- based careers due, in part, to our efforts to intervene with early learners in Santa Ana. City Council 26 — 204 5/3/2022 22 EXHIBIT B FEE PAYMENT SCHEDULE City Council 26 — 205 5/3/2022 23 Exhibit B FISCAL YEAR 2022-2023 PROPOSED PROGRAM BUDGET - Organization Name Discovery Cube Orange County(DCOC) Program Name Fun with Colors and Futuros Radiantes: Providing a STEM Education to Early Learners in Santa A Term: July 1, 2022 to June 30, 2023 EXPENDITURES Enter budget categories and projected expenditures: Expenditures Funded By Expenditures Total Santa Ana Funded By Program Organization Category REVIVE Funds Other Sources Budget Budget Administrative Staff Salaries 6,232.50 6,232.50 6,232.50 Program Staff Salaries 40,662.70 40,662.70 40,662.70 Contractual Services 1,080.00 1,080.00 1,080.00 Other- 3,600.00 3,600.00 3,600.00 12,600.00 12,600.00 12,600.00 4,250.00 4,250.00 4,250.00 5,400.00 S,400.00 5,400.00 7,200.00 7,200.00 7,200.00 9,002.801 9,002.801 9,002.80 TOTAL 1 $90,028.001 $0,001 $90,028.001 $90,028.00 PROGRAM RESOURCES LIST ALL OTHER PROGRAM RESOURCES FOR 2022-2023 Funding Source Total must equal Program Budget Total listed above. FUNDING SOURCE AMOUNT Santa Ana REVIVE $ 90,028 TOTAL $ 90,028 Attachment 1(a) City Council 26 — 206 5/3/2022 24 Exhibit B INSTRUCTIONS FOR COMPLETING BUDGET 1 COMPLETE ATTACHEMENT 1(b)TAB-Date will filter into the Program Budget 2 ENTER INFORMATION INTO YELLOW CELLS City Council 26 — 207 5/3/2022 25 Exhibit B 2022-2023 REVIVE BUDGET LINE ITEMS ADMINISTRATIVE STAFF Position Title Annual Salary&Benefits REVIVE Funds Description Annual salary and benefits for schedulers who will schedule Pre-K,kindergarten,and first grade schools In Santa Ana for Fun with Colors field trips Fun with Colors Schedulers $472.50 $472.50 at the Cube Annual salary and benefits for schedulers who will schedule parents and teachers for Futuros Futuros Radinates Schedulers $660.00 $660.00 Radiantes 6-week workshop Staffing costs for field trip educational operations 5taffing Costs $5,100.00 $5,100.00 and services PROGRAM STAFF Position Title Annual Salary&Benefits REVIVE Funds Description Annual salary and benefits for Fun with Colors pre- Science Educators Pre-FT $2,473.00 $2,473.00 field trip science educators Annual salary and benefits for Fun with Colors field Science Educators FT $11,340.00 $11,340.00 trip science educators Annual salary and benefits for Fun with Colors post- Science Educators-Post FT $2,250.70 $2,250.70 field trip science educators Annual salary and benefits for Futors Radiantes Futuros Radiantes instructor $7,099.001 $7,099.001workshop Instructor Educational pre and post Fun with Colors field trip Staffing Costs for Video Editing/Creative Team,Pre-K-K $8,750.00 $8,750.00 videos for Pre-K and Educational pre and post Fun with Colors field trip Staffing Costs for Video Editing/Creative Team First Gr $8,750.00 $8,750.00 videos for first grade CONTRACTUAL/PROFESSIONAL SERVICES Type of Service t Contract Amount REVIVE Funds Description Cost of assessments of effectiveness of Fun with Field Trip Evaluation Activities $1,080.00 $1,080.00 Colors field trip OTHER LINE ITEMS Line Item Program Amount REVIVE Funds Descri tion Post Fun with Colors field trip supplies,Includes Post Field Trip Supplies $3,600.00 $3,600.00 books for class Bus stipends to cover the costs of travel to and from the Cube to attend the Fun with Colors field Bus Stipends K and 1st Grade $12,600.00 $12,600.00 trip Early learners Fun with Colors field trip supplies, Fun with Colors Field Trlp Supplies $4,25HE, $4,250.00 including books,dough,and color wheel Futuros Radiantes Su Iles $5,400.00 $5,400.00 Supplies for Futuros Radiantes workshop Futuros Radiantes Books 1 $7,200.001 $7,200.001 Early learner books for parents and teachers Indirect Costs 1 $9,002.801 80 Indirect costs 10%of grant Attachment 1(b) City Council 26 — 208 5/3/2022 26 Exhibit B TYPE IN THE YELLOW BOXES-Informatlon will filter to Attachment 1(a) City Council 26 — 209 5/3/2022 27 EXHIBIT C FEDERAL AWARD IDENTIFICATION INFORMATION The General Program Requirements were designed to provide the framework where the CONTRACTOR will provide ARPA programs identified in this attachment. I. GOVERNANCE The CONTRACTOR agrees to comply, remain informed, and deliver services consistent with the provisions of ARPA. Where local policy has not been set, the CONTRACTOR agrees to adhere to state and/or federal policy, as appropriate. II. GOVERNANCE REFERENCES A. Additional state and federal agencies that provide funding to the CITY may be incorporated herein. B. Information Bulletins, Directives, and any other federal and state guidance documents pertaining to the ARPA SURF Funds. C. Actions, directives, and policy and procedures issued by the CITY. D. CITY policies, as applicable. III. CONTRACTOR/SUBRECIPIENT DETERMINATION: In accordance with the requirements of 2 CFR 200.330 (Subrecipient and Contractor determination) and for the purpose of this CONTRACT, SUBRECIPIENT is determined to be a CONTRACTOR. City Council 26 — 210 5/3/2022 28 IV. FEDERAL AWARD IDENTIFICATION FAIN INFORMATION A. CONTRACTOR Name: DISCOVERY SCIENCE CENTER OF ORANGE COUNTY B. CONTRACTOR'S Unique 127611940 Identifier(D-U-N-S): Federal Award C. Identification Number SLFRP 1059 (FAIN): D. Federal Award Date: 5/19/2021 E. Subaward Period of 7/l/2022-6/30/2023 Performance: Total Amount of Federal F. Funds Obligated by the $90,028 Action: Total Amount of Federal G. Funds Obligated to the $90,028 CONTRACTOR: H. Total Amount of the $64,180,406.50 Federal Award: I. Federal Award Project American Rescue Plan Act (ARPA) Description: J. Federal Awarding Agency: U.S. Department of the Treasury K. Name of PTE: City of Santa Ana L. Contact Information for the Kristine Ridge, City Manager Awarding Official: Phone Number: (714) 647-5200 E-mail Address: kridge d,santa-ana.org M. CFDA Number: 21.027 CFDA Name: Coronavirus State and Local Fiscal Recovery Funds N. Whether Award is R&D: No O. Indirect Cost Rate for the de minimus or federally negotiated rate Federal Award: City Council 26 — 211 5/3/2022 29 EXHIBIT D DEBARMENT Certification Regarding Debarment, Suspension,Ineligibility and Voluntary Exclusion Lower Tier Covered Transactions This certification is required by the regulations implementing Executive Order 12549,Debarment and Suspension, 29 CFR Part 98, Section 98.510, Participants' responsibilities. The regulations were published as Part VII of the May 26, 1988 Federal Register(pages 19160-19211). (BEFORE COMPLETING CERTIFICATION,READ INSTRUCTIONS FOR CERTIFICATION- Attached) (1) The prospective recipient of federal assistance funds certifies,by submission of this proposal, that neither it nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in this transaction by any federal department or agency. (2) Where the prospective recipient of federal assistance funds is unable to certify to any of the statements in this certification, such prospective participant shall attach an explanation to this proposal. Name and Title of Authorii&Representative Signature Date City Council 26 — 212 5/3/2022 30 INSTRUCTIONS FOR CERTIFICATION 1. By signing and submitting this proposal,the prospective recipient of federal assistance funds is providing the certification as set out below. 2. The certification in this clause is a material representation of fact upon which reliance was placed when this transaction was entered into. If it is later determined that the prospective recipient of federal assistance funds knowingly rendered an erroneous certification, in addition to other remedies available to the Federal Government, the Department of Labor (DOL)may pursue available remedies, including suspension and/or debarment. 3. The prospective recipient of federal assistance funds shall provide immediate written notice to the person to which this proposal is submitted if at any time the prospective recipient of federal assistance funds learns that its certification was erroneous when submitted or has become erroneous by reason of changed circumstances. 4. The terms "covered transaction," "debarred," "suspended," "ineligible," "lower tier covered transaction," "participant," "person," "primary covered transaction," "principal," "proposal," and"voluntarily excluded," as used in this clause,have the meanings set out in the Definitions and Coverage sections of rules implementing Executive Order 12549. You may contact the person to which this proposal is submitted for assistance in obtaining a copy of those regulations. 5. The prospective recipient of federal assistance funds agrees by submitting this proposal that, should the proposed covered transaction be entered into, it shall not knowingly enter into any lower tier covered transaction with a person who is debarred, suspended, declared ineligible, or voluntarily excluded from participation in this covered transaction, unless authorized by the DOL. 6. The prospective recipient of federal assistance funds further agrees by submitting this proposal that it will include the clause titled"Certification Regarding Debarment,Suspension, Ineligibility and voluntary exclusion - Lower Tier Covered Transactions," without modification, in all lower tier covered transactions and in all solicitations for lower tier covered transactions. 7. A participant in a covered transaction may rely upon a certification of a prospective participant in a lower tier covered transaction that it is not debarred, suspended, ineligible, or voluntarily excluded from the covered transaction, unless it knows that the certification is erroneous. A participant may decide the method and frequency by which it determines the eligibility of its principals. Each participant may, but is not required to check the List of Parties Excluded from Procurement or Non-Procurement Programs. 8. Nothing contained in the foregoing shall be construed to require establishment of a system of records in order to render in good faith the certification required by this clause. The knowledge and information of a participant is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings. City Council 26 — 213 5/3/2022 31 9. Except for transactions authorized under paragraph 5 of these instructions, if a participant in a covered transaction knowingly enters into a lower tier covered transaction with a person who is suspended, debarred, ineligible, or voluntarily excluded from participation in this transaction,in addition to other remedies available to the Federal Government, the DOL may pursue available remedies, including suspension and/or debarment. City Council 26 — 214 5/3/2022 32 EXHIBIT E LOBBYING Certification Regarding Lobbying Certification for Contracts, Grants, Loans, and Cooperative Agreements The undersigned certifies, to the best of his or her knowledge and belief, that: (1) No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract,the making of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contact, grant, loan or cooperative agreement. (2) If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions. (3) The undersigned shall require that the language of this certification be included in the award documents for all subawards at all tiers (including subcontract, subgrants, and contracts under grants, loans, and cooperative agreements) and that all subrecipients shall certify and disclose accordingly. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352, Title 31, U. S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than$10,000 and not more than$100,000 for each such failure. Grantee/Contactor ganization Program Title Name of Certifying O ficer Signa re Date City Council 26 — 215 5/3/2022 33 SUBRECIPIENT warrants the following: - 1. SUBRECIPIENT will comply with Public Law 88-352, Title VI of the Civil Rights Act of 1964 (42 U. S. C. section 2000 et seq.) and implementing regulation in 24 CFR Part 1. 2. ;No person in the United States shall on the ground of race, color, religion, national origin, or sex, be excluded from participation in, or be denied the benefits of, or be subjected to discrimination under any program or activity funded in whole or in part with community development funds made available pursuant to the ACT. 3. All laborers and mechanics, employed by contractors or subcontractors in the performance of construction work financed in whole or in part with community development funds shall be paid wages at rates not less than those prevailing on similar construction in the locality as determined in accordance with the Davis-Bacon Act, as amended, 40 U. S. C. Sections 276 a 1-5, except for individuals who perform services for which they volunteered; do not receive compensation for such services; or are paid expenses, reasonable benefits, or a nominal fee for such services; and are not otherwise employed at any time in construction work. 4. SUBRECIPIENT will comply with all Federal statutes applicable to projects funded with community development funds, except that (a) SUBRECIPIENT does not assume CITY'S environmental responsibilities described at 24 CFR 570,604; and (b) SUBRECIPIENT does not assume CITY'S responsibility for initiating the review process under Executive Order 12372. City Council 26 — 216 5/3/2022 34 EXHIBIT F DRUG-FREE WORKPLACE Certification Regarding Drug-Free Workplace Requirements The certification set out below is a material representation upon which reliance is placed by the U.S. Department of Housing and Urban Development in awarding the grant. If it is later determined that the contractor knowingly rendered a false certification, or otherwise violates the requirements of the Drug-Free Workplace Act, the U.S. Department of Housing and Urban Development, in addition to any other remedies available to the Federal Government, may take action authorized under the Drug-Free Workplace Act, CERTIFICATION A. The contractor certifies that it will provide a drug-free workplace by: (a) Publishing a statement notifying employees that the unlawful manufacture, distribution, dispensing,possession or use of a controlled substance is prohibited in the contractor's workplace and specifying the actions that will be taken against employees for violation of such prohibition; - (b) Establishing a drug-free awareness program to inform employees about— (1) The dangers of drug abuse in the workplace; (2) The contractor's policy of maintaining a drug-free workplace; (3) Any available drug counseling, rehabilitation, and employee assistance program; and (4) The penalties that may be imposed upon employees for drug abuse violations occurring in the workplace; (c) Making it a requirement that each employee who will be engaged in the performance of the grant be given a copy of the statement required by paragraph (a); (d) Notifying the employee in the statement required by paragraph -(a) that, as a condition of employment under the contract,the employee will - (1) Abide by the terms of the statement; and (2) Notify the employer of any criminal drug statute conviction for a violation occurring in the workplace no later than five days after such conviction. (e) Notifying the U.S.Department of Housing and Urban Development within ten days after receiving notice under subparagraph (d)(2) from an employee or otherwise receiving actual notice of such conviction; City Council 26 — 217 5/3/2022 35 (f) Taking one of the following actions, within 30 days of receiving notice under subparagraph(d)(2), with respect to any employee who is so convicted - ( 1) Taking appropriate personnel action against such an employee, up to and including termination; or (2) Requiring such employee to participate satisfactorily in a drug abuse assistance or rehabilitation program approved for such purposes by a Federal, State, or local health, law enforcement, or other appropriate agency; (g) Making a good faith effort to continue to maintain a drug-free workplace through implementation of paragraphs (a), (b), (c), (d), (e) and (f). B. The contractor shall insert in the space provided on the attached "Place of Performance" form the site(s) for the performance of work to be carried out with the grant funds (including street address, city, county, state, and zip code) .the contractor further certifies that, if it is subsequently determined that additional sites will be used for the performance of work under the contract, it shall notify the U.S. Department of Housing and Urban Development immediately upon the decision to use such additional sites by submitting a revised"Place of Performance" form. Organization Aut or'zed Si a re Date City Council 26 — 218 5/3/2022 36 PLACE OF PERFORMANCE FOR CERTIFICATION REGARDING DRUG-FREE WORKPLACE REQUIREMENTS �Ji �ouc Date: or" The Contractor shall insert in the space provided below the site(s) expected to be used for the performance of work under the contract covered by the certification: Place of Performance (include street address, city, county, state, zip code for each site): o/1 'ti fit-, r A-OA i OA (11-7 0 S City Council 26 — 219 5/3/2022 37 AGREEMENT BETWEEN THE CITY OF SANTA ANA AND KIDWORKS COMMUNITY DEVELOPMENT CORPORATION FOR USE OF AMERICAN RESCUE PLAN ACT(ARPA)FUNDS This Agreement is hereby made and entered into this 3rd da-, of Mao, 2022, by and between the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("CITY"), and Kidworks Community Development Corgi oration, a California domestic nonprofit corporation ("SUBRECIPIENT" or"CONTRACTOR"). RECITALS: A. The American Rescue Plan Act ("ARPA") was signed into law in March 2021. ARPA provides funding for a number of different programs, including the Coronavirus State and Local Fiscal Recovery Fund ("SLFRF"),to provide monetary support to local governments to respond to,mitigate, and recover from the COVID-19 public health emergency. B. On July 20,2021,the Santa Ana City Council authorized the City Manager to utilize ARPA SLFRF,funding from the United States Department of Treasury for the Revive Santa Ana Spending Plan,which includes five spending categories: recovery from the pandemic, direct assistance programs,public health and safety,critical infrastructure, and city fiscal health. C. SUBRECIPIENT has been selected by the CITY to receive ARPA SLFRF Funds in order to provide youth programs,including:early childhood support;head start;day care;after school tutoring; athletic; and, youth violence prevention, in accordance with the Scope of Work attached hereto as Exhibit A and incorporated herein by reference ("said program"). SUBRECIPIENT represents that it is qualified and willing to operate said program and certifies that the administration of said program carried out with funds provided under this Agreement will meet ARPA's objectives to respond to, mitigate, and recover from this historic COVID-19 public health crisis. D. SUBRECIPIENT agrees that it will adhere to the tasks and services as indicated in Exhibit A for said program. Failure to follow the requirements and meet the stated expectations may constitute breach of contract that could result in termination of this Agreement or serve as reason for the CITY to recapture the grant funds awarded to SUBRECIPIENT pursuant to this Agreement. WHEREFORE, it is agreed by and between the parties that the foregoing Recitals are a substantive part of this Agreement and the following terms and conditions are approved and together with all exhibits and attachments hereto,shall constitute the entire Agreement between the CITY and SUBRECIPIENT: I. ARPA PROGRAM PROVISIONS A. Scope of Work. SUBRECIPIENT shall be responsible for the specific tasks and services of said program, and agrees to administer said program in compliance with the tasks and 1 City Council 26 — 220 5/3/2022 services as described in the Scope of Work attached hereto as Exhibit A. SUBRECIPIENT's failure to perform as required may, in addition to other remedies set forth in this Agreement, result in readjustment of the amount of funds for said program or termination of this Agreement. B. Term of Agreement. The term of said Agreement shall commence on July 1 st,2022, and continue through June 30, 2023 ("Term"), unless terminated earlier pursuant to the terms of this Agreement. This Agreement shall also cover any and all services provided by the SUBRECIPIENT to the CITY since the date the ARPA SURF Funds were awarded to the CITY. Additionally, the Term of this Agreement may be extended by a writing executed by the City Manager, or designee, and the City Attorney. C. Amount of Grant Fundin,-,. The total amount of funds provided for said program shall not exceed One Hundred Twenty-Five Thousand Dollars and Zero Cents dollars ($125.000) ("ARPA SURF Funds") during the Term of the Agreement. SUBRECIPIENT agrees to use said ARPA SURF Funds to administer said program as outlined in Exhibit A. D. Disbursement of Funds. Said ARPA SURF Funds shall be disbursed by CITY to SUBRECIPIENT pursuant to the terms found in the Fee Payment Schedule attached hereto as Exhibit B, with payments subject to the submittal of invoices and other reporting requirements, as hereinafter more fully set forth. SUBRECIPIENT shall be obligated to perform such duties as would normally extend beyond the term, including, but not limited to, obligations with respect to indemnification,audits,reporting,data retention/reporting,and accounting. Failure to provide any of the required documentation and reporting will cause CITY to withhold all or a portion of a request for ARPA SURF Funds, or return the entire request to SUBRECIPIENT, until such documentation and reporting has been received and approved by CITY. (1) Reduction in ARPA SURF Funding. The CITY reserves the right to reduce the amount of ARPA SURF Funds to SUBRECIPIENT, or to completely terminate this Agreement, in the CITY's sole discretion, if there is a reduction in ARPA SURF Funds provided to the CITY. (2) Reduced Distribution of Funds. The CITY reserves the right to reduce the grant application if the CITY's fiscal monitoring indicates that SUBRECIPIENT's rate of expenditure will result in unspent funds at the end of the program term. Amendments in the grant allocation will be made after consultation with SUBRECIPIENT. (3) Reversion of Assets. SUBRECIPIENT agrees that any and all funds received under this Agreement shall be utilized during the Term of this Agreement, and that any and all funds remaining as of the end of the Tenn, which have not been utilized, shall be returned by SUBRECIPIENT to the CITY within thirty(30) days of the expiration or earlier termination of the Agreement. No expense of SUBRECIPIENT will be reimbursed by CITY if incurred after the end of the Term of the Agreement. 2 City Council 26 — 221 5/3/2022 E. Grant Pro Tram Requirements. (1) SUBRECIPIENT acknowledges that the source of funding for said program is the federal ARPA, and that payments from the ARPA SURF Funds are only to be used to make necessary expenditures incurred due to the public health emergency with respect to COVID-19. (2) SUBRECIPIENT acknowledges that ARPA provisions allow the use of ARPA SURF Funds to respond to,mitigate,and recover from the COVID-19 public health emergency,and will not use these funds for any other uses. (3) SUBRECIPIENT shall follow the process and determination of eligibility for participants in said program as outlined in Exhibit A. F. Performance MonitorinL,. (1) SUBRECIPIENT shall submit program performance information as often as requested by CITY, but no less than the submission of monthly reports and a final report to CITY with the information requested by and in the format acceptable to CITY. Each monthly report is due within thirty(30) days of completion of work for each month. The final report is due within thirty (30)days after the termination or expiration of this Agreement. (2) CITY will evaluate SUBRECIPIENT's management and operation of said program with respect to the project expectations as described in Exhibit A. (3) CITY will review the audit of the SUBRECIPIENT to ensure that grant funds are used for authorized purposes in compliance with laws,regulations,and the provisions of contracts or grant agreements under this Agreement, including attachments and exhibits. (4) If action to correct any substandard performance is not taken by the SUBRECIPIENT within a reasonable period after being notified by CITY,suspension or termination procedures may be initiated by CITY. (5) All performance shall be subject to review by the CITY or other regulatory agencies at all times. SUBRECIPIENT shall provide adequate cooperation to any inspector or other CITY representative to permit the same to determine SUBRECIPIENT's conformity with the terms of this Agreement. If any services performed by SUBRECIPIENT are not in conformance with the terms of this Agreement, the CITY shall have the right to require SUBRECIPIENT to perform the services in conformance with the terms of the Agreement at no additional cost. The CITY may also terminate this Agreement for default and charge SUBRECIPIENT for any costs incurred by the CITY because of SUBRECIPIENT's failure to perform. (6) SUBRECIPIENT shall establish adequate procedures for self-monitoring and quality control and assurance to ensure proper performance under this Agreement;and shall permit a CITY representative or other regulatory official to monitor, assess, or evaluate SUBRECIPIENT's performance under this Agreement at any time,upon reasonable notice to SUBRECIPIENT. I City Council 26 — 222 5/3/2022 G. Audit. (1) SUBRECIPIENT shall maintain complete and accurate records and supporting documentation to facilitate financial and/or program audits by CITY. This requirement shall apply to any records and documentation CITY shall reasonably require or as required to be maintained pursuant to the ARPA regulations. (2) The books and accounts,files,and other records of SUBRECIPIENT,which are applicable to this Agreement, shall be available for inspection, review, and audit during normal business hours by CITY to determine the proper application and use of all ARPA SLFRF Funds provided to or for the account or benefit of SUBRECIPIENT. (3) SUBRECIPIENT assumes responsibility for reimbursement to CITY a sum of money equivalent to the amount of any expenditures disallowed should the CITY, or an authorized agency,rule through audit,exception,or some other appropriate means,that expenditures from funds allocated to SUBRECIPIENT for direct and/or administrative costs were not made in compliance with the applicable cost principles,regulations,or the provisions of this Agreement. (4) SUBRECIPIENT agrees to comply with the requirements of OMB Uniform Guidance 2 CFR Part 200. SUBRECIPIENT further agrees to provide CITY with a copy of completed independent auditors' report within thirty(30)days of CITY's request for such report. If the report contains instances of non-compliance with federal laws and regulations that bear directly on the performance or administration of this Agreement,SUBRECIPIENT shall provide CITY copies of responses to auditors' reports, a plan for corrective action, and auditors' response that the noncompliance has been resolved. All reports prepared in accord with the requirements of OMB Uniform Guidance 2 CFR Part 200 shall be available for inspection by representatives of CITY or the federal government during normal business hours. (5) All accounting records, reports, and evidence pertaining to all costs, expenses and the ARPA SLFRF Funds of SUBRECIPIENT and all documents related to this Agreement shall be maintained and kept available at SUBRECIPIENT'S office or place of business for the duration of the Agreement and thereafter for five (5) years from the date of final payment under this Agreement. Records which relate to: (a) complaints, claims, administrative proceedings or litigation arising out of the performance of this Agreement; or, (b) costs and expenses of this Agreement to which CITY or any other governmental agency takes exception, shall be retained beyond the five(5)years until complete resolution or disposition of such appeals,litigation claims, or exceptions. In the event SUBRECIPIENT does not make the above-referenced documents available within the City of Santa Ana, California, SUBRECIPIENT agrees to pay all necessary and reasonable expenses incurred by CITY in conducting any audit at the location where said records and books of account are maintained. H. Ownership/Use of Materials. SUBRECIPIENT agrees that all materials,reports or products in any form, including electronic, created by SUBRECIPIENT for which SUBRECIPIENT has been compensated pursuant to this Agreement shall be the sole property of the CITY. The material, reports, or products may be used by the CITY for any purpose that the 4 City Council 26 — 223 5/3/2022 CITY deems to be appropriate, including, but not limit to, duplication and/or distribution within the CITY or to third parties. SUBRECIPIENT agrees not to release or circulate in whole or part such materials,reports, or products without prior written authorization of the CITY. I. Close-Out. SUBRECIPIENT agrees to comply with the closeout procedures detailed in 2 CFR §200.343, including the following: (1) SUBRECIPIENT must submit,no later than ninety(90)calendar days after the end date of the period of performance, all financial,performance, and other reports as required by the terms and conditions of this Agreement; (2) SUBRECIPIENT must promptly refund any balances of unobligated cash that the CITY paid in advance or paid and that is not authorized to be retained by SUBRECIPIENT for use in other projects(See OMB Circular A-129 and 2 CFR§200.345); and, (3) CITY should complete all closeout actions for the Federal award no later than one year after receipt and acceptance of all required final reports. H. SUBRECIPIENT'S OBLIGATIONS A. Representations and Warranties. (1) Authority. SUBRECIPIENT is a duly organized and existing domestic nonprofit corporation in good standing and authorized to do business under the laws of the State of California. SUBRECIPIENT has full right, power and lawful authority to accept the funding hereunder and to undertake all obligations as provided herein and the execution,performance and delivery of this Agreement by SUBRECIPIENT has been fully authorized by all requisite actions on the part of SUBRECIPIENT. (2) Experience. SUBRECIPIENT is qualified to provide the administrator services for said program detailed herein. (3) Familiarity With Services Required. By executing this Agreement, SUBRECIPIENT warrants that:(i)it has thoroughly investigated and considered the administrator services to be performed and provided for said program as detailed in Exhibit A; (ii) it has carefully considered how the services should be performed; and, (iii) it fully understands the facilities, difficulties and restrictions attending performance of the services under this Agreement. (4) No Conflict. To the best of SUBRECIPIENT'S knowledge, SUBRECIPIENT'S execution, delivery and performance of its obligations under this Agreement will not constitute a default or a breach under any contract, agreement or order to which SUBRECIPIENT is a party or by which it is bound. (5) No Bankruptcy. SUBRECIPIENT is not the subject of any current or threatened bankruptcy proceeding. 5 City Council 26 — 224 5/3/2022 (6) No Pending Legal Proceedings. SUBRECIPIENT is not the subject of a current or threatened litigation that would or may materially affect SUBRECIPIENT'S performance under this Agreement. (7) Proposal Veracity. All provisions of and information provided in SUBRECIPIENT's proposal submitted to CITY, including any exhibits, are true and correct in all material respects. (8) No Pending Investigation. SUBRECIPIENT has no knowledge that it is the subject of any current or threatened criminal or civil action investigation by any public agency, including without limitation a police agency or prosecuting authority, which would relate to or affect performance of the Agreement or provision of services hereunder. B. LicensinL-. SUBRECIPIENT agrees to obtain and maintain all required 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 SUBRECIPIENT's operations hereunder. Such licensing requirements include obtaining a City business license, as applicable. C. Zoning. SUBRECIPIENT agrees that any facility/property used in furtherance of said program shall be specifically zoned and permitted for such use(s) and activities. Should SUBRECIPIENT fail to have the required land entitlement and/or permits, thus violating any local, state or federal rules and regulations relating thereto,SUBRECIPIENT shall immediately make good- faith efforts to gain compliance with local, state or federal rules and regulations following written notification of said violation(s)from the CITY or other authorized citing agency. SUBRECIPIENT shall notify CITY immediately of any pending violations. Failure to notify CITY of pending violations, or to remedy such known violation(s) shall result in termination of grant funding hereunder. SUBRECIPIENT must make all corrections required to bring the facility/property into compliance with the law within sixty (60) days of notification of the violation(s); failure to gain compliance within such time shall result in termination of grant funding hereunder. D. Seliaration of Accounts. All funds received by SUBRECIPIENT from CITY pursuant to this Agreement shall be maintained in an account in a federally insured banking or savings and loan institution with record keeping of such accounts maintained pursuant to applicable 2 CFR 200.302 requirements. SUBRECIPIENT is not required to maintain separate depository accounts for ARPA SLFRF Funds;provided however, the SUBRECIPIENT must be able to account for receipt, obligation, distribution and expenditure of ARPA SLFRF Funds pursuant to applicable 2 CFR 200.302 requirements. E. Audit Report Requirements. SUBRECIPIENT agrees that if SUBRECIPIENT expends Seven Hundred Fifty Thousand Dollars ($750,000) or more in federal funds, SUBRECIPIENT shall have an annual audit conducted by a certified public accountant in accordance with the standards as set forth and published by the United States Office of Management and Budget. SUBRECIPIENT shall provide CITY with a copy of said audit by April I of the year following the program year in which this Agreement is executed. 6 City Council 26 — 225 5/3/2022 F. Compliance with Law/Program Income. SUBRECIPIENT acknowledges that the funds being provided by CITY for said program are received by CITY pursuant to ARPA, and that distribution and expenditure of these ARPA SURF Funds shall be in accordance with ARPA and all pertinent regulations issued by agencies of the federal government, including, but not limited to, all regulations found at Title 24 of the Code of Federal Regulations. Any program income received by SUBRECIPIENT shall be returned to CITY, unless otherwise provided for in this Agreement. SUBRECIPIENT agrees to comply fully with all federal, state and local laws and court orders applicable to its operation and administration of said program, whether or not referred to in this Agreement. G. Debarment. To protect the public interest and ensure the integrity of Federal programs,CITY may only conduct business with responsible persons and may not make any award or permit any award to any party which is debarred or suspended or is otherwise excluded from or ineligible for participation in Federal assistance programs under Executive Order 12549, "Debarment and Suspension". See also 24 CFR 570.609. SUBRECIPIENT must review and sign Exhibit D "Debarment", which is attached hereto and incorporated herein by this reference. SUBRECIPIENT shall be in good standing,without suspension by the California Secretary of State, Franchise Tax Board or Internal Revenue Service. Any change in the corporate status or suspension of SUBRECIPIENT shall be reported immediately to CITY. H. Confidentialii%. Without prejudice to any other provisions of this Agreement, SUBRECIPIENT shall,where applicable, maintain the confidential nature of information provided to it concerning participants in accordance with the requirements of federal and state law. However, SUBRECIPIENT shall submit to CITY or its representatives, all records requested, including audit, examinations,monitoring and verifications of reports submitted by SUBRECIPIENT,costs incurred and services rendered hereunder. L Independent Contractor. SUBRECIPIENT agrees that the performance of obligations hereunder is rendered in its capacity as an independent contractor and that it is in no way an agent of CITY. J. Violation of Terms and Conditions. SUBRECIPIENT agrees that if SUBRECIPIENT violates any of the terms and conditions of this Agreement or any prior Agreement whereby ARPA SURF Funds were received by SUBRECIPIENT, or if SUBRECIPIENT reports inaccurately, or if on audit there is a disallowance of certain expenditures, SUBRECIPIENT agrees to remedy the acts or omissions causing the disallowance and repay CITY all amounts spent in violation thereof. If SUBRECIPIENT engaged in fraudulent activity to obtain and/or justify distribution or expenditure of the ARPA SURF Funds granted hereunder, SUBRECIPIENT shall be required to reimburse the CITY of all such funds that were obtained,distributed and/or spent under fraudulent circumstances. K. Fraud. SUBRECIPIENT shall immediately report all suspected or known instances and facts concerning possible fraud,abuse or criminal activity related to said program for the ARPA SURF Funds under this Agreement. 7 City Council 26 — 226 5/3/2022 L. Prohibited Use. SUBRECIPIENT hereby certifies and agrees that it will not use ARPA SLFRF Funds provided through this Agreement to pay for entertainment, meals or gifts, or other prohibited uses. M. Lobbying. SUBRECIPIENT certifies that it will comply with federal law(31 U.S.C. 1352) and regulations found at 24 CFR Part 87, which provide that no appropriated funds may be expended by the recipient of a federal contract,grant,loan or cooperative agreement to pay any person for influencing or attempting to influence an officer or employee of any agency,Member of Congress, or an officer or employee of a Member of Congress in connection with awarding of any federal contract, the making of any federal grant or loan, entering into any cooperative agreement and the extension, renewal, amendment or modification of any federal contract, grant, loan or cooperative agreement. SUBRECIPIENT shall sign a certification to that effect in a form as set forth in Exhibit E, attached hereto and by this reference incorporated herein. SUBRECIPIENT shall submit said signed certification to CITY prior to performing any of its obligations under this Agreement and prior to any obligation arising on the part of CITY to pay any sums to SUBRECIPIENT under the terms and conditions of this Agreement. If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency,a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit a "Disclosure Form to Report Lobbying," in accordance with its instructions (Exhibit E). N. Financial Interest. SUBRECIPIENT agrees that except for the use of administrative fees to pay salaries and other related administrative or personnel costs,no persons who exercise or have exercised any function with respect to administering said program under the terms of this Agreement, or who are in a position to participate in a decision-making process or gain inside information with regard to the administration of said program, may obtain a financial interest or benefit from said program, either for themselves or those with whom they have family or business ties, during their tenure or for one year thereafter. This prohibition applies to any person who is an employee, agent, consultant, officer, or elected or appointed official of CITY, or of any designated public agency, or the SUBRECIPIENT. O. Labor Standards. The SUBRECIPIENT agrees to comply with the requirements of the Secretary of Labor in accordance with the Davis-Bacon Act as amended, the provisions of Contract Work Hours and Safety Standards Act (40 U.S.C. 327 et seq.) and all other applicable Federal, state and local laws and regulations pertaining to labor standards insofar as those acts apply to the performance of this Agreement. The SUBRECIPIENT agrees to comply with the Copeland Anti-Kick Back Act(18 U.S.C. 874 et seq.)and its implementing regulations of the U.S. Department of Labor at 29 CFR Part 5. The SUBRECIPIENT shall maintain documentation that demonstrates compliance with hour and wage requirements of this part. Such documentation shall be made available to the CITY for review upon request. 8 City Council 26 — 227 5/3/2022 P. Equal Employment Opportunities. SUBRECIPIENT shall make every effort to ensure that all projects funded wholly or in part by ARPA SLFRF Funds shall provide equal employment opportunities for minorities and women. Q. Women and Minority-Owned Businesses r W/MBE i. SUBRECIPIENT will use its best efforts to afford small businesses, minority business enterprises, and women's business enterprises the maximum practicable opportunity to participate in the performance of this Agreement in accordance with the requirements of 2 CFR 200.321 "Contracting with small and minority businesses, women's business enterprises, and labor surplus area firms". As used in this Agreement, the term"small business"means a business that meets the criteria set forth in section 3(a)of the Small Business Act, as amended(15 U.S.C.632),and"minority and women's business enterprise" means a business at least fifty-one percent (51%) owned and controlled by minority group members or women. For the purpose of this definition, "minority group members" are African-Americans, Spanish-speaking, Spanish surnamed or Spanish-heritage Americans, Asian- Americans, and American Indians. SUBRECIPIENT may rely on written representations by businesses regarding their status as minority and female business enterprises in lieu of an independent investigation. R. Drug Free Workplace. SUBRECIPIENT agrees to provide a drug-free workplace and to execute a certification as set forth in Exhibit F attached hereto and incorporated herein by this reference. S. Uniform Administrative Re�,uirements. Cost Principles. and Audit Refluirements for Federal Awards. The following requirements and standards must be complied with: 2 CFR Part 200 et al. SUBRECIPIENT shall procure all materials, property, or services in accordance with the requirements of 2 CFR 200.318-326. III. CITY'S OBLIGATIONS A. Audit of Account. CITY shall include an audit of the account maintained by SUBRECIPIENT in CITY's audit of all ARPA SLFRF Funds in accordance with Title 24 of the Code of Federal Regulations and other applicable federal laws and regulations. B. Common Rule: Pursuant to 2 CFR 200.328(a), the CITY manages the day-to-day operations of each grant and subgrant supported activities. CITY staff has detailed knowledge of the grant program requirements and monitors grant and subgrant supported activities to assure compliance with federal requirements. Such monitoring covers each program,function and activity and performance goals are reviewed periodically. C. Project Expectations: CITY shall monitor the performance of SUBRECIPIENT against goals and performance standards required herein. The SUBRECIPIENT shall be responsible to accomplish the project expectations as set forth in Exhibit A,and report such results to the CITY. If the SUBRECIPIENT estimates such goals will not be met,the SUBRECIPIENT is to contact the CITY, at which time the CITY will determine if any adjustments to the grant award is appropriate. Substandard performance as determined by the CITY will constitute non- compliance with this Agreement. Should the CITY determine that the SUBRECIPIENT has not 9 City Council 26 — 228 5/3/2022 performed its obligations as stated in this contract in a satisfactory manner, or if the CITY determines that insufficient supporting information has been submitted, the CITY shall notify the SUBRECIPIENT in writing of its determination specifying in full detail the objections that it has to the SUBRECIPIENT's performance. If action to correct such substandard performance is not taken by the SUBRECIPIENT after being notified by the CITY,within a reasonable period of time as stipulated in the written notification, contract suspension or termination procedures will be initiated. IV. GENERAL PROVISIONS A. Non-Discrimination. 1. SUBRECIPIENT agrees to comply with Executive Order 11246, which requires that during the performance of this Agreement, SUBRECIPIENT agrees not to discriminate against any employee or applicant for employment because of race, religion, sex, color or national origin. Such action shall include,but not be limited to the following: employment, upgrading, demotion,or transfer, rates of pay or other forms of compensation, and selection for training, including apprenticeship. SUBRECIPIENT agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the SUBRECIPIENT setting forth the provisions of this nondiscrimination clause. 2. SUBRECIPIENT agrees to comply with Title VI of the Civil Rights Act of 1964, which indicates that no person shall,on the ground of race,color or national origin,be excluded from participation in,be denied the benefits of,or be subject to discrimination under any program of activity receiving federal financial assistance. 3. No person shall, on the grounds of race, sex, creed, color, religion, marital status, national origin,age,sexual orientation,or physical or mental handicap be excluded from participation in,be refused the benefits of,or otherwise be subject to discrimination in any activities,programs or employment supported by this Agreement. SUBRECIPIENT is prohibited from discrimination on the basis of age or with respect to an otherwise qualified handicapped person as provided for under Section 109 of the Housing and Community Development Act of 1974, as amended. 4. SUBRECIPIENT agrees to comply with the Age Discrimination Act of 1975, which requires that during the performance of this Agreement, SUBRECIPIENT agrees not to discriminate against any employee or applicant for employment because of age. Such action shall include, but not be limited to the following: employment upgrading, demotion, or transfer, rates of pay or other forms of compensation, and selection for training, including apprenticeship. SUBRECIPIENT agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the SUBRECIPIENT setting forth the provisions of this age discrimination clause. 5. SUBRECIPIENT agrees to comply with Section 504 of the Rehabilitation Act of 1973,which requires that no otherwise qualified individual with a disability in the United States,shall, solely by reason of his or her disability,be excluded from the participation in, be denied the benefits of, or be subjected to discrimination under any program or activity receiving federal financial 10 City Council 26 — 229 5/3/2022 assistance or under any program or activity conducted by any executive agency or by the United States Postal Service. B. Conflict of Interest. Pursuant to the conflict of interest requirements set forth in 24 CFR 570.611 and 2 CFR 200.112, SUBRECIPIENT certifies that no member, officer, employee, agent or assignee of CITY having direct or indirect control of any ARPA SLFRF Funds granted to the CITY,inclusive of the subject ARPA SLFRF Funds,shall serve as an officer of SUBRECIPIENT. Further, any conflict or potential conflict of interest of any officer of SUBRECIPIENT shall be fully disclosed in writing prior to the execution of this Agreement and said writing shall be attached and deemed fully incorporated as a part hereof. Notice shall be sent by SUBRECIPIENT to CITY regarding any changes or modifications to its board of directors and list of officers. C. Special Certification for Reliuious Entities. If SUBRECIPIENT is a religious entity, SUBRECIPIENT hereby agrees that in connection with the provision of the services SUBRECIPIENT shall provide with ARPA SLFRF Funds,in accordance with 24 CFR 570.2000): 1. SUBRECIPIENT shall not discriminate against any employee or applicant for employment on the basis of religion and shall not limit employment or give preference in employment to persons on the basis of religion. 2. SUBRECIP ENT shall not discriminate against any person applying for the services SUBRECIPIENT agrees to provide under the terms of this Agreement on the basis of religion and shall not limit such services or give preference to applicants for such services on the basis of religion. 3. SUBRECIPIENT shall NOT provide religious instruction or counseling, conduct any religious worship or services, or engage in any religious proselytizing, or exert any religious influence in the provision of the services in said program. The parties agree that this covenant is intended to and shall be construed for the limited purpose of assuring compliance with respect to the use of CITY funds by SUBRECIPIENT with applicable constitutional limitations respecting the establishment of religion as set forth in the establishment clause under the First Amendment of the United States Constitution and Article I, Section 4 of the California Constitution, and is not in any manner intended to restrict other activities of SUBRECIPIENT. 4. The portion of a facility used to provide public services assisted in whole or in part under this Agreement shall contain no sectarian or religious symbols. 5. Where the services to be provided under said program are rendered on property owned by the primarily religious entity SUBRECIPIENT,ARPA SLFRF Funds may also be used for minor repairs to such property, which are directly related to the cost of rendering the services under said program, where the cost constitutes in dollar terms only an incidental portion of the ARPA expenditure for rendering the services under said program. D. Prohibition of Nej1otism. SUBRECIPIENT agrees not to hire or permit the hiring of any person to fill a position funded through this Agreement if a member of that person's immediate family is employed in an administrative capacity by SUBRECIPIENT. For the purposes of this 11 City Council 26 — 230 5/3/2022 section,the term "immediate family"means spouse,child, mother, father,brother, sister,brother-in- law, sister-in-law, father-in-law, mother-in-law, son-in-law, daughter-in-law, aunt, uncle, niece, nephew,stepparent and stepchild. The term"administrative capacity"means having selection,hiring, supervisor or management responsibilities. E. Notices. Notices to the parties shall,unless otherwise requested in writing,be sent by U.S.Mail,postage prepaid, and addressed as follows: TO CITY: City of Santa Ana Lisa Rudloff Executive Director Parks,Recreation and Community Services Agency 20 Civic Center Plaza P.O.Box 1988 Santa Ana, California 92702-1988 TO SUBRECIPIENT Kidworks Community Development Corporation David Benavides Chief Executive Officer 1902 W Chestnut Ave Santa Ana, CA 92703-4304 F. Assi ang bility_. None of the duties of,or work to be performed by, SUBRECIPIENT under this Agreement shall be subcontracted or assigned to any agency, consultant, or person without the prior written consent of CITY. SUBRECIPIENT must submit all subcontracts and other agreements that relate to this Agreement to CITY. No subcontract or assignment shall terminate or alter the legal obligations of SUBRECIPIENT pursuant to this Agreement. G. Indemnification/Hold Harmless. SUBRECIPIENT shall indemnify, defend and save harmless CITY, its officers, employees, agents, representatives and volunteers from and against any and all damages to or for loss of use of property and for injuries to or death of any person or persons, including property and employees or agents of CITY,and shall defend,indemnify and save harmless CITY, its officers, employees, agents, representatives and volunteers from and against any and all claims, demands, suits, actions or proceedings of any kind or nature, including, but not by way of limitation, workers compensation claims and including attorney fees and reasonable expenses for litigation or settlement, resulting from or arising out of the negligent or wrongful acts, errors or omissions of SUBRECIPIENT, its officers, directors, employees, agents, subcontractors and suppliers arising out of SUBRECIPIENT's performance of this Agreement. H. Insurance. Contractor shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the Contractor, its agents, representatives, employees, or subcontractors. 12 City Council 26 — 231 5/3/2022 a. MINIMUM SCOPE AND LIMIT OF INSURANCE Coverage shall be at least as broad as: 1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an "occurrence" basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than$2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location(ISO CG 25 03 or 25 04)or the general aggregate limit shall be twice the required occurrence limit. 2. Automobile Liability: Insurance Services Office Form Number CA 0001 covering,Code 1 (any auto),or if Contractor has no owned autos,Code 8(hired) and 9 (non-owned), with limit no less than $1,000,000 (if program services includes transportation of youth,the limit shall be no less than $5,000,000)per accident for bodily injury and property damage. (Not required if an automobile is not required to fulfill services.) 3. Workers'Compensation: insurance as required by the State of California, with Statutory Limits, and Employer's Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. 4. Sexual Abuse or Molestation (SAM) Liability: If the CGL policy referenced above is not endorsed to include affirmative coverage for sexual abuse or molestation, Contractor shall obtain and maintain a policy covering Sexual Abuse and Molestation with a limit no less than $1,000,000 per occurrence or claim. 5. If the Contractor maintains broader coverage and/or higher limits than the minimums shown above, the City requires and shall be entitled to the broader coverage and/or the higher limits maintained by the Contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. b. Other Insurance Provisions —The insurance policies are to contain, or be endorsed to contain,the following provisions: . 1. Additional Insured Status: The City, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Contractor including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Contractor's insurance (at least as broad as ISO Form CG 20 10 11 85 or if not available,through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 forms if a later edition is used). 2. Primary Coverage: For any claims related to this contract, the Contractor's insurance coverage shall be primary coverage at least as broad as ISO CG 20 01 04 13 as respects the City, its officers, officials, employees, and volunteers. 13 City Council 26 — 232 5/3/2022 Any insurance or self-insurance maintained by the City, its officers, officials, employees,or volunteers shall be excess of the Contractor's insurance and shall not contribute with it. 3. Notice of Cancellation: Each insurance policy required above shall state that coverage shall not be canceled, except with notice to the City. 4. Waiver of Subrogation: Contractor hereby grants to City a waiver of any right to subrogation which any insurer of said Contractor may acquire against the City by virtue of the payment of any loss under such insurance. Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation,but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. 5. Self-Insured Retentions: Self-insured retentions must be declared to and approved by the City.The City may require the Contractor to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations,claim administration,and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self- insured retention may be satisfied by either the named insured or City. 6. Acceptability of Insurers: Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M. Best's rating of no less than A:VII, unless otherwise acceptable to the City. 7. Claims Made Policies: If any of the required policies provide coverage on a claims-made basis: 1. The Retroactive Date must be shown and must be before the date of the contract or the beginning of contract work. 2. Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work. 3. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive Date prior to the contract effective date, the Contractor must purchase "extended reporting" coverage for a minimum of five (5) years after completion of contract work. 8. Verification of Coverage: Contractor shall furnish the City with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage required by this clause)and a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements to City before work begins. However, failure to obtain the required documents prior to the work beginning shall not waive the Contractor's obligation to provide them. City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. 14 City Council 26 — 233 5/3/2022 9. Special Risks or Circumstances: City reserves the right to modify these requirements,including limits,based on the nature of the risk,prior experience, insurer, coverage, or other special circumstances. I. Termination. 1. This Agreement may be terminated on thirty (30) days' written notice by either party. In the event of such termination, SUBRECIPIENT shall only be entitled to reimbursement for approved expenses incurred to the effective date of termination. 2. This Agreement may be suspended or terminated by CITY upon five (5) days' written notice for violation by SUBRECIPIENT of Federal Laws governing the use of ARPA SURF Funds. In the event of such suspension or termination, SUBRECIPIENT shall only be entitled to reimbursement for approved expenses incurred up to the effective date of suspension or termination. 3. Pursuant to 2 CFR 200.340, in the event SUBRECIPIENT defaults by failing to fulfill all or any of its obligations hereunder, CITY may declare a default and termination of this Agreement by written notice to SUBRECIPIENT, which default and termination shall be effective on a date stated in the notice which is to be not less than ten (10) days after certified mailing or personal service of such notice, unless such default is cured before the effective date of termination stated in such notice. If terminated for cause, CITY shall be relieved of further liability or responsibility under this Agreement, or as a result of the termination thereof, including the payment of money, except for payment for approved expenses incurred for services satisfactorily and timely performed prior to the mailing or service of the notice of termination, and except for reimbursement of. (1) any payments made for services not subsequently performed in a timely and satisfactory manner; and, (2)costs incurred by CITY in obtaining substitute performance. 4. The grant of funds under this Agreement may be terminated for convenience by either the CITY or SUBRECIPIENT, in whole or in part, by setting forth the reasons for such termination,the effective date, and, in the case of portion termination,their portion to be terminated. However, if in the case of a partial termination, the CITY determines that the remaining portion of the award will not accomplish the purpose for which the award was made,the CITY may terminate the award in its entirety. 5. The grant of funds under this Agreement may be terminated due to the non- performance of SUBRECIPIENT and/or failure of SUBRECIPENT to perform the work described in Exhibit A. 6. The grant of funds under this Agreement may be terminated due to the failure of the CITY to receive sufficient or anticipated funding for the ARPA program for any term subject to this Agreement. 7. In the event this Agreement is terminated as set forth in subparagraphs I(1) through I(6),inclusive,SUBRECIPIENT agrees to immediately return to CITY upon CITY's demand and prior to any adjudication of SUBRECIPIENT's rights,any and all funds not used, and to comply with the Reversion of Assets requirements in this Agreement. 15 City Council 26 — 234 5/3/2022 J. Limitation of Funds. The United States of America may in the future place programmatic or fiscal limitations on the use of ARPA SLFRF Funds, which limitations are not presently anticipated. Accordingly, CITY reserves the right to revise this Agreement in order to take account of actions affecting ARPA program funding. hi the event of funding reduction, CITY may, in its sole and absolute discretion, reduce the budget of this Agreement, may limit the rate of SUBRECIPIENT's authority to utilize funds,or may restrict SUBRECIPIENT's use of uncommitted funds. Where CITY has been directed to implement a reduction in funding, with respect to funding for this Agreement, CITY's City Manager or delegate is authorized to act for CITY in implementing and effecting such a reduction and in revising, modifying, or amending the Agreement for such purposes. If such a reduction in funding occurs, SUBRECIPIENT shall be permitted to de-scope accordingly. Where CITY has reasonable grounds to question SUBRECIPIENT's fiscal accountability or compliance with this Agreement, CITY may suspend the operation of this Agreement for up to sixty (60) days upon five (5) days written notice to SUBRECIPIENT of its intention to so act,pending an audit or other resolution of such questions. In no event,however,shall any revisions made by CITY affect expenditures and legally binding commitments made by SUBRECIPIENT before it received notice of such revision, provided that such amounts have been committed in good faith and are otherwise allowable and that such commitments are consistent with ARPA SLFRF Funds withdrawal guidelines. K. Exclusivity and Amendment of Agreement. This Agreement supersedes any and all other agreements,either oral or in writing,between the parties hereto with respect to the use of CITY's ARPA SLFRF Funds by SUBRECIPIENT and contains all the covenants and agreements between the parties with respect to SUBRECIPIIENT's administration of said program. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any 'party, which are not embodied herein,and that no other agreement or amendment hereto shall be effective unless executed in writing and signed by both CITY and SUBRECIPIENT. L. Laws GoveminfT this Agreement. This Agreement shall be governed by and construed in accordance with the laws of the State of California,and all applicable federal laws and regulations. M. Validity and SeverabilitN. The invalidity in whole or in part of any provision of this Agreement shall not void or affect the validity of any other provision of this Agreement. Whenever possible, each provision of this AGREEMENT shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this AGREEMENT is held to be prohibited by or invalid under applicable law, such provision shall be ineffective only to the extent of such prohibition or invalidity, without invalidating the remainder of such provisions of this AGREEMENT. N. Waiver. No delay or omission by either party hereto to exercise any right or power accruing upon any noncompliance or default by the other party with respect to any of the terms of this Agreement shall impair any such right or power or be construed to be a waiver thereof. A waiver by either of the parties hereto of any of the covenants, conditions, or agreements to be performed by the other shall not be construed to be a waiver of any succeeding breach thereof or of any other covenant, condition or agreement herein contained. 16 City Council 26 — 235 5/3/2022 O. Federal Award Identification Information. SUBRECIPIENT's pertinent Federal Award Identification Information, including DUNS Number and Federal Award Identification Number (FAIN), as well as the applicable information for ARPA, are included in Exhibit C attached hereto and incorporated herein by this reference. P. Miscellaneous Provisions. 1. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement,and shall indemnify CITY fully, including reasonable costs and attorney's fees, for any injuries or damages to CITY in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. 2. All Exhibits and Attachments referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. 3. This Agreement must be signed below and may be signed in counterpart and delivered by fax,email as a PDF(Portable Document Format)file attachment,or by other means that displays the original or a copy of the signatures. Any subsequent amendments may be signed and delivered in the same manner. {Signatures on following page} 17 City Council 26 — 236 5/3/2022 IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date and year first written above. ATTEST: CITY OF SANTA ANA DAISY GOMEZ KRISTINE RIDGE Clerk of the Council City Manager APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney y: BRANDON SALVATIERRA Deputy City Attorney RECOMMENDED FOR APPROVAL: SUBRECIPIENT: LISA RUDLOFF DAVID BE AVIDES Executive Director Chief Executive Officer Parks,Recreation and Community Services Agency DUNS#: 144306904 18 City Council 26 — 237 5/3/2022 EXIMIT A SCOPE OF WORK City Council 19 26 — 238 5/3/2022 Exhibit A Funds from the Revive:Santa Ana Youth Programs grant opportunity will develop a hands-on outdoor classroom for KidWorks'preschool program. KidWorks'preschool serves low-income families in central Santa Ana with 40-48 spots for children each school year.The final number of children served depends on state licensing regulations for current COVID precautions. KidWorks'preschool students receive daily instruction during the week and learn through the exploration of the preschool's enriched environment. This includes creating art,singing,dancing,listening to stories,doing science experiments,and various scaffolding activities that challenge students according to their needs.They learn numbers,letters,alphabet sounds,colors,and shapes.Because KidWorks predominately serves Spanish-speaking families,KidWorks'preschool program begins the school year with the teachers primarily speaking in Spanish.Teachers gradually introduce English language instruction throughout the course so that by the end of school year most of the day is spent using only English. The requested grant funding will transform KidWorks' 15-year-old old preschool playground into an open-ended outdoor nature-based space filled with large and small natural building materials to spark creativity.The outdoor classroom will have an organic garden,an art and reading area, bridges,swings,and a"mud kitchen."This natural environment will be a place for children to experience the joy of being outdoors while gaining a positive self-image and increasing skills through exploration,engineering,and working together. The preschool's primary goal is a successful transition from preschool to kindergarten for every child and family.Children begin this transition on the first day of preschool,and once they enter kindergarten,they continue to receive support from KidWorks through elementary,junior high,high school and into their college experience.KidWorks believes that every child should be able to access high quality early education which increases academic success and graduation rates,and reduces achievement gaps. During the COVID-19 Pandemic,California designated early child-care and education as essential services.Therefore,KidWorks was able to partially re-open its Preschool on September 3,2020.The preschool began under a hybrid model with a combination of small in-class learning,virtual lessons, and supplemental take-home learning kits and activities. In order for preschool to open in compliance with all regulations,the organization had to make several immediate retrofits and facility improvements. Classroom retrofits included touchless sinks,soap dispensers,and toilets along with plexigiass dividers.Along with new policies and facilities improvement,each child has needed their own learning supplies(not to be shared),a tablet for at-home use(during the hybrid programming),and distanced workspace requiring that additional desks and supplies be purchased.These new unanticipated costs that were not a part of the organization's regular budget and required additional fundraising efforts. Because of the pandemic,the preschool has had to significantly limit in-person field trips and special guests visiting the classroom(such as parents, community volunteers,and dress-up characters such as the Cat in the Hat or Clifford the Big Red Dog).These experiences have been adjusted to a virtual platform,which still allows teachers to integrate classroom lessons into the real world. Even virtual field trips support the development of self- regulation through curiosity and initiative in learning,self-control of feelings and behavior,and shared use of space and material. Virtual field trips also serve as a great opportunity for preschoolers to develop language and literacy as they communicate by classifying the various objects or animals they visually encounter,including color,size,and type. Program Deliverables Over the one-year grant period,KidWorks'preschool will serve between 40 and 48 children,ages 3 to 4 years old.Expected outcomes of the project are: 1)KidWorks will develop a new outdoor classroom for the preschool. 2)At least 90%of eligible students will promote from preschool ready for Kindergarten. 3)100%of preschool students will have developmental screenings completed and those in need of follow-up services will be given a referral. 4)By the end of the school year,at least 75%of 3-year-old students will score"Exploring:later"or"Building:earlier"and 4-year-old students will score"Building/Integrating"in all DRDP Domains. 5)By the end of the school year,at least 70%of the preschool children will develop leadership skills at a Building/Integrating level in the DRDP. 6)At least 90%of preschool-students will have useful roles and responsibilities in the classroom. 7)At least 70%of preschool students will consistently exhibit empathy,generosity,and tolerance toward others in the classroom. KidWorks serves families living in poverty and challenged neighborhoods of central Santa Ana.Among US cities,Santa Ana is the 4th most densely populated city and ranks 5th in having the highest level of rent burden(64%of households spend more than 30%of their income on housing according to An Equity Profile of Orange County,2019). The per capita income in the census tract(748.02)of the Dan Donahue Center is$14,652.This is about two-thirds of the amount in Santa Ana: ,$20,867)and about one-third of the amount in Orange County:($41,514).Furthermore,because of the high levels of rent burden on families in Santa Ana,it is common for two to three families to live in one household so that they can afford even a small apartment.With regard to educational attainment,50.6%of families have a parent who graduated from high school and 11.1%have obtained at least a Bachelor's degree(ACS,2019). With regard to race and ethnicity,99%of families served by KidWorks are Latino and 1%of families are Asian,which is representative of the overall racial and ethnic demographics in the service area. According to First Five Orange County's 2020 Landscape Analysis,there are 79,313 preschool-age children in Orange County,with only 55,361 spots in licensed child care or preschool setting.This means that 30%of preschool age children have no place to go.Locally,the Early Development Index reveals that over half of Santa Ana's children(58%)were not ready for kindergarten upon entry.When children are starting kindergarten and they are City Council 20 26 — 239 5/3/2022 already behind,this puts them at a tremendous learning disadvantage.They are unable to keep up with their schoolwork,feel frustration,and it is very difficult to catch up with their peers from other neighborhoods. Exhibit A Furthermore,the surrounding neighborhoods where KidWorks'preschool is located are among the densest in the country and families lack safe outdoor spaces to spend time with their children.In these dense and park-poor communities,there is little respite for children who desire open space and access to nature.Young people are in dire need of safe,positive interactions with natural elements,now more than ever.A growing body of research indicates that nature-based activities serve as preventive measures against anxiety,depression,and loneliness.(Source:National Association of Hort Therapy) KidWorks hopes to transform its old and outdated playground into an outdoor,nature-based classroom.KidWorks'outdoor classroom will allow preschool children to explore in a nature-rich environment.These experiences will help children gain awareness,knowledge,and appreciation for the natural environment.Children will learn how to care for their environment through planting,watering,and weeding the garden.Through observation and research of the soil and the insects that inhabit the outdoor spaces children will learn about the relationship between living organisms.The outdoor classroom will increase awareness and understanding about energy,water,and conservation of natural resources which prepare children to effectively address these issues throughout their lives.The interactions children have with nature in this new environment will encourage an interest in science and math,build skills for taking care of the environment,and gain a stronger understanding of the world in which they live. 4.Collaboration KidWorks'preschool program partners directly with First 5 Orange County for school-readiness nurses;Orange County Department of Education for quality improvement training,coaching;and assessments,and PBS SoCal for literacy promotion.KidWorks also partners closely with parents and community volunteers to put on its many special events for the preschoolers throughout the year,including a Thanksgiving Feast,Lunar New Year Celebration,Tea Party,and National Reading Week. In partnership with Community Action Partnership of Orange County and the Orange County Food Bank,KidWorks hosts"Clementine"which is a mobile food trolley stationed in various at-risk neighborhoods throughout Orange County.This provides KidWorks the opportunity to serve an average of 50 families each month with healthy food and supplies,including fresh meats,fruits,vegetables,and dairy products.All preschool families are invited to participate in these food distribution activities. Through a collaboration with the Community Health Initiative of Orange County(CHIOC),KidWorks promotes healthcare coverage and other social services outreach and enrollment.CHIOC's health care navigators provide group and one-on-one education and enrollment services for families to help them access eligible health and social services benefits and programs. Lastly,Families Together of Orange County has become a new partner with KidWorks throughout the COVID-19 pandemic.This community health center has provided health information,COVID-19 testing,and vaccination services to the families at KidWorks.In addition,KidWorks has been able to refer families to the health center for their medical,dental,vision,and behavioral health needs. 5.Innovation Outdoor play spaces are important for promoting children's wellbeing and development.Particularly at a time when the pandemic has resulted to increased anxiety and depression,spending more time outside and in nature has been proven to improve mental health and increase quality of life. Researchers have observed that children with access to outdoor spaces to play have improved socialization,problem-solving,focus,self-regulation, creativity and self-confidence,and reduced stress,boredom and injury.(Source:Mariana Brussoni,Takuro Ishikawa,Sara Brunelle,Susan Herrington, Landscapes for play:Effects of an intervention to promote nature-based risky play in early childhood centres,Journal of Environmental Psychology, 2017) While nature-based preschools have emerged as an innovative alternative to more traditional academics-focused preschools,they have been mostly popularized in higher-income communities(local examples include the Environmental Nature Center's Preschool in Newport Beach,Community Seedlings Preschool in Laguna Niguel,and St.Paul's Preschool in Tustin).KidWorks is requesting this funding opportunity as a chance to invest in high-quality,field-tested,and research-based design principles to develop a nature-based outdoor classroom for preschool students in central Santa Ana. By investing in this design and development that encourages dynamic,nature-based play and learning,children living in under-resourced neighborhoods will have joyful,multi-sensory experiences that help them thrive. KidWorks'preschool is currently rated by the Orange County Department of Education's Quality Rating and Improvement System(QRIS)with an overall ranking of four out of five stars,signifying that it is a"high quality"early education program.Since 2015,KidWorks'preschool has been an active participant in the QRIS Pilot for improving the quality of early learning.KidWorks'participation in QRIS includes additional assessments, training,and coaching that demonstrates a commitment to a level of quality above and beyond what the state of California requires for early childhood education licensing. What makes KidWorks unique is that after children graduate from the preschool program,they are invited to stay connected with KidWorks and enroll in the after-school program for K-12th grade students.KidWorks also offers the college success initiative that helps high school students prepare for college and supports college students to finish their degrees.KidWorks pledges to walk alongside children and families from the time they enroll in preschool to when they finish their college education,"from Pre-K to B.A.". Lastly,KidWorks'is highly engaged with the parents of students enrolled in its programs.Throughout the school year there are Kindergarten Readiness workshops offered to the parents of preschool students.These educational sessions include topics such as early childhood literacy,dental hygiene,nutrition,child brain development,and Kindergarten options.Between six and eight workshops are offered to the preschool parents throughout the school year.On average, 15-30 parents participate in each workshop. KidWorks also invites preschool parents to its general parent meetings that occur on a monthly basis to inform all preschool and After School Program parents of current and upcoming programming,activities,and community events.Speakers from the community also use this opportunity to share information about services and resources they provide.Depending on the month and speaker,an average of 100 parents attend these meetings. City Council 21 26 — 240 5/3/2022 KidWorks also facilitates a Preschool Parent Advisory Council(PAC)which meets to plan and discuss how to support preschool activities and events during the school year.The Preschool AM and PM PAC groups meet between five and seven times throughout the school yeE.)"#fl1pAeet more than this though outside of KidWorks and these meetings when they collaborate and work together to support in their children's classroom activities and events.The number of participants in these groups vary each school year,but between three and eight parents participate in each session(AM and PM). DATA COLLECTING, REPORTING AND COMPLIANCE 1.Compliance with State and Local Fiscal Recovery Funds(SLFRF),Compliance and Reporting responsibilities KidWorks Community Development Corporation will comply with the SLFRF reporting responsibilities under the category"Healthy Childhood Environments(3.6)",KidWorks will track the number of students participating in its preschool/child care program. In addition to participation,KidWorks will measure the following program outcomes: 1)KidWorks will develop a new outdoor classroom for the preschool. 2)At least 90%of eligible students will promote from preschool ready for Kindergarten. 3)100%of preschool students will have developmental screenings completed and those in need of follow-up services will be given a referral. 4)By the end of the school year,at least 75%of 3-year-old students will score"Exploring:later"or"Building:earlier"and 4-year-old students will score"Building/Integrating"in all DRDP Domains. 5)By the end of the school year,at least 70%of the preschool children will develop leadership skills at a Building/Integrating level in the DRDP. 6)At least 90%of preschool students will have useful roles and responsibilities in the classroom. 7)At least 70%of preschool students will consistently exhibit empathy,generosity,and tolerance toward others in the classroom. To assess progress and impact,KidWorks uses the following measures: •Attendance and Participation Logs:Parents fill out a sign-in/sign-out sheet or login to the Preschool distance learning and virtual platforms,where staff are able to monitor student daily attendance in classroom and parent participation in meetings.Information is tracked in software programs. •Desired Results Developmental Profile(DRDP):The Desired Result Developmental Profile(DRDP)is a naturalistic,observation-based assessment instrument used to determine how each child is developing.Preschool teachers are trained to administer the DRDP Online twice a year;fall and spring,to track the progress of the 3 and 4-year-old children as they reach developmental milestones.Preschool teachers administer a DRP with preschool parents in November. •ASQ 3 and ASQ-SE:Preschool teachers administer the ASQ 3 and ASQ-SE assessments in December.This aids in the early identification of developmental delays.if a child is screened for a delay,they are referred to the Regional Center for further diagnosis and services,at no cost. •Progress Reports and PreK Assessment:Preschool teachers administer PreK Assessments and Progress Reports in the middle of the school year to measure progress.The PreK Assessment measures the educational skills that the students have learned,such as identifying numbers,writing their name,drawing a self-portrait,and cutting along a line.Teachers will mark observations in a Progress Report for whether students"have useful roles and responsibilities in the classroom,"and if students"consistently exhibit empathy,generosity,and tolerance toward others in the classroom". 2.Qualified Service Tract(QCT)Details KidWorks'Preschool is located at the Dan Donahue Center which is in a Qualified Service Tract(QCT).KidWorks serves families living in poverty. The per capita income in the census tract(748.02)of the Dan Donahue Center(KidWorks'headquarters)is$14,652.This is about two-thirds of the amount in Santa Ana:($20,867)and about one-third of the amount in Orange County:($41,514).With regard to race and ethnicity,99%of families served by KidWorks are Latino and 1%of families are Asian,which is representative of the overall racial and ethnic demographics in the service area. 3.Compliance with 2 CFR part 200(Uniform Administrative Requirements). KidWorks Community Development Corporation will comply with 2 CFR part 200(Uniform Administrative Requirements).The organization has established policies and procedures on financial oversight that safeguards organizational assets and ensures financial stability.The CFO is responsible for ensuring the tracking and reporting of the organization's finances and financial health to the Board of Directors and the Board is responsible for approving the audit and financial statements as well as determining the long-term strategic direction of the organization in relation to its financial standing. KidWorks'accounting and internal controls are compliant with federal requirements organization-wide and appropriate for an organization of the KidWorks'size and complexity.Generally Accepted Accounting Principles(GAAP)accounting standards,conventions,and rules for recording and summarizing accounts are universally applied,such as recording all revenue and expenses within the correct accounting.The standards are supported by the organization's accounting system software and all finance department staff are required to utilize GAAP standards.Annual independent audits consistently report that KidWorks is in compliance with GAAP standards. Expenses that can be identified with a specific program or support service are charged directly to that program or support service.Costs common to multiple functions have been allocated among the various functions benefited using a reasonable allocation method that is consistently applied.For example,salaries and wages,benefits,and payroll taxes are charged directly to the program for which work has been done as documented with electronic timesheets.Program support staff salaries and appropriate pooled costs are allocated in accordance with procedure and methodology as based on an established percentage of time based on job duties. Finance reports are an integral part of Board meetings,with in-depth analysis conducted on a quarterly and annual basis.Finance reports keep the Board apprised on the organization's revenues and expenses.Established financial accounting and control systems allow the Board to make informed decisions and to identify performance projection changes early so that management can immediately initiate a corrective course of action to address any shortfalls. KidWorks arranges an annual audit of the organization's financial statements.KidWorks has historically received unqualified audit opinions from its independent auditors.Annual audits consistently conclude that sound fiscal practices are in place and KidWorks follows proper accounting procedure. City Council 22 26 — 241 5/3/2022 EXHIBIT B FEE PAYMENT SCHEDULE City Council 23 26 — 242 5/3/2022 Exhibit B FISCAL YEAR 2022-2023 PROPOSED PROGRAM BUDGET Organization Name KidWorks Community Development Corporation Program Name KidWorks CDC Preschool Program "Outdoor Classroom" Term: July 1,2022 to June 30,2023 EXPENDITURES Enter budget categories and projected expenditures: Expenditures Funded By Expenditures Total Santa Ana Funded By Program Organization Category REVIVE Funds Other Sources Budget Budget Administrative Staff Salaries $17,285 $17,285 Program Staff Salaries $0 $0 Contractual Services $7,000 $7,000 Other- $6,000 $6,000 $7,000 $7,000 $4,000 $4,000 $21,800 $21,800 $6,915 $6,915 $45,000 1 $45,000 $10,000 1 $10,000 TOTAL $125,000 $0 $125,000 $0 PROGRAM RESOURCES LIST ALL OTHER PROGRAM RESOURCES FOR 2022-2023 Funding Source Total must equal Program Budget Total listed above. FUNDING SOURCE AMOUNT Santa Ana REVIVE $ 125,000 TOTAL $ 125,000 City Council 24 26 — 243 5/3/2022 Exhibit B 2022-2023 REVIVE BUDGET LINE ITEMS ADMINISTRATIVE STAFF Position Title I Annual Salary&Benefits REVIVE Funds Description Executive Director(0.5 FTE) 9692.5 Project Oversight Facilities Manager(0.15 FTE) 7592.75 Project Oversight PROGRAM STAFF Position Title Annual Salary&Benefits REVIVE Funds Description CONTRACTUAL/PROFESSIONAL SERVICES Type of Service Contract Amount REVIVE Funds Description Professional Fees 7000 Planning&Design Consultation OTHER LINE ITEMS Line Item Program Amount REVIVE Funds Description Site Development&Installation $6,000 Oversee Site Development&Installation includes removal of concrete,old playground materials,moving dirt to create paths and Site Preparation 7000 designate spaces Plumbing 4000 Ground Cover&Fencing 21800 Plants/Landscape Materials 6915 nature-based educational materials for movement,building,discovery,music,and art, including sandbox,water station,reading area, garden beds,raised platforms with slides, swings,decks,large loose parts for building, Educational Resources 1 450001 outdoor tables and chairs,storage Contingency 10000 Attachment 1(b) City Council 25 26 — 244 5/3/2022 EXHIBIT C FEDERAL AWARD IDENTIFICATION INFORMATION The General Program Requirements were designed to provide the framework where the CONTRACTOR will provide ARPA programs identified in this attachment. I. GOVERNANCE The CONTRACTOR agrees to comply, remain informed, and deliver services consistent with the provisions of ARPA. Where local policy has not been set,the CONTRACTOR agrees to adhere to state and/or federal policy, as appropriate. II. GOVERNANCE REFERENCES A. Additional state and federal agencies that provide funding to the CITY may be incorporated herein. B. Information Bulletins, Directives, and any other federal and state guidance documents pertaining to the ARPA SURF Funds. C. Actions, directives, and policy and procedures issued by the CITY. D. CITY policies, as applicable. M. CONTRACTOR/SUBRECIPIENT DETERMINATION: In accordance with the requirements of 2 CFR 200.330 (Subrecipient and Contractor determination) and for the purpose of this CONTRACT, SUBRECIPIENT is determined to be a CONTRACTOR. City Council 26 26 — 245 5/3/2022 IV. FEDERAL AWARD IDENTIFICATION FAIN INFORMATION A. CONTRACTOR Name: KIDWORKS COMMUNITY DEVELOPMENT J CORPORATION B. CONTRACTOR'S Unique 144306904 Identifier(D-U-N-S): Federal Award C. Identification Number SLFRP1059 (FAIN): D. Federal Award Date: 5/19/2021 E. Subaward Period of 7/l/2022-6/30/2023 Performance: Total Amount of Federal F. Funds Obligated by the $125,000 Action: Total Amount of Federal G. Funds Obligated to the $125,000 CONTRACTOR: H. Total Amount of the $64,180,406.50 Federal Award: I. Federal Award Project American Rescue Plan Act(ARPA) Description: J. Federal Awarding Agency: U.S. Department of the Treasury K. Name of PTE: City of Santa Ana L. Contact Information for the Kristine Ridge,City Manager Awarding Official: Phone Number: (714) 647-5200 E-mail Address: krideer{i santa-ana.or M. CFDA Number: 21.027 CFDA Name: Coronavirus State and Local Fiscal Recovery Funds N. Whether Award is R&D: No O. Indirect Cost Rate for the de minimus or federally negotiated rate Federal Award: City Council 27 26 — 246 5/3/2022 EXHIBIT D DEBARMENT Certification Regarding Debarment,Suspension, Ineligibility and Voluntary Exclusion Lower Tier Covered Transactions This certification is required by the regulations implementing Executive Order 12549,Debarment and Suspension, 29 CFR Part 98, Section 98.510, Participants' responsibilities. The regulations were published as Part VII of the May 26,1988 Federal Register(pages 19160-19211). (BEFORE COMPLETING CERTIFICATION,READ INSTRUCTIONS FOR CERTIFICATION- Attached) (1) The prospective recipient of federal assistance funds certifies,by submission of this proposal, that neither it nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in this transaction by any federal department or agency. (2) Where the prospective recipient of federal assistance funds is unable to certify to any of the statements in this certification, such prospective participant shall attach an explanation to this proposal. David Benavides.Executive Director/CEO Name and Title of Authorized Representative 3/16/22 -- Signature Date City Council 28 26 — 247 5/3/2022 INSTRUCTIONS FOR CERTIFICATION 1. By signing and submitting this proposal,the prospective recipient of federal assistance funds is providing the certification as set out below. 2. The certification in this clause is a material representation of fact upon which reliance was placed when this transaction was entered into. If it is later determined that the prospective recipient of federal assistance funds knowingly rendered an erroneous certification, in addition to other remedies available to the Federal Government, the Department of Labor (DOL)may pursue available remedies,including suspension and/or debarment. 3. The prospective recipient of federal assistance funds shall provide immediate written notice to the person to which this proposal is submitted if at any time the prospective recipient of federal assistance funds learns that its certification was erroneous when submitted or has become erroneous by reason of changed circumstances. 4. The terms "covered transaction," "debarred," "suspended," "ineligible," "lower tier covered transaction," "participant," "person," "primary covered transaction," "principal," "proposal," and"voluntarily excluded,"as used in this clause,have the meanings set out in the Definitions and Coverage sections of rules implementing Executive Order 12549. You may contact the person to which this proposal is submitted for assistance in obtaining a copy of those regulations. 5. The prospective recipient of federal assistance funds agrees by submitting this proposal that, should the proposed covered transaction be entered into,it shall not knowingly enter into any lower tier covered transaction with a person who is debarred, suspended,declared ineligible, or voluntarily excluded from participation in this covered transaction, unless authorized by the DOL. 6. The prospective recipient of federal assistance funds further agrees by submitting this proposal that it will include the clause titled"Certification Regarding Debarment,Suspension, Ineligibility and voluntary exclusion - Lower Tier Covered Transactions," without modification, in all lower tier covered transactions and in all solicitations for lower tier covered transactions. 7 A participant in a covered transaction may rely upon a certification of a prospective participant in a lower tier covered transaction that it is not debarred, suspended,ineligible,or voluntarily excluded from the covered transaction,unless it knows that the certification is erroneous. A participant may decide the method and frequency by which it determines the eligibility of its principals. Each participant may, but is not required to check the List of Parties Excluded from Procurement or Non-Procurement Pro-f ams. 8. Nothing contained in the foregoing shall be construed to require establishment of a system of records in order to render in good faith the certification required by this clause. The lciowledge and information of a participant is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings. City Council 29 26 — 248 5/3/2022 9. Except for transactions authorized under paragraph 5 of these instructions,if a participant in a covered transaction knowingly enters into a lower tier covered transaction with a person who is suspended, debarred, ineligible, or voluntarily excluded from participation in this transaction,in addition to other remedies available to the Federal Government,the DOL may pursue available remedies,including suspension and/or debarment. City Council 30 26 — 249 5/3/2022 EXHIBIT E LOBBYING Certification Regarding Lobbying Certification for Contracts,Grants. Loans and Cooperative Aijeements The undersigned certifies,to the best of his or her knowledge and belief, that: (1) No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any cooperative agreement, and the extension, continuation,renewal, amendment, or modification of any Federal contact, grant,loan or cooperative agreement. (2) If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant,loan, or cooperative agreement,the undersigned shall complete and submit Standard Form-LLL, "Disclosure Form to Report Lobbying,"in accordance with its instructions. (3) The undersigned shall require that the language of this certification be included in the award documents for all subawards at all tiers (including subcontract, subgrants, and contracts under grants, loans, and cooperative agreements) and that all subrecipients shall certify and disclose accordingly. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352,Title 31,U. S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than$10,000 and not more than $100,000 for each such failure. KidWorks Community Development Co woration Preschool Outdoor Classroom Grantee/Contactor Organization Program Title David Benavides _ `—� _% R 3/16/22 Name of Certifying Officer Signature Date City Council 31 26 — 250 5/3/2022 SUBRECIPIENT warrants the following: 1. SUBRECIPIENT will comply with Public Law 88-352,Title VI of the Civil Rights Act of 1964 (42 U. S. C. section 2000 et seq.) and implementing regulation in 24 CFR Part 1. 2. No person in the United States shall on the ground of race, color, religion, national origin, or sex, be excluded from participation in, or be denied the benefits of, or be subjected to discrimination under any program or activity funded in whole or in part with community development funds made available pursuant to the ACT. 3. All laborers and mechanics, employed by contractors or subcontractors in the performance of construction work financed in whole or in part with community development funds shall be paid wages at rates not less than those prevailing on similar construction in the locality as determined in accordance with the Davis-Bacon Act, as amended, 40 U. S. C. Sections 276 a 1-5, except for individuals who perform services for which they volunteered; do not receive compensation for such services; or are paid expenses,reasonable benefits, or a nominal fee for such services; and are not otherwise employed at any time in construction work. 4. SUBRECIPIENT will comply with all Federal statutes applicable to projects funded with community development funds, except that (a) SUBRECIPIENT does not assume CITY'S environmental responsibilities described at 24 CFR 570.604; and (b) SUBRECIPIENT does not assume CITY'S responsibility for initiating the review process under Executive Order 12372. City Council 32 26 — 251 5/3/2022 EXHIBIT F DRUG-FREE WORKPLACE Certification Re,zarding rue-Free Workplace Requirements The certification set out below is a material representation upon which reliance is placed by the U.S. Department of Housing and Urban Development in awarding the grant. If it is later determined that the contractor knowingly rendered a false certification, or otherwise violates the requirements of the Drug-Free Workplace Act, the U.S. Department of Housing and Urban Development, in addition to any other remedies available to the Federal Government, may take action authorized under the Drug-Free Workplace Act. CERTIFICATION A. The contractor certifies that it will provide a drug-free workplace by: (a) Publishing a statement notifying employees that the unlawful manufacture, distribution,dispensing,possession or use of a controlled substance is prohibited in the contractor's workplace and specifying the actions that will be taken against employees for violation of such prohibition; (b) Establishing a drug-free awareness program to inform employees about— (1) The dangers of drug abuse in the workplace; (2) The contractor's policy of maintaining a drug-free workplace; (3) Any available drug counseling, rehabilitation, and employee assistance program; and (4) The penalties that may be imposed upon employees for drug abuse violations occurring in the workplace; (c) Making it a requirement that each employee who will be engaged in the performance of the grant be given a copy of the statement required by paragraph (a); (d) Notifying the employee in the statement required by paragraph -(a) that, as a condition of employment under the contract,the employee will - (1) Abide by the terms of the statement; and (2) Notify the employer of any criminal drug statute conviction for a violation occurring in the workplace no later than five days after such conviction. (e) Notifying the U.S.Department of Housing and Urban Development within ten days after receiving notice under subparagraph (d)(2) from an employee or otherwise receiving actual notice of such conviction; City Council 33 26 — 252 5/3/2022 (f) Taking one of the following actions, within 30 days of receiving notice under subparagraph(d)(2),with respect to any employee who is so convicted- ( 1) Taking appropriate personnel action against such an employee, up to and including termination;or (2) Requiring such employee to participate satisfactorily in a drug abuse assistance or rehabilitation program approved for such purposes by a Federal, State, or local health, law enforcement, or other appropriate agency; (g) Making a good faith effort to continue to maintain a drug-free workplace through implementation of paragraphs(a), (b),(c), (d), (e) and (f). B. The contractor shall insert in the space provided on the attached "Place of Performance" form the site(s) for the performance of work to be carried out with the grant funds (including street address, city, county, state, and zip code) .the contractor further certifies that,if it is subsequently determined that additional sites will be used for the performance of work under the contract, it shall notify the U.S. Department of Housing and Urban Development immediately upon the decision to use such additional sites by submitting a revised"Place of Performance"form. KidWorks Community Development Comoration Organization —- 3/16/22 Authorized Signature Date City Council 34 26 — 253 5/3/2022 PLACE OF PERFORMANCE FOR CERTIFICATION REGARDING DRUG-FREE WORKPLACE REQUIREMENTS Name: KidWorks Community Development CoLLoration Date: March 16. 2022 The Contractor shall insert in the space provided below the site(s)expected to be used for the performance of work under the contract covered by the certification: Place of Performance(include street address, city, county, state,zip code for each site): KidWorks Dan Donahue Center at 1902 W.Chestnut Avenue,Santa Ana California City Council 35 26 — 254 5/3/2022 City Council 26 — 255 5/3/2022 AGREEMENT BETWEEN THE CITY OF SANTA ANA AND KIDWORKS COMMUNITY DEVELOPMENT CORPORATION FOR USE OF AMERICAN RESCUE PLAN ACT(ARPA)FUNDS This Agreement is hereby made and entered into this 3rd day of Mai. 2022, by and between the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("CITY"), and Kidworks Communii v Development Corporation, a California domestic nonprofit corporation ("SUBRECIPIENT" or"CONTRACTOR"). RECITALS: A. The American Rescue Plan Act ("ARPA") was signed into law in March 2021. ARPA provides funding for a number of different programs, including the Coronavirus State and Local Fiscal Recovery Fund ("SLFRF"), to provide monetary support to local governments to respond to,mitigate, and recover from the COVID-19 public health emergency. B. On July 20, 2021,the Santa Ana City Council authorized the City Manager to utilize ARPA SLFRF funding from the United States Department of Treasury for the Revive Santa Ana Spending Plan, which includes five spending categories: recovery from the pandemic,direct assistance programs,public health and safety,critical infrastructure,and city fiscal health. C. SUBRECIPIENT has been selected by the CITY to receive ARPA SLFRF Funds in order to provide youth programs,including: early childhood support;head start;day care; after school tutoring; athletic; and, youth violence prevention, in accordance with the Scope of Work attached hereto as Exhibit A and incorporated herein by reference ("said program"). SUBRECIPIENT represents that it is qualified and willing to operate said program and certifies that the administration of said program carried out with funds provided under this Agreement will meet ARPA's objectives to respond to, mitigate, and recover from this historic COVID-19 public health crisis. D. SUBRECIPIENT agrees that it will adhere to the tasks and services as indicated in Exhibit A for said program. Failure to follow the requirements and meet the stated expectations may constitute breach of contract that could result in termination of this Agreement or serve as reason for the CITY to recapture the grant funds awarded to SUBRECIPIENT pursuant to this Agreement. WHEREFORE, it is agreed by and between the parties that the foregoing Recitals are a substantive part of this Agreement and the following terms and conditions are approved and together with all exhibits and attachments hereto, shall constitute the entire Agreement between the CITY and SUBRECIPIENT: I. ARPA PROGRAM PROVISIONS A. Sco€,e of Work. SUBRECIPIENT shall be responsible for the specific tasks and services of said program, and agrees to administer said program in compliance with the tasks and City Council 1 26 — 256 5/3/2022 services as described in the Scope of Work attached hereto as Exhibit A. SUBRECIPIENT's failure to perform as required may, in addition to other remedies set forth in this Agreement, result in readjustment of the amount of funds for said program or termination of this Agreement. B. Term of Agreement. The term of said Agreement shall commence on July 1 st.2022, and continue through June 30. 2023 ("Term"), unless terminated earlier pursuant to the terms of this Agreement. This Agreement shall also cover any and all services provided by the SUBRECIPIENT to the CITY since the date the ARPA SURF Funds were awarded to the CITY. Additionally, the Term of this Agreement may be extended by a writing executed by the City Manager, or designee, and the City Attorney. C. Amount of Grant Fundin .. The total amount of funds provided for said program shall not exceed One Hundred Twenty-Five Thousand Dollars and Zero Cents($125.000)("ARPA SURF Funds") during the Term of the Agreement. SUBRECIPIENT agrees to use said ARPA SURF Funds to administer said program as outlined in Exhibit A. D. Disbursement of Funds. Said ARPA SURF Funds shall be disbursed by CITY to SUBRECIPIENT pursuant to the terms found in the Fee Payment Schedule attached hereto as Exhibit B, with payments subject to the submittal of invoices and other reporting requirements, as hereinafter more fully set forth. SUBRECIPIENT shall be obligated to perform such duties as would normally extend beyond the term, including, but not limited to, obligations with respect to indemnification,audits,reporting,data retention/reporting,and accounting. Failure to provide any of the required documentation and reporting will cause CITY to withhold all or a portion of a request for ARPA SURF Funds, or return the entire request to SUBRECIPIENT, until such documentation and reporting has been received and approved by CITY. (1) Reduction in ARPA SLFRF Funding. The CITY reserves the right to reduce the amount of ARPA SURF Funds to SUBRECIPIENT, or to completely terminate this Agreement, in the CITY's sole discretion, if there is a reduction in ARPA SURF Funds provided to the CITY. (2) Reduced Distribution of Funds. The CITY reserves the right to reduce the grant application if the CITY's fiscal monitoring indicates that SUBRECIPIENT's rate of expenditure will result in unspent funds at the end of the program term. Amendments in the grant allocation will be made after consultation with SUBRECIPIENT. (3) Reversion of Assets. SUBRECIPIENT agrees that any and all funds received under this Agreement shall be utilized during the Term of this Agreement, and that any and all funds remaining as of the end of the Term, which have not been utilized, shall be returned by SUBRECIPIENT to the CITY within thirty (30) days of the expiration or earlier termination of the Agreement. No expense of SUBRECIPIENT will be reimbursed by CITY if incurred after the end of the Term of the Agreement. City Council 2 26 — 257 5/3/2022 E. Grant Prot-,ram Requirements. (1) SUBRECIPIENT acknowledges that the source of funding for said program is the federal ARPA, and that payments from the ARPA SURF Funds are only to be used to make necessary expenditures incurred due to the public health emergency with respect to COVID-19. (2) SUBRECIPIENT acknowledges that ARPA provisions allow the use of ARPA SURF Funds to respond to,mitigate,and recover from the COVID-19 public health emergency,and will not use these funds for any other uses. (3) SUBRECIPIENT shall follow the process and determination of eligibility for participants in said program as outlined in Exhibit A. F. Performance Monitoring. (1) SUBRECIPIENT shall submit program performance information as often as requested by CITY, but no less than the submission of monthly reports and a final report to CITY with the information requested by and in the format acceptable to CITY. Each monthly report is due within thirty (30) days of completion of work for each month. The final report is due within thirty (30) days after the termination or expiration of this Agreement. (2) CITY will evaluate SUBRECIPIENT's management and operation of said program with respect to the project expectations as described in Exhibit A. (3) CITY will review the audit of the SUBRECIPIENT to ensure that grant funds are used for authorized purposes in compliance with laws,regulations,and the provisions of contracts or grant agreements under this Agreement, including attachments and exhibits. (4) If action to correct any substandard performance is not taken by the SUBRECIPIENT within a reasonable period after being notified by CITY, suspension or termination procedures may be initiated by CITY. (5) All performance shall be subject to review by the CITY or other regulatory agencies at all times. SUBRECIPIENT shall provide adequate cooperation to any inspector or other CITY representative to permit the same to determine SUBRECIPIENT's conformity with the terms of this Agreement. If any services performed by SUBRECIPIENT are not in conformance with the terms of this Agreement, the CITY shall have the right to require SUBRECIPIENT to perform the services in conformance with the terms of the Agreement at no additional cost. The CITY may also terminate this Agreement for default and charge SUBRECIPIENT for any costs incurred by the CITY because of SUBRECIPIENT's failure to perform. (6) SUBRECIPIENT shall establish adequate procedures for self-monitoring and quality control and assurance to ensure proper performance under this Agreement; and shall permit a CITY representative or other regulatory official to monitor, assess, or evaluate SUBRECIPIENT's performance under this Agreement at any time,upon reasonable notice to SUBRECIPIENT. City Council 3 26 — 258 5/3/2022 G. Audit. (1) SUBRECIPIENT shall maintain complete and accurate records and supporting documentation to facilitate financial and/or program audits by CITY. This requirement shall apply to any records and documentation CITY shall reasonably require or as required to be maintained pursuant to the ARPA regulations. (2) The books and accounts,files,and other records of SUBRECIPIENT,which are applicable to this Agreement, shall be available for inspection, review, and audit during normal business hours by CITY to determine the proper application and use of all ARPA SLFRF Funds provided to or for the account or benefit of SUBRECIPIENT. (3) SUBRECIPIENT assumes responsibility for reimbursement to CITY a sum of money equivalent to the amount of any expenditures disallowed should the CITY, or an authorized agency,rule through audit,exception,or some other appropriate means,that expenditures from funds allocated to SUBRECIPIENT for direct and/or administrative costs were not made in compliance with the applicable cost principles,regulations, or the provisions of this Agreement. (4) SUBRECIPIENT agrees to comply with the requirements of OMB Uniform Guidance 2 CFR Part 200. SUBRECIPIENT further agrees to provide CITY with a copy of completed independent auditors' report within thirty(30) days of CITY's request for such report. If the report contains instances of non-compliance with federal laws and regulations that bear directly on the performance or administration of this Agreement,SUBRECIPIENT shall provide CITY copies of responses to auditors' reports, a plan for corrective action, and auditors' response that the noncompliance has been resolved. All reports prepared in accord with the requirements of OMB Uniform Guidance 2 CFR Part 200 shall be available for inspection by representatives of CITY or the federal government during normal business hours. (5) All accounting records, reports, and evidence pertaining to all costs, expenses and the ARPA SLFRF Funds of SUBRECIPIENT and all documents related to this Agreement shall be maintained and kept available at SUBRECIPIENT'S office or place of business for the duration of the Agreement and thereafter for five (5) years from the date of final payment under this Agreement. Records which relate to: (a) complaints, claims, administrative proceedings or litigation arising out of the performance of this Agreement; or, (b) costs and expenses of this Agreement to which CITY or any other governmental agency takes exception, shall be retained beyond the five(5)years until complete resolution or disposition of such appeals,litigation claims, or exceptions. In the event SUBRECIPIENT does not make the above-referenced documents available within the City of Santa Ana, California, SUBRECIPIENT agrees to pay all necessary and reasonable expenses incurred by CITY in conducting any audit at the location where said records and books of account are maintained. H. Ownership/Use of Materials. SUBRECIPIENT agrees that all materials,reports or products in any form, including electronic, created by SUBRECIPIENT for which SUBRECIPIENT has been compensated pursuant to this Agreement shall be the sole property of the CITY. The material, reports, or products may be used by the CITY for any purpose that the City Council 4 26 — 259 5/3/2022 CITY deems to be appropriate, including, but not limit to, duplication and/or distribution within the CITY or to third parties. SUBRECIPIENT agrees not to release or circulate in whole or part such materials, reports, or products without prior written authorization of the CITY. I. Close-Out. SUBRECIPIENT agrees to comply with the closeout procedures detailed in 2 CFR §200.343, including the following: (1) SUBRECIPIENT must submit,no later than ninety(90)calendar days after the end date of the period of performance, all financial,performance, and other reports as required by the terms and conditions of this Agreement; (2) SUBRECIPIENT must promptly refund any balances of unobligated cash that the CITY paid in advance or paid and that is not authorized to be retained by SUBRECIPIENT for use in other projects (See OMB Circular A-129 and 2 CFR §200.345); and, (3) CITY should complete all closeout actions for the Federal award no later than one year after receipt and acceptance of all required final reports. II. SUBRECIPIENT'S OBLIGATIONS A. Representations and Warranties. (1) Authority. SUBRECIPIENT is a duly organized and existing domestic nonprofit corporation in good standing and authorized to do business under the laws of the State of California. SUBRECIPIENT has full right, power and lawful authority to accept the funding hereunder and to undertake all obligations as provided herein and the execution,performance and delivery of this Agreement by SUBRECIPIENT has been fully authorized by all requisite actions on the part of SUBRECIPIENT. (2) Experience. SUBRECIPIENT is qualified to provide the administrator services for said program detailed herein. (3) Familiarity With Services Required. By executing this Agreement, SUBRECIPIENT warrants that: (i)it has thoroughly investigated and considered the administrator services to be performed and provided for said program as detailed in Exhibit A; (ii) it has carefully considered how, the services should be performed; and, (iii) it fully understands the facilities, difficulties and restrictions attending performance of the services under this Agreement. (4) No Conflict. To the best of SUBRECIPIENT'S knowledge, SUBRECIPIENT'S execution, delivery and performance of its obligations under this Agreement will not.constitute a default or a breach under any contract, agreement or order to which SUBRECIPIENT is a party or by which it is bound. (5) No Bankruptcy. SUBRECIPIENT is not the subject of any current or threatened bankruptcy proceeding. City Council 5 26 — 260 5/3/2022 (6) No Pending Legal Proceedings. SUBRECIPIENT is not the subject of a current or threatened litigation that would or may materially affect SUBRECIPIENT'S performance under this Agreement. (7) Proposal Veracity. All provisions of and information provided in SUBRECIPIENT's proposal submitted to CITY, including any exhibits, are true and correct in all material respects. (8) No Pending Investigation. SUBRECIPIENT has no knowledge that it is the subject of any current or threatened criminal or civil action investigation by any public agency, including without limitation a police agency or prosecuting authority, which would relate to or affect performance of the Agreement or provision of services hereunder. B. Licensing. SUBRECIPIENT agrees to obtain and maintain all required 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 SUBRECIPIENT's operations hereunder. Such licensing requirements include obtaining a City business license, as applicable. C. Zoe_. SUBRECIPIENT agrees that any facility/property used in furtherance of said program shall be specifically zoned and permitted for such use(s) and activities. Should SUBRECIPIENT fail to have the required land entitlement and/or permits, thus violating any local, state or federal rules and regulations relating thereto,SUBRECIPIENT shall immediately make good- faith efforts to gain compliance with local, state or federal rules and regulations following written notification of said violation(s) from the CITY or other authorized citing agency. SUBRECIPIENT shall notify CITY immediately of any pending violations. Failure to notify CITY of pending violations, or to remedy such known violation(s) shall result in termination of grant funding hereunder. SUBRECIPIENT must make all corrections required to bring the facility/property into compliance with the law within sixty (60) days of notification of the violation(s); failure to gain compliance within such time shall result in termination of grant funding hereunder. D. Separation of Accounts. All funds received by SUBRECIPIENT from CITY pursuant to this Agreement shall be maintained in an account in a federally insured banking or savings and loan institution with record keeping of such accounts maintained pursuant to applicable 2 CFR 200.302 requirements. SUBRECIPIENT is not required to maintain separate depository accounts for ARPA SLFRF Funds; provided however, the SUBRECIPIENT must be able to account for receipt, obligation, distribution and expenditure of ARPA SLFRF Funds pursuant to applicable 2 CFR 200.302 requirements. E. Audit Report Requirements. SUBRECIPIENT agrees that if SUBRECIPIENT expends Seven Hundred Fifty Thousand Dollars ($750,000) or more in federal funds, SUBRECIPIENT shall have an annual audit conducted by a certified public accountant in accordance with the standards as set forth and published by the United States Office of Management and Budget. SUBRECIPIENT shall provide CITY with a copy of said audit by April 1 of the year following the program year in which this Agreement is executed. City Council 6 26 — 261 5/3/2022 F. Compliance with Law/Program Income. SUBRECIPIENT acknowledges that the funds being provided by CITY for said program are received by CITY pursuant to ARPA, and that distribution and expenditure of these ARPA SURF Funds shall be in accordance with ARPA and all pertinent regulations issued by agencies of the federal government, including, but not limited to, all regulations found at Title 24 of the Code of Federal Regulations. Any program income received by SUBRECIPIENT shall be returned to CITY, unless otherwise provided for in this Agreement. SUBRECIPIENT agrees to comply fully with all federal, state and local laws and court orders applicable to its operation and administration of said program, whether or not referred to in this Agreement. G. Debarment. To protect the public interest and ensure the integrity of Federal programs,CITY may only conduct business with responsible persons and may not make any award or permit any award to any party which is debarred or suspended or is otherwise excluded from or ineligible for participation in Federal assistance programs under Executive Order 12549, "Debarment and Suspension". See also 24 CFR 570.609. SUBRECIPIENT must review and sign Exhibit D "Debarment", which is attached hereto and incorporated herein by this reference. SUBRECIPIENT shall be in good standing,without suspension by the California Secretary of State, Franchise Tax Board or Internal Revenue Service. Any change in the corporate status or suspension of SUBRECIPIENT shall be reported immediately to CITY. H. Confidentiality. Without prejudice to any other provisions of this Agreement, SUBRECIPIENT shall, where applicable, maintain the confidential nature of information provided to it concerning participants in accordance with the requirements of federal and state law. However, SUBRECIPIENT shall submit to CITY or its representatives, all records requested, including audit, examinations,monitoring and verifications of reports submitted by SUBRECIPIENT, costs incurred and services rendered hereunder. I. Independent Contractor. SUBRECIPIENT agrees that the performance of obligations hereunder is rendered in its capacity as an independent contractor and that it is in no way an agent of CITY. J. Violation of Terms and Conditions. SUBRECIPIENT agrees that if SUBRECIPIENT violates any of the terms and conditions of this Agreement or any prior Agreement whereby ARPA SURF Funds were received by SUBRECIPIENT, or if SUBRECIPIENT reports inaccurately, or if on audit there is a disallowance of certain expenditures, SUBRECIPIENT agrees to remedy the acts or omissions causing the disallowance and repay CITY all amounts spent in violation thereof. If SUBRECIPIENT engaged in fraudulent activity to obtain and/or justify distribution or expenditure of the ARPA SURF Funds granted hereunder, SUBRECIPIENT shall be required to reimburse the CITY of all such fiends that were obtained, distributed and/or spent under fraudulent circumstances. K. Fraud. SUBRECIPIENT shall immediately report all suspected or known instances and facts concerning possible fraud, abuse or criminal activity related to said program for the ARPA SURF Funds under this Agreement. City Council 7 26 — 262 5/3/2022 L. Prohibited Use. SUBRECIPIENT hereby certifies and agrees that it will not use ARPA SLFRF Funds provided through this Agreement to pay for entertainment, meals or gifts, or other prohibited uses. M. Lobbyi�ng. SUBRECIPIENT certifies that it will comply with federal law(31 U.S.C. 1352) and regulations found at 24 CFR Part 87, which provide that no appropriated funds may be expended by the recipient of a federal contract,grant,loan or cooperative agreement to pay any person for influencing or attempting to influence an officer or employee of any agency,Member of Congress, or an officer or employee of a Member of Congress in connection with awarding of any federal contract, the making of any federal grant or loan, entering into any cooperative agreement and the extension, renewal, amendment or modification of any federal contract, grant, loan or cooperative agreement. SUBRECIPIENT shall sign a certification to that effect in a form as set forth in Exhibit E, attached hereto and by this reference incorporated herein. SUBRECIPIENT shall submit said signed certification to CITY prior to performing any of its obligations under this Agreement and prior to any obligation arising on the part of CITY to pay any sums to SUBRECIPIENT under the terms and conditions of this Agreement. If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency,a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit a "Disclosure Form to Report Lobbying," in accordance with its instructions (Exhibit E). N. Financial Interest. SUBRECIPIENT agrees that except for the use of administrative fees to pay salaries and other related administrative or personnel costs,no persons who exercise or have exercised any function with respect to administering said program under the terms of this Agreement, or who are in a position to participate in a decision-making process or gain inside information with regard to the administration of said program, may obtain a financial interest or benefit from said program, either for themselves or those with whom they have family or business ties, during their tenure or for one year thereafter. This prohibition applies to any person who is an employee, agent, consultant, officer, or elected or appointed official of CITY, or of any designated public agency, or the SUBRECIPIENT. O. Labor Standards. The SUBRECIPIENT agrees to comply with the requirements of the Secretary of Labor in accordance with the Davis-Bacon Act as amended, the provisions of Contract Work Hours and Safety Standards Act (40 U.S.C. 327 et seq.) and all other applicable Federal, state and local laws and regulations pertaining to labor standards insofar as those acts apply to the performance of this Agreement. The SUBRECIPIENT agrees to comply with the Copeland Anti-Kick Back Act(18 U.S.C. 874 et seq.)and its implementing regulations of the U.S. Department of Labor at 29 CFR Part 5. The SUBRECIPIENT shall maintain documentation that demonstrates compliance with hour and wage requirements of this part. Such documentation shall be made available to the CITY for review upon request. City Council 8 26 — 263 5/3/2022 P. Equal Employment Opportunities. SUBRECIPIENT shall make every effort to ensure that all projects funded wholly or in part by ARPA SURF Funds shall provide equal employment opportunities for minorities and women. Q. Women and MinorirN-Owned Businesses i W/MBE;. SUBRECIPIENT will use its best efforts to afford small businesses, minority business enterprises, and women's business enterprises the maximum practicable opportunity to participate in the performance of this Agreement in accordance with the requirements of 2 CFR 200.321 "Contracting with small and minority businesses,women's business enterprises, and labor surplus area firms". As used in this Agreement,the term"small business"means a business that meets the criteria set forth in section 3(a)of the Small Business Act, as amended(15 U.S.C. 632),and"minority and women's business enterprise" means a business at least fifty-one percent (51%) owned and controlled by minority group members or women. For the purpose of this definition, "minority group members" are African-Americans, Spanish-speaking, Spanish surnamed or Spanish-heritage Americans, Asian- Americans, and American Indians. SUBRECIPIENT may rely on written representations by businesses regarding their status as minority and female business enterprises in lieu of an independent investigation. R. Drub Free Workplace. SUBRECIPIENT agrees to provide a drug-free workplace and to execute a certification as set forth in Exhibit F attached hereto and incorporated herein by this reference. S. Uniform Administrative Requirements. Cost Principles, and Audit Rey uirements for Federal Awards. The following requirements and standards must be complied with: 2 CFR Part 200 et al. SUBRECIPIENT shall procure all materials, property, or services in accordance with the requirements of 2 CFR 200.318-326. III. CITY'S OBLIGATIONS A. Audit of Account. CITY shall include an audit of the account maintained by SUBRECIPIENT in CITY's audit of all ARPA SURF Funds in accordance with Title 24 of the Code of Federal Regulations and other applicable federal laws and regulations. B. Common Rule: Pursuant to 2 CFR 200.328(a), the CITY manages the day-to-day operations of each grant and subgrant supported activities. CITY staff has detailed knowledge of the grant program requirements and monitors grant and subgrant supported activities to assure compliance with federal requirements. Such monitoring covers each program, function and activity and performance goals are reviewed periodically. C. Pro ect Exi)ectations: CITY shall monitor the performance of SUBRECIPIENT against goals and performance standards required herein. The SUBRECIPIENT shall be responsible to accomplish the project expectations as set forth in Exhibit A,and report such results to the CITY. If the SUBRECIPIENT estimates such goals will not be met,the SUBRECIPIENT is to contact the CITY, at which time the CITY will determine if any adjustments to the grant award is appropriate. Substandard performance as determined by the CITY will constitute non- compliance with this Agreement. Should the CITY determine that the SUBRECIPIENT has not City Council 9 26 — 264 5/3/2022 performed its obligations as stated in this contract in a satisfactory manner, or if the CITY determines that insufficient supporting information has been submitted, the CITY shall notify the SUBRECIPIENT in writing of its determination specifying in full detail the objections that it has to the SUBRECIPIENT's performance. If action to correct such substandard performance is not taken by the SUBRECIPIENT after being notified by the CITY,within a reasonable period of time as stipulated in the written notification, contract suspension or termination procedures will be initiated. IV. GENERAL PROVISIONS A. Non-Discrimination. 1. SUBRECIPIENT agrees to comply with Executive Order 11246, which requires that during the performance of this Agreement, SUBRECIPIENT agrees not to discriminate against any employee or applicant for employment because of race, religion, sex, color or national origin. Such action shall include, but not be limited to the following: employment, upgrading, demotion, or transfer, rates of pay or other forms of compensation, and selection for training, including apprenticeship. SUBRECIPIENT agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the SUBRECIPIENT setting forth the provisions of this nondiscrimination clause. 2. SUBRECIMENT agrees to comply with Title VI of the Civil Rights Act of 1964, which indicates that no person shall,on the ground of race,color or national origin,be excluded from participation in,be denied the benefits of,or be subject to discrimination under any program of activity receiving federal financial assistance. 3. No person shall, on the grounds of race, sex, creed, color, religion, marital status, national origin,age,sexual orientation,or physical or mental handicap be excluded from participation in, be refused the benefits of, or otherwise be subject to discrimination in any activities,programs or employment supported by this Agreement. SUBRECIPIENT is prohibited from discrimination on the basis of age or with respect to an otherwise qualified handicapped person as provided for under Section 109 of the Housing and Community Development Act of 1974, as amended. 4. SUBRECIPIENT agrees to comply with the Age Discrimination Act of 1975, which requires that during the performance of this Agreement, SUBRECIPIENT agrees not to discriminate against any employee or applicant for employment because of age. Such action shall include, but not be limited to the following: employment upgrading, demotion, or transfer, rates of pay or other forms of compensation, and selection for training, including apprenticeship. SUBRECIPIENT agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the SUBRECIPIENT setting forth the provisions of this age discrimination clause. 5. SUBRECIPIENT agrees to comply with Section 504 of the Rehabilitation Act of 1973,which requires that no otherwise qualified individual with a disability in the United States,shall, solely by reason of his or her disability, be excluded from the participation in, be denied the benefits of, or be subjected to discrimination under any program or activity receiving federal financial City Council 10 26 — 265 5/3/2022 assistance or under any program or activity conducted by any executive agency or by the United States Postal Service. B. Conflict of Interest. Pursuant to the conflict of interest requirements set forth in 24 CFR 570.611 and 2 CFR 200.112, SUBRECIPIENT certifies that no member, officer, employee, agent or assignee of CITY having direct or indirect control of any ARPA SLFRF Funds granted to the CITY,inclusive of the subject ARPA SLFRF Funds,shall serve as an officer of SUBRECIPIENT. Further, any conflict or potential conflict of interest of any officer of SUBRECIPIENT shall be fully disclosed in writing prior to the execution of this Agreement and said writing shall be attached and deemed fully incorporated as a part hereof. Notice shall be sent by SUBRECIPIENT to CITY regarding any changes or modifications to its board of directors and list of officers. C. Special Certification for Religious Entities. If SUBRECIPIENT is a religious entity, SUBRECIPIENT hereby agrees that in connection with the provision of the services SUBRECIPIENT shall provide with ARPA SLFRF Funds,in accordance with 24 CFR 570.2000): 1. SUBRECIPIENT shall not discriminate against any employee or applicant for employment on the basis of religion and shall not limit employment or give preference in employment to persons on the basis of religion. 2. SUBRECIPIENT shall not discriminate against any person applying for the services SUBRECIPIENT agrees to provide under the terms of this Agreement on the basis of religion and shall not limit such services or give preference to applicants for such services on the basis of religion. 3. SUBRECIPIENT shall NOT provide religious instruction or counseling, conduct any religious worship or services, or engage in any religious proselytizing, or exert any religious influence in the provision of the services in said program. The parties agree that this covenant is intended to and shall be construed for the limited purpose of assuring compliance with respect to the use of CITY funds by SUBRECIPIENT with applicable constitutional limitations respecting the establishment of religion as set forth in the establishment clause under the First Amendment of the United States Constitution and Article I, Section 4 of the California Constitution, and is not in any manner intended to restrict other activities of SUBRECIPIENT. 4. The portion of a facility used to provide public services assisted in whole or in part under this Agreement shall contain no sectarian or religious symbols. 5. Where the services to be provided under said program are rendered on property owned by the primarily religious entity SUBRECIPIENT,ARPA SLFRF Funds may also be used for minor repairs to such property,which are directly related to the cost of rendering the services under said program, where the cost constitutes in dollar terms only an incidental portion of the ARPA expenditure for rendering the services under said program. D. Prohibition of Nepotism. SUBRECIPIENT agrees not to hire or permit the hiring of any person to fill a position funded through this Agreement if a member of that person's immediate family is employed in an administrative capacity by SUBRECIPIENT. For the purposes of this City Council 11 26 — 266 5/3/2022 section, the term"immediate family"means spouse,child, mother, father,brother, sister,brother-in- law, sister-in-law, father-in-law, mother-in-law, son-in-law, daughter-in-law, aunt, uncle, niece, nephew,stepparent and stepchild. The term"administrative capacity"means having selection,hiring, supervisor or management responsibilities. E. Notices. Notices to the parties shall,unless otherwise requested in writing,be sent by U.S. Mail,postage prepaid, and addressed as follows: TO CITY: City of Santa Ana Lisa Rudloff Executive Director Parks,Recreation and Community Services Agency 20 Civic Center Plaza P.O. Box 1988 Santa Ana, California 92702-1988 TO SUBRECIPIENT: Kidworks Community Development Corporation David Benavides Chief Executive Officer 1902 W Chestnut Ave Santa Ana, CA 92703-4304 F. Assiankifily. None of the duties of,or work to be performed by, SUBRECIPIENT under this Agreement shall be subcontracted or assigned to any agency, consultant, or person without the prior written consent of CITY. SUBRECIPIENT must submit all subcontracts and other agreements that relate to this Agreement to CITY. No subcontract or assignment shall terminate or alter the legal obligations of SUBRECIPIENT pursuant to this Agreement. G. Indemnification/Hold Harmless. SUBRECIPIENT shall indemnify,defend and save harmless CITY, its officers, employees, agents, representatives and volunteers from and against any and all damages to or for loss of use of property and for injuries to or death of any person or persons, including property and employees or agents of CITY, and shall defend,indemnify and save harmless CITY, its officers, employees, agents, representatives and volunteers from and against any and all claims, demands, suits, actions or proceedings of any kind or nature, including, but not by way of limitation, workers compensation claims and including attorney fees and reasonable expenses for litigation or settlement, resulting from or arising out of the negligent or wrongful acts, errors or omissions of SUBRECIPIENT, its officers, directors, employees, agents, subcontractors and suppliers arising out of SUBRECIPIENT's performance of this Agreement. H. Insurance. Contractor shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the Contractor, its agents, representatives, employees, or subcontractors. City Council 12 26 — 267 5/3/2022 a. MINIMUM SCOPE AND LIMIT OF INSURANCE Coverage shall beat least as broad as: 1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 O1 covering CGL on an "occurrence" basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location(ISO CG 25 03 or 25 04)or the general aggregate limit shall be twice the required occurrence limit. 2. Automobile Liability: Insurance Services Office Form Number CA 0001 covering,Code 1 (any auto),or if Contractor has no owned autos,Code 8(hired) and 9 (non-owned), with limit no less than $1,000,000 (if program services includes transportation of youth, the limit shall be no less than $5,000,000)per accident for bodily injury and property damage. (Not required if an automobile is not required to fulfill services.) 3. Workers' Compensation: insurance as required by the State of California, with Statutory Limits, and Employer's Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. 4. Sexual Abuse or Molestation (SAM) Liability: If the CGL policy referenced above is not endorsed to include affirmative coverage for sexual abuse or molestation, Contractor shall obtain and maintain a policy covering Sexual Abuse and Molestation with a limit no less than $1,000,000 per occurrence or claim. 5. If the Contractor maintains broader coverage and/or higher limits than the minimums shown above, the City requires and shall be entitled to the broader coverage and/or the higher limits maintained by the Contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. b. Other Insurance Provisions— The insurance policies are to contain, or be endorsed to contain, the following provisions: 1. Additional Insured Status: The City, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Contractor including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Contractor's insurance (at least as broad as ISO Form CG 20 10 1185 or if not available,through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 forms if a later edition is used). 2. Primary Coverage: For any claims related to this contract, the Contractor's insurance coverage shall be primary coverage at least as broad as ISO CG 20 O1 04 13 as respects the City, its officers, officials, employees, and volunteers. City Council 13 26 — 268 5/3/2022 Any insurance or self-insurance maintained by the City, its officers, officials, employees,or volunteers shall be excess of the Contractor's insurance and shall not contribute with it. 3. Notice of Cancellation: Each insurance policy required above shall state that coverage shall not be canceled, except with notice to the City. 4. Waiver of Subrogation: Contractor hereby grants to City a waiver of any right to subrogation which any insurer of said Contractor may acquire against the City by virtue of the payment of any loss under such insurance. Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation,but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. 5. Self-Insured Retentions: Self-insured retentions must be declared to and approved by the City.The City may require the Contractor to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations,claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self- insured retention may be satisfied by either the named insured or City. 6. Acceptability of Insurers: Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M. Best's rating of no less than A:VII, unless otherwise acceptable to the City. 7. Claims Made Policies: If any of the required policies provide coverage on a claims-made basis: 1. The Retroactive Date must be shown and must be before the date of the contract or the beginning of contract work. 2. Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work. 3. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive Date prior to the contract effective date, the Contractor must purchase "extended reporting" coverage for a minimum of five (5) years after completion of contract work. 8. Verification of Coverage: Contractor shall furnish the City with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage required by this clause)and a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements to City before work begins. However, failure to obtain the required documents prior to the work beginning shall not waive the Contractor's obligation to provide them. City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. City Council 14 26 — 269 5/3/2022 9. Special Risks or Circumstances: City reserves the right to modify these requirements,including limits,based on the nature of the risk,prior experience, insurer, coverage, or other special circumstances. I. Termination. 1. This Agreement may be terminated on thirty (30) days' written notice by either party. In the event of such termination, SUBRECIPIENT shall only be entitled to reimbursement for approved expenses incurred to the effective date of termination. 2. This Agreement may be suspended or terminated by CITY upon five (5) days' written notice for violation by SUBRECIPIENT of Federal Laws governing the use of ARPA SURF Funds. In the event of such suspension or termination, SUBRECIPIENT shall only be entitled to reimbursement for approved expenses incurred up to the effective date of suspension or termination. 3. Pursuant to 2 CFR 200.340, in the event SUBRECIPIENT defaults by failing to fulfill all or any of its obligations hereunder, CITY may declare a default and termination of this Agreement by written notice to SUBRECIPIENT, which default and termination shall be effective on a date stated in the notice which is to be not less than ten (10) days after certified mailing or personal service of such notice, unless such default is cured before the effective date of termination stated in such notice. If terminated for cause, CITY shall be relieved of further liability or responsibility under this Agreement, or as a result of the termination thereof, including the payment of money, except for payment for approved expenses incurred for services satisfactorily and timely performed prior to the mailing or service of the notice of termination, and except for reimbursement of. (1) any payments made for services not subsequently performed in a timely and satisfactory manner; and, (2)costs incurred by CITY in obtaining substitute performance. 4. The grant of funds under this Agreement may be terminated for convenience by either the CITY or SUBRECIPIENT, in whole or in part, by setting forth the reasons for such termination,the effective date, and, in the case of portion termination,their portion to be terminated. However, if in the case of a partial termination, the CITY determines that the remaining portion of the award will not accomplish the purpose for which the award was made,the CITY may terminate the award in its entirety. 5. The grant of funds under this Agreement may be terminated due to the non- performance of SUBRECIPIENT and/or failure of SUBRECIPENT to perform the work described in Exhibit A. 6. The grant of funds under this Agreement may be terminated due to the failure of the CITY to receive sufficient or anticipated funding for the ARPA program for any term subject to this Agreement. 7. In the event this Agreement is terminated as set forth in subparagraphs I(1) through I(6),inclusive,SUBRECIPIENT agrees to immediately return to CITY upon CITY's demand and prior to any adjudication of SUBRECIPIENT's rights, any and all funds not used,and to comply with the Reversion of Assets requirements in this Agreement. City Council 15 26 — 270 5/3/2022 J. Limitation of Funds. The United States of America may in the future place programmatic or fiscal limitations on the use of ARPA SLFRF Funds, which limitations are not presently anticipated. Accordingly, CITY reserves the right to revise this Agreement in order to take account of actions affecting ARPA program funding. In the event of funding reduction, CITY may, in its sole and absolute discretion, reduce the budget of this Agreement, may limit the rate of SUBRECIPIENT's authority to utilize funds,or may restrict SUBRECIPIENT's use of uncommitted funds. Where CITY has been directed to implement a reduction in funding, with respect to funding for this Agreement, CITY's City Manager or delegate is authorized to act for CITY in implementing and effecting such a reduction and in revising, modifying, or amending the Agreement for such purposes. If such a reduction in funding occurs, SUBRECIPIENT shall be permitted to de-scope accordingly. Where CITY has reasonable grounds to question SUBRECIPIENT's fiscal accountability or compliance with this Agreement, CITY may suspend the operation of this Agreement for up to sixty (60) days upon five (5) days written notice to SUBRECIPIENT of its intention to so act,pending an audit or other resolution of such questions. In no event,however,shall any revisions made by CITY affect expenditures and legally binding commitments made by SUBRECIPIENT before it received notice of such revision, provided that such amounts have been committed in good faith and are otherwise allowable and that such commitments are consistent with ARPA SLFRF Funds withdrawal guidelines. K. Exclusivif. and Amendment of Agreement. This Agreement supersedes any and all other agreements,either oral or in writing,between the parties hereto with respect to the use of CITY's ARPA SLFRF Funds by SUBRECIPIENT and contains all the covenants and agreements between the parties with respect to SUBRECIPIIENT's administration of said program. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein,and that no other agreement or amendment hereto shall be effective unless executed in writing and signed by both CITY and SUBRECIPIENT. L. Laws Governing_,this Agreement. This Agreement shall be governed by and construed in accordance with the laws of the State of California,and all applicable federal laws and regulations. M. Validity and Severabiliti. The invalidity in whole or in part of any provision of this Agreement shall not void or affect the validity of any other provision of this Agreement. Whenever possible, each provision of this AGREEMENT shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this AGREEMENT is held to be prohibited by or invalid under applicable law, such provision shall be ineffective only to the extent of such prohibition or invalidity, without invalidating the remainder of such provisions of this AGREEMENT. N. Waiver. No delay or omission by either party hereto to exercise any right or power accruing upon any noncompliance or default by the other party with respect to any of the terms of this Agreement shall impair any such right or power or be construed to be a waiver thereof. A waiver by either of the parties hereto of any of the covenants, conditions, or agreements to be performed by the other shall not be construed to be a waiver of any succeeding breach thereof or of any other covenant, condition or agreement herein contained. City Council 16 26 — 271 5/3/2022 O. Federal Award Identification Information. SUBRECIPIENT's pertinent Federal Award Identification Information, including DUNS Number and Federal Award Identification Number (FAIN), as well as the applicable information for ARPA, are included in Exhibit C attached hereto and incorporated herein by this reference. P. Miscellaneous Provisions. 1. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement,and shall indemnify CITY fully, including reasonable costs and attorney's fees, for any injuries or damages to CITY in the event that such authority or power is not, in fact,held by the signatory or is withdrawn. 2. All Exhibits and Attachments referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. 3. This Agreement must be signed below and may be signed in counterpart and delivered by fax,email as a PDF(Portable Document Format)file attachment,or by other means that displays the original or a copy of the signatures. Any subsequent amendments may be signed and delivered in the same manner. {Signatures on fallowing page} City Council 17 26 — 272 5/3/2022 IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date and year first written above. ATTEST: CITY OF SANTA ANA DAISY GOMEZ KRISTINE RIDGE Clerk of the Council City Manager APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney =r. 'I +BRANDON SALVATIERRA Deputy City Attorney RECOMMENDED FOR APPROVAL: SUBRECIPIENT: LISA RUDLOFF DAVID BENAVIDES Executive Director Chief Executive Officer Parks,Recreation and Community Services Agency DUNS##: 144306904 City Council 18 26 — 273 5/3/2022 EXHIBIT A SCOPE OF WORK City Council 26 — 274 5/3/2022 19 SCOPE OF WORK Exhibit A 1.Program Details,Tasks,Duration,and Deliverables Funds from the Revive:Santa Ana Youth Programs will support KidWorks'year-round After School Program for 400 predominately Latino K-121' grade students with a goal that at least 90%of students graduate from high school on time and enroll in college.The program has a holistic approach to engage students in activities that support academic success,leadership development,and social emotional wellness.Parents and families are also provided with supports that promote student success. KidWorks'community centers are located in some of Santa Ana's most under-resourced neighborhoods of South Townsend Street,West Myrtle Street, and Cedar-Evergreen.These communities have been disproportionately impacted by the pandemic,experiencing higher incidences of illness,death,and lost income.Throughout the pandemic,KidWorks has been focused on youth and family engagement,recognizing that young people are suffering from the lack of social connections with one another and other supportive adults. During the height of the pandemic,KidWorks launched a virtual tutoring program for students called the"Homework Hotline."As restrictions have eased, KidWorks has been able to move programming into a hybrid model,with both in-person and online offerings.In addition to continuing to provide academic tutoring,the After School Program has had an increased emphasis on the fundamentals of looking after each student's personal well-being and social emotional development to support them as they persevere in living through the community trauma of the COVID-19 pandemic. The proposed program will take place Monday-Friday,3-7pm,from August-June,following the school year. The After School Program is organized under the following three program success strategies: 1)Personal Development,2)College and Career Readiness, and 3)Leadership Development. 1)Personal Development:Developing the confidence,tools,and self-identity to reach individual potential. a.Social Emotional Wellness:Developing skills in self-awareness,managing emotions,goal setting,healthy relationships,empathy,and responsible decision-making. b.Character Development:Cultivating personal character traits and self-identity in accordance with the`internal assets' identified by the Search Institute's 40 Developmental Assets framework under the following themes:Commitment to Learning,Positive Values,Social Competencies,and Positive Identity. 2)College and Career Readiness:Providing a clear path and support toward higher education and a future career. a.Academic Support:Providing a pathway for academic success through quality homework help,tutoring,and guidance to enter higher education. Students are given a nurturing environment to develop a growth mindset and love of learning through activities that promote literacy,science,technology, engineering,math,arts,and music. b.Academic Enrichment:Providing exposure and exploration of various colleges and careers. Students participate in college campus tours,career exploration workshops and site visits,SAT preparation classes,financial literacy training,college application assistance workshops,internships,and mentoring. 3)Leadership Development:Gaining the knowledge,compassion,and skills to give back to the community. a.Equip:Learning to assess needs and opportunities in the community and learning the qualities of a servant leader.Students participate in leadership roles in the classroom and their community.Through FranklinCovey's Leader in Me curriculum,students learn the Seven Habits of Highly Effective People.These habits help students take initiative in their personal transformation,collaborate with one another,and promote self-care. b.Mobilize:Engage in efforts to serve others and effect positive community impact.Youth participate in leadership teams to organize community service projects. KidWorks'overarching goals are that: 1.Young people develop the confidence,values,social competencies,and self-identity to reach their potential. 2.Young people are provided with a clear path and support toward higher education and a future career. 3.Young people gain knowledge,compassion,and skills to give back to their community. Over the two-year grant period,the After School Program expects to serve 400 K-121 grade students each year.Expected outcomes of the program are: Personal Development At least 75%of students display"life ready"skills,such as empathy,decision-making,and conflict resolution.(Compared to a national average of 42%of youth as researched by the Search Institute.) At least 75%of students believe their life has purpose.(Compared to a national average of 63%of youth as researched by the Search Institute.) College and Career Readiness At least 95%of intermediate and high school students graduate on-time.(Compared to Santa Ana Unified School District's high school graduation rate of 88%for socio-economically disadvantaged youth and a national high school graduation rate of 71%of Latino youth according to the Pew Institute.) At least 90%of high school graduates enroll in college or vocational training. Leadership Development At least 70%of students feel empowered with useful roles and responsibilities.(Compared to a national average of 32%of youth as researched by the Search Institute.) At least 70%of students believe that they are helping make their community a better place.(Compared to a national average of 50%of youth as researched by the Search Institute.) 2.Target Population KidWorks serves families living in poverty and challenged neighborhoods of central Santa Ana.Among US cities,Santa Ana is the 4th most densely populated city and ranks 5th in having the highest level of rent burden(64%of households spend more than 30%of their income on housing according to An Equity Profile of Orange County,2019). The per capita income in the census tract(748.02)of the Dan Donahue Center(KidWorks'headquarters)is$14,652.This is about two-thirds of the amount in Santa Ana:($20,867)and about one-third of the amount in Orange County:($41,514).Furthermore,because of the high levels of rent burden on families in Santa Ana,it is common for two to three families to live in one household so that they can afford even a small apartment.With regard to educational attainment,50.6%of families have a parent who graduated from high school and 11.1%have obtained at least a Bachelor's degree(ACS, 2019). With regard to race�x hgar m MA of families served by KidWorks are Latino and21&-0f?aTAies are Asian,which is repr4nWQzAhe overall racial and ethnic demographics in the service area. 20 3.Unmet Need KidWorks'three neighborhood-based community centers are located in under-resourced and gang-active neighborhoods in SantftIAM&ices are most needed.As predicted in the beginning months of the pandemic,"for most students...COVID-19 raises concerns related to danger,safety,and the need for protection.For others,the pandemic brings new grief,loss,and trauma,which may include increased risk for violence and abuse in the home. Many families will experience secondary adversities related to their isolation,economic hardship,and unmet basic needs."(The National Child Traumatic Stress Network,2020) Young people and parents at KidWorks are living through community trauma in a COVID-19 hotspot.For nearly the past two years,KidWorks staff members have been talking to families every day about their experiences of loneliness,anxiety,and depression.The pandemic has taken its toll on this community with countless sick and dying friends,family,neighbors,and co-workers.Parents have been anxious about keeping their families healthy and how to afford their basic needs.Students have been overwhelmed with keeping up with school work,especially when they had to do it virtually from crowded apartments with unreliable internet connection. "It is next-to-impossible to expect teaching and learning to occur in a crisis without attending to our emotions."(Christina Cipriano,Director of Research at the Yale Center for Emotional Intelligence,2020).Recognizing this,KidWorks has been committed to supporting the overall social-emotional wellness of young people.The Collaborative for Academic,Social,and Emotional Learning(CASEL),defines social emotional learning as"how children and adults learn to understand and manage emotions,set goals,show empathy for others,establish positive relationships,and make responsible decisions." The social and emotional wellness of young people is a significant concern for KidWorks,as neglecting the emotional health of young people will likely lead to deeper trauma that can impact brain development and future behaviors.During the pandemic,KidWorks maintains a strong focus on helping young people and families develop their coping and communication skills in order to become more resilient than ever. 4.Collaboration KidWorks'program model relies heavily on strategic partnerships to increase the breadth and depth of services for the youth and families served.The After School Program specifically partners with Bloom Foundation(social and emotional learning and peer mentorship for young women),Child Creativity Lab(Science,Technology,Engineering,Arts,and Math--STEAM workshops),Dragon Kim Foundation(music instruction),FranklinCovey Leader in Me(leadership development curriculum),Girl Scouts of Orange County,Ignite Leadership Program,Love in Music(music instruction),Mater Dei High School(scholarships for private high school),MIND Institute(math promotion),PBS SoCal(educational workshops and resources),Pure Game (soccer and character education),Search Institute(asset-based program assessments),Start Well OC,and Tilly's Life Center(mental health workshops for teens).KidWorks also partners with businesses such as BBVA,Edwards Lifesciences,Taco Bell Corporate,and Kingston Technologies to provide career exploration workshops,presentations,and job site visits for students. KidWorks'After School Program also collaborates with the Santa Ana Unified School District(SAUSD)and their new mental health team.This partnership ensures students receive timely support during a crisis or urgent need within their family.Mental health needs are the second most common reason for KidWorks to make referrals for additional services,number one is food and number three is for housing. In partnership with Community Action Partnership of Orange County and the Orange County Food Bank,KidWorks hosts mobile food trolley called "Clementine."This provides KidWorks the opportunity to serve an average of 50 families each month with healthy foods,including fresh meats,fruits, vegetables,and dairy products. Through a collaboration with the Community Health Initiative of Orange County(CHIOC),KidWorks promotes healthcare coverage and other social services outreach and enrollment.CHIOC's health care navigators provide group and one-on-one education and enrollment services for families to help them access eligible health and social services benefits and programs. Lastly,Families Together of Orange County has become a new partner with KidWorks throughout the COVID-19 pandemic.This community health center has provided health information,COVID-19 testing,and vaccination services to the families at KidWorks.In addition,KidWorks has been able to refer families to the health center for their medical,dental,vision,and behavioral health needs. 5.Innovation What makes KidWorks innovative is the pledge to walk alongside children and families from the time they enroll in preschool to when they finish their college education,"from Pre-K to B.A." KidWorks' community centers are located in challenged neighborhoods that,despite many negative statistics,are home to strong and hardworking families.KidWorks uses an asset-based approach to programming,providing a supportive environment to nurture the positive social and emotional development of individuals that affirm their identities and strengths.By helping young people develop positive relationships with their peers,parents,and KidWorks' staff and volunteers,students stay in school and on track for college. Over the past two years,KidWorks has partnered with leadership training pioneer,FranklinCovey,to bring a new and innovative program to central Santa Ana called Leader in Me.KidWorks is the first After School Program in the nation to implement this curriculum.The program is transforming the approach of staff and parents to best support leadership development in young people.This powerful curriculum is based on the Seven Habits of Highly Effective People and has been used successfully in thousands of schools around the world.Leader in Me is helping students learn how to become self- reliant,take initiative,plan ahead,set and track goals,do their homework,prioritize their time,manage their emotions,be considerate of others,express their viewpoint persuasively,resolve conflicts,find creative solutions,value differences,and live a balanced life. Along this line of leadership development,KidWorks involves youth and parents in decision-making for the organization through youth and parent leadership councils.Two of the themes for KidWorks this past year has been"Youth as Innovators"and"Parents as Partners."In the summer of 2020,the program staff led a series of Dream Sessions with youth and parents to inform program design and help staff understand the strengths,weaknesses, opportunities,and threats to the programming.This was particularly important as the organization was pivoting services to meet the new realities of programming during the pandemic. During these Dream Sessions,youth vocalized needing opportunities to socialize and connect with others outside their households,this provided necessary feedback to successfully launch KidWorks'virtual Youth Nights series.Parents talked about the importance of continuing to provide tutoring services to help their children complete school assignments.This inspired the creation of a Homework Hotline which has become the after-school program's most requested offering.As KidWorks includes youth and parents in the planning of its programming,the organization keeps young people engaged and furthe i Y ounCi 26 — 276 5/3/2022 21 ruiULuci way Dual,A_iu vv V1Aa is 11111V Val1VG is uvw uu ylUgLCUu-.1LVla w VaiiUua wuuiiuuikauwi atyiw,111u vrulna uaca nciuuiu aUuwaic w quail vui messaging to families through text,email,and a webpage.Youth and parents easily receive messages,invitations to events,and'Pig 4 t p d es on their phones and computers.KidWorks also maintains active social media accounts to communicate with youth and parents and sends3r? h special event information. Lastly,KidWorks emphasizes the importance of parent involvement in the After School Program.Every parent pledges to volunteer at least five hours per year to support the program.KidWorks hosts monthly parent meetings to inform parents of current and upcoming programming,activities,and community events.Speakers from the community also use this opportunity to share information about services and resources they provide.Depending on the month and speaker,an average of 100 parents attends these meetings.KidWorks also facilitates a parent leadership teams which meets to plan and discuss how to support program activities and events during the school year. DATA COLLECTING,REPORTING AND COMPLIANCE 1.Compliance with State and Local Fiscal Recovery Funds(SLFRF),Compliance and Reporting responsibilities KidWorks Community Development Corporation will comply with the SLFRF reporting responsibilities to provide academic and social-emotional supports to students in high-poverty schools.Under the category"Education Assistance(EC 3.1-3.5)",KidWorks will track the number of students participating in its After School Program as they receive support with academics,social emotional wellness,and leadership development. In addition to participation,KidWorks will measure the following program outcomes: At least 95%of intermediate and high school students graduate on-time. At least 90%of high school graduates enroll in college or vocational training. At least 75%of students display"life ready"skills,such as empathy,decision-making,and conflict resolution. At least 75%of students believe their life has purpose. At least 70%of students feel empowered with useful roles and responsibilities. At least 70%of students believe that they are helping make their community a better place. KidWorks will use the following evaluation methods to track these additional program outcomes: 1)Tracking on-time promotions and graduation:On-time grade promotion is tracked upon enrollment into the new school year.The College and Career Readiness Manager tracks high school graduation and monitors the transition from high school to college. 2)Search Institute's Developmental Assets Profile(DAP):The DAP survey is used annually with 4-12th grade students and offers powerful information about student development,emphasizing personal and emotional skills,strengths,and supports they have and need. 2.Qualified Service Tract(QCT) Details Both KidWorks'Dan Donahue Center and KidWorks Center on Townsend are located within a Qualified Service Tract(QCT).These two centers combined will serve 350 K-12t"grade students in the After School Program each year.The KidWorks Cedar-Evergreen Center is right on the border of a QCT and will serve 50 K-12t'grade students in the After School Program each year.KidWorks'three neighborhood-based community centers are located in under-resourced and gang-active neighborhoods in Santa Ana,where services are most needed. KidWorks serves families living in poverty.The per capita income in the census tract(748.02)of the Dan Donahue Center(KidWorks'headquarters)is $14,652.This is about two-thirds of the amount in Santa Ana:($20,867)and about one-third of the amount in Orange County:($41,514). With regard to race and ethnicity,99%of families served by KidWorks are Latino and 1%of families are Asian,which is representative of the overall racial and ethnic demographics in the service area. 3.Compliance with 2 CFR part 200(Uniform Administrative Requirements). KidWorks Community Development Corporation will comply with 2 CFR part 200(Uniform Administrative Requirements).The organization has established policies and procedures on financial oversight that safeguards organizational assets and ensures financial stability.The CFO is responsible for ensuring the tracking and reporting of the organization's finances and financial health to the Board of Directors and the Board is responsible for approving the audit and financial statements as well as determining the long-term strategic direction of the organization in relation to its financial standing. KidWorks'accounting and internal controls are compliant with federal requirements organization-wide and appropriate for an organization of the KidWorks'size and complexity.Generally Accepted Accounting Principles(GAAP)accounting standards,conventions,and rules for recording and summarizing accounts are universally applied,such as recording all revenue and expenses within the correct accounting.The standards arc supported by the organization's accounting system software and all finance department staff are required to utilize GAAP standards.Annual independent audits consistently report that KidWorks is in compliance with GAAP standards. Expenses that can be identified with a specific program or support service are charged directly to that program or support service.Costs common to multiple functions have been allocated among the various functions benefited using a reasonable allocation method that is consistently applied.For example,salaries and wages,benefits,and payroll taxes are charged directly to the program for which work has been done as documented with electronic timesheets.Program support staff salaries and appropriate pooled costs are allocated in accordance with procedure and methodology as based on an established percentage of time based on job duties. Finance reports are an integral part of Board meetings,with in-depth analysis conducted on a quarterly and annual basis.Finance reports keep the Board apprised on the organization's revenues and expenses.Established financial accounting and control systems allow the Board to make informed decisions and to identify performance projection changes early so that management can immediately initiate a corrective course of action to address any shortfalls. KidWorks arranges an annual audit of the organization's financial statements.KidWorks has historically received unqualified audit opinions from its independent auditors.Annual audits consistently conclude that sound fiscal practices are in place and KidWorks follows prover accounting procedure. City Council 26 — 277 5/3/2022 22 EXHIBIT B FEE PAYMENT SCHEDULE City Council 26 — 278 5/3/2022 23 Exhibit B FISCAL YEAR 2022-2023 PROPOSED PROGRAM BUDGET Organization Name KidWorks Community Development Corporation Program Name After School Program Term: July 1, 2022 to June 30, 2023 EXPENDITURES Enter budget categories and projected expenditures: Expenditures Funded By Expenditures Total Santa Ana Funded By Program Organization Category REVIVE Funds Other Sources Budget Budget Administrative Staff Salaries $0 $0 Program Staff Salaries $125,000 S 651,949 5776,949 $ 3.1671.432 Contractual Services $0 $0 Other- $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 TOTAL $125,000 $651,949 $776,9491 $3,167,432 PROGRAM RESOURCES LIST ALL OTHER PROGRAM RESOURCES FOR 2022-2023 Funding Source Total must equal Program Budget Total listed above. FUNDING SOURCE AMOUNT Santa Ana REVIVE $ 125,000 Grant Funders/Partners $ 302,500.00 Individual Donors/Partners $ 148,000.00 Special Event Donors/Partners $ 201,449.00 TOTAL $ 776,949 City Council 26 — 279 5/3/2022 24 Exhibit B 2022-2023 REVIVE BUDGET LINE ITEMS ADMINISTRATIVE STAFF Position Title Annual Salary& Benefits REVIVE Funds Description PROGRAM STAFF Position Title Annual Salary& Benefits REVIVE Funds Description Director of After School $ 35,000 $ 35,000 Oversight of programming across Programs all sites Site Director $ 35,000 $ 35,000 Leads program at single site 2 Program Leaders $ 55,000 $ 55,000 Leads multiple student cohorts— CONTRACTUAL/PROFESSIONAL _ SERVICES Type of Service Contract Amount REVIVE Funds Description OTHER LINE ITEMS Line Item Program Amount REVIVE Funds Description Attachment 1(b) City Council 26 — 280 5/3/2022 25 EXHIBIT C FEDERAL AWARD IDENTIFICATION INFORMATION The General Program Requirements were designed to provide the framework where the CONTRACTOR will provide ARPA programs identified in this attachment. I. GOVERNANCE The CONTRACTOR agrees to comply, remain informed, and deliver services consistent with the provisions of ARPA. Where local policy has not been set, the CONTRACTOR agrees to adhere to state and/or federal policy, as appropriate. II. GOVERNANCE REFERENCES A. Additional state and federal agencies that provide funding to the CITY may be incorporated herein. B. Information Bulletins, Directives, and any other federal and state guidance documents pertaining to the ARPA SURF Funds. C. Actions, directives, and policy and procedures issued by the CITY. D. CITY policies, as applicable. III. CONTRACTOR/SUBRECIPIENT DETERMINATION: In accordance with the requirements of 2 CFR 200.330 (Subrecipient and Contractor determination) and for the purpose of this CONTRACT, SUBRECIPIENT is determined to be a CONTRACTOR. City Council 26 — 281 5/3/2022 26 IV. FEDERAL AWARD IDENTIFICATION FAIN INFORMATION A. CONTRACTOR Name: _ KIDWORKS COMMUNITY DEVELOPMENT CORPORATION B. CONTRACTOR'S Unique 144306904 Identifier(D-U-N-S): Federal Award C. Identification Number SLFRP1059 (FAIN): D. Federal Award Date: 5/19/2021 E. Subaward Period of 7/l/2022-6/30/2023 Performance: Total Amount of Federal F. Funds Obligated by the $125,000 Action: Total Amount of Federal G. Funds Obligated to the $125,000 CONTRACTOR: H. Total Amount of the $64,180,406.50 Federal Award: I. Federal Award Project American Rescue Plan Act(ARPA) Description: J. Federal Awarding Agency: U.S. Department of the Treasury K. Name of PTE: City of Santa Ana L. Contact Information for the Kristine Ridge, City Manager Awarding Official: Phone Number: (714) 647-5200 E-mail Address: kridge(ii santa-ana.org M. CFDA Number: 21.027 CFDA Name: Coronavirus State and Local Fiscal Recovery Funds N. Whether Award is R&D: No O. Indirect Cost Rate for the de minimus or federally negotiated rate Federal Award: City Council 26 — 282 5/3/2022 27 EXHIBIT D DEBARMENT Certification Regarding Debarment, Suspension,Ineligibility and Voluntary Exclusion Lower Tier Covered Transactions This certification is required by the regulations implementing Executive Order 12549,Debarment and Suspension, 29 CFR Part 98, Section 98.510, Participants' responsibilities. The regulations were published as Part VII of the May 26,1988 Federal Ref�ster(pages 19160-19211). (BEFORE COMPLETING CERTIFICATION,READ INSTRUCTIONS FOR CERTIFICATION- Attached) (1) The prospective recipient of federal assistance funds certifies,by submission of this proposal, that neither it nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in this transaction by any federal department or agency. (2) Where the prospective recipient of federal assistance funds is unable to certify to any of the statements in this certification, such prospective participant shall attach an explanation to this proposal. David Benavides. Executive Director/CEO Name and Title of Authorized Representative 3/16/22 'Signature Date City Council 26 — 283 5/3/2022 28 INSTRUCTIONS FOR CERTIFICATION 1. By signing and submitting this proposal,the prospective recipient of federal assistance funds is providing the certification as set out below. 2. The certification in this clause is a material representation of fact upon which reliance was placed when this transaction was entered into. If it is later determined that the prospective recipient of federal assistance funds knowingly rendered an erroneous certification, in addition to other remedies available to the Federal Government, the Department of Labor (DOL)may pursue available remedies,including suspension and/or debarment. 3. The prospective recipient of federal assistance funds shall provide immediate written notice to the person to which this proposal is submitted if at any time the prospective recipient of federal assistance funds learns that its certification was erroneous when submitted or has become erroneous by reason of changed circumstances. 4. The terms "covered transaction," "debarred," "suspended," "ineligible," "lower tier covered transaction," "participant," "person," "primary covered transaction," "principal," "proposal," and"voluntarily excluded,"as used in this clause,have the meanings set out in the Definitions and Coverage sections of rules implementing Executive Order 12549. You may contact the person to which this proposal is submitted for assistance in obtaining a copy of those regulations. 5. The prospective recipient of federal assistance funds agrees by submitting this proposal that, should the proposed covered transaction be entered into,it shall not lriowingly enter into any lower tier covered transaction with a person who is debarred, suspended,declared ineligible, or voluntarily excluded from participation in this covered transaction, unless authorized by the DOL. 6. The prospective recipient of federal assistance funds further agrees by submitting this proposal that it will include the clause titled"Certification Regarding Debarment,Suspension, Ineligibility and voluntary exclusion - Lower Tier Covered Transactions," without modification, in all lower tier covered transactions and in all solicitations for lower tier covered transactions. 7. A participant in a covered transaction may rely upon a certification of a prospective participant in a lower tier covered transaction that it is not debarred, suspended,ineligible,or voluntarily excluded from the covered transaction,unless it knows that the certification is erroneous. A participant may decide the method and frequency by which it determines the eligibility of its principals. Each participant may, but is not required to check the List of Parties Excluded from Procurement or Non-Procurement Prog[ams. 8. Nothing contained in the foregoing shall be construed to require establishment of a system of records in order to render in good faith the certification required by this clause. The knowledge and information of a participant is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings. City Council 26 — 284 5/3/2022 29 9. Except for transactions authorized under paragraph 5 of these instructions,if a participant in a covered transaction knowingly enters into a lower tier covered transaction with a person who is suspended, debarred, ineligible, or voluntarily excluded from participation in this transaction,in addition to other remedies available to the Federal Government,the DOL may pursue available remedies, including suspension and/or debarment. City Council 26 — 285 5/3/2022 30 EXHIBIT E LOBBYING Certification Regarding Lobbying Certification for Contracts. Grants Loans and Cooperative A eements The undersigned certifies, to the best of his or her knowledge and belief,that: (1) No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract,the making of any cooperative agreement, and the extension, continuation, renewal,amendment,or modification of any Federal contact, grant, loan or cooperative agreement. (2) If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant,loan,or cooperative agreement,the undersigned shall complete and submit Standard Form-LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions. (3) The undersigned shall require that the language of this certification be included in the award documents for all subawards at all tiers (including subcontract, subgrants, and contracts under grants, loans, and cooperative agreements) and that all subrecipients shall certify and disclose accordingly. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352,Title 31, U. S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than$10,000 and not more than$100,000 for each such failure. KidWorks Communitv Development Corporation After School Program Grantee/Contactor Organization Program Title David Benavides `` IL __ 3/16/22 Name of Certifying Officer Signature Date City Council 26 — 286 5/3/2022 31 SUBRECIPIENT warrants the following: 1. SUBRECIPIENT will comply with Public Law 88-352,Title VI of the Civil Rights Act of 1964 (42 U. S. C. section 2000 et seq.) and implementing regulation in 24 CFR Part 1. 2. No person in the United States shall on the ground of race, color, religion, national origin, or sex, be excluded from participation in, or be denied the benefits of, or be subjected to discrimination under any program or activity funded in whole or in part with community development funds made available pursuant to the ACT. 3. All laborers and mechanics, employed by contractors or subcontractors in the performance of construction work financed in whole or in part with community development funds shall be paid wages at rates not less than those prevailing on similar construction in the locality as determined in accordance with the Davis-Bacon Act, as amended, 40 U. S. C. Sections 276 a 1-5, except for individuals who perform services for which they volunteered; do not receive compensation for such services; or are paid expenses, reasonable benefits, or a nominal fee for such services; and are not otherwise employed at any time in construction work. 4. SUBRECIPIENT will comply with all Federal statutes applicable to projects funded with community development funds, except that (a) SUBRECIPIENT does not assume CITY'S environmental responsibilities described at 24 CFR 570.604; and (b) SUBRECIPIENT does not assume CITY'S responsibility for initiating the review process under Executive Order 12372. City Council 26 — 287 5/3/2022 32 EXHIBIT F DRUG-FREE WORKPLACE Certification Re';ardint_ Drul'-Free Workplace Requirements The certification set out below is a material representation upon which reliance is placed by the U.S. Department of Housing and Urban Development in awarding the grant. If it is later determined that the contractor knowingly rendered a false certification, or otherwise violates the requirements of the Drug-Free Workplace Act, the U.S. Department of Housing and Urban Development, in addition to any other remedies available to the Federal Government, may take action authorized under the Drug-Free Workplace Act. CERTIFICATION A. The contractor certifies that it will provide a drug-free workplace by: (a) Publishing a statement notifying employees that the unlawful manufacture, dist=-ibution,dispensing,possession or use of a controlled substance is prohibited in the contractor's workplace and specifying the actions that will be taken against employees for violation of such prohibition; (b) Establishing a drug-free awareness program to inform employees about— (1) The dangers of drug abuse in the workplace; (2) The contractor's policy of maintaining a drug-free workplace; (3) Any available drug counseling, rehabilitation, and employee assistance program; and (4) The penalties that may be imposed upon employees for drug abuse violations occurring in the workplace; (c) Making it a requirement that each employee who will be engaged in the performance of the grant be given a copy of the statement required by paragraph (a); (d) Notifying the employee in the statement required by paragraph -(a) that, as a condition of employment under the contract, the employee will - (1) Abide by the terms of the statement; and (2) Notify the employer of any criminal drug statute conviction for a violation occurring in the workplace no later than five days after such conviction. (e) Notifying the U.S.Department of Housing and Urban Development within ten days after receiving notice under subparagraph (d)(2) from an employee or otherwise receiving actual notice of such conviction; City Council 26 — 288 5/3/2022 33 (f) Taking one of the following actions, within 30 days of receiving notice under subparagraph(d)(2),with respect to any employee who is so convicted- ( 1) Taking appropriate,personnel action against such an employee, up to and including termination; or (2) Requiring such employee to participate satisfactorily, in a drug abuse assistance or rehabilitation program approved for such purposes by a Federal, State, or local health,Claw enforcement, or other appropriate agency; (g) Making a good faith effort to continue to maintain a drug-free workplace through implementation of paragraphs(a), (b), (c), (d), (e) and(f). B. The contractor shall insert in the space provided on the attached "Place of Performance" form the site(s) for the performance of work to be carried out with the grant funds (including street address, city, county, state, and zip code) .the contractor further certifies that, if it is subsequently determined that additional sites will be used for the performance of work under the contract, it shall notify the U.S. Department of Housing and Urban Development immediately upon the decision to use suph additional sites by submitting a revised"Place of Performance" form. KidWorks Communitv Development Comoration Organization : 7 -�.• � 3/16/22 Authorized Signature Date City Council 26 — 289 5/3/2022 34 PLACE OF PERFORMANCE FOR CERTIFICATION REGARDING DRUG-FREE WORKPLACE REQUIREMENTS Name: KidWorks Community Development Coi_poration Date: March 16. 2022 The Contractor shall insert in the space provided below the site(s) expected to be used for the performance of work under the contract covered by the certification: Place of Performance (include street address, city, county, state, zip code for each site): 1)KidWorks Dan Donahue Center at 1902 W.Chestnut Avenue, Santa Ana. California 2)KidWorks Center on Townsend at 817 S.Townsend Street. Santa Ana. California 3 KidWorks Cedar Evergreen at 1721 Ever een Street A partment B. Santa Ana. California City Council 26 — 290 5/3/2022 35 City Council 26 — 291 5/3/2022 DocuSign Envelope ID:098D4B61-B495-429F-BABC-OAF46D368454 AGREEMENT BETWEEN THE CITY OF SANTA ANA AND LATINO HEALTH ACCESS FOR USE OF AMERICAN RESCUE PLAN ACT (ARPA)FUNDS This Agreement is hereby made and entered into this 3rd day of May, 2022, by and between the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("CITY"), and Latino Health Access, a California domestic nonprofit corporation ("SUBRECIPIENT" or"CONTRACTOR"). RECITALS: A. The American Rescue Plan Act ("ARPA") was signed into law in March 2021. ARPA provides funding for a number of different programs, including the Coronavirus State and Local Fiscal Recovery Fund ("SLFRF"), to provide monetary support to local governments to respond to, mitigate, and recover from the COV1[D-19 public health emergency. B. On July 20, 2021, the Santa Ana City Council authorized the City Manager to utilize ARPA SLFRF funding from the United States Department of Treasury for the Revive Santa Ana Spending Plan, which includes five spending categories: recovery from the pandemic, direct assistance programs, public health and safety, critical infrastructure, and city fiscal health. C. SUBRECIPIENT has been selected by the CITY to receive ARPA SLFRF Funds in order to provide youth programs, including: early childhood support; head start; day care; after school tutoring; athletic; and, youth violence prevention, in accordance with the Scope of Work attached hereto as Exhibit A and incorporated herein by reference ("said program"). SUBRECIPIENT represents that it is qualified and willing to operate said program and certifies that the administration of said program carried out with funds provided under this Agreement will meet ARPA's objectives to respond to, mitigate, and recover from this historic COVID-19 public health crisis. D. SUBRECIPIENT agrees that it will adhere to the tasks and services as indicated in Exhibit A for said program. Failure to follow the requirements and meet the stated expectations may constitute breach of contract that could result in termination of this Agreement or serve as reason for the CITY to recapture the grant funds awarded to SUBRECIPIENT pursuant to this Agreement. WHEREFORE, it is agreed by and between the parties that the foregoing Recitals are a substantive part of this Agreement and the following terms and conditions are approved and together with all exhibits and attachments hereto, shall constitute the entire Agreement between the CITY and SUBRECIPIENT: L ARPA PROGRAM PROVISIONS A. Scope of Work. SUBRECIPIENT shall be responsible for the specific tasks and services of said program, and agrees to administer said program in compliance with the tasks and services as described in the Scope of Work attached hereto as Exhibit A. SUBRECIPIENT's failure City Council 1 26 — 292 5/3/2022 DocuSign Envelope ID:098D4B61-B495-429F-BABC-OAF46D368454 to perform as required may, in addition to other remedies set forth in this Agreement, result in readjustment of the amount of funds for said program or termination of this Agreement. B. Term of Agreement. Term of Agreement. The term of said Agreement shall commence on July 1st, 2022, and continue through June 30, 2023 ("Term"), unless terminated earlier pursuant to the terms of this Agreement. This Agreement shall also cover any and all services provided by the SUBRECIPIENT to the CITY since the date the ARPA SURF Funds were awarded to the CITY. Additionally, the Term of this Agreement may be extended by a writing executed by the City Manager, or designee, and the City Attorney. C. Amount of Grant Funding. The total amount of funds provided for said program shall not exceed One Hundred Twenty-Five Thousand Dollars and Zero Cents($125,000)("ARPA SURF Funds") during the Term of the Agreement. SUBRECIPIENT agrees to use said ARPA SURF Funds to administer said program as outlined in Exhibit A. D. Disbursement of Funds. Said ARPA SURF Funds shall be disbursed by CITY to SUBRECIPIENT pursuant to the terms found in the Fee Payment Schedule attached hereto as Exhibit B, with payments subject to the submittal of invoices and other reporting requirements, as hereinafter more fully set forth. SUBRECIPIENT shall be obligated to perform such duties as would normally extend beyond the term, including, but not limited to, obligations with respect to indemnification, audits,reporting, data retention/reporting, and accounting. Failure to provide any of the required documentation and reporting will cause CITY to withhold all or a portion of a request for ARPA SURF Funds, or return the entire request to SUBRECIPIENT, until such documentation and reporting has been received and approved by CITY. (1) Reduction in ARPA SLFRF Funding. The CITY reserves the right to reduce the amount of ARPA SURF Funds to SUBRECIPIENT, or to completely terminate this Agreement, in the CITY's sole discretion, if there is a reduction in ARPA SURF Funds provided to the CITY. (2) Reduced Distribution of Funds. The CITY reserves the right to reduce the grant application if the CITY's fiscal monitoring indicates that SUBRECIPIENT's rate of expenditure will result in unspent funds at the end of the program term. Amendments in the grant allocation will be made after consultation with SUBRECIPIENT. (3) Reversion of Assets. SUBRECIPIENT agrees that any and all funds received under this Agreement shall be utilized during the Term of this Agreement, and that any and all funds remaining as of the end of the Term, which have not been utilized, shall be returned by SUBRECIPIENT to the CITY within thirty (30) days of the expiration or earlier termination of the Agreement. No expense of SUBRECIPIENT will be reimbursed by CITY if incurred after the end of the Term of the Agreement. City Council 2 26 — 293 5/3/2022 DocuSign Envelope ID:098D4B61-B495-429F-BABC-OAF46D368454 E. Grant Program Requirements. (1) SUBRECIPIENT acknowledges that the source of funding for said program is the federal ARPA, and that payments from the ARPA SURF Funds are only to be used to make necessary expenditures incurred due to the public health emergency with respect to COVID-19. (2) SUBRECIPIENT acknowledges that ARPA provisions allow the use of ARPA SURF Funds to respond to,mitigate, and recover from the COVID-19 public health emergency, and will not use these funds for any other uses. (3) SUBRECIPIENT shall follow the process and determination of eligibility for participants in said program as outlined in Exhibit A. F. Performance Monitoring. (1) SUBRECIPIENT shall submit program performance information as often as requested by CITY, but no less than the submission of monthly reports and a final report to CITY with the information requested by and in the format acceptable to CITY. Each monthly report is due within thirty (30) days of completion of work for each month. The final report is due within thirty (30) days after the termination or expiration of this Agreement. (2) CITY will evaluate SUBRECIPIENT's management and operation of said program with respect to the project expectations as described in Exhibit A. (3) CITY will review the audit of the SUBRECIPIENT to ensure that grant funds are used for authorized purposes in compliance with laws, regulations, and the provisions of contracts or grant agreements under this Agreement, including attachments and exhibits. (4) If action to correct any substandard performance is not taken by the SUBRECIPIENT within a reasonable period after being notified by CITY, suspension or termination procedures may be initiated by CITY. (5) All performance shall be subject to review by the CITY or other regulatory agencies at all times. SUBRECIPIENT shall provide adequate cooperation to any inspector or other CITY representative to permit the same to determine SUBRECIPIENT's conformity with the terms of this Agreement. If any services performed by SUBRECIPIENT are not in conformance with the terms of this Agreement, the CITY shall have the right to require SUBRECIPIENT to perform the services in conformance with the terms of the Agreement at no additional cost. The CITY may also terminate this Agreement for default and charge SUBRECIPIENT for any costs incurred by the CITY because of SUBRECIPIENT's failure to perform. (6) SUBRECIPIENT shall establish adequate procedures for self-monitoring and quality control and assurance to ensure proper performance under this Agreement; and shall permit a CITY representative or other regulatory official to monitor, assess, or evaluate SUBRECIPIENT's performance under this Agreement at any time, upon reasonable notice to SUBRECIPIENT. City Council 3 26 — 294 5/3/2022 DocuSign Envelope ID:098D4B61-B495-429F-BABC-OAF46D368454 G. Audit. (1) SUBRECIPIENT shall maintain complete and accurate records and supporting documentation to facilitate financial and/or program audits by CITY. This requirement shall apply to any records and documentation CITY shall reasonably require or as required to be maintained pursuant to the ARPA regulations. (2) The books and accounts, files, and other records of SUBRECIPIENT, which are applicable to this Agreement, shall be available for inspection, review, and audit during normal business hours by CITY to determine the proper application and use of all ARPA SURF Funds provided to or for the account or benefit of SUBRECIPIENT. (3) SUBRECIPIENT assumes responsibility for reimbursement to CITY a sum of money equivalent to the amount of any expenditures disallowed should the CITY, or an authorized agency, rule through audit, exception, or some other appropriate means,that expenditures from funds allocated to SUBRECIPIENT for direct and/or administrative costs were not made in compliance with the applicable cost principles, regulations, or the provisions of this Agreement. (4) SUBRECIPIENT agrees to comply with the requirements of OMB Uniform Guidance 2 CFR Part 200. SUBRECIPIENT further agrees to provide CITY with a copy of completed independent auditors' report within thirty (30) days of CITY's request for such report. If the report contains instances of non-compliance with federal laws and regulations that bear directly on the performance or administration of this Agreement, SUBRECIPIENT shall provide CITY copies of responses to auditors' reports, a plan for corrective action, and auditors' response that the noncompliance has been resolved. All reports prepared in accord with the requirements of OMB Uniform Guidance 2 CFR Part 200 shall be available for inspection by representatives of CITY or the federal government during normal business hours. (5) All accounting records, reports, and evidence pertaining to all costs, expenses and the ARPA SURF Funds of SUBRECIPIENT and all documents related to this Agreement shall be maintained and kept available at SUBRECIPIENT'S office or place of business for the duration of the Agreement and thereafter for five (5) years from the date of final payment under this Agreement. Records which relate to: (a) complaints, claims, administrative proceedings or litigation arising out of the performance of this Agreement; or, (b) costs and expenses of this Agreement to which CITY or any other governmental agency takes exception, shall be retained beyond the five(5)years until complete resolution or disposition of such appeals,litigation claims, or exceptions. In the event SUBRECIPIENT does not make the above-referenced documents available within the City of Santa Ana, California, SUBRECIPIENT agrees to pay all necessary and reasonable expenses incurred by CITY in conducting any audit at the location where said records and books of account are maintained. H. Ownership/Use of Materials. SUBRECIPIENT agrees that all materials, reports or products in any form, including electronic, created by SUBRECIPIENT for which SUBRECIPIENT has been compensated pursuant to this Agreement shall be the sole property of the CITY. The material, reports, or products may be used by the CITY for any purpose that the CITY deems to be appropriate, including, but not limit to, duplication and/or distribution within City Council 4 26 — 295 5/3/2022 DocuSign Envelope ID:098D4B61-B495-429F-BABC-OAF46D368454 the CITY or to third parties. SUBRECIPIENT agrees not to release or circulate in whole or part such materials, reports, or products without prior written authorization of the CITY. I. Close-Out. SUBRECIPIENT agrees to comply with the closeout procedures detailed in 2 CFR §200.343, including the following: (1) SUBRECIPIENT must submit, no later than ninety (90) calendar days after the end date of the period of performance, all financial, performance, and other reports as required by the terms and conditions of this Agreement; (2) SUBRECIPIENT must promptly refund any balances of unobligated cash that the CITY paid in advance or paid and that is not authorized to be retained by SUBRECIPIENT for use in other projects (See OMB Circular A-129 and 2 CFR §200.345); and, (3) CITY should complete all closeout actions for the Federal award no later than one year after receipt and acceptance of all required final reports. IL SUBRECIPIENT'S OBLIGATIONS A. Representations and Warranties. (1) Authority. SUBRECIPIENT is a duly organized and existing domestic nonprofit corporation in good standing and authorized to do business under the laws of the State of California. SUBRECIPIENT has full right, power and lawful authority to accept the funding hereunder and to undertake all obligations as provided herein and the execution, performance and delivery of this Agreement by SUBRECIPIENT has been fully authorized by all requisite actions on the part of SUBRECIPIENT. (2) Experience. SUBRECIPIENT is qualified to provide the administrator services for said program detailed herein. (3) Familiarity With Services Required. By executing this Agreement, SUBRECIPIENT warrants that: (i)it has thoroughly investigated and considered the administrator services to be performed and provided for said program as detailed in Exhibit A; (ii) it has carefully considered how the services should be performed; and, (iii) it fully understands the facilities, difficulties and restrictions attending performance of the services under this Agreement. (4) No Conflict. To the best of SUBRECIPIENT'S knowledge, SUBRECIPIENT'S execution, delivery and performance of its obligations under this Agreement will not constitute a default or a breach under any contract, agreement or order to which SUBRECIPIENT is a party or by which it is bound. (5) No Bankruptcy. SUBRECIPIENT is not the subject of any current or threatened bankruptcy proceeding. City Council 5 26 — 296 5/3/2022 DocuSign Envelope ID:098D4B61-B495-429F-BABC-OAF46D368454 (6) No Pending Legal Proceedings. SUBRECIPIENT is not the subject of a current or threatened litigation that would or may materially affect SUBRECIPIENT'S performance under this Agreement. (7) Proposal Veracity. All provisions of and information provided in SUBRECIPIENT's proposal submitted to CITY, including any exhibits, are true and correct in all material respects. (8) No Pending Investigation. SUBRECIPIENT has no knowledge that it is the subject of any current or threatened criminal or civil action investigation by any public agency, including without limitation a police agency or prosecuting authority, which would relate to or affect performance of the Agreement or provision of services hereunder. B. Licensing. SUBRECIPIENT agrees to obtain and maintain all required 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 SUBRECIPIENT's operations hereunder. Such licensing requirements include obtaining a City business license, as applicable. C. Zoning. SUBRECIPIENT agrees that any facility/property used in furtherance of said program shall be specifically zoned and permitted for such use(s) and activities. Should SUBRECIPIENT fail to have the required land entitlement and/or permits, thus violating any local, state or federal rules and regulations relating thereto, SUBRECIPIENT shall immediately make good- faith efforts to gain compliance with local, state or federal rules and regulations following written notification of said violation(s)from the CITY or other authorized citing agency. SUBRECIPIENT shall notify CITY immediately of any pending violations. Failure to notify CITY of pending violations, or to remedy such known violation(s) shall result in termination of grant funding hereunder. SUBRECIPIENT must make all corrections required to bring the facility/property into compliance with the law within sixty (60) days of notification of the violation(s); failure to gain compliance within such time shall result in termination of grant funding hereunder. D. Separation of Accounts. All funds received by SUBRECIPIENT from CITY pursuant to this Agreement shall be maintained in an account in a federally insured banking or savings and loan institution with record keeping of such accounts maintained pursuant to applicable 2 CFR 200.302 requirements. SUBRECIPIENT is not required to maintain separate depository accounts for ARPA SLFRF Funds; provided however, the SUBRECIPIENT must be able to account for receipt, obligation, distribution and expenditure of ARPA SLFRF Funds pursuant to applicable 2 CFR 200.302 requirements. E. Audit Report Requirements. SUBRECIPIENT agrees that if SUBRECIPIENT expends Seven Hundred Fifty Thousand Dollars ($750,000) or more in federal funds, SUBRECIPIENT shall have an annual audit conducted by a certified public accountant in accordance with the standards as set forth and published by the United States Office of Management and Budget. SUBRECIPIENT shall provide CITY with a copy of said audit by April I of the year following the program year in which this Agreement is executed. City Council 6 26 — 297 5/3/2022 DocuSign Envelope ID:098D4B61-B495-429F-BABC-OAF46D368454 F. Compliance with Law/Program Income. SUBRECIPIENT acknowledges that the funds being provided by CITY for said program are received by CITY pursuant to ARPA, and that distribution and expenditure of these ARPA SURF Funds shall be in accordance with ARPA and all pertinent regulations issued by agencies of the federal government, including, but not limited to, all regulations found at Title 24 of the Code of Federal Regulations. Any program income received by SUBRECIPIENT shall be returned to CITY, unless otherwise provided for in this Agreement. SUBRECIPIENT agrees to comply fully with all federal, state and local laws and court orders applicable to its operation and administration of said program, whether or not referred to in this Agreement. G. Debarment. To protect the public interest and ensure the integrity of Federal programs, CITY may only conduct business with responsible persons and may not make any award or permit any award to any party which is debarred or suspended or is otherwise excluded from or ineligible for participation in Federal assistance programs under Executive Order 12549, "Debarment and Suspension". See also 24 CFR 570.609. SUBRECIPIENT must review and sign Exhibit D "Debarment", which is attached hereto and incorporated herein by this reference. SUBRECIPIENT shall be in good standing, without suspension by the California Secretary of State, Franchise Tax Board or Internal Revenue Service. Any change in the corporate status or suspension of SUBRECIPIENT shall be reported immediately to CITY. H. Confidentiality. Without prejudice to any other provisions of this Agreement, SUBRECIPIENT shall, where applicable, maintain the confidential nature of information provided to it concerning participants in accordance with the requirements of federal and state law. However, SUBRECIPIENT shall submit to CITY or its representatives, all records requested, including audit, examinations, monitoring and verifications of reports submitted by SUBRECIPIENT, costs incurred and services rendered hereunder. I. Independent Contractor. SUBRECIPIENT agrees that the performance of obligations hereunder is rendered in its capacity as an independent contractor and that it is in no way an agent of CITY. J. Violation of Terms and Conditions. SUBRECIPIENT agrees that if SUBRECIPIENT violates any of the terms and conditions of this Agreement or any prior Agreement whereby ARPA SURF Funds were received by SUBRECIPIENT, or if SUBRECIPIENT reports inaccurately, or if on audit there is a disallowance of certain expenditures, SUBRECIPIENT agrees to remedy the acts or omissions causing the disallowance and repay CITY all amounts spent in violation thereof If SUBRECIPIENT engaged in fraudulent activity to obtain and/or justify distribution or expenditure of the ARPA SURF Funds granted hereunder, SUBRECIPIENT shall be required to reimburse the CITY of all such funds that were obtained, distributed and/or spent under fraudulent circumstances. K. Fraud. SUBRECIPIENT shall immediately report all suspected or known instances and facts concerning possible fraud, abuse or criminal activity related to said program for the ARPA SURF Funds under this Agreement. City Council 7 26 — 298 5/3/2022 DocuSign Envelope ID:098D4B61-B495-429F-BABC-OAF46D368454 L. Prohibited Use. SUBRECIPIENT hereby certifies and agrees that it will not use ARPA SLFRF Funds provided through this Agreement to pay for entertainment, meals or gifts, or other prohibited uses. M. Lobbying. SUBRECIPIENT certifies that it will comply with federal law(31 U.S.C. 1352) and regulations found at 24 CFR Part 87, which provide that no appropriated funds may be expended by the recipient of a federal contract,grant,loan or cooperative agreement to pay any person for influencing or attempting to influence an officer or employee of any agency,Member of Congress, or an officer or employee of a Member of Congress in connection with awarding of any federal contract, the making of any federal grant or loan, entering into any cooperative agreement and the extension, renewal, amendment or modification of any federal contract, grant, loan or cooperative agreement. SUBRECIPIENT shall sign a certification to that effect in a form as set forth in Exhibit E, attached hereto and by this reference incorporated herein. SUBRECIPIENT shall submit said signed certification to CITY prior to performing any of its obligations under this Agreement and prior to any obligation arising on the part of CITY to pay any sums to SUBRECIPIENT under the terms and conditions of this Agreement. If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit a "Disclosure Form to Report Lobbying," in accordance with its instructions (Exhibit E). N. Financial Interest. SUBRECIPIENT agrees that except for the use of administrative fees to pay salaries and other related administrative or personnel costs, no persons who exercise or have exercised any function with respect to administering said program under the terms of this Agreement, or who are in a position to participate in a decision-making process or gain inside information with regard to the administration of said program, may obtain a financial interest or benefit from said program, either for themselves or those with whom they have family or business ties, during their tenure or for one year thereafter. This prohibition applies to any person who is an employee, agent, consultant, officer, or elected or appointed official of CITY, or of any designated public agency, or the SUBRECIPIENT. O. Labor Standards. The SUBRECIPIENT agrees to comply with the requirements of the Secretary of Labor in accordance with the Davis-Bacon Act as amended, the provisions of Contract Work Hours and Safety Standards Act (40 U.S.C. 327 et seq.) and all other applicable Federal, state and local laws and regulations pertaining to labor standards insofar as those acts apply to the performance of this Agreement. The SUBRECIPIENT agrees to comply with the Copeland Anti-Kick Back Act(18 U.S.C. 874 et seq.)and its implementing regulations of the U.S. Department of Labor at 29 CFR Part 5. The SUBRECIPIENT shall maintain documentation that demonstrates compliance with hour and wage requirements of this part. Such documentation shall be made available to the CITY for review upon request. City Council 8 26 — 299 5/3/2022 DocuSign Envelope ID:098D4B61-B495-429F-BABC-OAF46D368454 P. Equal Employment Opportunities. SUBRECIPIENT shall make every effort to ensure that all projects funded wholly or in part by ARPA SURF Funds shall provide equal employment opportunities for minorities and women. Q. Women and Minority-Owned Businesses (W/MBE). SUBRECIPIENT will use its best efforts to afford small businesses, minority business enterprises, and women's business enterprises the maximum practicable opportunity to participate in the performance of this Agreement in accordance with the requirements of 2 CFR 200.321 "Contracting with small and minority businesses, women's business enterprises, and labor surplus area firms". As used in this Agreement, the term "small business" means a business that meets the criteria set forth in section 3(a)of the Small Business Act, as amended (15 U.S.C. 632), and"minority and women's business enterprise" means a business at least fifty-one percent (51%) owned and controlled by minority group members or women. For the purpose of this definition, "minority group members" are African-Americans, Spanish-speaking, Spanish surnamed or Spanish-heritage Americans, Asian- Americans, and American Indians. SUBRECIPIENT may rely on written representations by businesses regarding their status as minority and female business enterprises in lieu of an independent investigation. R. Drug Free Workplace. SUBRECIPIENT agrees to provide a drug-free workplace and to execute a certification as set forth in Exhibit F attached hereto and incorporated herein by this reference. S. Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards. The following requirements and standards must be complied with: 2 CFR Part 200 et al. SUBRECIPIENT shall procure all materials, property, or services in accordance with the requirements of 2 CFR 200.318-326. III. CITY'S OBLIGATIONS A. Audit of Account. CITY shall include an audit of the account maintained by SUBRECIPIENT in CITY's audit of all ARPA SURF Funds in accordance with Title 24 of the Code of Federal Regulations and other applicable federal laws and regulations. B. Common Rule: Pursuant to 2 CFR 200.328(a), the CITY manages the day-to-day operations of each grant and subgrant supported activities. CITY staff has detailed knowledge of the grant program requirements and monitors grant and subgrant supported activities to assure compliance with federal requirements. Such monitoring covers each program, function and activity and performance goals are reviewed periodically. C. Project Expectations: CITY shall monitor the performance of SUBRECIPIENT against goals and performance standards required herein. The SUBRECIPIENT shall be responsible to accomplish the project expectations as set forth in Exhibit A, and report such results to the CITY. If the SUBRECIPIENT estimates such goals will not be met, the SUBRECIPIENT is to contact the CITY, at which time the CITY will determine if any adjustments to the grant award is appropriate. Substandard performance as determined by the CITY will constitute non- compliance with this Agreement. Should the CITY determine that the SUBRECIPIENT has not City Council 9 26 — 300 5/3/2022 DocuSign Envelope ID:098D4B61-B495-429F-BABC-OAF46D368454 performed its obligations as stated in this contract in a satisfactory manner, or if the CITY determines that insufficient supporting information has been submitted, the CITY shall notify the SUBRECIPIENT in writing of its determination specifying in full detail the objections that it has to the SUBRECIPIENT's performance. If action to correct such substandard performance is not taken by the SUBRECIPIENT after being notified by the CITY, within a reasonable period of time as stipulated in the written notification, contract suspension or termination procedures will be initiated. IV. GENERAL PROVISIONS A. Non-Discrimination. 1. SUBRECIPIENT agrees to comply with Executive Order 11246, which requires that during the performance of this Agreement, SUBRECIPIENT agrees not to discriminate against any employee or applicant for employment because of race, religion, sex, color or national origin. Such action shall include, but not be limited to the following: employment, upgrading, demotion, or transfer, rates of pay or other forms of compensation, and selection for training, including apprenticeship. SUBRECIPIENT agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the SUBRECIPIENT setting forth the provisions of this nondiscrimination clause. 2. SUBRECIPIENT agrees to comply with Title VI of the Civil Rights Act of 1964, which indicates that no person shall, on the ground of race, color or national origin,be excluded from participation in,be denied the benefits of,or be subj ect to discrimination under any program of activity receiving federal financial assistance. 3. No person shall, on the grounds of race, sex, creed, color, religion, marital status, national origin, age, sexual orientation, or physical or mental handicap be excluded from participation in, be refused the benefits of, or otherwise be subject to discrimination in any activities, programs or employment supported by this Agreement. SUBRECIPIENT is prohibited from discrimination on the basis of age or with respect to an otherwise qualified handicapped person as provided for under Section 109 of the Housing and Community Development Act of 1974, as amended. 4. SUBRECIPIENT agrees to comply with the Age Discrimination Act of 1975, which requires that during the performance of this Agreement, SUBRECIPIENT agrees not to discriminate against any employee or applicant for employment because of age. Such action shall include, but not be limited to the following: employment upgrading, demotion, or transfer, rates of pay or other forms of compensation, and selection for training, including apprenticeship. SUBRECIPIENT agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the SUBRECIPIENT setting forth the provisions of this age discrimination clause. 5. SUBRECIPIENT agrees to comply with Section 504 of the Rehabilitation Act of 1973,which requires that no otherwise qualified individual with a disability in the United States, shall, solely by reason of his or her disability, be excluded from the participation in, be denied the benefits of, or be subjected to discrimination under any program or activity receiving federal financial City Council 10 26 — 301 5/3/2022 DocuSign Envelope ID:098D4B61-B495-429F-BABC-OAF46D368454 assistance or under any program or activity conducted by any executive agency or by the United States Postal Service. B. Conflict of Interest. Pursuant to the conflict of interest requirements set forth in 24 CFR 570.611 and 2 CFR 200.112, SUBRECIPIENT certifies that no member, officer, employee, agent or assignee of CITY having direct or indirect control of any ARPA SLFRF Funds granted to the CITY,inclusive of the subject ARPA SLFRF Funds, shall serve as an officer of SUBRECIPIENT. Further, any conflict or potential conflict of interest of any officer of SUBRECIPIENT shall be fully disclosed in writing prior to the execution of this Agreement and said writing shall be attached and deemed fully incorporated as a part hereof. Notice shall be sent by SUBRECIPIENT to CITY regarding any changes or modifications to its board of directors and list of officers. C. Special Certification for Religious Entities. If SUBRECIPIENT is a religious entity, SUBRECIPIENT hereby agrees that in connection with the provision of the services SUBRECIPIENT shall provide with ARPA SLFRF Funds,in accordance with 24 CFR 570.2000): 1. SUBRECIPIENT shall not discriminate against any employee or applicant for employment on the basis of religion and shall not limit employment or give preference in employment to persons on the basis of religion. 2. SUBRECIPIENT shall not discriminate against any person applying for the services SUBRECIPIENT agrees to provide under the terms of this Agreement on the basis of religion and shall not limit such services or give preference to applicants for such services on the basis of religion. 3. SUBRECIPIENT shall NOT provide religious instruction or counseling, conduct any religious worship or services, or engage in any religious proselytizing, or exert any religious influence in the provision of the services in said program. The parties agree that this covenant is intended to and shall be construed for the limited purpose of assuring compliance with respect to the use of CITY funds by SUBRECIPIENT with applicable constitutional limitations respecting the establishment of religion as set forth in the establishment clause under the First Amendment of the United States Constitution and Article I, Section 4 of the California Constitution, and is not in any manner intended to restrict other activities of SUBRECIPIENT. 4. The portion of a facility used to provide public services assisted in whole or in part under this Agreement shall contain no sectarian or religious symbols. 5. Where the services to be provided under said program are rendered on property owned by the primarily religious entity SUBRECIPIENT,ARPA SLFRF Funds may also be used for minor repairs to such property, which are directly related to the cost of rendering the services under said program, where the cost constitutes in dollar terms only an incidental portion of the ARPA expenditure for rendering the services under said program. D. Prohibition of Nepotism. SUBRECIPIENT agrees not to hire or permit the hiring of any person to fill a position funded through this Agreement if a member of that person's immediate family is employed in an administrative capacity by SUBRECIPIENT. For the purposes of this City Council 11 26 — 302 5/3/2022 DocuSign Envelope ID:098D4B61-B495-429F-BABC-OAF46D368454 section, the term "immediate family" means spouse, child, mother, father, brother, sister, brother-in- law, sister-in-law, father-in-law, mother-in-law, son-in-law, daughter-in-law, aunt, uncle, niece, nephew, stepparent and stepchild. The term"administrative capacity"means having selection,hiring, supervisor or management responsibilities. E. Notices. Notices to the parties shall,unless otherwise requested in writing,be sent by U.S. Mail, postage prepaid, and addressed as follows: TO CITY: City of Santa Ana Lisa Rudloff Executive Director Parks,Recreation and Community Services Agency 20 Civic Center Plaza P.O. Box 1988 Santa Ana, California 92702-1988 TO SUBRECIPIENT: Latino Health Access America Bracho Chief Executive Officer 450 W 4m St, Ste 130 Santa Ana, CA 92701-4562 F. Assignability. None of the duties of, or work to be performed by, SUBRECIPIENT under this Agreement shall be subcontracted or assigned to any agency, consultant, or person without the prior written consent of CITY. SUBRECIPIENT must submit all subcontracts and other agreements that relate to this Agreement to CITY. No subcontract or assignment shall terminate or alter the legal obligations of SUBRECIPIENT pursuant to this Agreement. G. Indemnification/Hold Harmless. SUBRECIPIENT shall indemnify, defend and save harmless CITY, its officers, employees, agents, representatives and volunteers from and against any and all damages to or for loss of use of property and for injuries to or death of any person or persons, including property and employees or agents of CITY, and shall defend, indemnify and save harmless CITY, its officers, employees, agents, representatives and volunteers from and against any and all claims, demands, suits, actions or proceedings of any kind or nature, including, but not by way of limitation, workers compensation claims and including attorney fees and reasonable expenses for litigation or settlement, resulting from or arising out of the negligent or wrongful acts, errors or omissions of SUBRECIPIENT, its officers, directors, employees, agents, subcontractors and suppliers arising out of SUBRECIPIENT's performance of this Agreement. H. Insurance. Contractor shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with City Council 12 26 — 303 5/3/2022 DocuSign Envelope ID:098D4B61-B495-429F-BABC-OAF46D368454 the performance of the work hereunder and the results of that work by the Contractor, its agents, representatives, employees, or subcontractors. a. MINIMUM SCOPE AND LIMIT OF INSURANCE Coverage shall beat least as broad as: 1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an "occurrence" basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this proj ect/location(ISO CG 25 03 or 25 04)or the general aggregate limit shall be twice the required occurrence limit. 2. Automobile Liability: Insurance Services Office Form Number CA 0001 covering, Code 1 (any auto),or if Contractor has no owned autos, Code 8(hired) and 9 (non-owned), with limit no less than $1,000,000 (if program services includes transportation of youth, the limit shall be no less than $5,000,000)per accident for bodily injury and property damage. (Not required if an automobile is not required to fulfill services.) 3. Workers'Compensation: insurance as required by the State of California, with Statutory Limits, and Employer's Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. 4. Sexual Abuse or Molestation (SAM) Liability: If the CGL policy referenced above is not endorsed to include affirmative coverage for sexual abuse or molestation, Contractor shall obtain and maintain a policy covering Sexual Abuse and Molestation with a limit no less than $1,000,000 per occurrence or claim. 5. If the Contractor maintains broader coverage and/or higher limits than the minimums shown above, the City requires and shall be entitled to the broader coverage and/or the higher limits maintained by the Contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. b. Other Insurance Provisions — The insurance policies are to contain, or be endorsed to contain, the following provisions: 1. Additional Insured Status: The City, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Contractor including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Contractor's insurance (at least as broad as ISO Form CG 20 10 11 85 or if not available, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 forms if a later edition is used). City Council 13 26 — 304 5/3/2022 DocuSign Envelope ID:098D4B61-B495-429F-BABC-OAF46D368454 2. Primary Coverage: For any claims related to this contract, the Contractor's insurance coverage shall be primary coverage at least as broad as ISO CG 20 01 04 13 as respects the City, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the City, its officers, officials, employees, or volunteers shall be excess of the Contractor's insurance and shall not contribute with it. 3. Notice of Cancellation: Each insurance policy required above shall state that coverage shall not be canceled, except with notice to the City. 4. Waiver of Subrogation: Contractor hereby grants to City a waiver of any right to subrogation which any insurer of said Contractor may acquire against the City by virtue of the payment of any loss under such insurance. Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. 5. Self-Insured Retentions: Self-insured retentions must be declared to and approved by the City. The City may require the Contractor to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self- insured retention may be satisfied by either the named insured or City. 6. Acceptability of Insurers: Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M. Best's rating of no less than AXII, unless otherwise acceptable to the City. 7. Claims Made Policies: If any of the required policies provide coverage on a claims-made basis: 1. The Retroactive Date must be shown and must be before the date of the contract or the beginning of contract work. 2. Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work. 3. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive Date prior to the contract effective date, the Contractor must purchase "extended reporting" coverage for a minimum of five (5) years after completion of contract work. 8. Verification of Coverage: Contractor shall furnish the City with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage required by this clause)and a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements to City before work begins. However, failure to obtain the required documents prior to the work beginning shall not waive the Contractor's obligation to provide them. City reserves the right to require City Council 14 26 — 305 5/3/2022 DocuSign Envelope ID:098D4B61-B495-429F-BABC-OAF46D368454 complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. 9. Special Risks or Circumstances: City reserves the right to modify these requirements,including limits, based on the nature of the risk,prior experience, insurer, coverage, or other special circumstances. I. Termination. 1. This Agreement may be terminated on thirty (30) days' written notice by either party. In the event of such termination, SUBRECIPIENT shall only be entitled to reimbursement for approved expenses incurred to the effective date of termination. 2. This Agreement may be suspended or terminated by CITY upon five (5) days' written notice for violation by SUBRECIPIENT of Federal Laws governing the use of ARPA SURF Funds. In the event of such suspension or termination, SUBRECIPIENT shall only be entitled to reimbursement for approved expenses incurred up to the effective date of suspension or termination. 3. Pursuant to 2 CFR 200.340, in the event SUBRECIPIENT defaults by failing to fulfill all or any of its obligations hereunder, CITY may declare a default and termination of this Agreement by written notice to SUBRECIPIENT, which default and termination shall be effective on a date stated in the notice which is to be not less than ten (10) days after certified mailing or personal service of such notice, unless such default is cured before the effective date of termination stated in such notice. If terminated for cause, CITY shall be relieved of further liability or responsibility under this Agreement, or as a result of the termination thereof, including the payment of money, except for payment for approved expenses incurred for services satisfactorily and timely performed prior to the mailing or service of the notice of termination, and except for reimbursement of. (1) any payments made for services not subsequently performed in a timely and satisfactory manner; and, (2)costs incurred by CITY in obtaining substitute performance. 4. The grant of funds under this Agreement may be terminated for convenience by either the CITY or SUBRECIPIENT, in whole or in part, by setting forth the reasons for such termination, the effective date, and, in the case of portion termination, their portion to be terminated. However, if in the case of a partial termination, the CITY determines that the remaining portion of the award will not accomplish the purpose for which the award was made, the CITY may terminate the award in its entirety. 5. The grant of funds under this Agreement may be terminated due to the non- performance of SUBRECIPIENT and/or failure of SUBRECIPENT to perform the work described in Exhibit A. 6. The grant of funds under this Agreement may be terminated due to the failure of the CITY to receive sufficient or anticipated funding for the ARPA program for any term subject to this Agreement. 7. In the event this Agreement is terminated as set forth in subparagraphs I(1) through I(6),inclusive, SUBRECIPIENT agrees to immediately return to CITY upon CITY's demand City Council 15 26 — 306 5/3/2022 DocuSign Envelope ID:098D4B61-B495-429F-BABC-OAF46D368454 and prior to any adjudication of SUBRECIPIENT's rights, any and all funds not used, and to comply with the Reversion of Assets requirements in this Agreement. J. Limitation of Funds. The United States of America may in the future place programmatic or fiscal limitations on the use of ARPA SLFRF Funds, which limitations are not presently anticipated. Accordingly, CITY reserves the right to revise this Agreement in order to take account of actions affecting ARPA program funding. In the event of funding reduction, CITY may, in its sole and absolute discretion, reduce the budget of this Agreement, may limit the rate of SUBRECIPIENT's authority to utilize funds, or may restrict SUBRECIPIENT's use of uncommitted funds. Where CITY has been directed to implement a reduction in funding, with respect to funding for this Agreement, CITY's City Manager or delegate is authorized to act for CITY in implementing and effecting such a reduction and in revising, modifying, or amending the Agreement for such purposes. If such a reduction in funding occurs, SUBRECIPIENT shall be permitted to de-scope accordingly. Where CITY has reasonable grounds to question SUBRECIPIENT's fiscal accountability or compliance with this Agreement, CITY may suspend the operation of this Agreement for up to sixty (60) days upon five (5) days written notice to SUBRECIPIENT of its intention to so act,pending an audit or other resolution of such questions. In no event, however, shall any revisions made by CITY affect expenditures and legally binding commitments made by SUBRECIPIENT before it received notice of such revision, provided that such amounts have been committed in good faith and are otherwise allowable and that such commitments are consistent with ARPA SLFRF Funds withdrawal guidelines. K. Exclusivity and Amendment of Agreement. This Agreement supersedes any and all other agreements, either oral or in writing,between the parties hereto with respect to the use of CITY's ARPA SLFRF Funds by SUBRECIPIENT and contains all the covenants and agreements between the parties with respect to SUBRECIPIIENT's administration of said program. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein, and that no other agreement or amendment hereto shall be effective unless executed in writing and signed by both CITY and SUBRECIPIENT. L. Laws Governing this Agreement. This Agreement shall be governed by and construed in accordance with the laws of the State of California, and all applicable federal laws and regulations. M. Validity and Severability. The invalidity in whole or in part of any provision of this Agreement shall not void or affect the validity of any other provision of this Agreement. Whenever possible, each provision of this AGREEMENT shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this AGREEMENT is held to be prohibited by or invalid under applicable law, such provision shall be ineffective only to the extent of such prohibition or invalidity, without invalidating the remainder of such provisions of this AGREEMENT. N. Waiver. No delay or omission by either party hereto to exercise any right or power accruing upon any noncompliance or default by the other party with respect to any of the terms of this Agreement shall impair any such right or power or be construed to be a waiver thereof. A waiver by either of the parties hereto of any of the covenants, conditions, or agreements to be City Council 16 26 — 307 5/3/2022 DocuSign Envelope ID:098D4B61-B495-429F-BABC-OAF46D368454 performed by the other shall not be construed to be a waiver of any succeeding breach thereof or of any other covenant, condition or agreement herein contained. O. Federal Award Identification Information. SUBRECIPIENT's pertinent Federal Award Identification Information, including DUNS Number and Federal Award Identification Number (FAIN), as well as the applicable information for ARPA, are included in Exhibit C attached hereto and incorporated herein by this reference. P. Miscellaneous Provisions. 1. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify CITY fully, including reasonable costs and attorney's fees, for any injuries or damages to CITY in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. 2. All Exhibits and Attachments referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. 3. This Agreement must be signed below and may be signed in counterpart and delivered by fax, email as a PDF (Portable Document Format)file attachment, or by other means that displays the original or a copy of the signatures. Any subsequent amendments may be signed and delivered in the same manner. {Signatures on followingpage} City Council 17 26 — 308 5/3/2022 DocuSign Envelope ID:098D4B61-B495-429F-BABC-OAF46D368454 IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date and year first written above. ATTEST: CITY OF SANTA ANA DAISY GOMEZ KRISTINE RIDGE Clerk of the Council City Manager APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney y: BRANDON SALVATIERRA Deputy City Attorney RECOMMENDED FOR APPROVAL: SUBRECIPIENT: EDocuSigned by: KAW'C& 1v" 3E126AB431D9454... LISA RUDLOFF AMERICA BRACHO Executive Director Chief Executive Officer Parks,Recreation and Community Services Agency DUNS 9: 938164811 City Council 18 26 — 309 5/3/2022 DocuSign Envelope ID:098D4B61-B495-429F-BABC-OAF46D368454 EXHIBIT A SCOPE OF WORK City Council 26 — 310 5/3/2022 19 DocuSign Envelope ID:098D4B61-B495-429F-BABC-OAF46D368454 Exhibit A Latino Health Access Children and Youth Engagement for Violence Prevention RFP 21-116A REVIVE Santa Ana: Youth Programs SECTION 4: SCOPE OF WORK In response to the City of Santa Ana's REVIVE: Santa Ana Youth Programs RFP, Latino Health Access (LHA)proposes its Children and Youth Engagement for Violence Prevention program, a multi-layered approach to violence prevention that engages youth in interactive, age-appropriate activities that(1)build emotional wellness, coping strategies and resilience (2) activate youth as community leaders and enhances their ability to be civically engaged and (3) connects youth to supportive services and provides navigation support to ensure that youth are able to obtain preventive and harm-reduction services locally. Goal: The goal of Latino Health Access' Children and Youth Engagement for Violence Prevention (CYE)is to reduce youth violence through preventive programming that engages youth as leaders and provides positive outlets to address mental health, emotional wellness and their underlying causes. Objectives In the 12 -month grant period, Latino Health Access proposes to accomplish the following obj ectives: 1. 2. Engage a minimum of 1,200 youth in culturally concordant, age-appropriate "youth hangouts" or activities that serve as violence prevention and are co-designed with youth leaders to ensure relevance to our priority populations. 3. Reach 4,000 youth and their families with a youth-led violence prevention multi-media campaign that addresses topics that include but are not limited to: bullying, interpartner violence, hate crimes, among other relevant topics that youth identify. Outcomes In the 12-month grant period, Latino Health Access expects to accomplish the following obj ectives: 1. Increase engagement among a minimum of 75% of youth leaders as evidenced by participation in planning and/or facilitating of at least two community youth activities. 2. Increased access to violence prevention programming for low-income Santa Ana youth. 3. Increased public awareness of(1)various sources of violence impacting youth(2)root causes of violence and prevention methods and (3) resources to support violence prevention and to respond to incidences that may have occurred in the community. Our programming also leverages LHA's resources and additional programming in mental health and emotional wellness, chronic disease prevention, and community engagement and advocacy to support youth development as well as their families to ensure that existing needs are met through a comprehensive manner. City Council 26 — 311 5/3/2022 20 DocuSign Envelope ID:098D4B61-B495-429F-BABC-OAF46D368454 Exhibit A Latino Health Access Children and Youth Engagement for Violence Prevention RFP 21-116A REVIVE Santa Ana: Youth Programs Activities Table 1 below outlines the proposed activities that will support our objectives and outcomes. Activity Description Outreach Latino Health Access will conduct outreach across its partners, including the Santa Ana Unified School District and its parent centers. LHA has an active MOU with SAUSD to provide a variety of services, including a mental health ambassadors program that trains youth to serve as emotional wellness ambassadors. LHA will activate participants of the program, as well as parents and teachers to promote CYE activities and programming. In addition, LHA will leverage its social media platforms as well as local, trusted sources of information such as a Radio Santa Ana Public Awareness Co-designed and co-led with youth, LHA will implement an annual Campaign public awareness campaign that aims to address the various types of violence impacting Santa Ana youth as well as provide resources for prevention and harm reduction. The campaign will leverage youth's creativity and talents to leverage multi-media such as TikTok, short videos, Podcasts, and direct outreach. Monthly Using the concept of"holding space" for youth, LHA and the CYE "Hangouts" youth will organize structured activities and events to elevate issues that are important to youth and are critical for violence prevention and harm-reduction. These can include DJ sets, collective song-writing, healing circles, workshops, and youth-led chats, among other activities that are co-designed by youth. Supportive Leveraging our promotor model, LHA will provide a range of Services supportive services to youth and their families for violence prevention and harm reduction. These may include but are not limited to: emotional wellness services, case management, referrals and linkages, individual and group therapy, connections to food, service navigation, coaching, among others. 4. Proposal shall include details of the target population Latino Health Access will prioritize working with Latinx youth in the 92701 Zip Codes through a neighborhood-based approach, although programming will be open to youth across Santa Ana, and it is our goal that as youth increase in leadership to co-implement the proposed programming, they will reach their peers in additional neighborhoods through a peer-engaged model. The youth in our prioritized neighborhoods live in households, which the U.S. Census identifies as having family members who are foreign-born (93%) and who have household incomes of less than $30,000 (88%). City Council 26 — 312 5/3/2022 21 DocuSign Envelope ID:098D4B61-B495-429F-BABC-OAF46D368454 EXHIBIT B FEE PAYMENT SCHEDULE City Council 26 — 313 5/3/2022 22 DocuSign Envelope ID:098D4B61-B495-429F-BABC-OAF46D368454 Exhibit B FISCAL YEAR 2022-2023 PROPOSED PROGRAM BUDGET Organization Name Latino Health Access Program Name Revive: Santa Ana Youth Programs Term: July 1, 2022 to June 30, 2023 EXPENDITURES Enter budget categories and projected expenditures: Category Funded By Funded By Budget Organization Administrative Staff Salaries $0 $0 Program Staff Salaries $105,724 $105,724 Contractual Services $0 $0 Other- $0 $0 $1,000 $1,000 $2,000 $2,000 $3,000 $3,000 $1,425 $1,425 $500 $500 $11,351 $11,351 TOTAL $125,000 $0 $125,000 $0 PROGRAM RESOURCES LIST ALL OTHER PROGRAM RESOURCES FOR 2022-2023 Funding Source Total must equal Program Budget Total listed above. FUNDING SOURCE AMOUNT Santa Ana REVIVE $ 125,000 TOTAL 1 $ 125,000 City Council 23 26 — 314 5/3/2022 DocuSign Envelope ID:098D4B61-B495-429F-BABC-OAF46D368454 Exhibit B 2022-2023 REVIVE BUDGET LINE ITEMS ADMINISTRATIVE STAFF Position Title Annual Salary&Benefits REVIVE Funds Description PROGRAM STAFF Position Title Annual Salary&Benefits REVIVE Funds Description Oversees all LHA programs&ensures compliance Chief Program Officer 116992.5 5849.625 with contracts Will provide strategic oversight and direction to project team,and monitor progress towards Director of CYE 102214.5 10221.45 objectives Will oversee day to day implementation of project Program Coordinator 79407.12 7940.712 activities Will lead planning and implementation of outreach Outreach Coordinator 71722.56 7172.256 activities Senior level promotor-Deliver project outreach& engagement activities with youth and serve as Lead Promotor 51230.4 20492.16 guide/coach for other promotores during activities Deliver project outreach&engagement activities Promotor 46107.36 46107.36 with youth Enters data collected by program team into project evaluation database to track progress towards Data Entry 46107.36 2305.368 objectives Provides administrative,logistical,and clerical Pr ogram Associate 7- 56353.44F 5635.344 support to prject team CONTRACTUAL/PROFESSIONAL SERVICES Type of Service Contract Amount REVIVE Funds Description OTHER LINE ITEMS Line Item Program Amount REVIVE Funds Description General supplies(e.g.,pens,easel pads,markers, Office Supplies 1000 notebooks,software subscriptions-zoom,hive) Printing 2000 Printing paper,toner,copies Materials for youth planning and engagement activities(e.g.,arts&crafts,mics&headphones, Program Supplies 3000 camera,snacks&refreshments,incentives) Outreach and educational awareness materials such as flyers,posters,stickers,shirts,backpacks, Outreach Materials 1425 giveaways/swag Transportation reimbursements for local project- Mileage 500 related travel Indirect 11350.73 10%of Direct Expenses Attachment 1(b) City Council 24 26 — 315 5/3/2022 DocuSign Envelope ID:098D4B61-B495-429F-BABC-OAF46D368454 EXHIBIT C FEDERAL AWARD IDENTIFICATION INFORMATION The General Program Requirements were designed to provide the framework where the CONTRACTOR will provide ARPA programs identified in this attachment. L GOVERNANCE The CONTRACTOR agrees to comply, remain informed, and deliver services consistent with the provisions of ARPA. Where local policy has not been set, the CONTRACTOR agrees to adhere to state and/or federal policy, as appropriate. IL GOVERNANCE REFERENCES A. Additional state and federal agencies that provide funding to the CITY may be incorporated herein. B. Information Bulletins, Directives, and any other federal and state guidance documents pertaining to the ARPA SURF Funds. C. Actions, directives, and policy and procedures issued by the CITY. D. CITY policies, as applicable. III. CONTRACTOR/SUBRECIPIENT DETERMINATION: In accordance with the requirements of 2 CFR 200.330 (Subrecipient and Contractor determination) and for the purpose of this CONTRACT, SUBRECIPIENT is determined to be a CONTRACTOR. City Council 26 — 316 5/3/2022 25 DocuSign Envelope ID:098D4B61-B495-429F-BABC-OAF46D368454 IV. FEDERAL AWARD IDENTIFICATION FAIN INFORMATION A. CONTRACTOR Name: LATINO HEALTH ACCESS B. CONTRACTOR'S Unique 938164811 Identifier(D-U-N-S): Federal Award C. Identification Number SLFRP1059 (FAIN): D. Federal Award Date: 5/19/2021 E. Subaward Period of 7/l/2022-6/30/2023 Performance: Total Amount of Federal F. Funds Obligated by the $125,000 Action: Total Amount of Federal G. Funds Obligated to the $125,000 CONTRACTOR: H. Total Amount of the $64,180,406.50 Federal Award: Federal Award Project American Rescue Plan Act(ARPA) I' Description: J. Federal Awarding Agency: U.S. Department of the Treasury K. Name of PTE: City of Santa Ana L. Contact Information for the Kristine Ridge, City Manager Awarding Official: Phone Number: (714) 647-5200 E-mail Address: kridgegsanta-ana.org M. CFDA Number: 21.027 CFDA Name: Coronavirus State and Local Fiscal Recovery Funds N. Whether Award is R&D: No O. Indirect Cost Rate for the de minimus or federally negotiated rate Federal Award: City Council 26 — 317 5/3/2022 26 DocuSign Envelope ID:098D4B61-B495-429F-BABC-OAF46D368454 i I EXHIBIT D DEBARMENT I Certification Regarding f Debarment, Suspension,Ineligibility and Voluntary Exclusion Lower Tier Covered Transactions i This certification is required by the regulations implementing Executive Order 12549, Debarment and Suspension, 29 CFR Part 98, Section 98.510, Participants'responsibilities. The regulations were published as Part VII of the May 26,1988 Federal Register(pages 19160-19211). i s k (BEFORE COMPLETING CERTIFICATION, READ INSTRUCTIONS FOR CERTIFICATION r -Attached) (1) The prospective recipient of federal assistance funds certifies, by submission of this proposal, that neither it nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in this transaction by any federal department or agency. (2) Where the prospective recipient of federal assistance funds is unable to certify to any of the statements in this certification, such prospective participant shall attach an explanation to this proposal. Name and Title of AuthorizSA Represen a ive i ((0 Signature Date City Council 26 — 318 5/3/2022 27 DocuSign Envelope ID:098D4B61-B495-429F-BABC-OAF46D368454 INSTRUCTIONS FOR CERTIFICATION 1. By signing and submitting this proposal,the prospective recipient of federal assistance funds is providing the certification as set out below. 2. The certification in this clause is a material representation of fact upon which reliance was placed when this transaction was entered into. If it is later determined that the prospective recipient of federal assistance funds knowingly rendered an erroneous certification, in addition to other remedies available to the Federal Government, the Department of Labor (DOL)may pursue available remedies, including suspension and/or debarment. 3. The prospective recipient of federal assistance funds shall provide immediate written notice to the person to which this proposal is submitted if at any time the prospective recipient of federal assistance funds learns that its certification was erroneous when submitted or has become erroneous by reason of changed circumstances. 4. The terms "covered transaction," "debarred," "suspended," "ineligible," "lower tier covered transaction," "participant," "person," "primary covered transaction," "principal," "proposal," and "voluntarily excluded," as used in this clause, have the meanings set out in the Definitions and Coverage sections of rules implementing Executive Order 12549. You may contact the person to which this proposal is submitted for assistance in obtaining a copy of those regulations. 5. The prospective recipient of federal assistance funds agrees by submitting this proposal that, should the proposed covered transaction be entered into, it shall not knowingly enter into any lower tier covered transaction with a person who is debarred, suspended, declared ineligible, or voluntarily excluded from participation in this covered transaction, unless authorized by the DOL. 6. The prospective recipient of federal assistance funds further agrees by submitting this proposal that it will include the clause titled "Certification Regarding Debarment, Suspension, Ineligibility and voluntary exclusion - Lower Tier Covered Transactions," without modification, in all lower tier covered transactions and in all solicitations for lower tier covered transactions. 7. A participant in a covered transaction may rely upon a certification of a prospective participant in a lower tier covered transaction that it is not debarred, suspended, ineligible, or voluntarily excluded from the covered transaction, unless it knows that the certification is erroneous. A participant may decide the method and frequency by which it determines the eligibility of its principals. Each participant may, but is not required to check the List of Parties Excluded from Procurement or Non-Procurement Programs. 8. Nothing contained in the foregoing shall be construed to require establishment of a system of records in order to render in good faith the certification required by this clause. The knowledge and information of a participant is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings. City Council 26 — 319 5/3/2022 28 DocuSign Envelope ID:098D4B61-B495-429F-BABC-OAF46D368454 [ 9. Except for transactions authorized under paragraph 5 of these instructions, if a participant in a covered transaction knowingly enters into a lower tier covered transaction with a person who is suspended, debarred, ineligible, or voluntarily excluded from participation in this transaction, in addition to other remedies available to the Federal Government, the DOL may pursue available remedies,including suspension and/or debarment. i i i i I l 1 l I� i i i i i I� i City Council 26 — 320 5/3/2022 29 I DocuSign Envelope ID:098D4B61-B495-429F-BABC-OAF46D368454 EXHIBIT E LOBBYING Certification Regarding Lobbying Certification for Contracts, Grants, Loans, and Cooperative Agreements The undersigned certifies, to the best of his or her knowledge and belief, that: (1) No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any cooperative agreement, and the extension, continuation,renewal, amendment, or modification of any Federal contact,grant,loan or cooperative agreement. (2) If any funds other than Federal appropriated funds have been paid or will be paid to any person '10, influencing or attempting to influence an officer v, employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, 'Disclosure Form to Report Lobbying," in accordance with its instructions. (3) The undersigned shall require that the language of this certification be included in the award documents for all subawards at all tiers (including subcontract, subgrants, and contracts under grants, loans, and cooperative agreements) and that all subrecipients shall certify and disclose accordingly. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352, Title 31, U. S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. f ►I'll ��a [ Grantee/Contactor Organization Program Ti le Vave,q OAel 1-61 1�I � I D-6-�-,-)- Name of Certify g Officdr Signatur ate City Council 26 — 321 5/3/2022 30 DocuSign Envelope ID:098D4B61-B495-429F-BABC-OAF46D368454 r. 1 f 1 SUBRECIPIENT warrants the following: i 1. SUBRECIPIENT will comply with Public Law 88-352, Title VI of the Civil Rights Act of k 1964 (42 U. S. C. section 2000 et seq.) and implementing regulation in 24 CFR Part 1. 2. No person in the United States shall on the ground of race, color, religion, national origin, or sex, be excluded from participation in, or be denied the benefits of, or be subjected to discrimination under any program or activity funded in whole or in part with community development funds made available pursuant to the ACT. i i 3. All laborers and mechanics, employed by contractors or subcontractors in the performance of construction work financed in whole or in part with community development funds shall be paid t wages at rates not less than those prevailing on similar construction in the locality as determined in accordance with the Davis-Bacon Act, as amended, 40 U. S. C. Sections 276 a 1-5, except for individuals who perform services for which they volunteered; do not receive compensation for such services; or are paid expenses, reasonable benefits, or a nominal fee for such services; and are not otherwise employed at any time in construction work. i 4. SUBRECIPIENT will comply with all Federal statutes applicable to projects funded with community development funds, except that (a) SUBRECIPIENT does not assume CITY'S environmental responsibilities described at 24 CFR 570.604; and (b) SUBRECIPIENT does not assume CITY'S responsibility for initiating the review process under Executive Order 12372. I i i i i i C i City Council 26 — 322 5/3/2022 31 DocuSign Envelope ID:098D4B61-B495-429F-BABC-OAF46D368454 EXHIBIT F DRUG-FREE WORKPLACE Certification Regarding Drug-Free Workplace Requirements The certification set out below is a material representation upon which reliance is placed by the U.S. Department of Housing and Urban Development in awarding the grant. If it is later determined that the contractor knowingly rendered a false certification, or otherwise violates the requirements of the Drug-Free Workplace Act, the U.S. Department of Housing and Urban Development, in addition to any other remedies available to the Federal Government, may take action authorized under the Drug-Free Workplace Act, CERTIFICATION A. The contractor certifies that it will provide a drug-free workplace by: (a) Publishing a statement notifying employees that the unlawful manufacture, distribution, dispensing, possession or use of a controlled substance is prohibited in the contractor's workplace and specifying the actions that will be taken against employees for violation of such prohibition; (b) Establishing a drug-free awareness program to inform employees about— (1) The dangers of drug abuse in the workplace; (2) The contractor's policy of maintaining a drug-free workplace; (3) Any available drug counseling, rehabilitation, and employee assistance program; and (4) The penalties that may be imposed upon employees for drug abuse violations occurring in the workplace; (c) Making it a requirement that each employee who will be engaged in the performance of the grant be given a copy of the statement required by paragraph (a); (d) Notifying the employee in the statement required by paragraph -(a) that, as a condition of employment under the contract, the employee will- (1) Abide by the terms of the statement; and (2) Notify the employer of any criminal drug statute conviction for a violation occurring in the workplace no later than five days after such conviction. (e) Notifying the U.S. Department of Housing and Urban Development within ten days after receiving notice under subparagraph (d)(2) from an employee or City Council 26 — 323 5/3/2022 32 DocuSign Envelope ID:098D4B61-B495-429F-BABC-OAF46D368454 i otherwise receiving actual notice of such conviction; (f) Taking one of the following actions, within 30 days of receiving notice under subparagraph(d)(2),with respect to any employee who is so convicted- ( 1) Taking appropriate personnel action against such an employee, up to and including termination; or (2) Requiring such employee to participate satisfactorily in a drug abuse assistance or rehabilitation program approved for such purposes by a Federal, State, or local health, law enforcement, or other appropriate agency; (g) Making a good faith effort to continue to maintain a drug-free workplace through I implementation of paragraphs (a), (b), (c), (d), (e) and (f). B. The contractor shall insert in the space provided on the attached "Place of Performance" form the site(s) for the performance of work to be carried out with the grant funds (including street address, city, county, state, and zip code) .the contractor further certifies that, if it is subsequently determined that additional sites will be used for the performance of work under the contract, it shall notify the U.S. Department of Housing and Urban Development immediately upon the decision to use such additional sites by submitting a revised"Place of Performance" form. Organization Authorized Signature Date i I i City Council 26 — 324 5/3/2022 33 DocuSign Envelope ID:098D41361-B495-429F-BABC-OAF46D368454 PLACE OF PERFORMANCE FOR CERTIFICATION REGARDING DRUG-FREE WORKPLACE REQUIREMENTS Name: Y Yv 1eq Date: 3 1 The Contractor shall insert in the space provided below the site(s) expected to be used for the performance of work under the contract covered by the certification: Place of Performance (include street address, city, county, state, zip code for each site): vJ50 W.44e/i S� uc`o�e 13 D City Council 26 — 325 5/3/2022 34 AGREEMENT BETWEEN THE CITY OF SANTA ANA AND NATI'S HOUSE DBA NEUTRAL GROUND FOR USE OF AMERICAN RESCUE PLAN ACT (ARPA) FUNDS This Agreement is hereby made and entered into this 3rd day of May, 2022, by and between the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("CITY"), and Nati's House DBA Neutral Ground, a California domestic nonprofit corporation ("SUBRECIPIENT" or "CONTRACTOR"). RECITALS: A. The American Rescue Plan Act ("ARPA") was signed into law in March 2021. ARPA provides funding for a number of different programs, including the Coronavirus State and Local Fiscal Recovery Fund ("SLFRF"), to provide monetary support to local governments to respond to, mitigate, and recover from the COV1[D-19 public health emergency. B. On July 20, 2021, the Santa Ana City Council authorized the City Manager to utilize ARPA SLFRF funding from the United States Department of Treasury for the Revive Santa Ana Spending Plan, which includes five spending categories: recovery from the pandemic, direct assistance programs, public health and safety, critical infrastructure, and city fiscal health. C. SUBRECIPIENT has been selected by the CITY to receive ARPA SLFRF Funds in order to provide youth programs, including: early childhood support; head start; day care; after school tutoring; athletic; and, youth violence prevention, in accordance with the Scope of Work attached hereto as Exhibit A and incorporated herein by reference ("said program"). SUBRECIPIENT represents that it is qualified and willing to operate said program and certifies that the administration of said program carried out with funds provided under this Agreement will meet ARPA's objectives to respond to, mitigate, and recover from this historic COVID-19 public health crisis. D. SUBRECIPIENT agrees that it will adhere to the tasks and services as indicated in Exhibit A for said program. Failure to follow the requirements and meet the stated expectations may constitute breach of contract that could result in termination of this Agreement or serve as reason for the CITY to recapture the grant funds awarded to SUBRECIPIENT pursuant to this Agreement. WHEREFORE, it is agreed by and between the parties that the foregoing Recitals are a substantive part of this Agreement and the following terms and conditions are approved and together with all exhibits and attachments hereto, shall constitute the entire Agreement between the CITY and SUBRECIPIENT: L ARPA PROGRAM PROVISIONS A. Scope of Work. SUBRECIPIENT shall be responsible for the specific tasks and services of said program, and agrees to administer said program in compliance with the tasks and services as described in the Scope of Work attached hereto as Exhibit A. SUBRECIPIENT's failure City Council 1 26 — 326 5/3/2022 to perform as required may, in addition to other remedies set forth in this Agreement, result in readjustment of the amount of funds for said program or termination of this Agreement. B. Term of Agreement. The term of said Agreement shall commence on July 1 st,2022, and continue through June 30, 2023 ("Term"), unless terminated earlier pursuant to the terms of this Agreement. This Agreement shall also cover any and all services provided by the SUBRECIPIENT to the CITY since the date the ARPA SURF Funds were awarded to the CITY. Additionally, the Term of this Agreement may be extended by a writing executed by the City Manager, or designee, and the City Attorney. C. Amount of Grant Funding. The total amount of funds provided for said program shall not exceed One Hundred Twenty-Two Thousand One Hundred Seventy-Two Dollars and Zero Cents ($122,172) ("ARPA SLFRF Funds") during the Term of the Agreement. SUBRECIPIENT agrees to use said ARPA SURF Funds to administer said program as outlined in Exhibit A. D. Disbursement of Funds. Said ARPA SURF Funds shall be disbursed by CITY to SUBRECIPIENT pursuant to the terms found in the Fee Payment Schedule attached hereto as Exhibit B, with payments subject to the submittal of invoices and other reporting requirements, as hereinafter more fully set forth. SUBRECIPIENT shall be obligated to perform such duties as would normally extend beyond the term, including, but not limited to, obligations with respect to indemnification, audits,reporting, data retention/reporting, and accounting. Failure to provide any of the required documentation and reporting will cause CITY to withhold all or a portion of a request for ARPA SURF Funds, or return the entire request to SUBRECIPIENT, until such documentation and reporting has been received and approved by CITY. (1) Reduction in ARPA SLFRF Funding. The CITY reserves the right to reduce the amount of ARPA SURF Funds to SUBRECIPIENT, or to completely terminate this Agreement, in the CITY's sole discretion, if there is a reduction in ARPA SURF Funds provided to the CITY. (2) Reduced Distribution of Funds. The CITY reserves the right to reduce the grant application if the CITY's fiscal monitoring indicates that SUBRECIPIENT's rate of expenditure will result in unspent funds at the end of the program term. Amendments in the grant allocation will be made after consultation with SUBRECIPIENT. (3) Reversion of Assets. SUBRECIPIENT agrees that any and all funds received under this Agreement shall be utilized during the Term of this Agreement, and that any and all funds remaining as of the end of the Term, which have not been utilized, shall be returned by SUBRECIPIENT to the CITY within thirty (30) days of the expiration or earlier termination of the Agreement. No expense of SUBRECIPIENT will be reimbursed by CITY if incurred after the end of the Term of the Agreement. City Council 2 26 — 327 5/3/2022 E. Grant Program Requirements. (1) SUBRECIPIENT acknowledges that the source of funding for said program is the federal ARPA, and that payments from the ARPA SURF Funds are only to be used to make necessary expenditures incurred due to the public health emergency with respect to COVID-19. (2) SUBRECIPIENT acknowledges that ARPA provisions allow the use of ARPA SURF Funds to respond to,mitigate, and recover from the COVID-19 public health emergency, and will not use these funds for any other uses. (3) SUBRECIPIENT shall follow the process and determination of eligibility for participants in said program as outlined in Exhibit A. F. Performance Monitoring. (1) SUBRECIPIENT shall submit program performance information as often as requested by CITY, but no less than the submission of monthly reports and a final report to CITY with the information requested by and in the format acceptable to CITY. Each monthly report is due within thirty (30) days of completion of work for each month. The final report is due within thirty (30) days after the termination or expiration of this Agreement. (2) CITY will evaluate SUBRECIPIENT's management and operation of said program with respect to the project expectations as described in Exhibit A. (3) CITY will review the audit of the SUBRECIPIENT to ensure that grant funds are used for authorized purposes in compliance with laws, regulations, and the provisions of contracts or grant agreements under this Agreement, including attachments and exhibits. (4) If action to correct any substandard performance is not taken by the SUBRECIPIENT within a reasonable period after being notified by CITY, suspension or termination procedures may be initiated by CITY. (5) All performance shall be subject to review by the CITY or other regulatory agencies at all times. SUBRECIPIENT shall provide adequate cooperation to any inspector or other CITY representative to permit the same to determine SUBRECIPIENT's conformity with the terms of this Agreement. If any services performed by SUBRECIPIENT are not in conformance with the terms of this Agreement, the CITY shall have the right to require SUBRECIPIENT to perform the services in conformance with the terms of the Agreement at no additional cost. The CITY may also terminate this Agreement for default and charge SUBRECIPIENT for any costs incurred by the CITY because of SUBRECIPIENT's failure to perform. (6) SUBRECIPIENT shall establish adequate procedures for self-monitoring and quality control and assurance to ensure proper performance under this Agreement; and shall permit a CITY representative or other regulatory official to monitor, assess, or evaluate SUBRECIPIENT's performance under this Agreement at any time, upon reasonable notice to SUBRECIPIENT. City Council 3 26 — 328 5/3/2022 G. Audit. (1) SUBRECIPIENT shall maintain complete and accurate records and supporting documentation to facilitate financial and/or program audits by CITY. This requirement shall apply to any records and documentation CITY shall reasonably require or as required to be maintained pursuant to the ARPA regulations. (2) The books and accounts, files, and other records of SUBRECIPIENT, which are applicable to this Agreement, shall be available for inspection, review, and audit during normal business hours by CITY to determine the proper application and use of all ARPA SURF Funds provided to or for the account or benefit of SUBRECIPIENT. (3) SUBRECIPIENT assumes responsibility for reimbursement to CITY a sum of money equivalent to the amount of any expenditures disallowed should the CITY, or an authorized agency, rule through audit, exception, or some other appropriate means,that expenditures from funds allocated to SUBRECIPIENT for direct and/or administrative costs were not made in compliance with the applicable cost principles, regulations, or the provisions of this Agreement. (4) SUBRECIPIENT agrees to comply with the requirements of OMB Uniform Guidance 2 CFR Part 200. SUBRECIPIENT further agrees to provide CITY with a copy of completed independent auditors' report within thirty (30) days of CITY's request for such report. If the report contains instances of non-compliance with federal laws and regulations that bear directly on the performance or administration of this Agreement, SUBRECIPIENT shall provide CITY copies of responses to auditors' reports, a plan for corrective action, and auditors' response that the noncompliance has been resolved. All reports prepared in accord with the requirements of OMB Uniform Guidance 2 CFR Part 200 shall be available for inspection by representatives of CITY or the federal government during normal business hours. (5) All accounting records, reports, and evidence pertaining to all costs, expenses and the ARPA SURF Funds of SUBRECIPIENT and all documents related to this Agreement shall be maintained and kept available at SUBRECIPIENT'S office or place of business for the duration of the Agreement and thereafter for five (5) years from the date of final payment under this Agreement. Records which relate to: (a) complaints, claims, administrative proceedings or litigation arising out of the performance of this Agreement; or, (b) costs and expenses of this Agreement to which CITY or any other governmental agency takes exception, shall be retained beyond the five(5)years until complete resolution or disposition of such appeals,litigation claims, or exceptions. In the event SUBRECIPIENT does not make the above-referenced documents available within the City of Santa Ana, California, SUBRECIPIENT agrees to pay all necessary and reasonable expenses incurred by CITY in conducting any audit at the location where said records and books of account are maintained. H. Ownership/Use of Materials. SUBRECIPIENT agrees that all materials, reports or products in any form, including electronic, created by SUBRECIPIENT for which SUBRECIPIENT has been compensated pursuant to this Agreement shall be the sole property of the CITY. The material, reports, or products may be used by the CITY for any purpose that the City Council 4 26 — 329 5/3/2022 CITY deems to be appropriate, including, but not limit to, duplication and/or distribution within the CITY or to third parties. SUBRECIPIENT agrees not to release or circulate in whole or part such materials, reports, or products without prior written authorization of the CITY. I. Close-Out. SUBRECIPIENT agrees to comply with the closeout procedures detailed in 2 CFR §200.343, including the following: (1) SUBRECIPIENT must submit, no later than ninety(90) calendar days after the end date of the period of performance, all financial, performance, and other reports as required by the terms and conditions of this Agreement; (2) SUBRECIPIENT must promptly refund any balances of unobligated cash that the CITY paid in advance or paid and that is not authorized to be retained by SUBRECIPIENT for use in other projects (See OMB Circular A-129 and 2 CFR §200.345); and, (3) CITY should complete all closeout actions for the Federal award no later than one year after receipt and acceptance of all required final reports. IL SUBRECIPIENT'S OBLIGATIONS A. Representations and Warranties. (1) Authority. SUBRECIPIENT is a duly organized and existing domestic nonprofit corporation in good standing and authorized to do business under the laws of the State of California. SUBRECIPIENT has full right, power and lawful authority to accept the funding hereunder and to undertake all obligations as provided herein and the execution, performance and delivery of this Agreement by SUBRECIPIENT has been fully authorized by all requisite actions on the part of SUBRECIPIENT. (2) Experience. SUBRECIPIENT is qualified to provide the administrator services for said program detailed herein. (3) Familiarity With Services Required. By executing this Agreement, SUBRECIPIENT warrants that: (i)it has thoroughly investigated and considered the administrator services to be performed and provided for said program as detailed in Exhibit A; (ii) it has carefully considered how the services should be performed; and, (iii) it fully understands the facilities, difficulties and restrictions attending performance of the services under this Agreement. (4) No Conflict. To the best of SUBRECIPIENT'S knowledge, SUBRECIPIENT'S execution, delivery and performance of its obligations under this Agreement will not constitute a default or a breach under any contract, agreement or order to which SUBRECIPIENT is a party or by which it is bound. (5) No Bankruptcy. SUBRECIPIENT is not the subject of any current or threatened bankruptcy proceeding. City Council 5 26 — 330 5/3/2022 (6) No Pending Legal Proceedings. SUBRECIPIENT is not the subject of a current or threatened litigation that would or may materially affect SUBRECIPIENT'S performance under this Agreement. (7) Proposal Veracity. All provisions of and information provided in SUBRECIPIENT's proposal submitted to CITY, including any exhibits, are true and correct in all material respects. (8) No Pending Investigation. SUBRECIPIENT has no knowledge that it is the subject of any current or threatened criminal or civil action investigation by any public agency, including without limitation a police agency or prosecuting authority, which would relate to or affect performance of the Agreement or provision of services hereunder. B. Licensing. SUBRECIPIENT agrees to obtain and maintain all required 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 SUBRECIPIENT's operations hereunder. Such licensing requirements include obtaining a City business license, as applicable. C. Zoning. SUBRECIPIENT agrees that any facility/property used in furtherance of said program shall be specifically zoned and permitted for such use(s) and activities. Should SUBRECIPIENT fail to have the required land entitlement and/or permits, thus violating any local, state or federal rules and regulations relating thereto, SUBRECIPIENT shall immediately make good- faith efforts to gain compliance with local, state or federal rules and regulations following written notification of said violation(s)from the CITY or other authorized citing agency. SUBRECIPIENT shall notify CITY immediately of any pending violations. Failure to notify CITY of pending violations, or to remedy such known violation(s) shall result in termination of grant funding hereunder. SUBRECIPIENT must make all corrections required to bring the facility/property into compliance with the law within sixty (60) days of notification of the violation(s); failure to gain compliance within such time shall result in termination of grant funding hereunder. D. Separation of Accounts. All funds received by SUBRECIPIENT from CITY pursuant to this Agreement shall be maintained in an account in a federally insured banking or savings and loan institution with record keeping of such accounts maintained pursuant to applicable 2 CFR 200.302 requirements. SUBRECIPIENT is not required to maintain separate depository accounts for ARPA SLFRF Funds; provided however, the SUBRECIPIENT must be able to account for receipt, obligation, distribution and expenditure of ARPA SLFRF Funds pursuant to applicable 2 CFR 200.302 requirements. E. Audit Report Requirements. SUBRECIPIENT agrees that if SUBRECIPIENT expends Seven Hundred Fifty Thousand Dollars ($750,000) or more in federal funds, SUBRECIPIENT shall have an annual audit conducted by a certified public accountant in accordance with the standards as set forth and published by the United States Office of Management and Budget. SUBRECIPIENT shall provide CITY with a copy of said audit by April I of the year following the program year in which this Agreement is executed. City Council 6 26 — 331 5/3/2022 F. Compliance with Law/Program Income. SUBRECIPIENT acknowledges that the funds being provided by CITY for said program are received by CITY pursuant to ARPA, and that distribution and expenditure of these ARPA SURF Funds shall be in accordance with ARPA and all pertinent regulations issued by agencies of the federal government, including, but not limited to, all regulations found at Title 24 of the Code of Federal Regulations. Any program income received by SUBRECIPIENT shall be returned to CITY, unless otherwise provided for in this Agreement. SUBRECIPIENT agrees to comply fully with all federal, state and local laws and court orders applicable to its operation and administration of said program, whether or not referred to in this Agreement. G. Debarment. To protect the public interest and ensure the integrity of Federal programs, CITY may only conduct business with responsible persons and may not make any award or permit any award to any party which is debarred or suspended or is otherwise excluded from or ineligible for participation in Federal assistance programs under Executive Order 12549, "Debarment and Suspension". See also 24 CFR 570.609. SUBRECIPIENT must review and sign Exhibit D "Debarment", which is attached hereto and incorporated herein by this reference. SUBRECIPIENT shall be in good standing, without suspension by the California Secretary of State, Franchise Tax Board or Internal Revenue Service. Any change in the corporate status or suspension of SUBRECIPIENT shall be reported immediately to CITY. H. Confidentiality. Without prejudice to any other provisions of this Agreement, SUBRECIPIENT shall, where applicable, maintain the confidential nature of information provided to it concerning participants in accordance with the requirements of federal and state law. However, SUBRECIPIENT shall submit to CITY or its representatives, all records requested, including audit, examinations, monitoring and verifications of reports submitted by SUBRECIPIENT, costs incurred and services rendered hereunder. I. Independent Contractor. SUBRECIPIENT agrees that the performance of obligations hereunder is rendered in its capacity as an independent contractor and that it is in no way an agent of CITY. J. Violation of Terms and Conditions. SUBRECIPIENT agrees that if SUBRECIPIENT violates any of the terms and conditions of this Agreement or any prior Agreement whereby ARPA SURF Funds were received by SUBRECIPIENT, or if SUBRECIPIENT reports inaccurately, or if on audit there is a disallowance of certain expenditures, SUBRECIPIENT agrees to remedy the acts or omissions causing the disallowance and repay CITY all amounts spent in violation thereof If SUBRECIPIENT engaged in fraudulent activity to obtain and/or justify distribution or expenditure of the ARPA SURF Funds granted hereunder, SUBRECIPIENT shall be required to reimburse the CITY of all such funds that were obtained, distributed and/or spent under fraudulent circumstances. K. Fraud. SUBRECIPIENT shall immediately report all suspected or known instances and facts concerning possible fraud, abuse or criminal activity related to said program for the ARPA SURF Funds under this Agreement. City Council 7 26 — 332 5/3/2022 L. Prohibited Use. SUBRECIPIENT hereby certifies and agrees that it will not use ARPA SLFRF Funds provided through this Agreement to pay for entertainment, meals or gifts, or other prohibited uses. M. Lobbying. SUBRECIPIENT certifies that it will comply with federal law(31 U.S.C. 1352) and regulations found at 24 CFR Part 87, which provide that no appropriated funds may be expended by the recipient of a federal contract,grant,loan or cooperative agreement to pay any person for influencing or attempting to influence an officer or employee of any agency,Member of Congress, or an officer or employee of a Member of Congress in connection with awarding of any federal contract, the making of any federal grant or loan, entering into any cooperative agreement and the extension, renewal, amendment or modification of any federal contract, grant, loan or cooperative agreement. SUBRECIPIENT shall sign a certification to that effect in a form as set forth in Exhibit E, attached hereto and by this reference incorporated herein. SUBRECIPIENT shall submit said signed certification to CITY prior to performing any of its obligations under this Agreement and prior to any obligation arising on the part of CITY to pay any sums to SUBRECIPIENT under the terms and conditions of this Agreement. If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit a "Disclosure Form to Report Lobbying," in accordance with its instructions (Exhibit E). N. Financial Interest. SUBRECIPIENT agrees that except for the use of administrative fees to pay salaries and other related administrative or personnel costs, no persons who exercise or have exercised any function with respect to administering said program under the terms of this Agreement, or who are in a position to participate in a decision-making process or gain inside information with regard to the administration of said program, may obtain a financial interest or benefit from said program, either for themselves or those with whom they have family or business ties, during their tenure or for one year thereafter. This prohibition applies to any person who is an employee, agent, consultant, officer, or elected or appointed official of CITY, or of any designated public agency, or the SUBRECIPIENT. O. Labor Standards. The SUBRECIPIENT agrees to comply with the requirements of the Secretary of Labor in accordance with the Davis-Bacon Act as amended, the provisions of Contract Work Hours and Safety Standards Act (40 U.S.C. 327 et seq.) and all other applicable Federal, state and local laws and regulations pertaining to labor standards insofar as those acts apply to the performance of this Agreement. The SUBRECIPIENT agrees to comply with the Copeland Anti-Kick Back Act(18 U.S.C. 874 et seq.) and its implementing regulations of the U.S. Department of Labor at 29 CFR Part 5. The SUBRECIPIENT shall maintain documentation that demonstrates compliance with hour and wage requirements of this part. Such documentation shall be made available to the CITY for review upon request. City Council 8 26 — 333 5/3/2022 P. Equal Employment Opportunities. SUBRECIPIENT shall make every effort to ensure that all projects funded wholly or in part by ARPA SURF Funds shall provide equal employment opportunities for minorities and women. Q. Women and Minority-Owned Businesses (W/MBE). SUBRECIPIENT will use its best efforts to afford small businesses, minority business enterprises, and women's business enterprises the maximum practicable opportunity to participate in the performance of this Agreement in accordance with the requirements of 2 CFR 200.321 "Contracting with small and minority businesses, women's business enterprises, and labor surplus area firms". As used in this Agreement, the term "small business" means a business that meets the criteria set forth in section 3(a)of the Small Business Act, as amended (15 U.S.C. 632), and"minority and women's business enterprise" means a business at least fifty-one percent (51%) owned and controlled by minority group members or women. For the purpose of this definition, "minority group members" are African-Americans, Spanish-speaking, Spanish surnamed or Spanish-heritage Americans, Asian- Americans, and American Indians. SUBRECIPIENT may rely on written representations by businesses regarding their status as minority and female business enterprises in lieu of an independent investigation. R. Drug Free Workplace. SUBRECIPIENT agrees to provide a drug-free workplace and to execute a certification as set forth in Exhibit F attached hereto and incorporated herein by this reference. S. Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards. The following requirements and standards must be complied with: 2 CFR Part 200 et al. SUBRECIPIENT shall procure all materials, property, or services in accordance with the requirements of 2 CFR 200.318-326. III. CITY'S OBLIGATIONS A. Audit of Account. CITY shall include an audit of the account maintained by SUBRECIPIENT in CITY's audit of all ARPA SURF Funds in accordance with Title 24 of the Code of Federal Regulations and other applicable federal laws and regulations. B. Common Rule: Pursuant to 2 CFR 200.328(a), the CITY manages the day-to-day operations of each grant and subgrant supported activities. CITY staff has detailed knowledge of the grant program requirements and monitors grant and subgrant supported activities to assure compliance with federal requirements. Such monitoring covers each program, function and activity and performance goals are reviewed periodically. C. Project Expectations: CITY shall monitor the performance of SUBRECIPIENT against goals and performance standards required herein. The SUBRECIPIENT shall be responsible to accomplish the project expectations as set forth in Exhibit A, and report such results to the CITY. If the SUBRECIPIENT estimates such goals will not be met, the SUBRECIPIENT is to contact the CITY, at which time the CITY will determine if any adjustments to the grant award is appropriate. Substandard performance as determined by the CITY will constitute non- compliance with this Agreement. Should the CITY determine that the SUBRECIPIENT has not City Council 9 26 — 334 5/3/2022 performed its obligations as stated in this contract in a satisfactory manner, or if the CITY determines that insufficient supporting information has been submitted, the CITY shall notify the SUBRECIPIENT in writing of its determination specifying in full detail the objections that it has to the SUBRECIPIENT's performance. If action to correct such substandard performance is not taken by the SUBRECIPIENT after being notified by the CITY, within a reasonable period of time as stipulated in the written notification, contract suspension or termination procedures will be initiated. IV. GENERAL PROVISIONS A. Non-Discrimination. 1. SUBRECIPIENT agrees to comply with Executive Order 11246, which requires that during the performance of this Agreement, SUBRECIPIENT agrees not to discriminate against any employee or applicant for employment because of race, religion, sex, color or national origin. Such action shall include, but not be limited to the following: employment, upgrading, demotion, or transfer, rates of pay or other forms of compensation, and selection for training, including apprenticeship. SUBRECIPIENT agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the SUBRECIPIENT setting forth the provisions of this nondiscrimination clause. 2. SUBRECIPIENT agrees to comply with Title VI of the Civil Rights Act of 1964, which indicates that no person shall, on the ground of race, color or national origin,be excluded from participation in,be denied the benefits of,or be subj ect to discrimination under any program of activity receiving federal financial assistance. 3. No person shall, on the grounds of race, sex, creed, color, religion, marital status, national origin, age, sexual orientation, or physical or mental handicap be excluded from participation in, be refused the benefits of, or otherwise be subject to discrimination in any activities, programs or employment supported by this Agreement. SUBRECIPIENT is prohibited from discrimination on the basis of age or with respect to an otherwise qualified handicapped person as provided for under Section 109 of the Housing and Community Development Act of 1974, as amended. 4. SUBRECIPIENT agrees to comply with the Age Discrimination Act of 1975, which requires that during the performance of this Agreement, SUBRECIPIENT agrees not to discriminate against any employee or applicant for employment because of age. Such action shall include, but not be limited to the following: employment upgrading, demotion, or transfer, rates of pay or other forms of compensation, and selection for training, including apprenticeship. SUBRECIPIENT agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the SUBRECIPIENT setting forth the provisions of this age discrimination clause. 5. SUBRECIPIENT agrees to comply with Section 504 of the Rehabilitation Act of 1973,which requires that no otherwise qualified individual with a disability in the United States, shall, solely by reason of his or her disability, be excluded from the participation in, be denied the benefits of, or be subjected to discrimination under any program or activity receiving federal financial City Council 10 26 — 335 5/3/2022 assistance or under any program or activity conducted by any executive agency or by the United States Postal Service. B. Conflict of Interest. Pursuant to the conflict of interest requirements set forth in 24 CFR 570.611 and 2 CFR 200.112, SUBRECIPIENT certifies that no member, officer, employee, agent or assignee of CITY having direct or indirect control of any ARPA SLFRF Funds granted to the CITY,inclusive of the subject ARPA SLFRF Funds, shall serve as an officer of SUBRECIPIENT. Further, any conflict or potential conflict of interest of any officer of SUBRECIPIENT shall be fully disclosed in writing prior to the execution of this Agreement and said writing shall be attached and deemed fully incorporated as a part hereof. Notice shall be sent by SUBRECIPIENT to CITY regarding any changes or modifications to its board of directors and list of officers. C. Special Certification for Religious Entities. If SUBRECIPIENT is a religious entity, SUBRECIPIENT hereby agrees that in connection with the provision of the services SUBRECIPIENT shall provide with ARPA SLFRF Funds,in accordance with 24 CFR 570.2000): 1. SUBRECIPIENT shall not discriminate against any employee or applicant for employment on the basis of religion and shall not limit employment or give preference in employment to persons on the basis of religion. 2. SUBRECIPIENT shall not discriminate against any person applying for the services SUBRECIPIENT agrees to provide under the terms of this Agreement on the basis of religion and shall not limit such services or give preference to applicants for such services on the basis of religion. 3. SUBRECIPIENT shall NOT provide religious instruction or counseling, conduct any religious worship or services, or engage in any religious proselytizing, or exert any religious influence in the provision of the services in said program. The parties agree that this covenant is intended to and shall be construed for the limited purpose of assuring compliance with respect to the use of CITY funds by SUBRECIPIENT with applicable constitutional limitations respecting the establishment of religion as set forth in the establishment clause under the First Amendment of the United States Constitution and Article I, Section 4 of the California Constitution, and is not in any manner intended to restrict other activities of SUBRECIPIENT. 4. The portion of a facility used to provide public services assisted in whole or in part under this Agreement shall contain no sectarian or religious symbols. 5. Where the services to be provided under said program are rendered on property owned by the primarily religious entity SUBRECIPIENT,ARPA SLFRF Funds may also be used for minor repairs to such property, which are directly related to the cost of rendering the services under said program, where the cost constitutes in dollar terms only an incidental portion of the ARPA expenditure for rendering the services under said program. D. Prohibition of Nepotism. SUBRECIPIENT agrees not to hire or permit the hiring of any person to fill a position funded through this Agreement if a member of that person's immediate family is employed in an administrative capacity by SUBRECIPIENT. For the purposes of this City Council 11 26 — 336 5/3/2022 section, the term "immediate family" means spouse, child, mother, father, brother, sister, brother-in- law, sister-in-law, father-in-law, mother-in-law, son-in-law, daughter-in-law, aunt, uncle, niece, nephew, stepparent and stepchild. The term"administrative capacity"means having selection,hiring, supervisor or management responsibilities. E. Notices. Notices to the parties shall,unless otherwise requested in writing,be sent by U.S. Mail, postage prepaid, and addressed as follows: TO CITY: City of Santa Ana Lisa Rudloff Executive Director Parks,Recreation and Community Services Agency 20 Civic Center Plaza P.O. Box 1988 Santa Ana, California 92702-1988 TO SUBRECIPIENT: Nati's House DBA Neutral Ground Nati Alvarado Executive Director 1733 N Valencia St Santa Ana, CA 92706-2930 F. Assignability. None of the duties of, or work to be performed by, SUBRECIPIENT under this Agreement shall be subcontracted or assigned to any agency, consultant, or person without the prior written consent of CITY. SUBRECIPIENT must submit all subcontracts and other agreements that relate to this Agreement to CITY. No subcontract or assignment shall terminate or alter the legal obligations of SUBRECIPIENT pursuant to this Agreement. G. Indemnification/Hold Harmless. SUBRECIPIENT shall indemnify, defend and save harmless CITY, its officers, employees, agents, representatives and volunteers from and against any and all damages to or for loss of use of property and for injuries to or death of any person or persons, including property and employees or agents of CITY, and shall defend, indemnify and save harmless CITY, its officers, employees, agents, representatives and volunteers from and against any and all claims, demands, suits, actions or proceedings of any kind or nature, including, but not by way of limitation, workers compensation claims and including attorney fees and reasonable expenses for litigation or settlement, resulting from or arising out of the negligent or wrongful acts, errors or omissions of SUBRECIPIENT, its officers, directors, employees, agents, subcontractors and suppliers arising out of SUBRECIPIENT's performance of this Agreement. H. Insurance. Contractor shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with City Council 12 26 — 337 5/3/2022 the performance of the work hereunder and the results of that work by the Contractor, its agents, representatives, employees, or subcontractors. a. MINIMUM SCOPE AND LIMIT OF INSURANCE Coverage shall beat least as broad as: 1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 O1 covering CGL on an "occurrence" basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this proj ect/location(ISO CG 25 03 or 25 04)or the general aggregate limit shall be twice the required occurrence limit. 2. Automobile Liability: Insurance Services Office Form Number CA 0001 covering, Code 1 (any auto),or if Contractor has no owned autos, Code 8 (hired) and 9 (non-owned), with limit no less than $1,000,000 (if program services includes transportation of youth, the limit shall be no less than $5,000,000)per accident for bodily injury and property damage. (Not required if an automobile is not required to fulfill services.) 3. Workers'Compensation: insurance as required by the State of California, with Statutory Limits, and Employer's Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. 4. Sexual Abuse or Molestation (SAM) Liability: If the CGL policy referenced above is not endorsed to include affirmative coverage for sexual abuse or molestation, Contractor shall obtain and maintain a policy covering Sexual Abuse and Molestation with a limit no less than $1,000,000 per occurrence or claim. 5. If the Contractor maintains broader coverage and/or higher limits than the minimums shown above, the City requires and shall be entitled to the broader coverage and/or the higher limits maintained by the Contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. b. Other Insurance Provisions — The insurance policies are to contain, or be endorsed to contain, the following provisions: 1. Additional Insured Status: The City, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Contractor including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Contractor's insurance (at least as broad as ISO Form CG 20 10 11 85 or if not available, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 forms if a later edition is used). City Council 13 26 — 338 5/3/2022 2. Primary Coverage: For any claims related to this contract, the Contractor's insurance coverage shall be primary coverage at least as broad as ISO CG 20 O1 04 13 as respects the City, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the City, its officers, officials, employees, or volunteers shall be excess of the Contractor's insurance and shall not contribute with it. 3. Notice of Cancellation: Each insurance policy required above shall state that coverage shall not be canceled, except with notice to the City. 4. Waiver of Subrogation: Contractor hereby grants to City a waiver of any right to subrogation which any insurer of said Contractor may acquire against the City by virtue of the payment of any loss under such insurance. Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. 5. Self-Insured Retentions: Self-insured retentions must be declared to and approved by the City. The City may require the Contractor to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self- insured retention may be satisfied by either the named insured or City. 6. Acceptability of Insurers: Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M. Best's rating of no less than AXII, unless otherwise acceptable to the City. 7. Claims Made Policies: If any of the required policies provide coverage on a claims-made basis: 1. The Retroactive Date must be shown and must be before the date of the contract or the beginning of contract work. 2. Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work. 3. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive Date prior to the contract effective date, the Contractor must purchase "extended reporting" coverage for a minimum of five (5) years after completion of contract work. 8. Verification of Coverage: Contractor shall furnish the City with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage required by this clause)and a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements to City before work begins. However, failure to obtain the required documents prior to the work beginning shall not waive the Contractor's obligation to provide them. City reserves the right to require City Council 14 26 — 339 5/3/2022 complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. 9. Special Risks or Circumstances: City reserves the right to modify these requirements,including limits, based on the nature of the risk,prior experience, insurer, coverage, or other special circumstances. I. Termination. 1. This Agreement may be terminated on thirty (30) days' written notice by either party. In the event of such termination, SUBRECIPIENT shall only be entitled to reimbursement for approved expenses incurred to the effective date of termination. 2. This Agreement may be suspended or terminated by CITY upon five (5) days' written notice for violation by SUBRECIPIENT of Federal Laws governing the use of ARPA SURF Funds. In the event of such suspension or termination, SUBRECIPIENT shall only be entitled to reimbursement for approved expenses incurred up to the effective date of suspension or termination. 3. Pursuant to 2 CFR 200.340, in the event SUBRECIPIENT defaults by failing to fulfill all or any of its obligations hereunder, CITY may declare a default and termination of this Agreement by written notice to SUBRECIPIENT, which default and termination shall be effective on a date stated in the notice which is to be not less than ten (10) days after certified mailing or personal service of such notice, unless such default is cured before the effective date of termination stated in such notice. If terminated for cause, CITY shall be relieved of further liability or responsibility under this Agreement, or as a result of the termination thereof, including the payment of money, except for payment for approved expenses incurred for services satisfactorily and timely performed prior to the mailing or service of the notice of termination, and except for reimbursement of. (1) any payments made for services not subsequently performed in a timely and satisfactory manner; and, (2)costs incurred by CITY in obtaining substitute performance. 4. The grant of funds under this Agreement may be terminated for convenience by either the CITY or SUBRECIPIENT, in whole or in part, by setting forth the reasons for such termination, the effective date, and, in the case of portion termination, their portion to be terminated. However, if in the case of a partial termination, the CITY determines that the remaining portion of the award will not accomplish the purpose for which the award was made, the CITY may terminate the award in its entirety. 5. The grant of funds under this Agreement may be terminated due to the non- performance of SUBRECIPIENT and/or failure of SUBRECIPENT to perform the work described in Exhibit A. 6. The grant of funds under this Agreement may be terminated due to the failure of the CITY to receive sufficient or anticipated funding for the ARPA program for any term subject to this Agreement. 7. In the event this Agreement is terminated as set forth in subparagraphs I(1) through I(6),inclusive, SUBRECIPIENT agrees to immediately return to CITY upon CITY's demand City Council 15 26 — 340 5/3/2022 and prior to any adjudication of SUBRECIPIENT's rights, any and all funds not used, and to comply with the Reversion of Assets requirements in this Agreement. J. Limitation of Funds. The United States of America may in the future place programmatic or fiscal limitations on the use of ARPA SLFRF Funds, which limitations are not presently anticipated. Accordingly, CITY reserves the right to revise this Agreement in order to take account of actions affecting ARPA program funding. In the event of funding reduction, CITY may, in its sole and absolute discretion, reduce the budget of this Agreement, may limit the rate of SUBRECIPIENT's authority to utilize funds, or may restrict SUBRECIPIENT's use of uncommitted funds. Where CITY has been directed to implement a reduction in funding, with respect to funding for this Agreement, CITY's City Manager or delegate is authorized to act for CITY in implementing and effecting such a reduction and in revising, modifying, or amending the Agreement for such purposes. If such a reduction in funding occurs, SUBRECIPIENT shall be permitted to de-scope accordingly. Where CITY has reasonable grounds to question SUBRECIPIENT's fiscal accountability or compliance with this Agreement, CITY may suspend the operation of this Agreement for up to sixty (60) days upon five (5) days written notice to SUBRECIPIENT of its intention to so act,pending an audit or other resolution of such questions. In no event, however, shall any revisions made by CITY affect expenditures and legally binding commitments made by SUBRECIPIENT before it received notice of such revision, provided that such amounts have been committed in good faith and are otherwise allowable and that such commitments are consistent with ARPA SLFRF Funds withdrawal guidelines. K. Exclusivity and Amendment of Agreement. This Agreement supersedes any and all other agreements, either oral or in writing,between the parties hereto with respect to the use of CITY's ARPA SLFRF Funds by SUBRECIPIENT and contains all the covenants and agreements between the parties with respect to SUBRECIPIIENT's administration of said program. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein, and that no other agreement or amendment hereto shall be effective unless executed in writing and signed by both CITY and SUBRECIPIENT. L. Laws Governing this Agreement. This Agreement shall be governed by and construed in accordance with the laws of the State of California, and all applicable federal laws and regulations. M. Validity and Severability. The invalidity in whole or in part of any provision of this Agreement shall not void or affect the validity of any other provision of this Agreement. Whenever possible, each provision of this AGREEMENT shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this AGREEMENT is held to be prohibited by or invalid under applicable law, such provision shall be ineffective only to the extent of such prohibition or invalidity, without invalidating the remainder of such provisions of this AGREEMENT. N. Waiver. No delay or omission by either party hereto to exercise any right or power accruing upon any noncompliance or default by the other party with respect to any of the terms of this Agreement shall impair any such right or power or be construed to be a waiver thereof. A waiver by either of the parties hereto of any of the covenants, conditions, or agreements to be City Council 16 26 — 341 5/3/2022 performed by the other shall not be construed to be a waiver of any succeeding breach thereof or of any other covenant, condition or agreement herein contained. O. Federal Award Identification Information. SUBRECIPIENT's pertinent Federal Award Identification Information, including DUNS Number and Federal Award Identification Number (FAIN), as well as the applicable information for ARPA, are included in Exhibit C attached hereto and incorporated herein by this reference. P. Miscellaneous Provisions. 1. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify CITY fully, including reasonable costs and attorney's fees, for any injuries or damages to CITY in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. 2. All Exhibits and Attachments referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. 3. This Agreement must be signed below and may be signed in counterpart and delivered by fax, email as a PDF (Portable Document Format)file attachment, or by other means that displays the original or a copy of the signatures. Any subsequent amendments may be signed and delivered in the same manner. {Signatures on followingpage} City Council 17 26 — 342 5/3/2022 IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date and year first written above. ATTEST: CITY OF SANTA ANA DAISY GOMEZ KRIS TINE RIDGE Clerk of the Council City Manager APPROVED AS TO FORM: SONIA R.CARVALHO City Attorney BRANDON SALVATIERRA Deputy City Attorney RECOMMENDED FOR APPROVAL: SUBRECIPIENT: 1 LISA RUDLOFF N ALVARA Executive Director Ex cutive Director Parks,Recreation and Community Services Agency DUNS#:079536874 City Council 26 — 343 5/3/2022 EXHIBIT A SCOPE OF WORK City Council 26 — 344 5/3/2022 Mom,."= Exhibit A Scope of Work 4.1 Neutral Ground Boxing Club(NGBC) Program Component Descriptions: In March of this year Neutral Ground began meeting with a group of 20-30 youth and family members, practicing boxing drills, riddling our hour-long sessions with plenty of strength and conditioning drills. NGBC proposes to reach some of our most at-risk youth through sports programming and restorative practices. The purpose of Neutral Ground Boxing Club (NGBC) is to provide free/no cost sports programming for some of our older (10-18) and more deeply gang-entrenched program participants. In continued collaboration with Santa Ana Police Department,Santa Ana School Police,and the Orange County Probation Department, a referral continuum will be established between our law enforcement partners and the Neutral Ground team. To best implement the trauma-informed goal of the program,the Adverse Childhood Experience Survey(ACES) will be administered to all participants at time of enrollment. This trauma-focused screening tool will assist providers to determine the level of intervention and targeted referrals/linkages needed for participants.Youth of families victimized by violence and/or siblings of juvenile-justice involved youth and/or students showing sudden changes in behavior, especially those demonstrating aggression will be referred to NGBC for restorative practices, support services and linkages, and case management and sports programming. Special attention will be paid to youth/students who have been severely impacted emotionally, academically, and financially (home/basic needs) as a result of the COVID-19 crisis.The ultimate goal is to redirect participants back to a positive trajectory and reconnect them to programs,their schools, positive influences, and their family to build a violence-free, strong, healthy, and meaningful future. In collaboration with city Begins Current location can only serve less than 10 participants at a time. New officials and local real estate March 2022- location will increase numbers of participants to—minimum of 200 experts,a new location will be continues unduplicated participants per year and many students who have participated located in order to expand the through in the past will be encouraged to continue to engage in the program. already existing program. March 2023 Equipment for the program April 2022 Once location is secured,equipment will be ordered to maximize the quality will be purchased. and the safety of the experience for the youth. Development of referral Begins Seamless continuum of referrals of at-risk youth in need of NGBC services system with law enforcement March 2022- program will be developed and sustained. partners community agencies continues and school district for COVID- through impacted candidates for March 2023 program Participant Ongoing Adverse Childhood Experience Survey(ACES) will be administered to all Survey/Assessment participants at time of enrollment.Staff will address common issues experienced by participants in healing circles at the end of training sessions. Boxing Trainers/RP Leads- March-April Staff with experience with youth and the SA community who are bilingual Recruitment and Training 2022 and Spanish speakers will be recruited for positions.Staff will be trained in ongoing supervision,safety, boxing,fitness,as well as restorative practices. Healthy Physical Ongoing 30(80- 120 total per year)youth will participate in ongoing boxing training on Development-Stress and Monday and Wednesdays each quarter. Participants may return and continue Coping Mechanisms training once they have completed the formal training/program.The focus of the program will teach positive ways to relieve stress,and increase self- discipline,and confidence. Boxing Program/Restorative Occur Minimum of 30 unduplicated, NGBC participants will engage in boxing training Circles Weekly- and restorative circles for a minimum of 5 weeks for each quarter(120 per "Two-Pronged Approach= ongoing year). Boxing will take place twice per week,Tuesdays,and Thursdays for 2.5 Physical Health+ Mental hours and then students will have time to change and settle in for RP circles for Health" the last hour.The focus of the RP Circles will be to assist participants mitigate mental health stresses,anxieties,and aggressions as a result of the COVID-19 crisis and diminish the specific risk factors preventing them getting back on their feet. 50%of the participants will complete and participate in boxing training and RP sessions. Ex circles will City Council the year participate ir2C)crealOal excursions such as beaWWWQQ 2untain trips and sports trips. Participants may also participate in tournaments once they are ready for competition, Linkages:Community mental Ongoing 10%of boxing participants will be linked to services for more extensive mental health support, participants health support. Program Supervisor will assist with linkages to mental health who have more extensive services. multi-faceted mental health need to consistently engage with mental health practitioners to support recovery from COVID-19 struggles. Linkages: Meeting basic Ongoing 30%of boxing participants will be linked to services to support basic urgent needs,in order for needs. Program Supervisor will assist with linkages to agencies providing participants to recover from urgent necessities. the COVID-19 struggles we must ensure that basic needs have been met. Urgent necessities i.e., transportation,food and shelter will also be provided upon need. Recognition Events: Research Twice per Boxing participants will receive t-shirts,customized awards,and incentives to indicates that recognizing year recognize outstanding participation.Two events will take place where family, progress and growth is critical law enforcement partners and other agencies will join to applaud youth in effective youth efforts. development efforts. (Hawkins&Catalano) 2.Target Population The mission of Neutral Ground is to create a healthier, safer Santa Ana centered on its communities most impacted by violence; breaking the cycle of poverty, child abuse, academic failure and teen pregnancy through restorative practice and evidence-based youth development, academic support, and the strengthening of meaningful relationships. Neutral Ground is dedicated to addressing the human suffering and health disparities that the community of Santa Ana has suffered due to the COVID-19 pandemic. The COVID-19 virus has affected all age and ethnic groups globally and nationally and across all domains of functioning. physical health and development were severely impacted with all of the facility lockdowns and canceled recreational programs throughout the country. For much of the population of youth in Santa Ana this experience was especially challenging since home dwellings were often overcrowded and left residents and family members vulnerable to COVID-19. Exposure and vulnerability then were intensified by work conditions for essential jobs, overcrowded housing and neighborhoods that lack protective supplies and preventive information (Falicov et al., 2020; Gaynor&Wilson, 2020).The impact on the families in the Santa Ana community include economic implications,feelings of sadness due to grief and loss of family members/close friends and a lack of treatment in mental health.The accommodation of safety measures COVID-19 introduced to social organizations or community based extracurricular activities have impacted families, specifically the at-risk youth among the Santa Ana community.The strategies to control the spread of the COVID-19 virus have changed the daily lives of these youth.The youth who are in vulnerable communities have been hit the hardest and have unfortunately adopted unhealthy habits of behavior that impact their overall lifestyle (Shepherd et al., 2021). Youth who have experienced these struggles ages 10-18 will be prioritized for enrollment in Neutral Ground Boxing Club. According to the US Census Bureau (2019), it was reported that 26.9%of the population of the city of Santa Ana is between the ages of 5-18, 76.8%of the city identifies as Hispanic or Latino,43.3%of the city are "foreign born persons" and 80.3%speak a language at home other than English.The immigrant Latinx community are statistically more likely to seek or accept mental health services within a community setting than independently seeking services for medical conditions such as depression, anxiety, trauma, or relational conflicts. Mental health distress can also manifest in various somatic symptoms such as headaches, stomach aches, or fatigue that needs to be addressed by health practitioners (Falicov,et al.,2020). This highlights the need for services delivery to surpass cultural differences and provide healthy strategies under a whole-health framework of delivery(Gaynor& Wilson, 2020)to support healthy living.The Neutral Ground Boxing Club will provide restorative circles and referrals to mental health to reduce his disparity in access to mental health services.The program takes a two-pronged approach that includes fostering both physical and mental wellness. 3. Unmet Need Youth of all ages, QNeCpQH9g110-18 years of age have been impactec? ysi A and mentally from CC§JHW-gWZtrictions in the Qualified Services Tract. Neutral Ground's proposed program will expand a boxing program to increase services.The local church activities across the board fr the youth across the city of Santa Ana.The newly proposed Neutral Ground Boxing Club will support almost 200+youth with the first year of the grant with the safe and newly leased facilities and updated a fiiphi W Articipants will engage in physical development through boxing training as well as engage in social-emotional healing through sessions of restorative circles at the end of the training each week. Boxing programs can be used as a sport-based youth development technique to teach life skills to youth within a recreational context (Hemphill et al., 2019).The youth who participate in these activities learn to apply life skills beyond the activity due to the social nature of the program. Perceived life skills are found to be a component that is foundational as it enhances the expectation of hard work/teamwork and encourages positive relationships built within the gym environment (Hemphill et al., 2019). As the research states above,this population struggles with mental health imbalances, economic stressors, physical discomfort, dysregulated structure to routine and social instability. Coupled with potentially abusive homes,family dysfunction, and physical discomfort,the nature of a boxing recreational program that encourages peer to peer interaction, physical activity and social- emotional growth and stability will help to mitigate any maladaptive behaviors, including substance abuse (Shepherd et al., 2021). This population needs a culturally competent program that offers a safe place to feel a sense of belonging, while providing an outlet to kinesthetically work out any potential stressors and enhance physical wellbeing. As our society embraces a post COVID-19 pandemic, Neutral Ground's Boxing Club will positively impact overall development, self-discipline,teamwork and promote a healthier lifestyle which will build peer culture and embrace healthy strategies to promote physical and mental wellness. The youth who attend the boxing program, will also be able to attend restorative circles after the boxing sessions. Restorative circles are an evidenced based restorative practice that draws attention to positive climate and culture, providing a space for children to address their problematic behavior and increase social-emotional behavior strategies (Evanovich et al., 2020). When implemented, prevention and positive responses to challenging behavior is emphasized and a whole-health framework is then adopted (Evanovich et al., 2020).These restorative circles that will be offered after the boxing sessions, allows for a two-pronged approach to address the physical and social emotional health among the youth who engage in the boxing club. It is rare to have a program that takes this two-pronged approach that includes fostering physical and mental wellness. 4. Details of Collaborations with Local Organizations Neutral Ground has been operating in the heart of Santa Ana for the past 30 years and has established a strong network of collaborative partners.The founder, Nati Alvarado, was a teen father himself at the age of 15. His passion to help others and avoid the trauma and heartache that he and his family experienced in his youth have given him the desire to pursue this work and lead his agency with a strong collaborative spirit. His deep commitment to new and existing partnerships demonstrates a strong foundation of collaborative readiness for a wide range of community activities and events. Over the past 10 years Neutral Ground has participated in The California Endowment's Building Healthy Communities (BHC) Initiative within Santa Ana Unified School District, developed the Summer Night Lights Program with funding from the City of Santa Ana which served thousands of youths from all over the city. In addition, Neutral Ground was selected as a partner to provide job preparation and drug abuse prevention in the Prop.47 grant with the alternative education programs within SAUSD and funded to provide Restorative Practices at secondary schools throughout the community. Neutral Ground also implemented the Proud Parent grant in SAUSD which included a collaborative partnership with community agencies and OC Probation Department.The partnership was so successful the Memorandum of Understanding has been renewed although the grant ended several years ago. Throughout the years Neutral Ground has been a reliable and cutting-edge community agency ready and willing to serve the community through collaborations and partnerships with law enforcement agencies, school districts and other community agencies. S. Innovation in Service/Delivery NG has developed an innovative proposal including evidence-based practices that will prove effective with this uniquely vulnerable population,the NG-Boxing Club will Implement a comprehensive two-pronged approach to developing a boxing Club to promote physical training and social-emotional wellness. Rarely, do programs target two areas of health in one program.This system will support highly impacted youth from COVID-19 challenges. Neutral Ground will be providing a supervisor who will coordinate linkages to urgent resources for the gaps in basic needs while facilitating restorative circles to rebuild social-emotional health. Neutral Ground has a long-standing commitment to serving the most vulnerable and is known for incorporating trauma-informed care into services.Trauma-informed care is a strength-based approach that emphasizes physical, psychological, and emotional safety to create an environment for participants to rebuild a sense of control and empowerment (Hopper, Bassuk, & Olivet, 20I0) NG activities will be conducted in safe spaces where youth feel culturally, emotionally, and physically safe. NG staff have extensive training on the evidence-based services, and many have first-hand understanding of the life struggles that impact today' s youth. The majority of the NG- Boxing Club staff members will be from Santa Ana and are culturally proficient and bilingual. NG will maximize the potential of each participant by setting and achieving individualized goals and plans. A famous quote from a student n San Francisco ofrom trouble, if they have someorQib6 CANAh and somewhere to walk to." By recei,2ktall;g for this multifaceted @�Rb, Neutral Ground will be able to expand and fulfill this dire need for so many of the lost and impacted youth in our city. EXHIBIT B FEE PAYMENT SCHEDULE City Council 26 — 348 5/3/2022 Exhibit B FISCAL YEAR 2022-2023 PROPOSED PROGRAM BUDGET Organization Name Natis House dba Neutral Ground Program Name NGBC (Neutral Ground Boxing Club) Term: July 1, 2022 to June 30, 2023 EXPENDITURES Enter budget categories and projected expenditures: Expenditures Funded By Expenditures Total Santa Ana Funded By Program Organization Category REVIVE Funds Other Sources Budget Budget Administrative Staff Salaries $0 $0 Program Staff Salaries $58,425 $58,425 $ 58,425 Contractual Services $0 $0 Other- $63,747 $63,747 $ 63,747 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 TOTAL $122,172 $0 $122,1721 $122,172 PROGRAM RESOURCES LIST ALL OTHER PROGRAM RESOURCES FOR 2022-2023 Funding Source Total must equal Program Budget Total listed above. FUNDING SOURCE AMOUNT Santa Ana REVIVE $ 122,172 TOTAL $ 122,172 Attachment 1(a) City Council 26 — 349 5/3/2022 Exhibit B 2022-2023 REVIVE BUDGET LINE ITEMS ADMINISTRATIVE STAFF Position Title Annual Salary&Benefits REVIVE Funds Description PROGRAM STAFF Position Title Annual Salary&Benefits REVIVE Funds Description 1 Program Supervisor 28,080 28,080 $27 x 20 hrs p.week x 52 weeks 4 Trainers and RP Leads 26,880 26,880 ($20 x 8 hrs p.week x 42 weeks)x (4 workers) 1 Admin Support 3,465 3,465 $21 x 5 hrs x 33 weeks CONTRACTUAL/PROFESSIONAL SERVICES Type of Service Contract Amount REVIVE Funds Description OTHER LINE ITEMS Line Item Program Amount REVIVE Funds Description Student Bus Passes$1,200: For transportation Other $ 63,747.00 $ 63,747.00 to and from boxing Snacks,Water&Food$5,000: For students. Pizza Party Incentive for reaching milestones etc Program Equipment$7,000: Equip for training, gloves,ring set-up, headgear,shoes,towels etc Rent$30,000:Training location (12 months x $2,500) Liability Insurance$4,000: Insurance Premium Transportation/Van Rentals$2,100: For recreational excursions and tripst to boxing tournaments Transportation $840: Fuel fill-ups Tournament/Competition Fees$2,500: Supplies for recreation activities Indirect Cost$11,107: 10%(from whole budget subtotal of$111,107) Attachment 1(b) City Council 26 — 350 5/3/2022 EXHIBIT C FEDERAL AWARD IDENTIFICATION INFORMATION The General Program Requirements were designed to provide the framework where the CONTRACTOR will provide ARPA programs identified in this attachment. L GOVERNANCE The CONTRACTOR agrees to comply, remain informed, and deliver services consistent with the provisions of ARPA. Where local policy has not been set, the CONTRACTOR agrees to adhere to state and/or federal policy, as appropriate. IL GOVERNANCE REFERENCES A. Additional state and federal agencies that provide funding to the CITY may be incorporated herein. B. Information Bulletins, Directives, and any other federal and state guidance documents pertaining to the ARPA SURF Funds. C. Actions, directives, and policy and procedures issued by the CITY. D. CITY policies, as applicable. III. CONTRACTOR/SUBRECIPIENT DETERMINATION: In accordance with the requirements of 2 CFR 200.330 (Subrecipient and Contractor determination) and for the purpose of this CONTRACT, SUBRECIPIENT is determined to be a CONTRACTOR. City Council 26 — 351 5/3/2022 IV. FEDERAL AWARD IDENTIFICATION FAIN INFORMATION A. CONTRACTOR Name: NATI'S HOUSE DBA NEUTRAL GROUND B. CONTRACTOR'S Unique 079536874 Identifier(D-U-N-S): Federal Award C. Identification Number SLFRP1059 (FAIN): D. Federal Award Date: 5/19/2021 E. Subaward Period of 7/l/2022-6/30/2023 Performance: Total Amount of Federal F. Funds Obligated by the $122,172 Action: Total Amount of Federal G. Funds Obligated to the $122,172 CONTRACTOR: H. Total Amount of the $64,180,406.50 Federal Award: Federal Award Project American Rescue Plan Act(ARPA) I' Description: J. Federal Awarding Agency: U.S. Department of the Treasury K. Name of PTE: City of Santa Ana L. Contact Information for the Kristine Ridge, City Manager Awarding Official: Phone Number: (714) 647-5200 E-mail Address: kridgegsanta-ana.org M. CFDA Number: 21.027 CFDA Name: Coronavirus State and Local Fiscal Recovery Funds N. Whether Award is R&D: No O. Indirect Cost Rate for the de minimus or federally negotiated rate Federal Award: City Council 26 — 352 5/3/2022 EXHIBIT D DEBARMENT 1MM-1L `�- 6.qj IrdivhIoD arty % iO I- iIui -LeA c. 1!L. r'irL nrrd �r ra.-mha%i"wn (BEFORE COMPLETING CERTIFICATION. READ INSTRLCTIONS FOR CERTIFICATION - Attached) {1) j ++.� " '1 ti =- C . •J .s .c r1 �ti� .-L I* + * s d iy (?) N1"here the prospective recipient of federal assistance funds is unable to certifi to am ofthe statements in this certification,such prospective participant shall attachan explanation to this proposal Name and Tile of Authorized Representative r City Council 26 - 353 5/3/2022 F117K 4 111:FLUME Al Id)% r I �vE 1 Lrp rr,k ILV --w1`M riki 1.1 t ii•L 1 I"rn •-a k5,•I L I L;-J� I.1b. 1:cr6 Pp i m 1 1- I• • P�:u r _iA ■ ffui CT J I I C Ljr. ,�LTL ■r7 L&t up ph t I b,6% IX kjmCC way rCtT'� L4 &d - _- ..■J.w" lllimk:� k--i&Am&L5 1 `r J7 iffnmeL. T11.1 rpu We s III I& vow It-w .A Ilk Kb ft F* 1 wo r,fm-x dY I% - ---0 elf a 1 rb.' ;% AT it Rmaw findh kmpw J Lye ia11 p: . ht`I l.r -.t'.,1 ■—c I w N+L, &--" 14 d■ 0 h w. @ 4 m whcn ,.J# ,Ft-J - 1 I.=■. I�"".:- �,:ti s'YI}I"�Via. � ti�■r L Fhe 'i=L. ■ e �� . •���1- _ .I 1 . -M-ry.T■%PL• 1 Bjwiw, . --1 m cra LA sue:ti 1 I mid N it __..= ti _a 1,I -, ; iL it,LF 4 L7=1.r. Fly.& !wm i•n a Lhq I IL'.:-'_rax JrrJ £1 gemW mL'{'r.d m L•' -Am FFW4mnmi i1^■$ 1: .j h-g 4,hdr I? `You rrrry cacud +.FI•.■ s1 k�, P.Wkik Lhir rFqxmaj i k -I-J ,t•L aaktmwe 0 4 q -per oI" i�.L ' W J r I"11' 1.,m� *vn. I*, mkmid bW Lb15 ps-Va•Lil aL1.1_ 1 L:Ij °tor k rvFA Lej!- t'1 odd cap C. .. . . . J Lr`- - 4ifik Jt .m.. •a hL- Lt. - _ .: .. _„t=LW I. bIgI.A M z_. err., `" I n rsa -xc r1 &LL r m K'ft,I �!Jan ice•= Lei k-L% r r.--�—,J FA L`� I ® I I• •--e%ii,n r I PC f? kdtrzi nn LLB ic L•rAmr rgL-L-, Lti aAvppqwF Ai !r,.ti a' 0.ti,II r1M FLU•khs ULpr kI I Lid 'i r1I i foal i%-41 P.ef,a d ini C�t f,•cn tw-R vrd'wL I', -e41 tv�&F l 1r.a I re: CZ-4Ll-NJ IL-,,, ' ,161 ji Amn r1 A knLgr LrL I OPO rrq-d d•i'LL • 7J 1;1 31;1 N■■P t 1 L:Lm 91 v i.T e n. - via !IL w.%-F " M F L"'j 1 W b' 4 Ibf! N mrka i L'111 I-k:..®1. "� j-r1 r.11■ ,-I i 1 r pw �n J L- -i ti, I p�- j.-M OW 7mom Lk m&fta rl 0 nL'C,&t1M-J. u,,IV.�-�. I l�:��,K%.. jr b '% r- ,-tkh d I 1 I w6 Ov trg qm-d amvLark m& Lukk°s A L rio r1, Imr.. Obe ti:s Lk envrEM& prMC I P�- rAtWyUW r1M1;1- hA x rrli F,Vsltd o I qgb�rq L I h6- PWW t I.h�J :� sl i Ix- -�1 Ioa1it1 .r L4Mrm kcj& qr FmI ;:::.f ,m 1rl J Lkv Qad. 1 *Gd -AILKII LI all 7"16L-q% s I Fti i J�tLm 1 '-J p-.. I Tdim 'oft ' 1 City Council 26 - 354 5/3/2022 9 Fxccpt lortransactions auth�iri zed under paragralii S of these instructions, if a partici pant in a covered transaction knowingly enters into a lower her cov cred transaction with a person \\ho is suspended. debarred. ineligible. or voluntarily excluded from participation in this transaction. in addition to other remedies availableto the Federal Government, the DOL ma) pursue available remedies, includingsuspension and/or debarment City Council 26 — 355 5/3/2022 FxIIIRff E LOBBYING C m ij lm-�w tm Rqrsrdeg Luftm+aw Pw -nJ cMxtmrd vem it,-0 arc t" of h m rc tro $r■pa ik rc xW b cf c f.that (l t %jv F-et IMrgb ha%,C tzvqpftjCC So jk bt: pnd. *� LN n lam turf tf~1n; gap 'F AID A" pgo r 0( a� fir. s %Aoakr 44 C sn ^m ,w a at wl Campm. us an cis ctc v! a �1��esl+rc,1 nlC��ties����t tHr a��rf o1 aeati � c�atttratd. �hC�+�#ark coom raitic ep - mg c>ti san. c sra ts� rt rt idaoeraL yr as li of xm f Ojerw c OWL kim or coo wi•t crsxttw- t y Of atr+ 1wbh derd m1f I I6a�#cds`e#ees � P a 'a IN �Ik:%Orwtft c: ate.0 asa A fiaa► or en ct 0 am a 7. a of CARSIC%& aea 041;Cvr cr aff4birm 0( C " me met sal a i at f"affrv,% M ,.-ton y1h Out i cvlow sm"WI.Pma. kaL-or mar JQpwm%mL thr LXL&3vpaoj Awl o -rc aW td f -CLL 1fa�ta �ost h�F ► ` is accn� at+'f %ath its t fhs i 1 4 r egg I %Yl acgmt t1 dW bmpW otdis coni4xmiaee 'hr mmskd m Mtc sad do-c-amaB Aw A wbamank a an tiearz I isdaft Bob C =a, MAWOUS, Ow tom+ am&r and c atu%e xtra=mmt ad dW A a6acore i J%a emit% aeai di�cbpw I -S.�. - TIM 00%fiMLIA rc s MgWid -WIOCWnM Of SM GPM 'A hMA TVAMWC *At% F4mCJ '%OM tits sees aas enak at ememd Ww swkmwm 0(6"rxrw,'zP► wwgl ea a pme4umse sw ewcow mg am am WmmKbem sew b7 Sta w'" 11352. it Ir t1. 1'. S. Ctsde .%M petwvt she Wc to fsk tC MqLxTd Cnr-4ka6m A'be watim wr,s on v(tom[�M*#=St 0 ai "a as C dhm S 1 Al 0rN) fiv CA& tailar+t 12 lea: Afpv-L�J r ZZ t--L-Z. .3 f %%.m r a ccnisv" fxrnvr fir: C1sjc City Council 26 — 356 5/3/2022 SUBRECIPIENT warrants the folloxving I k- IL I 't:- L2 -,'1 :4 1 F. !.00' I ;.-r 1*"i- moo r .4 ror bC % 116 Fk IC 1b."r% qlrio v lFo. 0 Lr:,k% bcpc I r LLL 'IJ I L'41 U m ri 3M � acfi.1"..N tie I;. 1 I A POEWIF-r-04 J!A -.o. fu:rol I f.L6!.- I I Z;bk on T U.0 rJ -}I .4n b te. =br-. w.r% cmpkwr�%od b% -W.r.,:brr-% e�a SU hCXIIZtb&E-WI 1171 flk- PJd 101 MOM 104 QwnmmPLPa %%-&b Fuu-- n vibcok or in Pan mi-Ah L-7. lzi rro k-%o�%-wr - L-zQ s -PbsT Fv PeW 4r- Mrl MA 17!.% V - : -c PPEV2&M-ft mikEw cvce -m�, :�i �!Lc -L�. o:'. I.-- M �Ift AAIL M- 40 1 C 4 1 foll W&LULL111-N. oov ti i. few o& kb Phq o f% ist. v N' "�rffl� 07-w*-:iJM t hqw fl�&or a No I=.-III I re—. fre VM O&ff%WCftf- - 4. SUBRECIPIENT will comply with all Federal statutes applicable to projects funded "N-Ith community development funds, except that (a) SUBRECIPIENT does not assume CITY'S environmental responsibilities described at 24 CFR 570.604; and (b) SUBRECIPIENT does not assume CITY'S responsibility fbrinitiating the review process under Executive Order 12372 City Council 26 - 357 5/3/2022 EX111611 F DRUG-FREE WCOI KP4ACE Cep tiaa rdi�t Drvr,-Frche Wort ct Roweirepwots Ibc camtkappa wi vw befate is a tt unA m-Mrvmu&xv Wm%hi.-# err m pa Lcd tvt ac L S. Ekpwmwm yr 1kmmw atj i rkm Dr*tom to awanims Ow V=J& If a t u a of 6tt DfWtfrc A -TA :c ;4. tht U -pm Ww W Eiazzar; and r Owe Dc%TkvQmm sn adh6m wt am cabs+ w Ilk- fcdiall (kh4 rwlwm mim tm: attt,.m artahc+riftd aakkr 16-1 U -F my W tApts c AJ CTRI A ii�reetoct rcrv�irs t�ta i rs7 Pt"r"" e!lrtt�ftrc r�ttir+►�:atce h, W Nb ng a mairsx taxi %mg arq4trywft am the w+m ow rftmDtejctdm e 1at ma �or tar Off a c +lkd vab%uft-C t"PM 6,AN 4 m or+s 'w,s mat cc AW Si'evi f'L ley; tltK ■[tmm that uA l e+r tat ew , am cmtpk'N.m fff %w tw-Mvr>*-A Uxh prvh-�Wlww fit fbr dwVm car dnS Ah at a dw i s fta#w-7 �{ i s d -�5r,rrc wudpbw- %Wtomm 01 Am ar+e■bt IC d f, c ii rCLA ' tatoft sa twee rc ss arc e D"ormv. aw +41 Fhc wmkso am tw! br Ovami wm mw4v�e m �kr jw,%4 40 s"d It a nmed e C � tit Omb cmpia�qe who wI!! 1w m ■a t!w rf the ,fit he di-ken aCap) 1+f tC WARMCU re4ared i*+ Qara$r real. 441 ha'ed'im *t cwq&-V�ctc its tfW "Mmmm tt tw "-% patapmrh t&r OAS. at, a f rt�x•trete�etrttdar rite�Ibr c�•�L+►c1c y,fit . !1► AbWc b• thr kiwr+e,4 trc v-wrrmft mQA 120 %Dk(v dw er�9 30) s"naa saftm cumxxwa kw a %,"W b%r 0 cwri%10 Ow tiact W 1dff 1M frt t 411�%lft-r cow.wwa 40 ltivfil e>k t+ apt�aetta. w datad "ramc1~ x w t dam, after wear U% np6vc under t►try&'ftw NaftitCe of wac1 - li-- - City Council 26 — 358 5/3/2022 If 11 1 atOW *M o4 dir k4%v%OV aLtWWt aiGM 0 dWA Of M64 rC tang + IdO 4 11 taking appopsmic pmr= cl acts ma twich an ►r 04 imcbsAft im■mwmsioa. to ROFWWW t C 'ip+.1CC !4 �"i'Iiftl<1� #.���1[ S7 i ww%evaw or t IMft= 'jwgrmn approv" kv macb pwpmc 6� a f t*rak or kx-ak heafth km ago, - i or me=*- 'ti M*wt a bob clan 10 racy so smaidew a&M-60C awkTAWr M camnaMv AWI ='1 a Ur %pKi VnN% W as rhe au& +rd -PAxv of Per6xm�c- dw w"0 for fhr rcirairsmwe CC V cOd to be CWT161 00 si& Ow VEM OnAP&N aws aftm"N.. cow . t and z*cadet the care fw*4c r fL d OF Is datraLined taint sdftsamai ufc% -Atli be vw4 for Ov Frifiattimme Gt►doommm rl) ttpn ac Jecisim U. -.0w UKh uscs MAWMake a t+r+ "Pl al Pa( fw■N. 3 City Council 26 — 359 5/3/2022 1"t-ACE OF PERFORMANCE FOR C_EM I IC ATIO S REGARDING DRUG-fREL WORKPLACE REQUIREMENTS r•sivc �1-�v i c � � � r I?aACm.. 3= 2 the Coma&***al sst $a she Stow pm i w kt1 va UK Ums)CWCOC4 W he Moj(IV The Mfom m-e of tmwk u*Akr tic a-mitact c•s•rtcd 1py thr camiili"ima Place of Pcti3CMM*.V I ffthhk meet CM.C%MM). Marc- rp M& Sar rsh 4AC t City Council 26 — 360 5/3/2022 AGREEMENT BETWEEN THE CITY OF SANTA ANA AND NATI'S HOUSE DBA NEUTRAL GROUND FOR USE OF AMERICAN RESCUE PLAN ACT (ARPA) FUNDS This Agreement is hereby made and entered into this 3rd day of May, 2022, by and between the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("CITY"), and Nati's House DBA Neutral Ground, a California domestic nonprofit corporation ("SUBRECIPIENT" or "CONTRACTOR"). RECITALS: A. The American Rescue Plan Act ("ARPA") was signed into law in March 2021. ARPA provides funding for a number of different programs, including the Coronavirus State and Local Fiscal Recovery Fund ("SLFRF"), to provide monetary support to local governments to respond to, mitigate, and recover from the COV1[D-19 public health emergency. B. On July 20, 2021, the Santa Ana City Council authorized the City Manager to utilize ARPA SLFRF funding from the United States Department of Treasury for the Revive Santa Ana Spending Plan, which includes five spending categories: recovery from the pandemic, direct assistance programs, public health and safety, critical infrastructure, and city fiscal health. C. SUBRECIPIENT has been selected by the CITY to receive ARPA SLFRF Funds in order to provide youth programs, including: early childhood support; head start; day care; after school tutoring; athletic; and, youth violence prevention, in accordance with the Scope of Work attached hereto as Exhibit A and incorporated herein by reference ("said program"). SUBRECIPIENT represents that it is qualified and willing to operate said program and certifies that the administration of said program carried out with funds provided under this Agreement will meet ARPA's objectives to respond to, mitigate, and recover from this historic COVID-19 public health crisis. D. SUBRECIPIENT agrees that it will adhere to the tasks and services as indicated in Exhibit A for said program. Failure to follow the requirements and meet the stated expectations may constitute breach of contract that could result in termination of this Agreement or serve as reason for the CITY to recapture the grant funds awarded to SUBRECIPIENT pursuant to this Agreement. WHEREFORE, it is agreed by and between the parties that the foregoing Recitals are a substantive part of this Agreement and the following terms and conditions are approved and together with all exhibits and attachments hereto, shall constitute the entire Agreement between the CITY and SUBRECIPIENT: L ARPA PROGRAM PROVISIONS A. Scope of Work. SUBRECIPIENT shall be responsible for the specific tasks and services of said program, and agrees to administer said program in compliance with the tasks and services as described in the Scope of Work attached hereto as Exhibit A. SUBRECIPIENT's failure City Council 1 26 — 361 5/3/2022 to perform as required may, in addition to other remedies set forth in this Agreement, result in readjustment of the amount of funds for said program or termination of this Agreement. B. Term of Agreement. The term of said Agreement shall commence on July 1 st,2022, and continue through June 30, 2023 ("Term"), unless terminated earlier pursuant to the terms of this Agreement. This Agreement shall also cover any and all services provided by the SUBRECIPIENT to the CITY since the date the ARPA SURF Funds were awarded to the CITY. Additionally, the Term of this Agreement may be extended by a writing executed by the City Manager, or designee, and the City Attorney. C. Amount of Grant Funding. The total amount of funds provided for said program shall not exceed One Hunder Thirteen Thousand One Hundred Eighty-Three Dollars and Zero Cents ($113,183) ("ARPA SURF Funds") during the Term of the Agreement. SUBRECIPIENT agrees to use said ARPA SURF Funds to administer said program as outlined in Exhibit A. D. Disbursement of Funds. Said ARPA SURF Funds shall be disbursed by CITY to SUBRECIPIENT pursuant to the terms found in the Fee Payment Schedule attached hereto as Exhibit B, with payments subject to the submittal of invoices and other reporting requirements, as hereinafter more fully set forth. SUBRECIPIENT shall be obligated to perform such duties as would normally extend beyond the term, including, but not limited to, obligations with respect to indemnification, audits,reporting, data retention/reporting, and accounting. Failure to provide any of the required documentation and reporting will cause CITY to withhold all or a portion of a request for ARPA SURF Funds, or return the entire request to SUBRECIPIENT, until such documentation and reporting has been received and approved by CITY. (1) Reduction in ARPA SLFRF Funding. The CITY reserves the right to reduce the amount of ARPA SURF Funds to SUBRECIPIENT, or to completely terminate this Agreement, in the CITY's sole discretion, if there is a reduction in ARPA SURF Funds provided to the CITY. (2) Reduced Distribution of Funds. The CITY reserves the right to reduce the grant application if the CITY's fiscal monitoring indicates that SUBRECIPIENT's rate of expenditure will result in unspent funds at the end of the program term. Amendments in the grant allocation will be made after consultation with SUBRECIPIENT. (3) Reversion of Assets. SUBRECIPIENT agrees that any and all funds received under this Agreement shall be utilized during the Term of this Agreement, and that any and all funds remaining as of the end of the Term, which have not been utilized, shall be returned by SUBRECIPIENT to the CITY within thirty (30) days of the expiration or earlier termination of the Agreement. No expense of SUBRECIPIENT will be reimbursed by CITY if incurred after the end of the Term of the Agreement. City Council 2 26 — 362 5/3/2022 E. Grant Program Requirements. (1) SUBRECIPIENT acknowledges that the source of funding for said program is the federal ARPA, and that payments from the ARPA SURF Funds are only to be used to make necessary expenditures incurred due to the public health emergency with respect to COVID-19. (2) SUBRECIPIENT acknowledges that ARPA provisions allow the use of ARPA SURF Funds to respond to,mitigate, and recover from the COVID-19 public health emergency, and will not use these funds for any other uses. (3) SUBRECIPIENT shall follow the process and determination of eligibility for participants in said program as outlined in Exhibit A. F. Performance Monitoring. (1) SUBRECIPIENT shall submit program performance information as often as requested by CITY, but no less than the submission of monthly reports and a final report to CITY with the information requested by and in the format acceptable to CITY. Each monthly report is due within thirty (30) days of completion of work for each month. The final report is due within thirty (30) days after the termination or expiration of this Agreement. (2) CITY will evaluate SUBRECIPIENT's management and operation of said program with respect to the project expectations as described in Exhibit A. (3) CITY will review the audit of the SUBRECIPIENT to ensure that grant funds are used for authorized purposes in compliance with laws, regulations, and the provisions of contracts or grant agreements under this Agreement, including attachments and exhibits. (4) If action to correct any substandard performance is not taken by the SUBRECIPIENT within a reasonable period after being notified by CITY, suspension or termination procedures may be initiated by CITY. (5) All performance shall be subject to review by the CITY or other regulatory agencies at all times. SUBRECIPIENT shall provide adequate cooperation to any inspector or other CITY representative to permit the same to determine SUBRECIPIENT's conformity with the terms of this Agreement. If any services performed by SUBRECIPIENT are not in conformance with the terms of this Agreement, the CITY shall have the right to require SUBRECIPIENT to perform the services in conformance with the terms of the Agreement at no additional cost. The CITY may also terminate this Agreement for default and charge SUBRECIPIENT for any costs incurred by the CITY because of SUBRECIPIENT's failure to perform. (6) SUBRECIPIENT shall establish adequate procedures for self-monitoring and quality control and assurance to ensure proper performance under this Agreement; and shall permit a CITY representative or other regulatory official to monitor, assess, or evaluate SUBRECIPIENT's performance under this Agreement at any time, upon reasonable notice to SUBRECIPIENT. City Council 3 26 — 363 5/3/2022 G. Audit. (1) SUBRECIPIENT shall maintain complete and accurate records and supporting documentation to facilitate financial and/or program audits by CITY. This requirement shall apply to any records and documentation CITY shall reasonably require or as required to be maintained pursuant to the ARPA regulations. (2) The books and accounts, files, and other records of SUBRECIPIENT, which are applicable to this Agreement, shall be available for inspection, review, and audit during normal business hours by CITY to determine the proper application and use of all ARPA SURF Funds provided to or for the account or benefit of SUBRECIPIENT. (3) SUBRECIPIENT assumes responsibility for reimbursement to CITY a sum of money equivalent to the amount of any expenditures disallowed should the CITY, or an authorized agency, rule through audit, exception, or some other appropriate means,that expenditures from funds allocated to SUBRECIPIENT for direct and/or administrative costs were not made in compliance with the applicable cost principles, regulations, or the provisions of this Agreement. (4) SUBRECIPIENT agrees to comply with the requirements of OMB Uniform Guidance 2 CFR Part 200. SUBRECIPIENT further agrees to provide CITY with a copy of completed independent auditors' report within thirty (30) days of CITY's request for such report. If the report contains instances of non-compliance with federal laws and regulations that bear directly on the performance or administration of this Agreement, SUBRECIPIENT shall provide CITY copies of responses to auditors' reports, a plan for corrective action, and auditors' response that the noncompliance has been resolved. All reports prepared in accord with the requirements of OMB Uniform Guidance 2 CFR Part 200 shall be available for inspection by representatives of CITY or the federal government during normal business hours. (5) All accounting records, reports, and evidence pertaining to all costs, expenses and the ARPA SURF Funds of SUBRECIPIENT and all documents related to this Agreement shall be maintained and kept available at SUBRECIPIENT'S office or place of business for the duration of the Agreement and thereafter for five (5) years from the date of final payment under this Agreement. Records which relate to: (a) complaints, claims, administrative proceedings or litigation arising out of the performance of this Agreement; or, (b) costs and expenses of this Agreement to which CITY or any other governmental agency takes exception, shall be retained beyond the five(5)years until complete resolution or disposition of such appeals,litigation claims, or exceptions. In the event SUBRECIPIENT does not make the above-referenced documents available within the City of Santa Ana, California, SUBRECIPIENT agrees to pay all necessary and reasonable expenses incurred by CITY in conducting any audit at the location where said records and books of account are maintained. H. Ownership/Use of Materials. SUBRECIPIENT agrees that all materials, reports or products in any form, including electronic, created by SUBRECIPIENT for which SUBRECIPIENT has been compensated pursuant to this Agreement shall be the sole property of the CITY. The material, reports, or products may be used by the CITY for any purpose that the CITY deems to be appropriate, including, but not limit to, duplication and/or distribution within City Council 4 26 — 364 5/3/2022 the CITY or to third parties. SUBRECIPIENT agrees not to release or circulate in whole or part such materials, reports, or products without prior written authorization of the CITY. I. Close-Out. SUBRECIPIENT agrees to comply with the closeout procedures detailed in 2 CFR §200.343, including the following: (1) SUBRECIPIENT must submit, no later than ninety(90) calendar days after the end date of the period of performance, all financial, performance, and other reports as required by the terms and conditions of this Agreement; (2) SUBRECIPIENT must promptly refund any balances of unobligated cash that the CITY paid in advance or paid and that is not authorized to be retained by SUBRECIPIENT for use in other projects (See OMB Circular A-129 and 2 CFR §200.345); and, (3) CITY should complete all closeout actions for the Federal award no later than one year after receipt and acceptance of all required final reports. IL SUBRECIPIENT'S OBLIGATIONS A. Representations and Warranties. (1) Authority. SUBRECIPIENT is a duly organized and existing domestic nonprofit corporation in good standing and authorized to do business under the laws of the State of California. SUBRECIPIENT has full right, power and lawful authority to accept the funding hereunder and to undertake all obligations as provided herein and the execution, performance and delivery of this Agreement by SUBRECIPIENT has been fully authorized by all requisite actions on the part of SUBRECIPIENT. (2) Experience. SUBRECIPIENT is qualified to provide the administrator services for said program detailed herein. (3) Familiarity With Services Required. By executing this Agreement, SUBRECIPIENT warrants that: (i)it has thoroughly investigated and considered the administrator services to be performed and provided for said program as detailed in Exhibit A; (ii) it has carefully considered how the services should be performed; and, (iii) it fully understands the facilities, difficulties and restrictions attending performance of the services under this Agreement. (4) No Conflict. To the best of SUBRECIPIENT'S knowledge, SUBRECIPIENT'S execution, delivery and performance of its obligations under this Agreement will not constitute a default or a breach under any contract, agreement or order to which SUBRECIPIENT is a party or by which it is bound. (5) No Bankruptcy. SUBRECIPIENT is not the subject of any current or threatened bankruptcy proceeding. City Council 5 26 — 365 5/3/2022 (6) No Pending Legal Proceedings. SUBRECIPIENT is not the subject of a current or threatened litigation that would or may materially affect SUBRECIPIENT'S performance under this Agreement. (7) Proposal Veracity. All provisions of and information provided in SUBRECIPIENT's proposal submitted to CITY, including any exhibits, are true and correct in all material respects. (8) No Pending Investigation. SUBRECIPIENT has no knowledge that it is the subject of any current or threatened criminal or civil action investigation by any public agency, including without limitation a police agency or prosecuting authority, which would relate to or affect performance of the Agreement or provision of services hereunder. B. Licensing. SUBRECIPIENT agrees to obtain and maintain all required 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 SUBRECIPIENT's operations hereunder. Such licensing requirements include obtaining a City business license, as applicable. C. Zoning. SUBRECIPIENT agrees that any facility/property used in furtherance of said program shall be specifically zoned and permitted for such use(s) and activities. Should SUBRECIPIENT fail to have the required land entitlement and/or permits, thus violating any local, state or federal rules and regulations relating thereto, SUBRECIPIENT shall immediately make good- faith efforts to gain compliance with local, state or federal rules and regulations following written notification of said violation(s)from the CITY or other authorized citing agency. SUBRECIPIENT shall notify CITY immediately of any pending violations. Failure to notify CITY of pending violations, or to remedy such known violation(s) shall result in termination of grant funding hereunder. SUBRECIPIENT must make all corrections required to bring the facility/property into compliance with the law within sixty (60) days of notification of the violation(s); failure to gain compliance within such time shall result in termination of grant funding hereunder. D. Separation of Accounts. All funds received by SUBRECIPIENT from CITY pursuant to this Agreement shall be maintained in an account in a federally insured banking or savings and loan institution with record keeping of such accounts maintained pursuant to applicable 2 CFR 200.302 requirements. SUBRECIPIENT is not required to maintain separate depository accounts for ARPA SLFRF Funds; provided however, the SUBRECIPIENT must be able to account for receipt, obligation, distribution and expenditure of ARPA SLFRF Funds pursuant to applicable 2 CFR 200.302 requirements. E. Audit Report Requirements. SUBRECIPIENT agrees that if SUBRECIPIENT expends Seven Hundred Fifty Thousand Dollars ($750,000) or more in federal funds, SUBRECIPIENT shall have an annual audit conducted by a certified public accountant in accordance with the standards as set forth and published by the United States Office of Management and Budget. SUBRECIPIENT shall provide CITY with a copy of said audit by April I of the year following the program year in which this Agreement is executed. City Council 6 26 — 366 5/3/2022 F. Compliance with Law/Program Income. SUBRECIPIENT acknowledges that the funds being provided by CITY for said program are received by CITY pursuant to ARPA, and that distribution and expenditure of these ARPA SURF Funds shall be in accordance with ARPA and all pertinent regulations issued by agencies of the federal government, including, but not limited to, all regulations found at Title 24 of the Code of Federal Regulations. Any program income received by SUBRECIPIENT shall be returned to CITY, unless otherwise provided for in this Agreement. SUBRECIPIENT agrees to comply fully with all federal, state and local laws and court orders applicable to its operation and administration of said program, whether or not referred to in this Agreement. G. Debarment. To protect the public interest and ensure the integrity of Federal programs, CITY may only conduct business with responsible persons and may not make any award or permit any award to any party which is debarred or suspended or is otherwise excluded from or ineligible for participation in Federal assistance programs under Executive Order 12549, "Debarment and Suspension". See also 24 CFR 570.609. SUBRECIPIENT must review and sign Exhibit D "Debarment", which is attached hereto and incorporated herein by this reference. SUBRECIPIENT shall be in good standing, without suspension by the California Secretary of State, Franchise Tax Board or Internal Revenue Service. Any change in the corporate status or suspension of SUBRECIPIENT shall be reported immediately to CITY. H. Confidentiality. Without prejudice to any other provisions of this Agreement, SUBRECIPIENT shall, where applicable, maintain the confidential nature of information provided to it concerning participants in accordance with the requirements of federal and state law. However, SUBRECIPIENT shall submit to CITY or its representatives, all records requested, including audit, examinations, monitoring and verifications of reports submitted by SUBRECIPIENT, costs incurred and services rendered hereunder. I. Independent Contractor. SUBRECIPIENT agrees that the performance of obligations hereunder is rendered in its capacity as an independent contractor and that it is in no way an agent of CITY. J. Violation of Terms and Conditions. SUBRECIPIENT agrees that if SUBRECIPIENT violates any of the terms and conditions of this Agreement or any prior Agreement whereby ARPA SURF Funds were received by SUBRECIPIENT, or if SUBRECIPIENT reports inaccurately, or if on audit there is a disallowance of certain expenditures, SUBRECIPIENT agrees to remedy the acts or omissions causing the disallowance and repay CITY all amounts spent in violation thereof If SUBRECIPIENT engaged in fraudulent activity to obtain and/or justify distribution or expenditure of the ARPA SURF Funds granted hereunder, SUBRECIPIENT shall be required to reimburse the CITY of all such funds that were obtained, distributed and/or spent under fraudulent circumstances. K. Fraud. SUBRECIPIENT shall immediately report all suspected or known instances and facts concerning possible fraud, abuse or criminal activity related to said program for the ARPA SURF Funds under this Agreement. City Council 7 26 — 367 5/3/2022 L. Prohibited Use. SUBRECIPIENT hereby certifies and agrees that it will not use ARPA SLFRF Funds provided through this Agreement to pay for entertainment, meals or gifts, or other prohibited uses. M. Lobbying. SUBRECIPIENT certifies that it will comply with federal law(31 U.S.C. 1352) and regulations found at 24 CFR Part 87, which provide that no appropriated funds may be expended by the recipient of a federal contract,grant,loan or cooperative agreement to pay any person for influencing or attempting to influence an officer or employee of any agency,Member of Congress, or an officer or employee of a Member of Congress in connection with awarding of any federal contract, the making of any federal grant or loan, entering into any cooperative agreement and the extension, renewal, amendment or modification of any federal contract, grant, loan or cooperative agreement. SUBRECIPIENT shall sign a certification to that effect in a form as set forth in Exhibit E, attached hereto and by this reference incorporated herein. SUBRECIPIENT shall submit said signed certification to CITY prior to performing any of its obligations under this Agreement and prior to any obligation arising on the part of CITY to pay any sums to SUBRECIPIENT under the terms and conditions of this Agreement. If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit a "Disclosure Form to Report Lobbying," in accordance with its instructions (Exhibit E). N. Financial Interest. SUBRECIPIENT agrees that except for the use of administrative fees to pay salaries and other related administrative or personnel costs, no persons who exercise or have exercised any function with respect to administering said program under the terms of this Agreement, or who are in a position to participate in a decision-making process or gain inside information with regard to the administration of said program, may obtain a financial interest or benefit from said program, either for themselves or those with whom they have family or business ties, during their tenure or for one year thereafter. This prohibition applies to any person who is an employee, agent, consultant, officer, or elected or appointed official of CITY, or of any designated public agency, or the SUBRECIPIENT. O. Labor Standards. The SUBRECIPIENT agrees to comply with the requirements of the Secretary of Labor in accordance with the Davis-Bacon Act as amended, the provisions of Contract Work Hours and Safety Standards Act (40 U.S.C. 327 et seq.) and all other applicable Federal, state and local laws and regulations pertaining to labor standards insofar as those acts apply to the performance of this Agreement. The SUBRECIPIENT agrees to comply with the Copeland Anti-Kick Back Act(18 U.S.C. 874 et seq.) and its implementing regulations of the U.S. Department of Labor at 29 CFR Part 5. The SUBRECIPIENT shall maintain documentation that demonstrates compliance with hour and wage requirements of this part. Such documentation shall be made available to the CITY for review upon request. City Council 8 26 — 368 5/3/2022 P. Equal Employment Opportunities. SUBRECIPIENT shall make every effort to ensure that all projects funded wholly or in part by ARPA SURF Funds shall provide equal employment opportunities for minorities and women. Q. Women and Minority-Owned Businesses (W/MBE). SUBRECIPIENT will use its best efforts to afford small businesses, minority business enterprises, and women's business enterprises the maximum practicable opportunity to participate in the performance of this Agreement in accordance with the requirements of 2 CFR 200.321 "Contracting with small and minority businesses, women's business enterprises, and labor surplus area firms". As used in this Agreement, the term "small business" means a business that meets the criteria set forth in section 3(a)of the Small Business Act, as amended (15 U.S.C. 632), and"minority and women's business enterprise" means a business at least fifty-one percent (51%) owned and controlled by minority group members or women. For the purpose of this definition, "minority group members" are African-Americans, Spanish-speaking, Spanish surnamed or Spanish-heritage Americans, Asian- Americans, and American Indians. SUBRECIPIENT may rely on written representations by businesses regarding their status as minority and female business enterprises in lieu of an independent investigation. R. Drug Free Workplace. SUBRECIPIENT agrees to provide a drug-free workplace and to execute a certification as set forth in Exhibit F attached hereto and incorporated herein by this reference. S. Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards. The following requirements and standards must be complied with: 2 CFR Part 200 et al. SUBRECIPIENT shall procure all materials, property, or services in accordance with the requirements of 2 CFR 200.318-326. III. CITY'S OBLIGATIONS A. Audit of Account. CITY shall include an audit of the account maintained by SUBRECIPIENT in CITY's audit of all ARPA SURF Funds in accordance with Title 24 of the Code of Federal Regulations and other applicable federal laws and regulations. B. Common Rule: Pursuant to 2 CFR 200.328(a), the CITY manages the day-to-day operations of each grant and subgrant supported activities. CITY staff has detailed knowledge of the grant program requirements and monitors grant and subgrant supported activities to assure compliance with federal requirements. Such monitoring covers each program, function and activity and performance goals are reviewed periodically. C. Project Expectations: CITY shall monitor the performance of SUBRECIPIENT against goals and performance standards required herein. The SUBRECIPIENT shall be responsible to accomplish the project expectations as set forth in Exhibit A, and report such results to the CITY. If the SUBRECIPIENT estimates such goals will not be met, the SUBRECIPIENT is to contact the CITY, at which time the CITY will determine if any adjustments to the grant award is appropriate. Substandard performance as determined by the CITY will constitute non- compliance with this Agreement. Should the CITY determine that the SUBRECIPIENT has not City Council 9 26 — 369 5/3/2022 performed its obligations as stated in this contract in a satisfactory manner, or if the CITY determines that insufficient supporting information has been submitted, the CITY shall notify the SUBRECIPIENT in writing of its determination specifying in full detail the objections that it has to the SUBRECIPIENT's performance. If action to correct such substandard performance is not taken by the SUBRECIPIENT after being notified by the CITY, within a reasonable period of time as stipulated in the written notification, contract suspension or termination procedures will be initiated. IV. GENERAL PROVISIONS A. Non-Discrimination. 1. SUBRECIPIENT agrees to comply with Executive Order 11246, which requires that during the performance of this Agreement, SUBRECIPIENT agrees not to discriminate against any employee or applicant for employment because of race, religion, sex, color or national origin. Such action shall include, but not be limited to the following: employment, upgrading, demotion, or transfer, rates of pay or other forms of compensation, and selection for training, including apprenticeship. SUBRECIPIENT agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the SUBRECIPIENT setting forth the provisions of this nondiscrimination clause. 2. SUBRECIPIENT agrees to comply with Title VI of the Civil Rights Act of 1964, which indicates that no person shall, on the ground of race, color or national origin,be excluded from participation in,be denied the benefits of,or be subj ect to discrimination under any program of activity receiving federal financial assistance. 3. No person shall, on the grounds of race, sex, creed, color, religion, marital status, national origin, age, sexual orientation, or physical or mental handicap be excluded from participation in, be refused the benefits of, or otherwise be subject to discrimination in any activities, programs or employment supported by this Agreement. SUBRECIPIENT is prohibited from discrimination on the basis of age or with respect to an otherwise qualified handicapped person as provided for under Section 109 of the Housing and Community Development Act of 1974, as amended. 4. SUBRECIPIENT agrees to comply with the Age Discrimination Act of 1975, which requires that during the performance of this Agreement, SUBRECIPIENT agrees not to discriminate against any employee or applicant for employment because of age. Such action shall include, but not be limited to the following: employment upgrading, demotion, or transfer, rates of pay or other forms of compensation, and selection for training, including apprenticeship. SUBRECIPIENT agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the SUBRECIPIENT setting forth the provisions of this age discrimination clause. 5. SUBRECIPIENT agrees to comply with Section 504 of the Rehabilitation Act of 1973,which requires that no otherwise qualified individual with a disability in the United States, shall, solely by reason of his or her disability, be excluded from the participation in, be denied the benefits of, or be subjected to discrimination under any program or activity receiving federal financial City Council 10 26 — 370 5/3/2022 assistance or under any program or activity conducted by any executive agency or by the United States Postal Service. B. Conflict of Interest. Pursuant to the conflict of interest requirements set forth in 24 CFR 570.611 and 2 CFR 200.112, SUBRECIPIENT certifies that no member, officer, employee, agent or assignee of CITY having direct or indirect control of any ARPA SLFRF Funds granted to the CITY,inclusive of the subject ARPA SLFRF Funds, shall serve as an officer of SUBRECIPIENT. Further, any conflict or potential conflict of interest of any officer of SUBRECIPIENT shall be fully disclosed in writing prior to the execution of this Agreement and said writing shall be attached and deemed fully incorporated as a part hereof. Notice shall be sent by SUBRECIPIENT to CITY regarding any changes or modifications to its board of directors and list of officers. C. Special Certification for Religious Entities. If SUBRECIPIENT is a religious entity, SUBRECIPIENT hereby agrees that in connection with the provision of the services SUBRECIPIENT shall provide with ARPA SLFRF Funds,in accordance with 24 CFR 570.2000): 1. SUBRECIPIENT shall not discriminate against any employee or applicant for employment on the basis of religion and shall not limit employment or give preference in employment to persons on the basis of religion. 2. SUBRECIPIENT shall not discriminate against any person applying for the services SUBRECIPIENT agrees to provide under the terms of this Agreement on the basis of religion and shall not limit such services or give preference to applicants for such services on the basis of religion. 3. SUBRECIPIENT shall NOT provide religious instruction or counseling, conduct any religious worship or services, or engage in any religious proselytizing, or exert any religious influence in the provision of the services in said program. The parties agree that this covenant is intended to and shall be construed for the limited purpose of assuring compliance with respect to the use of CITY funds by SUBRECIPIENT with applicable constitutional limitations respecting the establishment of religion as set forth in the establishment clause under the First Amendment of the United States Constitution and Article I, Section 4 of the California Constitution, and is not in any manner intended to restrict other activities of SUBRECIPIENT. 4. The portion of a facility used to provide public services assisted in whole or in part under this Agreement shall contain no sectarian or religious symbols. 5. Where the services to be provided under said program are rendered on property owned by the primarily religious entity SUBRECIPIENT,ARPA SLFRF Funds may also be used for minor repairs to such property, which are directly related to the cost of rendering the services under said program, where the cost constitutes in dollar terms only an incidental portion of the ARPA expenditure for rendering the services under said program. D. Prohibition of Nepotism. SUBRECIPIENT agrees not to hire or permit the hiring of any person to fill a position funded through this Agreement if a member of that person's immediate family is employed in an administrative capacity by SUBRECIPIENT. For the purposes of this City Council 11 26 — 371 5/3/2022 section, the term "immediate family" means spouse, child, mother, father, brother, sister, brother-in- law, sister-in-law, father-in-law, mother-in-law, son-in-law, daughter-in-law, aunt, uncle, niece, nephew, stepparent and stepchild. The term"administrative capacity"means having selection,hiring, supervisor or management responsibilities. E. Notices. Notices to the parties shall,unless otherwise requested in writing,be sent by U.S. Mail, postage prepaid, and addressed as follows: TO CITY: City of Santa Ana Lisa Rudloff Executive Director Parks,Recreation and Community Services Agency 20 Civic Center Plaza P.O. Box 1988 Santa Ana, California 92702-1988 TO SUBRECIPIENT: Nati's House DBA Neutral Ground Nati Alvarado Executive Director 1733 N Valencia St Santa Ana, CA 92706-2930 F. Assignability. None of the duties of, or work to be performed by, SUBRECIPIENT under this Agreement shall be subcontracted or assigned to any agency, consultant, or person without the prior written consent of CITY. SUBRECIPIENT must submit all subcontracts and other agreements that relate to this Agreement to CITY. No subcontract or assignment shall terminate or alter the legal obligations of SUBRECIPIENT pursuant to this Agreement. G. Indemnification/Hold Harmless. SUBRECIPIENT shall indemnify, defend and save harmless CITY, its officers, employees, agents, representatives and volunteers from and against any and all damages to or for loss of use of property and for injuries to or death of any person or persons, including property and employees or agents of CITY, and shall defend, indemnify and save harmless CITY, its officers, employees, agents, representatives and volunteers from and against any and all claims, demands, suits, actions or proceedings of any kind or nature, including, but not by way of limitation, workers compensation claims and including attorney fees and reasonable expenses for litigation or settlement, resulting from or arising out of the negligent or wrongful acts, errors or omissions of SUBRECIPIENT, its officers, directors, employees, agents, subcontractors and suppliers arising out of SUBRECIPIENT's performance of this Agreement. H. Insurance. Contractor shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the Contractor, its agents, representatives, employees, or subcontractors. City Council 12 26 — 372 5/3/2022 a. MINIMUM SCOPE AND LIMIT OF INSURANCE Coverage shall beat least as broad as: 1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 O1 covering CGL on an "occurrence" basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this proj ect/location(ISO CG 25 03 or 25 04)or the general aggregate limit shall be twice the required occurrence limit. 2. Automobile Liability: Insurance Services Office Form Number CA 0001 covering, Code 1 (any auto),or if Contractor has no owned autos, Code 8 (hired) and 9 (non-owned), with limit no less than $1,000,000 (if program services includes transportation of youth, the limit shall be no less than $5,000,000)per accident for bodily injury and property damage. (Not required if an automobile is not required to fulfill services.) 3. Workers'Compensation: insurance as required by the State of California, with Statutory Limits, and Employer's Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. 4. Sexual Abuse or Molestation (SAM) Liability: If the CGL policy referenced above is not endorsed to include affirmative coverage for sexual abuse or molestation, Contractor shall obtain and maintain a policy covering Sexual Abuse and Molestation with a limit no less than $1,000,000 per occurrence or claim. 5. If the Contractor maintains broader coverage and/or higher limits than the minimums shown above, the City requires and shall be entitled to the broader coverage and/or the higher limits maintained by the Contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. b. Other Insurance Provisions — The insurance policies are to contain, or be endorsed to contain, the following provisions: 1. Additional Insured Status: The City, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Contractor including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Contractor's insurance (at least as broad as ISO Form CG 20 10 11 85 or if not available, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 forms if a later edition is used). 2. Primary Coverage: For any claims related to this contract, the Contractor's insurance coverage shall be primary coverage at least as broad as ISO CG 20 O1 04 13 as respects the City, its officers, officials, employees, and volunteers. City Council 13 26 — 373 5/3/2022 Any insurance or self-insurance maintained by the City, its officers, officials, employees, or volunteers shall be excess of the Contractor's insurance and shall not contribute with it. 3. Notice of Cancellation: Each insurance policy required above shall state that coverage shall not be canceled, except with notice to the City. 4. Waiver of Subrogation: Contractor hereby grants to City a waiver of any right to subrogation which any insurer of said Contractor may acquire against the City by virtue of the payment of any loss under such insurance. Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. 5. Self-Insured Retentions: Self-insured retentions must be declared to and approved by the City. The City may require the Contractor to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self- insured retention may be satisfied by either the named insured or City. 6. Acceptability of Insurers: Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M. Best's rating of no less than AXII, unless otherwise acceptable to the City. 7. Claims Made Policies: If any of the required policies provide coverage on a claims-made basis: 1. The Retroactive Date must be shown and must be before the date of the contract or the beginning of contract work. 2. Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work. 3. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive Date prior to the contract effective date, the Contractor must purchase "extended reporting" coverage for a minimum of five (5) years after completion of contract work. 8. Verification of Coverage: Contractor shall furnish the City with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage required by this clause)and a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements to City before work begins. However, failure to obtain the required documents prior to the work beginning shall not waive the Contractor's obligation to provide them. City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. City Council 14 26 — 374 5/3/2022 9. Special Risks or Circumstances: City reserves the right to modify these requirements,including limits, based on the nature of the risk,prior experience, insurer, coverage, or other special circumstances. I. Termination. 1. This Agreement may be terminated on thirty (30) days' written notice by either party. In the event of such termination, SUBRECIPIENT shall only be entitled to reimbursement for approved expenses incurred to the effective date of termination. 2. This Agreement may be suspended or terminated by CITY upon five (5) days' written notice for violation by SUBRECIPIENT of Federal Laws governing the use of ARPA SURF Funds. In the event of such suspension or termination, SUBRECIPIENT shall only be entitled to reimbursement for approved expenses incurred up to the effective date of suspension or termination. 3. Pursuant to 2 CFR 200.340, in the event SUBRECIPIENT defaults by failing to fulfill all or any of its obligations hereunder, CITY may declare a default and termination of this Agreement by written notice to SUBRECIPIENT, which default and termination shall be effective on a date stated in the notice which is to be not less than ten (10) days after certified mailing or personal service of such notice, unless such default is cured before the effective date of termination stated in such notice. If terminated for cause, CITY shall be relieved of further liability or responsibility under this Agreement, or as a result of the termination thereof, including the payment of money, except for payment for approved expenses incurred for services satisfactorily and timely performed prior to the mailing or service of the notice of termination, and except for reimbursement of. (1) any payments made for services not subsequently performed in a timely and satisfactory manner; and, (2)costs incurred by CITY in obtaining substitute performance. 4. The grant of funds under this Agreement may be terminated for convenience by either the CITY or SUBRECIPIENT, in whole or in part, by setting forth the reasons for such termination, the effective date, and, in the case of portion termination, their portion to be terminated. However, if in the case of a partial termination, the CITY determines that the remaining portion of the award will not accomplish the purpose for which the award was made, the CITY may terminate the award in its entirety. 5. The grant of funds under this Agreement may be terminated due to the non- performance of SUBRECIPIENT and/or failure of SUBRECIPENT to perform the work described in Exhibit A. 6. The grant of funds under this Agreement may be terminated due to the failure of the CITY to receive sufficient or anticipated funding for the ARPA program for any term subject to this Agreement. 7. In the event this Agreement is terminated as set forth in subparagraphs I(1) through I(6),inclusive, SUBRECIPIENT agrees to immediately return to CITY upon CITY's demand and prior to any adjudication of SUBRECIPIENT's rights, any and all funds not used, and to comply with the Reversion of Assets requirements in this Agreement. City Council 15 26 — 375 5/3/2022 J. Limitation of Funds. The United States of America may in the future place programmatic or fiscal limitations on the use of ARPA SLFRF Funds, which limitations are not presently anticipated. Accordingly, CITY reserves the right to revise this Agreement in order to take account of actions affecting ARPA program funding. In the event of funding reduction, CITY may, in its sole and absolute discretion, reduce the budget of this Agreement, may limit the rate of SUBRECIPIENT's authority to utilize funds, or may restrict SUBRECIPIENT's use of uncommitted funds. Where CITY has been directed to implement a reduction in funding, with respect to funding for this Agreement, CITY's City Manager or delegate is authorized to act for CITY in implementing and effecting such a reduction and in revising, modifying, or amending the Agreement for such purposes. If such a reduction in funding occurs, SUBRECIPIENT shall be permitted to de-scope accordingly. Where CITY has reasonable grounds to question SUBRECIPIENT's fiscal accountability or compliance with this Agreement, CITY may suspend the operation of this Agreement for up to sixty (60) days upon five (5) days written notice to SUBRECIPIENT of its intention to so act,pending an audit or other resolution of such questions. In no event, however, shall any revisions made by CITY affect expenditures and legally binding commitments made by SUBRECIPIENT before it received notice of such revision, provided that such amounts have been committed in good faith and are otherwise allowable and that such commitments are consistent with ARPA SLFRF Funds withdrawal guidelines. K. Exclusivity and Amendment of Agreement. This Agreement supersedes any and all other agreements, either oral or in writing,between the parties hereto with respect to the use of CITY's ARPA SLFRF Funds by SUBRECIPIENT and contains all the covenants and agreements between the parties with respect to SUBRECIPIIENT's administration of said program. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein, and that no other agreement or amendment hereto shall be effective unless executed in writing and signed by both CITY and SUBRECIPIENT. L. Laws Governing this Agreement. This Agreement shall be governed by and construed in accordance with the laws of the State of California, and all applicable federal laws and regulations. M. Validity and Severability. The invalidity in whole or in part of any provision of this Agreement shall not void or affect the validity of any other provision of this Agreement. Whenever possible, each provision of this AGREEMENT shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this AGREEMENT is held to be prohibited by or invalid under applicable law, such provision shall be ineffective only to the extent of such prohibition or invalidity, without invalidating the remainder of such provisions of this AGREEMENT. N. Waiver. No delay or omission by either party hereto to exercise any right or power accruing upon any noncompliance or default by the other party with respect to any of the terms of this Agreement shall impair any such right or power or be construed to be a waiver thereof. A waiver by either of the parties hereto of any of the covenants, conditions, or agreements to be performed by the other shall not be construed to be a waiver of any succeeding breach thereof or of any other covenant, condition or agreement herein contained. City Council 16 26 — 376 5/3/2022 O. Federal Award Identification Information. SUBRECIPIENT's pertinent Federal Award Identification Information, including DUNS Number and Federal Award Identification Number (FAIN), as well as the applicable information for ARPA, are included in Exhibit C attached hereto and incorporated herein by this reference. P. Miscellaneous Provisions. 1. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify CITY fully, including reasonable costs and attorney's fees, for any injuries or damages to CITY in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. 2. All Exhibits and Attachments referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. 3. This Agreement must be signed below and may be signed in counterpart and delivered by fax, email as a PDF (Portable Document Format)file attachment, or by other means that displays the original or a copy of the signatures. Any subsequent amendments may be signed and delivered in the same manner. {Signatures on followingpage} City Council 17 26 — 377 5/3/2022 Y IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date and year first written above. ATTEST: CITY OF SANTA ANA DAISY GOMEZ KRISTINE RIDGE Clerk of the Council City Manager APPROVED AS TO FORM: SONIA R. CAR.VALHO City Attorney I3RANDON SAL'VATIERRA Deputy City Attorney RECOMMENDED FOR APPROVAL: SUBRECIPIENT: LISA RUDLOFF NA ALVARADO M Executive Director Exlecutive Director Parks. Recreation and Community Services Agency DNS #: 079536874 City Council 15 26 — 378 5/3/2022 EXHIBIT A SCOPE OF WORK City Council 26 — 379 5/3/2022 Exhibit A Scope of Work 4.1 Neutral Ground- Youth Violence Prevention Program Component Descriptions: Neutral Ground proposes to implement and facilitate an intervention model that has produced favorable results in many cities and counties throughout California. The purpose of the Neutral Ground-Youth Violence Prevention Program (NG-YVP) is to facilitate effective outreach and increase prevention efforts. In collaboration with Santa Ana Police Department,Santa Ana School Police,and the Orange County Probation Department, a referral continuum will be established between our law enforcement partners and the NG-YVP team. Youth of families victimized by violence and/or siblings of juvenile-justice involved youth and/or students showing sudden changes in behavior,especiallythose demonstrating aggression will be referred to NG-YVP for restorative practices, support services and linkages, and case management. To address the trauma-informed goal of the program, the Adverse Childhood Experiences(ACE)Survey will be administered to all participants at time of enrollment.This trauma-focused screening tool will assist providers to determine the level of intervention and targeted referrals/linkages needed for participants. Special attention will be paid to youth/students who have been severely impacted emotionally, academically, and financially(home/basic needs) as a result of the COVID-19 crisis. The ultimate goal is to redirect participants back to a positive trajectory and reconnect them to programs, their schools, positive influences, and their family to build a violence-free, strong, healthy, and meaningful future. Development of referral system with law Begins Seamless continuum of referrals of at-risk youth in need of enforcement partners (SAPD, SA School March NG-YVP services will be developed and sustained on a Police, OC Probation) 2022- continuous basis from law enforcement partners. See letter of support from Santa Ana continues School Police, as well as the Memorandum through Referrals will also include the siblings of victims of of Understanding which is already active March violence/other criminal victimization. with SASP as well as OC Probation. 2023 Staff Recruitment and Training March- Staff with experience with youth and the SA community April 2022 who are bilingual Spanish speakers will be recruited for and positions. Staff will be trained in crisis response, safety, ongoing de-escalation techniques and case management primarily through the Urban Peace Institute and expert consultants and community-based agencies. Case Management Services Referrals Minimum of 20-40 unduplicated youth will receive will begin intensive case management services each semester by the —April Program Supervisor, Case Manager, and the Master of 2022- Social Work Interns. (Minimum of 80 per year) ongoing Participant Survey/Assessment Ongoing Adverse Childhood Experience (ACE) Survey will be administered to all participants at time of enrollment. Staff will address common issues experienced by participants in healing circles or individually at the end of case management sessions. Restorative Circles Occur 50%of the 80 NG-YVP participants will engage in a Weekly- minimum of 6 restorative circles after their case ongoing management meetings with staff.The focus of the RP Circles will be to prevent and redirect youth who are at- risk. Research is clear about family and sibling risk factors- this program will mitigate and increase healing, reduce City Council 26 — 380 5/3/2022 risk factors and encourage positive pathways for participants. Restorative Community Circles/Meetings Quarterly Law enforcement partners and community agency representatives will present and engage with NG-YVP participants in RP Community circles. LE will address the impact of COVID and encourage goal setting, build relationships and connections to participants. Linkages: Community mental health Ongoing 25%of the 80 NG-YVP participants will be linked to support, participants who have more services for more extensive mental health support. NG- extensive multi-faceted mental health YVP program will assist with transportation and ensure need to consistently engage with mental follow-up of participants. health practitioners to support recovery form COVID-19 struggles. Linkages: Meeting basic needs, in order for Ongoing 50%of the 80 NG-YVP participants will be linked to participants to recover from the COVID-19 services to assist them with basic needs such as medical, struggles we must ensure that basic needs food or housing/shelter. NG-YVP program will assist with have been met. Urgent necessities i.e., transportation and ensure follow-up of participants. transportation,food and shelter will also be provided upon need. Culmination Events: Research indicates Twice per NG-YVP participants will receive t-shirts, customized that recognizing progress and growth is year awards, and incentives to recognize outstanding critical in effective youth development participation,follow through and achievements in efforts. (Hawkins& Catalano) program, school,family, and community.Two events will take place where family, law enforcement, and community partners will join to applaud youth efforts. Target Population: The Neutral Ground-Youth Violence Prevention Program is committed to intervening in the lives of youth and young adults who are at-risk for contact with the justice system and to reduce recidivism for those who have already become juvenile justice involved. For justice-involved youth,the opportunity for violence prevention is critical in order to redirect the trajectory of at-risk pathways.The NG-Youth Violence Prevention program will prioritize referrals of at-risk youth who have experienced hardships due to COVID-19. It is important for youth to have the support necessary to build hope, confidence, and a future that is stable and safe.The NG-YVP will provide urgent support through case management services which will foster resilience, mental and physical stability, reduce economic/social barriers, increase family connectedness and support safety and security throughout violence prone environments. A lack of stability in the environment from involvement in the justice system increases the social instabilities and family dysfunctions and experiences. (OJJDP, 2010; OJJDP, 2018;Watson et al., 2020). Our diverse community unfortunately suffers economically; 91%of students are classified as socioeconomically disadvantaged; 99%of its students are of minority status (96% Hispanic, 1%White, 1%Asian, 1%African American), 60%of students are classified as English Language Learners and the special education rate is 12%which is among the highest of Orange County school districts. On the average, 86%of the students qualify for Free and reduced Lunch Programs. The COVID-19 pandemic has created struggles with changes to the on-line learning,job, health, and food insecurities that impact the daily lives of this population. Due to persistent risk factors across all aspects of life, youth within the qualified service tract are among the highest need for mental health support, substance abuse disorder treatment and restorative practices. Research indicates that untreated mental health disorders lead to higher rates of juvenile incarcerations, aggression, school dropout,family dysfunction, and drug abuse. A Youth Violence Prevention program is therefore needed to serve this population and their families to reduce barriers that are further increasing these disparities.To be effective, it is imperative to provide guidance, social-emotional support, hope and a pathway toward change. Prevention is critical to promoting peace and ending the cycles of victimization. 3. Unmet Need The social determinants of health such as generational poverty, violence, addiction, and delinquency that have impacted this community adds to the social vulnerability this community represents (CDC, 2021). As the research states above,this population has faced tremendous barriers to connecting and sustaining their engagement with many programs due to geographic distances/transportation challenges, cultural disconnects and dissonance, language barriers as well as collective generational trauma (Watson et al., 2020). In Orange County, Santa Ana has the largest percentage of felony(20%) and misdemeanor (16%) arrests. Gang City Council 26 — 381 5/3/2022 Exhibit A disproportionate Minority Contact-Technical Assistance Project (DMC-TAP) Summary Report and Recommendations in Orange County, California, even though Latinos are only 46%of the general population,they are overrepresented in Juvenile Hall and represent 75%of the population, the majority coming from Santa Ana and Anaheim. Truly this data demonstrates the need for prevention of our younger at-risk youth and young adults. In order to be effective, it is imperative to provide guidance, social- emotional support., hope and a pathway toward change. Violence is the leading cause of death among adolescents and a violence prevention program can focus on the various risk factors and highlight the protective factors (Oscos-Sanchez et al., 2021). When developed and implemented on a community level, engaging adolescents can address the health benefits that help empower this population to address the mental health imbalances,family dysfunction, dysregulated structure to routine, social instability and safety/security that have all been heightened in this community by the COVID-19 pandemic (Oscos-Sanchez et al., 2021). Due to this need for violence prevention, Neutral Ground's proposed program will fulfill the gaps of services that are traditionally unavailable in the densely populated areas of need. The youth will also be motivated to make positive life choices as they learn from positive role models who have followed traditional and non-traditional pathways to success and have effectively redirected their lives, overcome obstacles, and built rewarding lives for themselves.The youths in turn will experience a culturally inclusionary and culturally competent, healthy and safe environment where supports are accessible, and barriers traditionally blocking success have been removed. 4. Details of Collaborations with Local Organizations Neutral Ground has been operating in the heart of Santa Ana for the past 30 years and has established a strong network of collaborative partners.The founder, Nati Alvarado, was a teen father himself at the age of 15. His passion to help others and avoid the trauma and heartache that he and his family experienced in his youth have given him the desire to pursue this work and lead his agency with a strong collaborative spirit. His deep commitment to new and existing partnerships demonstrates a strong foundation of collaborative readiness to serve Santa Ana youth through a wide range of community activities and events. Over the past 10 years Neutral Ground has participated in The California Endowment's Building Healthy Communities (BHC) Initiative within Santa Ana Unified School District, developed the Friday Night Lights Program with funding from the City of Santa Ana which served thousands of youths from all over the city. In addition, Neutral Ground was selected as a partner to provide job preparation and drug abuse prevention in the Prop.47 grant with the alternative education programs within SAUSD and funded to provide Restorative Practices at secondary schools throughout the community. Neutral Ground also implemented the Proud Parent grant in SAUSD which included a collaborative partnership with community agencies and OC Probation Department.The partnership was so successful the Memorandum of Understanding has been renewed although the grant ended several years ago. Throughout the years Neutral Ground has been a reliable and cutting-edge community agency ready and willing to serve the community through collaborations and partnerships with law enforcement agencies, school districts and other community agencies. Memorandum of Understandings are already active for two of the major law enforcement partners in this grant. 5. Innovation in Service/Delivery NG has developed an innovative proposal including evidence-based practices that will prove effective with this uniquely vulnerable population,the NG-YVP will Implement a comprehensive case management system that will support highly impacted youth of COVID-19. Neutral Ground will be providing staff who will coordinate linkages to urgent resources to mitigate the gaps in basic needs while simultaneously facilitating restorative circles to rebuild social-emotional health. NG has a long-standing commitment to serving the most vulnerable and is known for incorporating trauma-informed care into services.Trauma-informed care is a strength-based approach that emphasizes physical, psychological, and emotional safety to create an environment for participants to rebuild a sense of control and empowerment (Hopper, Bassuk, &Olivet, 2010) NG activities will be conducted in safe spaces where youth feel culturally, emotionally, and physically safe. NG staff have extensive training on the evidence-based services, and many have first-hand understanding of the life struggles that impact the youth of today. The majority of the NG-YVP team will be from Santa Ana and are culturally proficient and bilingual.Their youth-driven, evidenced-based, support services are customizedbased on the needs and the input from teachers and support personnel from their schools. NG will maximize t he potential of each participant by setting and achieving individualized goals and plans.The NG-Youth Violence Prevention program is also innovative due to its ability to be up and running in less than a month.The partnership is already solidified with Memorandums of Understanding with Santa Ana Unified School Police and Orange County Probation. Communication and collaboration will be developed with the Santa Ana Police Department once the program is funded. Referrals have already been committed by several partners and staff have already been recruited and on stand-by in order to begin the program upon approval. A famous quote from a student in San Francisco once advised a conference room of service providers, "A child will walk around trouble and away from trouble, if they have someone to walk with and snmewhere to walk tn_" Rg receiving funding for Youth Vinlence Prevention, Neutral Ground will be abQaity Qpti'iltgnd fulfill this dire need for so many of ffi les3$2d impacted youth in oLS/c3i 022 EXHIBIT B FEE PAYMENT SCHEDULE City Council 26 — 383 5/3/2022 Exhibit B FISCAL YEAR 2022-2023 PROPOSED PROGRAM BUDGET Organization Name Natis House dba Neutral Ground Program Name YVP(Youth Violence Prevention) Term: July 1, 2022 to June 30, 2023 EXPENDITURES Enter budget categories and projected expenditures: Expenditures Funded By Expenditures Total Santa Ana Funded By Program Organization Category REVIVE Funds Other Sources Budget Budget Administrative Staff Salaries $0 $0 Program Staff Salaries $88,400 $88,400 Contractual Services $2,800 $2,800 Other- $21,983 $21,983 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 TOTAL $113,183 $0 $113,183 $0 PROGRAM RESOURCES LIST ALL OTHER PROGRAM RESOURCES FOR 2022-2023 Funding Source Total must equal Program Budget Total listed above. FUNDING SOURCE AMOUNT Santa Ana REVIVE $ 113,183 TOTAL $ 113,183 Attachment 1(a) City Council 26 — 384 5/3/2022 Exhibit B 2022-2023 REVIVE BUDGET LINE ITEMS ADMINISTRATIVE STAFF Position Title Annual Salary&Benefits REVIVE Funds Description PROGRAM STAFF Position Title Annual Salary&Benefits REVIVE Funds Description Program Supervisor $ 66,560.00 $ 66,560.00 $32 p/hr x 40 hours x 52 weeks Restorative Practices Leads/Case Manager $ 21,840.00 $ 21,840.00 $21 p/hr x 20 hours x 52 weeks CONTRACTUAL/PROFESSIONAL SERVICES Type of Service Contract Amount REVIVE Funds Description Master Social Work Interns $2,800 $2,800 For contracting of interns OTHER LINE ITEMS Line Item Program Amount REVIVE Funds Description Office Rent/Lease$5,000: Offices/meeting spaces for program Other $21,983 $21,983 staff&clients. Emergency Transportation$970 Bus passes for transportation to services &supports Emergency meals/food&shelter, clothing$1,000:Needs due to urgency or safety factors Mileage for Program Supervisor&RP- CM$1,684:Mileage to meet with youth at their homes/community agencies Background Check for new employees&interns$260: Background check fees 2 Laptops$2,780: to support,track and research for case management purposes Indirect Cost$10,289: 10%(of whole budget subtotal$102,894) Attachment 1(b) City Council 26 — 385 5/3/2022 EXHIBIT C FEDERAL AWARD IDENTIFICATION INFORMATION The General Program Requirements were designed to provide the framework where the CONTRACTOR will provide ARPA programs identified in this attachment. L GOVERNANCE The CONTRACTOR agrees to comply, remain informed, and deliver services consistent with the provisions of ARPA. Where local policy has not been set, the CONTRACTOR agrees to adhere to state and/or federal policy, as appropriate. IL GOVERNANCE REFERENCES A. Additional state and federal agencies that provide funding to the CITY may be incorporated herein. B. Information Bulletins, Directives, and any other federal and state guidance documents pertaining to the ARPA SURF Funds. C. Actions, directives, and policy and procedures issued by the CITY. D. CITY policies, as applicable. III. CONTRACTOR/SUBRECIPIENT DETERMINATION: In accordance with the requirements of 2 CFR 200.330 (Subrecipient and Contractor determination) and for the purpose of this CONTRACT, SUBRECIPIENT is determined to be a CONTRACTOR. City Council 26 — 386 5/3/2022 IV. FEDERAL AWARD IDENTIFICATION FAIN INFORMATION A. CONTRACTOR Name: NATI'S HOUSE DBA NEUTRAL GROUND B. CONTRACTOR'S Unique 079536874 Identifier(D-U-N-S): Federal Award C. Identification Number SLFRP1059 (FAIN): D. Federal Award Date: 5/19/2021 E. Subaward Period of 7/l/2022-6/30/2023 Performance: Total Amount of Federal F. Funds Obligated by the $113,183 Action: Total Amount of Federal G. Funds Obligated to the $113,183 CONTRACTOR: H. Total Amount of the $64,180,406.50 Federal Award: Federal Award Project American Rescue Plan Act(ARPA) I' Description: J. Federal Awarding Agency: U.S. Department of the Treasury K. Name of PTE: City of Santa Ana L. Contact Information for the Kristine Ridge, City Manager Awarding Official: Phone Number: (714) 647-5200 E-mail Address: kridgegsanta-ana.org M. CFDA Number: 21.027 CFDA Name: Coronavirus State and Local Fiscal Recovery Funds N. Whether Award is R&D: No O. Indirect Cost Rate for the de minimus or federally negotiated rate Federal Award: City Council 26 — 387 5/3/2022 rxullHrrD D RARM NT I[ema Tkx Ce%cmj 1 raWA^txvn wiv CUR Dart Y. % 19). Rf* The ftTublimm .M A awhcrd 1 ►1+ M TTDVMUt kx" of fi+isi asidmax bah cast f i % b% uhmn"m o+6"pn or--3%&L [had wvtha d ww da ON w arc pmemmid) drb rmi wvep�,-& p►Vewd 6w &-tL,-"vff r. car a = 4 +. % wft the w wa c ocaq q( a+l fungi*is um*k w%X"A w mm 4*w =acrAcm- gn an ormAscaaL n&pmqvm%a'P *A mm6%are cgim ifs m ap.&n 'N,me and f i.c fi 00* re c [hoe City Council 26 - 388 5/3/2022 i Ir��T[�t tT�; �['�I�[ ��ftF� �R1f1►1 � It+► °�� r�� #��, �P"�'"� tic r +ae�� �etieral �tam m rtA 4" 6C CmfKam 11 31L iA W1 N*rb 1 he m dkw dvac a a asm;W t CGLdAm U(I 1 166h r+hCscc v-&- ths sm"Amm ► .6vkmd imw It it a Loki doommad tilt Oc ptWp4vcuvC 1+ C4,WN of kder3f ammassm [ems► kywago paakn4 m enumoaa camatipabcm a MALKon W o0wr resaabcs xkubbic v me Fvdn l (kne. Ge DcpA tN(l ibxa IfX)L I►aw pamw anatabk rearxAm urcImhq smVemam aat�Dr M acoiac r Kiew+a[Hai Awm�fm*d i pro+ok ashm aftsw btic pmm to Ubsch ftsfWarow .6UAWRinddAtam %"WtermpVD6-W%evmqvcwr# 6ctltsat a in& Ieam the is c=tl er Mdrk tarrxyr., ort r r+f cdt ! 4 ft�-4=%�WWOMCGOe mod,.`.AAA. -6"VW. 'latter txr MJ'vr&mm*,w r%v-kb w!'i't tmd im thslbme.tu%E dw mmmor W&4d on 6C DdimINIM &A C. 4 tea�imiw LAOM&VC 1 Z549 Yaa ME-.4 valaftl or rwn-►.r ■%cb We. pmp3W n mdwiWJ kw reagts+it ve A okscmg a cvp& a( MS fi Tbc pv4xmw ofkde"A apm s "tom,►ptvkv1"a ftpmpowd do k W Uwraca6m 1hr car!mmA it AWI t>A knma4nO,,t Ir am" >a"W%ffe i tWIMOMM+wT6•Pmm uAD is Oejwrcd,umpcft3rd. &"Ww trabpW cc wine "tN c%chak-i ftvm pOIJOpts�8 do acts amotmd q v%A.-f•VL M*ms &L .� t the Ok Ti paqvom-.e of WOW amerce" fmsb f * ►a � [hie► �r+� l aiaw a M i!!C it■tlsit tl� ts�d�C-- �:R �_�, [Who". Md - l Owwr irwy rMbe j TrbvLkIbLdn ' r4A" =QMMM31L In AM by"cr tier QmAXW ftmm KW =A is ad %4bPAWhLaao fw firma evs aML eftd am%m tom 7 h po brfpm in a crmorrd ramactam aM ttf�aroon a cm-u6cauda r rI'a perpc�,wn c pmocquo =a borer t a caftrtl trarrbm�tbm a 06 mi 440=4 vmqv"& L sft*wbk W%taro}. �orlru�ed 6rrern t�rr,ro+rc�aWriserlx7s� tsar it�tlxse �c�rnl"ir���a►,�n��+ ,� palmOM t'w,% Jecark thr areal aid lit qmmT bj *Amo el icummpam*h•elrrrfi I** 04 fs r !tom funKIP" M"• t" 1% U t teqxftJ Is f k-ki +lie R Lsr _t # '�,►,t iltt� Ir+r+rc� btr ��►t��pac �'s cr'4�Cr*r.� stilt ies "W ar to ft-m t rrr 00-6) In* tir oM66i -at sopmall �, +� tiM W- [b6 L awAk*C a-4 uslanvulmn owl a Imr-.Cjisa 4►NQf I t'ii m C do rs . Pw- %w tr) a Pmtkw rnmm rn Ot mdnm ► omew eat ham-m"vvv City Council 26 - 389 5/3/2022 CMCMI h2Ms I In lei*V k► CnWM NO"a 6010 [slat CM C*r! tran4aLtXM 16461 A MY%'#% ,dw a ski Jetamt mdptk. or w6mmwnih cuim' *en rammap tam m 4s ivi,m+�:t b truer rcrn�-,►f �rairhi�rb 'a� .. tr ice! OW tX A IM. City Council 26 — 390 5/3/2022 FxIIIRff E LOBBYING C m ij lm-�w tm Rqrsrdeg Luftm+aw Pw -nJ cMxtmrd vem it,-0 arc t" of h m rc tro $r■pa ik rc xW b cf c f.that (l t %jv F-et IMrgb ha%,C tzvqpftjCC So jk bt: pnd. *� LN n lam turf tf~1n; gap 'F AID A" pgo r 0( a� fir. s %Aoakr 44 C sn ^m ,w a at wl Campm. us an cis ctc v! a �1��esl+rc,1 nlC��ties����t tHr a��rf o1 aeati � c�atttratd. �hC�+�#ark coom raitic ep - mg c>ti san. c sra ts� rt rt idaoeraL yr as li of xm f Ojerw c OWL kim or coo wi•t crsxttw- t y Of atr+ 1wbh derd m1f I I6a�#cds`e#ees � P a 'a IN �Ik:%Orwtft c: ate.0 asa A fiaa► or en ct 0 am a 7. a of CARSIC%& aea 041;Cvr cr aff4birm 0( C " me met sal a i at f"affrv,% M ,.-ton y1h Out i cvlow sm"WI.Pma. kaL-or mar JQpwm%mL thr LXL&3vpaoj Awl o -rc aW td f -CLL 1fa�ta �ost h�F ► ` is accn� at+'f %ath its t fhs i 1 4 r egg I %Yl acgmt t1 dW bmpW otdis coni4xmiaee 'hr mmskd m Mtc sad do-c-amaB Aw A wbamank a an tiearz I isdaft Bob C =a, MAWOUS, Ow tom+ am&r and c atu%e xtra=mmt ad dW A a6acore i J%a emit% aeai di�cbpw I -S.�. - TIM 00%fiMLIA rc s MgWid -WIOCWnM Of SM GPM 'A hMA TVAMWC *At% F4mCJ '%OM tits sees aas enak at ememd Ww swkmwm 0(6"rxrw,'zP► wwgl ea a pme4umse sw ewcow mg am am WmmKbem sew b7 Sta w'" 11352. it Ir t1. 1'. S. Ctsde .%M petwvt she Wc to fsk tC MqLxTd Cnr-4ka6m A'be watim wr,s on v(tom[�M*#=St 0 ai "a as C dhm S 1 Al 0rN) fiv CA& tailar+t 12 lea: Afpv-L�J r ZZ t--L-Z. .3 f %%.m r a ccnisv" fxrnvr fir: C1sjc City Council 26 — 391 5/3/2022 1i wwr m the 1.46-rh .: I " Ei )I'llµti tAW.fix wj*I WMk tjm s&'5,v. I stk Y1 q(tbrrCftd Rip 40jo [%4 '-Q MT V' ud thg t shag to tW qvwWcd raa„ +.vkr_ rchgww. Aguma+t W%- bc tbdukd famIq pwk a m. m 1vr` &n" stir trait~ ut. at be sub*- 1 4t weda arti prglpm at amaw", ftaxkj 0 wlk%k Ue g? part ash crwwmLmhy dc% ttw .4( I 3 A'Mr e. ml wx%fa6m ewp� y ed b+ cawa-fm m 6Nv n nt aw perfcrmwcv of wrL �1 is pat: a rth cic.c try i fvr paJ WAPM A t>ta W4 k" thw Saftc ffrvzdm4 on sa it c�iaa it the � as�n�d t s�"Uh tat i a•es- i ss a�i ,dD It t. 'L +L. Yeciaft M a 1.5 cump fto sty*fftak w1* Pn4am wmscft fix %%bK14 thry *ukmktrrd-. Jv r-x eccivr wuVwwa6m he ar not Qthcmvw ►Ord ai =y �t M emmoftKom wwL SLBi1ECHWh+T *A esrrsef+i waft all 14 c d it , ,f +.cth i to n■10rn dry I fEfti%L csccpt dw `a) '_q BRIfiT1IEVI wo IN w City Council 26 — 392 5/3/2022 EX111611 F DRUG-FREE WCOI KP4ACE Cep tiaa rdi�t Drvr,-Frche Wort ct Roweirepwots Ibc camtkappa wi vw befate is a tt unA m-Mrvmu&xv Wm%hi.-# err m pa Lcd tvt ac L S. Ekpwmwm yr 1kmmw atj i rkm Dr*tom to awanims Ow V=J& If a t u a of 6tt DfWtfrc A -TA :c ;4. tht U -pm Ww W Eiazzar; and r Owe Dc%TkvQmm sn adh6m wt am cabs+ w Ilk- fcdiall (kh4 rwlwm mim tm: attt,.m artahc+riftd aakkr 16-1 U -F my W tApts c AJ CTRI A ii�reetoct rcrv�irs t�ta i rs7 Pt"r"" e!lrtt�ftrc r�ttir+►�:atce h, W Nb ng a mairsx taxi %mg arq4trywft am the w+m ow rftmDtejctdm e 1at ma �or tar Off a c +lkd vab%uft-C t"PM 6,AN 4 m or+s 'w,s mat cc AW Si'evi f'L ley; tltK ■[tmm that uA l e+r tat ew , am cmtpk'N.m fff %w tw-Mvr>*-A Uxh prvh-�Wlww fit fbr dwVm car dnS Ah at a dw i s fta#w-7 �{ i s d -�5r,rrc wudpbw- %Wtomm 01 Am ar+e■bt IC d f, c ii rCLA ' tatoft sa twee rc ss arc e D"ormv. aw +41 Fhc wmkso am tw! br Ovami wm mw4v�e m �kr jw,%4 40 s"d It a nmed e C � tit Omb cmpia�qe who wI!! 1w m ■a t!w rf the ,fit he di-ken aCap) 1+f tC WARMCU re4ared i*+ Qara$r real. 441 ha'ed'im *t cwq&-V�ctc its tfW "Mmmm tt tw "-% patapmrh t&r OAS. at, a f rt�x•trete�etrttdar rite�Ibr c�•�L+►c1c y,fit . !1► AbWc b• thr kiwr+e,4 trc v-wrrmft mQA 120 %Dk(v dw er�9 30) s"naa saftm cumxxwa kw a %,"W b%r 0 cwri%10 Ow tiact W 1dff 1M frt t 411�%lft-r cow.wwa 40 ltivfil e>k t+ apt�aetta. w datad "ramc1~ x w t dam, after wear U% np6vc under t►try&'ftw NaftitCe of wac1 - li-- - City Council 26 — 393 5/3/2022 If Of tA=* aw at tk &A k-&t W I _ s►idirtit 30 of mom%►tom r a r.c tatt4ll-s 0 woo 10M v*uh m ,.t in am c: Cr'Ah►is w caw�vL-kd 411 'June mropr at rw mtf actin ad c:npw�o cc, sp 0 anti wmtogam, ug [ Refift umb ctMps cc t: r--un> 1c mift wh m j drupe fir F cJMA. 4tm. rw Irmo fah " arkmanesIML of Ixhcr "pro i�tle' ft%'rK-.s. Is+ IMA rtg a pwJ tad dFMI&owdmw I*mWom a drta-fim wcAvl to d - "t antract►'r ShAl iten the 4e a pwram an ft aoadws-ftKs at fam ire snWs) (a tie pe6 of awi► to tic carr+d ow rib dkc 4 ift W-M m&kem env, , stme-mW zq cp&) dot: mwmc fir tkwL it h n uA-wq Ammmjwd dm&&fiiwW iAn t.M tv toted Its of t*# utArr dw e in don smsh dt us r* n"4" wf 1 Wwww aed 1]csTkTWM M=dWCI% LgWO is 4M%S-W b tee t 06h a&trtb W sites b! O t w%ned -P'Iwm of ft 6x.wvm-AXEL. 75 S+pamot C - City Council 26 - 394 5/3/2022 PLACE OF PERFORMANCE FOR CERTIFICATION REGARDING DRUGO-FREE WORKPLACE REQUIREMENTS - � Zit- MC I WOM M Or WMKC P%P% tCkm it i:1elt1 c. ;!Not A. *,v rw Iaswmmc at%%Mi awff the"Wuvd M%Cv d*% City Council 26 — 395 5/3/2022 AGREEMENT BETWEEN THE CITY OF SANTA ANA AND ORANGE COUNTY CHILDREN'S THERAPEUTIC ARTS CENTER FOR USE OF AMERICAN RESCUE PLAN ACT (ARPA) FUNDS This Agreement is hereby made and entered into this 3rd day of May, 2022, by and between the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("CITY"), and Orange County Children's Therapeutic Arts Center, a California domestic nonprofit corporation. ("SUBRECIPIENT" or "CONTRACTOR"). RECITALS: A. The American Rescue Plan Act ("ARPA") was signed into law in March 2021. ARPA provides funding for a number of different programs, including the Coronavirus State and Local Fiscal Recovery Fund ("SLFRF"), to provide monetary support to local governments to respond to,mitigate, and recover from the COVID-19 public health emergency. B. On July 20, 2021, the Santa Ana City Council authorized the City Manager to utilize ARPA SLFRF funding from the United States Department of Treasury for the Revive Santa Ana Spending Plan, which includes five spending categories: recovery from the pandemic, direct assistance programs,public health and safety, critical infrastructure, and city fiscal health. C. SUBRECIPIENT has been selected by the CITY to receive ARPA SLFRF Funds in order to provide youth programs, including: early childhood support;head start;day care; after school tutoring; athletic; and, youth violence prevention, in accordance with the Scope of Work attached hereto as Exhibit A and incorporated herein by reference ("said program"). SUBRECIPIENT represents that it is qualified and willing to operate said program and certifies that the administration of said program carried out with funds provided under this Agreement will meet ARPA's objectives to respond to, mitigate, and recover from this historic COVID-19 public health crisis. D. SUBRECIPIENT agrees that it will adhere to the tasks and services as indicated in Exhibit A for said program. Failure to follow the requirements and meet the stated expectations may constitute breach of contract that could result in termination of this Agreement or serve as reason for the CITY to recapture the grant funds awarded to SUBRECIPIENT pursuant to this Agreement. WHEREFORE, it is agreed by and between the parties that the foregoing Recitals are a substantive part of this Agreement and the following terms and conditions are approved and together with all exhibits and attachments hereto, shall constitute the entire Agreement between the CITY and SUBRECIPIENT: I. ARPA PROGRAM PROVISIONS A. Scope of Work. SUBRECIPIENT shall be responsible for the specific tasks and services of said program, and agrees to administer said program in compliance with the tasks and City Council 1 26 — 396 5/3/2022 services as described in the Scope of Work attached hereto as Exhibit A. SUBRECIPIENT's failure to perform as required may, in addition to other remedies set forth in this Agreement, result in readjustment of the amount of funds for said program or termination of this Agreement. B. Term of Agreement. The term of said Agreement shall commence on July I st 2022, and continue through June 30, 2023 ("Term"), unless terminated earlier pursuant to the terms of this Agreement. This Agreement shall also cover any and all services provided by the SUBRECIPIENT to the CITY since the date the ARPA SURF Funds were awarded to the CITY. Additionally, the Term of this Agreement may be extended by a writing executed by the City Manager, or designee, and the City Attorney. C. Amount of Grant Funding. The total amount of funds provided for said program shall not exceed One Hundred Twenty-Forty Thousand Nine Hundred Ninety-Eight Dollars and Zero Cents (S 24,998) ("ARPA SURF Funds") during the Term of the Agreement. SUBRECIPIENT agrees to use said ARPA SURF Funds to administer said program as outlined in Exhibit A. D. Disbursement of Funds. Said ARPA SURF Funds shall be disbursed by CITY to SUBRECIPIENT pursuant to the terms found in the Fee Payment Schedule attached hereto as Exhibit B, with payments subject to the submittal of invoices and other reporting requirements, as hereinafter more fully set forth. SUBRECIPIENT shall be obligated to perform such duties as would normally extend beyond the term, including, but not limited to, obligations with respect to indemnification, audits,reporting, data retcntion/reporting, and accounting. Failure to provide any of the required documentation and reporting will cause CITY to withhold all or a portion of a request for ARPA SURF Funds, or return the entire request to SUBRECIPIENT, until such documentation and reporting has been received and approved by CITY. (1) Reduction in ARPA SLFRF Funding. The CITY reserves the right to reduce the amount of ARPA SURF Funds to SUBRECIPIENT, or to completely terminate this Agreement, in the CITY's sole discretion, if there is a reduction in ARPA SURF Funds provided to the CITY. (2) Reduced Distribution of Funds. The CITY reserves the right to reduce the grant application if the CITY's fiscal monitoring indicates that SUBRECIPIENT's rate of expenditure will result in unspent funds at the end of the program term. Amendments in the grant allocation will be made after consultation with SUBRECIPIENT. (3) Reversion of Assets. SUBRECIPIENT agrees that any and all funds received under this Agreement shall be utilized during the Term of this Agreement, and that any and all funds remaining as of the end of the Term, which have not been utilized, shall be returned by SUBRECIPIENT to the CITY within thirty (30) days of the expiration or earlier termination of the Agreement. No expense of SUBRECIPIENT will be reimbursed by CITY if incurred after the end of the Term of the Agreement. City Council 2 26 — 397 5/3/2022 E. Grant_Pro a_m Requirements. (1) SUBRECIPIENT acknowledges that the source of funding for said program is the federal ARPA, and that payments from the ARM SURF Funds are only to be used to make necessary expenditures incurred due to the public health emergency with respect to COVID-19. (2) SUBRECIPIENT acknowledges that ARPA provisions allow the use of ARPA SURF Funds to respond to,mitigate, and recover from the COVID-19 public health emergency, and will not use these funds for any other uses. (3) SUBRECIPIENT shall follow the process and determination of eligibility for participants in said program as outlined in Exhibit A. F. Performance Monitoring. (1) SUBRECIPIENT shall submit program performance information as often as requested by CITY, but no less than the submission of monthly reports and a final report to CITY with the information requested by and in the format acceptable to CITY. Each monthly report is due within thirty (30) days of completion of work for each month. The final report is due within thirty (30) days after the termination or expiration of this Agreement. (2) CITY will evaluate SUBRECIPIENT's management and operation of said program with respect to the project expectations as described in Exhibit A. (3) CITY will review the audit of the SUBRECIPIENT to ensure that grant funds are used for authorized purposes in compliance with laws, regulations, and the provisions of contracts or grant agreements under this Agreement, including attachments and exhibits. (4) If action to correct any substandard performance is not taken by the SUBRECIPIENT within a reasonable period after being notified by CITY, suspension or termination procedures may be initiated by CITY. (5) All performance shall be subject to review by the CITY or other regulatory agencies at all times. SUBRECIPIENT shall provide adequate cooperation to any inspector or other CITY representative to permit the same to determine SUBRECIPIENT's conformity with the terms of this Agreement. If any services performed by SUBRECIPIENT are not in conformance with the terms of this Agreement, the CITY shall have the right to require SUBRECIPIENT to perform the services in conformance with the terms of the Agreement at no additional cost. The CITY may also terminate this Agreement for default and charge SUBRECIPIENT for any costs incurred by the CITY because of SUBRECIPIENT's failure to perform. (6) SUBRECIPIENT shall establish adequate procedures for self-monitoring and quality control and assurance to ensure proper perfonnance under this Agreement; and shall permit a City Council 3 26 — 398 5/3/2022 CITY representative or other regulatory official to monitor, assess, or evaluate SUBRECIPIENT's performance under this Agreement at any time, upon reasonable notice to SUBRECIPIENT. G. Audit. (1) SUBRECIPIENT shall maintain complete and accurate records and supporting documentation to facilitate financial and/or program audits by CITY. This requirement shall apply to any records and. documentation CITY shall reasonably require or as required to be maintained pursuant to the ARPA regulations. (2) The books and accounts, files, and other records of SUBRECIPIENT, which are applicable to this Agreement, shall be available for inspection, review, and audit during normal business hours by CITY to determine the proper application and use of all ARPA SLFRF Funds provided to or for the account or benefit of SUBRECIPIENT. (3) SUBRECIPIENT assumes responsibility for reimbursement to CITY a sum of money equivalent to the amount of any expenditures disallowed should the CITY, or an authorized agency,rule through audit, exception,or some other appropriate means, that expenditures from funds allocated to SUBRECIPIENT for direct and/or administrative costs were not made in compliance with the applicable cost principles, regulations, or the provisions of this Agreement. (4) SUBRECIPIENT agrees to comply with the requirements of OMB Uniform Guidance 2 CFR Part 200. SUBRECIPIENT further agrees to provide CITY with a copy of completed independent auditors' report within thirty(30) days ofCITY's request for such report. If the report contains instances of non-compliance with federal laws and regulations that bear directly on the performance or administration of this Agreement, SUBRECIPIENT shall provide CITY copies of responses to auditors' reports, a plan for corrective action, and auditors' response that the noncompliance has been resolved. All reports prepared in accord with the requirements of OMB Uniform Guidance 2 CFR Part 200 shall be available for inspection by representatives of CITY or the federal government during normal business hours. (5) All accounting records, reports, and evidence pertaining to all costs, expenses and the ARPA SLFRF Funds of SUBRECIPIENT and all documents related to this Agreement shall be maintained and kept available at SUBRECIPIENT'S office or place of business for the duration of the Agreement and thereafter for five (5) years from the date of final payment under this Agreement. Records which relate to: (a) complaints, claims, administrative proceedings or litigation arising out of the performance of this Agreement; or, (b) costs and expenses of this Agreement to which CITY or any other governmental agency takes exception, shall be retained beyond the five(5)years until complete resolution or disposition of such appeals, litigation claims, or exceptions. In the event SUBRECIPIENT does not make the above-referenced documents available within the City of Santa Ana, California., SUBRECIPIENT agrees to pay all necessary and reasonable expenses incurred by CITY in conducting any audit at the location where said records and books of account are maintained. H. Ownership/Use of Materials. SUBRECIPIENT agrees that all materials, reports or products in any form, including electronic, created by SUBRECIPIENT for which City Council 4 26 — 399 5/3/2022 SUBRECIPIENT has been compensated pursuant to this Agreement shall be the sole property of the CITY. The material, reports, or products may be used by the CITY for any purpose that the CITY deems to be appropriate, including, but not limit to, duplication and/or distribution within the CITY or to third parties. SUBRECIPIENT agrees not to release or circulate in whole or part such materials, reports, or products without prior written authorization of the CITY. I. Close-Out. SUBRECIPIENT agrees to comply with the closeout procedures detailed in 2 CFR §200.343, including the following: (1) SUBRECIPIENT must submit, no later than ninety(90) calendar days after the end date of the period of performance, all financial, performance, and other reports as required by the terms and conditions of this Agreement; (2) SUBRECIPIENT must promptly refund any balances of unobligated cash that the CITY paid in advance or paid and that is not authorized to be retained by SUBRECIPIENT for use in other projects (See OMB Circular A-129 and 2 CFR §200,345); and, (3) CITY should complete all closeout actions for the Federal award no Iater than one year after receipt and acceptance of all required final reports. II. SUBRECIPIENT'S OBLIGATIONS A. Representations and Warranties. (1) Authority. SUBRECIPIENT is a duly organized and existing domestic nonprofit corporation in good standing and authorized to do business under the laws of the State of California. SUBRECIPIENT has full right, power and lawful authority to accept the funding hereunder and to undertake all obligations as provided herein and the execution, performance and delivery of this Agreement by SUBRECIPIENT has been fully authorized by all requisite actions on the part of SUBRECIPIENT. (2) Experience. SUBRECIPIENT is qualified to provide the administrator services for said program detailed herein. (3) Familiarity With Services Required. By executing this Agreement, SUBRECIPIENT warrants that: (i)it has thoroughly investigated and considered the administrator services to be performed and provided for said program as detailed in Exhibit A; (ii) it has carefully considered how the services should be performed; and, (iii) it fully understands the facilities, difficulties and restrictions attending performance of the services under this Agreement. (4) No Conflict. To the best of SUBRECIPIENT'S knowledge, SUBRECIPIENT'S execution, delivery and performance of its obligations under this Agreement will not constitute a default or a breach under any contract, agreement or order to which SUBRECIPIENT is a party or by which it is bound. (5) No Bankruptcy. SUBRECIPIENT is not the subject of any current or threatened bankruptcy proceeding. City Council 5 26 — 400 5/3/2022 (6) No Pending Legal Proceedings. SUBRECIPIENT is not the subject of a current or threatened litigation that would or may materially affect SUBRECIPIENT'S performance under this Agreement. (7) Proposal Veracity. All provisions of and information provided in SUBRECIPIENT's proposal submitted to CITY, including any exhibits, are true and correct in all material respects. (8) No Pending Investigation. SUBRECIPIENT has no knowledge that it is the subject of any current or threatened criminal or civil action investigation by any public agency, including without limitation a police agency or prosecuting authority, which would relate to or affect performance of the Agreement or provision of services hereunder. B. Licensin,f4. SUBRECIPIENT agrees to obtain and maintain all required 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 SUBRECIPIENT's operations hereunder. Such licensing requirements include obtaining a City business license, as applicable. C. Zoning. SUBRECIPIENT agrees that any facility/property used in furtherance of said program shall be specifically zoned and permitted for such use(s) and activities. Should SUBRECIPIENT fail to have the required land entitlement and/or permits, thus violating any local, state or federal rules and regulations relating thereto, SUBRECIPIENT shall immediately make good- faith efforts to gain compliance with local, state or federal rules and regulations following written notification of said violation(s) from the CITY or other authorized citing agency. SUBRECIPIENT shall notify CITY immediately of any pending violations. Failure to notify CITY of pending violations, or to remedy such known violation(s) shall result in termination of grant funding hereunder. SUBRECIPIENT must make all corrections required to bring the facility/property into compliance with the law within sixty (60) days of notification of the violation(s); failure to gain, compliance within such time shall result in termination of grant funding hereunder. D. Separation of Accounts. All funds received by SUBRECIPIENT from CITY pursuant to this Agreement shall be maintained in an account in a federally insured banking or savings and loan institution with record keeping of such accounts maintained pursuant to applicable 2 CFR 200.302 requirements. SUBRECIPIENT is not required to maintain separate depository accounts for ARPA SLFRF Funds; provided however, the SUBRECIPIENT must be able to account for receipt, obligation, distribution and expenditure of ARPA SLFRF Funds pursuant to applicable 2 CFR 200.302 requirements. E. Audit Report Requirements. SUBRECIPIENT agrees that if SUBRECIPIENT expends Seven Hundred Fifty Thousand Dollars ($750,000) or more in federal funds, SUBRECIPIENT shall have an annual audit conducted by a certified public accountant in accordance with the standards as set forth and published by the United States Office of Management and Budget. SUBRECIPIENT shall provide CITY with a copy of said audit by April 1 of the year following the program year in which this Agreement is executed. City Council 6 26 — 401 5/3/2022 F. Compliance with Law/Program Income. SUBRECIPIENT acknowledges that the funds being provided by CITY for said program are received by CITY pursuant to ARPA, and that distribution and expenditure of these ARPA SURF Funds shall be in accordance with ARPA and all pertinent regulations issued by agencies of the federal govermnent, including, but not limited to, all regulations found at Title 24 of the Code of Federal Regulations. Any program income received by SUBRECIPIENT shall be returned to CITY, unless otherwise provided for in this Agreement. SUBRECIPIENT agrees to comply fully with all federal, state and local laws and court orders applicable to its operation and administration of said program, whether or not referred to in this Agreement, G. Debarment. To protect the public interest and ensure the integrity of Federal programs,CITY may only conduct business with responsible persons and may not make any award or pen-nit any award to any party which is debarred or suspended or is otherwise excluded from or ineligible for participation in Federal assistance programs under Executive Order 12549, "Debarment and Suspension". See also 24 CFR 570.609. SUBRECIPIENT must review and sign Exhibit D "Debarment", which is attached hereto and incorporated herein by this reference. SUBRECIPIENT shall be in good standing, without suspension by the California Secretary of State, Franchise Tax Board or Internal Revenue Service. Any change in the corporate status or suspension of SUBRECIPIENT shall be reported immediately to CITY. H. Confidentiality. Without prejudice to any other provisions of this Agreement, SUBRECIPIENT shall, where applicable, maintain the confidential nature of information provided to it concerning participants in accordance with the requirements of federal and state law. However, SUBRECIPIENT shall submit to CITY or its representatives, all records requested, including audit, examinations, monitoring and verifications of reports submitted by SUBRECIPIENT, costs incurred and services rendered hereunder. I. Independent Contractor. SUBRECIPIENT agrees that the performance of obligations hereunder is rendered in its capacity as an independent contractor and that it is in no way an agent of CITY. J. Violation of Terms and Conditions. SUBRECIPIENT agrees that if SUBRECIPIENT violates any of the terms and conditions of this Agreement or any prior Agreement whereby ARPA SURF Funds were received by SUBRECIPIENT, or if SUBRECIPIENT reports inaccurately, or if on audit there is a disallowance of certain expenditures, SUBRECIPIENT agrees to remedy the acts or omissions causing the disallowance and repay CITY all amounts spent in violation thereof. If SUBRECIPIENT engaged in fraudulent activity to obtain and/or justify distribution or expenditure of the ARPA SURF Funds granted hereunder, SUBRECIPIENT shall be required to reimburse the CITY of all such funds that were obtained, distributed and/or spent under fraudulent circumstances. K. Fraud. SUBRECIPIENT shall immediately report all suspected or known instances and facts concerning possible fraud, abuse or criminal activity related to said program for the ARPA SURF Funds under this Agreement. City Council 7 26 — 402 5/3/2022 L. Prohibited Use. SUBRECIPIENT hereby certifies and agrees that it will not use ARPA SLFRF Funds provided through this Agreement to pay for entertainment, meals or gifts, or other prohibited uses. M. Lobb3ina. SUBRECIPIENT certifies that it will comply with federal law(31 U.S.C. 1352) and regulations found at 24 CFR Part 87, which provide that no appropriated funds may be expended by the recipient of a federal contract,grant,loan or cooperative agreement to pay any person for influencing or attempting to influence an officer or employee of any agency,Member of Congress, or an officer or employee of a Member of Congress in connection with awarding of any federal contract, the making of any federal grant or loan, entering into any cooperative agreement and the extension, renewal, amendment or modification of any federal contract, grant, loan or cooperative agreement. SUBRECIPIENT shall sign a certification to that effect in a form as set forth in Exhibit E, attached hereto and by this reference incorporated herein. SUBRECIPIENT shall submit said signed certification to CITY prior to performing any of its obligations under this Agreement and prior to any obligation arising on the part of CITY to pay any sums to SUBRFCIPIENT under the terms and conditions of this Agreement. If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit a "Disclosure Form to Report Lobbying," in accordance with its instructions (Exhibit E). N. Financial Interest. SUBRECIPIENT agrees that except for the use of administrative fees to pay salaries and other related administrative or personnel costs, no persons who exercise or have exercised any function with respect to administering said program under the terms of this Agreement, or who are in a position to participate in a decision-making process or gain inside information with regard to the administration of said program, may obtain a financial interest or benefit from said program, either for themselves or those with whom they have family or business ties, during their tenure or for one year thereafter. This prohibition applies to any person who is an employee, agent, consultant, officer, or elected or appointed official of CITY, or of any designated public agency, or the SUBRECIPIENT. O. Labor Standards. The SUBRECIPIENT agrees to comply with the requirements of the Secretary of Labor in accordance with the Davis-Bacon Act as amended, the provisions of Contract Work Hours and Safety Standards Act (40 U.S.C. 327 et seq.) and all other applicable Federal, state and local laws and regulations pertaining to labor standards insofar as those acts apply to the performance of this Agreement. The SUBRECIPIENT agrees to comply with the Copeland Anti-Kick Back Act(18 U.S.C. 874 et seq.) and its implementing regulations of the U.S. Department of Labor at 29 CFR Part 5. The SUBRECIPIENT shall maintain documentation that demonstrates compliance with hour and wage requirements of this part. Such documentation shall be made available to the CITY for review upon request. City Council 8 26 — 403 5/3/2022 P. Equal Employment Opportunities. SUBRECIPIENT shall make every effort to ensure that all projects funded wholly or in part by ARPA SURF Funds shall provide equal employment opportunities for minorities and women. Q. Women and Minority-Owned Businesses (W/MBE). SUBRECIPIENT will use its best efforts to afford small businesses, minority business enterprises, and women's business enterprises the maximum practicable opportunity to participate in the performance of this Agreement in accordance with the requirements of 2 CFR 200.321 "Contracting with small and minority businesses,women's business enterprises, and labor surplus area firms". As used in this Agreement, the term "small business" means a business that meets the criteria set forth in section 3(a) of the Small Business Act, as amended(15 U.S.C. 632), and"minority and women's business enterprise" means a business at least fifty-one percent (51%) owned and controlled by minority group members or women. For the purpose of this definition, "minority group members" are African-Americans, Spanish-speaking, Spanish surnamed or Spanish-heritage Americans, Asian- Americans, and American Indians. SUBRECIPIENT may rely on written representations by businesses regarding their status as minority and female business enterprises in lieu of an independent investigation. R. Drug Free Workplace. SUBRECIPIENT agrees to provide a drug-free workplace and to execute a certification as set forth in Exhibit F attached hereto and incorporated herein by this reference. S. Uniform Administrative Requirements,_Cost_ Principles,_and Audit Requirements for Federal Awards. The following requirements and standards must be complied with: 2 CFR Part 200 et al. SUBRECIPIENT shall procure all materials, property, or services in accordance with the requirements of 2 CFR 200.318-326. III. CITY'S OBLIGATIONS A. Audit of Account. CITY shall include an audit of the account maintained by SUBRECIPIENT in CITY's audit of all ARPA SURF Funds in accordance with Title 24 of the Code of Federal Regulations and other applicable federal laws and regulations. B. Common Rule: Pursuant to 2 CFR 200.328(a), the CITY manages the day-to-day operations of each grant and subgrant supported activities. CITY staff has detailed knowledge of the grant program requirements and monitors grant and subgrant supported activities to assure compliance with federal requirements. Such monitoring covers each program, function and activity and performance goals are reviewed periodically. C. Project Expectations: CITY shall monitor the performance of SUBRECIPIENT against goals and performance standards required herein. The SUBRECIPIENT shall be responsible to accomplish the project expectations as set forth in Exhibit A,and report such results to the CITY. If the SUBRECIPIENT estimates such goals will not be met, the SUBRECIPIENT is to contact the CITY, at which time the CITY will determine if any adjustments to the grant award is appropriate. Substandard performance as determined by the CITY will constitute non- compliance with this Agreement. Should the CITY determine that the SUBRECIPIENT has not City Council 9 26 — 404 5/3/2022 performed its obligations as stated in this contract in a satisfactory manner, or if the CITY determines that insufficient supporting information has been submitted, the CITY shall notify the SUBRECIPIENT in writing of its determination specifying in full detail the objections that it has to the SUBRECIPIENT's performance. If action to correct such substandard performance is not taken by the SUBRECIPIENT after being notified by the CITY, within a reasonable period of time as stipulated in the written notification, contract suspension or termination procedures will be initiated. IV. GENERAL PROVISIONS A. Non-Discrimination. 1. SUBRECIPIENT agrees to comply with Executive Order 11246, which requires that during the performance of this Agreement, SUBRECIPIENT agrees not to discriminate against any employee or applicant for employment because of race, religion, sex, color or national origin. Such action shall include, but not be limited to the following: employment, upgrading, demotion, or transfer, rates of pay or other forms of compensation, and selection for training, including apprenticeship. SUBRECIPIENT agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the SUBRECIPIENT setting forth the provisions of this nondiscrimination clause. 2. SUBRECIPIENT agrees to comply with Title VI of the Civil Rights Act of 1964, which indicates that no person shall,on the ground of race, color or national origin,be excluded from participation in,be denied the benefits of,or be subject to discrimination under any program of activity receiving federal financial assistance. 3. No person shall, on the grounds of race, sex, creed, color, religion, marital status, national origin,age,sexual orientation,or physical or mental handicap be excluded from participation in, be refused the benefits of, or otherwise be subject to discrimination in any activities, programs or employment supported by this Agreement. SUBRECIPIENT is prohibited from discrimination on the basis of age or with respect to an otherwise qualified handicapped person as provided for under Section 109 of the Housing and Community Development Act of 1974, as amended. 4. SUBRECIPIENT agrees to comply with the Age Discrimination Act of 1975, which requires that during the performance of this Agreement, SUBRECIPIENT agrees not to discriminate against any employee or applicant for employment because of age. Such action shall include, but not be limited to the following: employment upgrading, demotion, or transfer, rates of pay or other forms of compensation, and selection for training, including apprenticeship. SUBRECIPIENT agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the SUBRECIPIENT setting forth the provisions of this age discrimination clause. 5. SUBRECIPIENT agrees to comply with Section 504 of the Rehabilitation Act of 1973,which requires that no otherwise qualified individual with a disability in the United States,shall, solely by reason of his or her disability, be excluded from the participation in, be denied the benefits of, or be subjected to discrimination under any program or activity receiving federal financial City Council 10 26 — 405 5/3/2022 assistance or under any program or activity conducted by any executive agency or by the United States Postal Service, B. Conflict of Interest. Pursuant to the conflict of interest requirements set forth in 24 CFR 570.611 and 2 CFR 200.112, SUBRECIPIENT certifies that no member, officer, employee, agent or assignee of CITY having direct or indirect control of any ARPA SLFRF Funds granted to the CITY,inclusive of the subject ARPA SLFRF Funds,shall serve as an officer of SUBRECIPIENT. Further, any conflict or potential conflict of interest of any officer of SUBRFCIPIENT shall be fully disclosed in writing prior to the execution of this Agreement and said writing shall be attached and deemed fully incorporated as a part hereof. Notice shall be sent by SUBRECIPIENT to CITY regarding any changes or modifications to its board of directors and list of officers. C. S12ecial Certification for Religious Entities. If SUBRECIPIENT is a religious entity, SUBRECIPIENT hereby agrees that in connection with the provision of the services SUBRECIPIENT shall provide with ARPA SLFRF Funds, in accordance with 24 CFR 570.2000): 1. SUBRECIPIENT shall not discriminate against any employee or applicant for employment on the basis of religion and shall not limit employment or give preference in employment to persons on the basis of religion. 2. SUBRECIPIENT shall not discriminate against any person applying for the services SUBRECIPIENT agrees to provide under the terms of this Agreement on the basis of religion and shall not limit such services or give preference to applicants for such services on the basis of religion. 3. SUBRECIPIENT shall NOT provide religious instruction or counseling, conduct any religious worship or services, or engage in any religious proselytizing, or exert any religious influence in the provision of the services in said program. The parties agree that this covenant is intended to and shall be construed for the limited purpose of assuring compliance with respect to the use of CITY funds by SUBRECIPIENT with applicable constitutional limitations respecting the establishment of religion as set forth in the establishment clause under the First Amendment of the United States Constitution and Article I, Section 4 of the California Constitution, and is not in any manner intended to restrict other activities of SUBRECIPIENT. 4. The portion of a facility used to provide public services assisted in whole or in part under this Agreement shall contain no sectarian or religious symbols. 5. Where the services to be provided under said program are rendered on property owned by the primarily religious entity SUBRECIPIENT,ARPA SLFRF Funds may also be used for minor repairs to such property, which are directly related to the cost of rendering the services under said program, where the cost constitutes in dollar terms only an incidental portion of the ARPA expenditure for rendering the services under said program. D. Prohibition of Nepotism. SUBRECIPIENT agrees not to hire or permit the hiring of any person to fill a position funded through this Agreement if a member of that person's immediate family is employed in an administrative capacity by SUBRECIPIENT. For the purposes of this City Council 11 26 — 406 5/3/2022 section, the term "immediate family"means spouse, child, mother, father, brother, sister, brother-in- law, sister-in-law, father-in-law, mother-in-law, son-in-law.. daughter-in-law, aunt, uncle, niece, nephew,stepparent and stepchild. The term"administrative capacity"means having selection,hiring, supervisor or management responsibilities. E. Notices. Notices to the parties shall,unless otherwise requested in writing, be sent by U.S. Mail, postage prepaid, and addressed as follows: TO CITY: City of Santa Ana Lisa Rudloff Executive Director Parks, Recreation and Community Services Agency 20 Civic Center Plaza P.O, Box 1988 Santa Aria, California 92702-1988 TO SUBRECIPIENT: Ana Jimenez-Hami Executive Director 2215 N Broadway, 1st Floor Santa Ana, CA 92706-2664 F. Assigngbility. None of the duties of, or work to be performed by, SUBRECIPIENT under this Agreement shall be subcontracted or assigned to any agency, consultant, or person without the prior written consent of CITY. SUBRECIPIENT must submit all subcontracts and other agreements that relate to this Agreement to CITY. No subcontract or assignment shall terminate or alter the legal obligations of SUBRECIPIENT pursuant to this Agreement. G. IndemnificationMold Harmless. SUBRECIPIENT shall indemnify, defend and save harmless CITY, its officers, employees, agents, representatives and volunteers from and against any and all damages to or for loss of use of property and for injuries to or death of any person or persons, including property and employees or agents of CITY, and shall defend, indemnify and save harmless CITY, its officers, employees, agents, representatives and volunteers from and against any and all claims, demands, suits, actions or proceedings of any kind or nature, including, but not by way of' limitation, workers compensation claims and including attorney fees and reasonable expenses for litigation or settlement, resulting from or arising out of the negligent or wrongful acts, errors or omissions of SUBRECIPIENT, its officers, directors, employees, agents, subcontractors and suppliers arising out of SUBRECIPIENT's performance of this Agreement. H. insurance. Contractor shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the Contractor, its agents, representatives, employees, or subcontractors. City Council 12 26 — 407 5/3/2022 a. MINIMUM SCOPE AND LIMIT OF INSURANCE Coverage,shall be at least as broad as: 1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an "occurrence" basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location(ISO CG 25 03 or 25 04)or the general aggregate limit shall be twice the required occurrence limit. 2. Automobile Liability: Insurance Services Office Form Number CA 0001 covering, Code 1 (any auto),or if Contractor has no owned autos,Code 8 (hired) and 9 (non-owned), with limit no less than $1,000,000 (if program services includes transportation of youth, the limit shall be no less than $5,000,000) per accident for bodily injury and property damage. (Not required if an automobile is not required to fulfill services.) 3. Workers' Compensation: insurance as required by the State of California, with Statutory Limits, and Employer's Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. 4. Sexual Abuse or Molestation (SAM) Liability: If the CGL policy referenced above is not endorsed to include affirmative coverage for sexual abuse or molestation, Contractor shall obtain and maintain a policy covering Sexual Abuse and Molestation with a limit no less than $1,000,000 per occurrence or claim. 5. If the Contractor maintains broader coverage and/or higher limits than the minimums shown above, the City requires and shall be entitled to the broader coverage and/or the higher limits maintained by the Contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. b. Other Insurance Provisions -- The insurance policies are to contain, or be endorsed to contain, the following provisions: 1. Additional Insured Status: The City, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Contractor including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Contractor's insurance (at least as broad as ISO Form CG 20 10 11 85 or if not available, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 forms if a later edition is used). 2. Primary Coverage: For any claims related to this contract, the Contractor's insurance coverage shall be primary coverage at least as broad as ISO CG 20 0104 13 as respects the City, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the City, its officers, officials, City Council 13 26 — 408 5/3/2022 employees, or volunteers shall be excess of the Contractor's insurance and shall not contribute with it. 3. Notice of Cancellation: Each insurance policy required above shall state that coverage shall not be canceled, except with notice to the City. 4. Waiver of Subrogation: Contractor hereby grants to City a waiver of any right to subrogation which any insurer of said Contractor may acquire against the City by virtue of the payment of any loss under such insurance. Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation,but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. 5. Self-Insured Retentions: Self-insured retentions must be declared to and approved by the City.The City may require the Contractor to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self- insured retention may be satisfied by either the named insured or City. 6. Acceptability of Insurers: Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M. Best's rating of no less than AXII, unless otherwise acceptable to the City. 7. Clairns Made Policies: If any of the required policies provide coverage on a claims-made basis: I. The Retroactive Date must be shown and must be before the date of the contract or the beginning of contract work. 2. Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work. 3. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive Date prior to the contract effective date, the Contractor must purchase "extended reporting" coverage for a minimum of five (5) years after completion of contract work. 8. Verification of Coverage: Contractor shall furnish the City with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage required by this clause)and a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements to City before work begins. However, failure to obtain the required documents prior to the work beginning shall not waive the Contractor's obligation to provide them. City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. City Council 14 26 — 409 5/3/2022 9. Special Risks or Circumstances: City reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances. I. Termination. 1. This Agreement may be terminated on thirty (30) days' written notice by either party. In the event of such termination, SUBRECIPIENT shall only be entitled to reimbursement for approved expenses incurred to the effective date of termination.. 2. This Agreement may be suspended or terminated by CITY upon five (5) days' written notice for violation by SUBRECIPIENT of Federal Laws governing the use of ARPA SURF Funds. In the event of such suspension or termination, SUBRECIPIENT shall only be entitled to reimbursement for approved expenses incurred up to the effective date of suspension or termination. 3. Pursuant to 2 CPR 200.340, in the event SUBRECIPIENT defaults by failing to fulfill all or any of its obligations hereunder, CITY may declare a default and termination of this Agreement by written notice to SUBRECIPIENT, which default and termination shall be effective on a date stated in the notice which is to be not less than ten (10) days after certified mailing or personal service of such notice, unless such default is cured before the effective date of termination stated in such notice. If terminated for cause, CITY shall be relieved of further liability or responsibility under this Agreement, or as a result of the termination thereof, including the payment of money, except for payment for approved expenses incurred for services satisfactorily and timely performed prior to the mailing or service of the notice of termination, and except for reimbursement of. (1) any payments made for services not subsequently performed in a timely and satisfactory manner; and, (2) costs incurred by CITY in obtaining substitute performance. 4. The grant of funds under this Agreement may be terminated for convenience by either the CITY or SUBRECIPIENT, in whole or in part, by setting forth the reasons for such termination, the effective date, and, in the case of portion termination, their portion to be terminated. However, if in the case of a partial termination, the CITY determines that the remaining portion of the award will not accomplish the purpose for which the award was made, the CITY may terminate the award in its entirety. 5. The grant of funds under this Agreement may be terminated due to the non- performance of SUBRECIPIENT and/or failure of SUBRECIPENT to perform the work described in Exhibit A. 6. The grant of funds under this Agreement may be terminated due to the failure of the CITY to receive sufficient or anticipated funding for the ARPA program for any term subject to this Agreement. 7. In the event this Agreement is terminated as set forth in subparagraphs I(1) through I(6),inclusive,SUBRECIPIENT agrees to immediately return to CITY upon CITY's demand and prior to any adjudication of SUBRECIPIENT's rights, any and all funds not used, and to comply with the Reversion of Assets requirements in this Agreement. City Council 15 26 — 410 5/3/2022 J. Limitation of Funds. The United States of America may in the future place programmatic or fiscal limitations on the use of ARPA SLFRF Funds, which limitations are not presently anticipated. Accordingly, CITY reserves the right to revise this Agreement in order to take account of actions affecting ARPA program funding. In the event of funding reduction, CITY may, in its sole and absolute discretion, reduce the budget of this Agreement, may limit the rate of SUBRECIPIENT's authority to utilize funds, or may restrict SUBRECIPIENT's use of uncommitted funds. Where CITY has been directed to implement a reduction in funding, with respect to funding for this Agreement, CITY's City Manager or delegate is authorized to act for CITY in implementing and effecting such a reduction and in revising, modifying, or amending the Agreement for such purposes. If such a reduction in funding occurs, SUBRECIPIENT shall be permitted to de-scope accordingly. Where CITY has reasonable grounds to question SUBRECIPIENT's fiscal accountability or compliance with this Agreement, CITY may suspend the operation of this Agreement for up to sixty (60) days upon five (5) days written notice to SUBRECIPIENT of its intention to so act,pending an audit or other resolution of such questions. In no event,however, shall any revisions made by CITY affect expenditures and legally binding commitments made by SUBRECIPIENT before it received notice of such revision, provided that such amounts have been committed in good faith and are otherwise allowable and that such commitments are consistent with ARPA SLFRF Funds withdrawal guidelines. K. Exclusivity and Amendment of Agreement. This Agreement supersedes any and all other agreements,either oral or in writing,between the parties hereto with respect to the use of CITY's ARPA SLFRF Funds by SUBRECIPIENT and contains all the covenants and agreements between the parties with respect to SUBRECIPIIENT's administration of said program. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein,and that no other agreement or amendment hereto shall be effective unless executed in writing and signed by both CITY and SUBRECIPIENT. L. Laws Governingthis Agreement. This Agreement shall be governed by and construed in accordance with the laws of the State of California, and all applicable federal laws and regulations. M. Validity and Severability. The invalidity in whole or in part of any provision of this Agreement shall not void or affect the validity of any other provision of this Agreement. Whenever possible, each provision of this AGREEMENT shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this AGREEMENT is held to be prohibited by or invalid under applicable law, such provision shall be ineffective only to the extent of such prohibition or invalidity, without invalidating the remainder of such provisions of this AGREEMENT. N. Waiver. No delay or omission by either party hereto to exercise any right or power accruing upon any noncompliance or default by the other party with respect to any of the terms of this Agreement shall impair any such right or power or be construed to be a waiver thereof. A waiver by either of the parties hereto of any of the covenants, conditions, or agreements to be performed by the other shall not be construed to be a waiver of any succeeding breach thereof or of any other covenant, condition or agreement herein contained. City Council 16 26 — 411 5/3/2022 O. Federal Award Identification Information. SUBRECIPIENT's pertinent Federal Award Identification Information, including DUNS Number and Federal Award Identification Number (FAIN), as well as the applicable information for ARPA, are included in Exhibit C attached hereto and incorporated herein by this reference. P. Miscellaneous Provisions. 1. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify CITY fully, including reasonable costs and attorney's fees, for any injuries or damages to CITY in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. 2. All Exhibits and Attachments referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. 3. This Agreement must be signed below and may be signed in counterpart and delivered by fax, email as a PDF(Portable Document Format)51e attachment, or by other means that displays the original or a copy of the signatures. Any subsequent amendments may be signed and delivered in the same manner. (Signatures on following page) City Council 17 26 — 412 5/3/2022 IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date and year first written above. ATTEST: CITY OF SANTA ANA DAISY GOMEZ KRISTINE RIDGE Clerk of the Council City Manager APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney : BRANDON SALVATIERRA Deputy City Attorney RECOMMENDED FOR APPROVAL: SUBRECIPIENT: f LISA RUDLOFF ANXhMENEZ44AMI Executive Director Executive Director Parks,Recreation and Community Services Agency DUNS #: 014317940 City Council 18 26 — 413 5/3/2022 EXHIBIT A SCOPE OF WORK City Council 26 — 414 5/3/2022 19 SCOPE OF WORK: 1. Details of Youth Program/Services to be provided: In partnership with the City of Santa Ana, Parks, Recreation and Community Services agency, OCCTAC proposes to offer an Arts & Violence prevention program for Santa Ana youth at four Recreational Centers located within the Qualified Service Tract areas in the city of Santa Ana, including: Jerome Center, Garfield Recreation Center, Roosevelt-Walker Center and Salgado Recreation Center. This program will prioritize on diverting youth from negative social problems and engaging them in positive, fun, creative and artistic programs that will inspire and motive youth to reach higher educational goals and fulfill their highest potential in life. All the youth and families that enroll in our Arts & Violence prevention program will have the opportunity to take as many Arts enrichment classes of their choice in the various disciplines: a) Music, b) Visual Arts, c) Dance, and/or d) Media Arts, during after-school hours (M-F), and on Saturdays. OCCTAC Arts & Violence Prevention program will serve youth in two different age groups: 7yrs-1 Iyrs and 12yrs-1Syrs old. The intent is for this program to empower youth to explore and participate in different art forms that are not readily available in their neighborhoods and provide the support our families need to recover during these challenging times. Furthermore, these programs will encourage the participants to use the creative process as a form of self-expression and introspective practices to foster social emotional development, cultural diversity and pride. The following classes represent a few examples of the wide variety of Arts Enrichment activities that OCCTAC teachers can provide at the various Recreational/Community Centers: Music Classes - • Intro to Guitar - Youth will learn basic guitar chords, basic guitar technique, proper posture and learn to play simple melodies and songs in a group ensemble. • Intro to Violin - Youth will learn the proper way of holding the instrument, the parts of the violin, the bow and the string names; and how to play simple melodies, as well as study the basic theory music concepts, including rhythm, reading notes and music terminology. Visual Arts (Painting & Drawing, Mixed Media) • Drawing and Painting- Youth will learn the basics of painting and drawing; and how to use different techniques to apply a range of mediums as part of their exercises. Students will learn how to use mixed medium techniques with lesson plans focused on introspective creative processes that prompt the students to think about themselves, their family and their role as an active member of their community. This program will culminate each cycle with an art exhibition at the recreational center. Media & Digital Arts (Some examples include Comic Book Creation, Animation, Video- Technology) City Council 26 — 415 5/3/2022 20 • Comic Book Creation Class - This class will provide the foundation for those who are interested in enhancing their drawing skills. Youth will learn how to tell a visual story that will allow them to explore the way they express their personal and social issues within their community while learning all the technical skills required to meet the current industry practices. Students also engage in creative writing as each student learns a new way to tell their own personal and family stories. Dance Classes (Ballet, Contemporary, Flamenco) • Contemporary/Lyrical Fusion for Ages 8—1 Syrs- Contemporary Dance is a type of dance style of expressive dance that has been able to combine features of several genres such as modern, hip-hop,jazz, lyrical and classic ballet. Movement and rhythm comes naturally to children, and when you get a child involved in regular dance classes, the benefits only get better. Not only does dance allow kids to get their energy out, it is also a great way for them to express themselves. In addition to the various Arts enrichment classes, OCTAC will also provide additional in-kind services for youth and their family at the various community/recreational centers, in partnership with some of OCCTAC's key community partners: a) Family Counseling and Individual Counseling (Youth and/or Parents) —Pepperdine University, School of Psychology (Clinical Psychology &Marriage and Family Therapy Interns) and OCCTAC employees; b) Crises Counseling- MECCA and County of Orange, Health Care Agency, Behavioral Health Services (MFT interns) and OCCTAC employees, c) Parenting Classes— Santa Ana College instructors & OCCTAC employees; d) Academic Tutoring & Homework Support- Santa Ana College, Chapman University, and Cal State Fullerton students and OCCTAC employees. An important component of OCCTAC's Violence prevention program is parent engagement. In addition to the programs offered to our Santa Ana youth, the parents will be encouraged to participate in a weekly series of Parenting Classes focused on crime and violence prevention, discipline strategies, communication skills, family conflict, behavioral problems, family violence and others. This parenting program is designed to help parents learn to recognize both prosocial and antisocial behaviors, employ social learning techniques (e.g., positive reinforcement, ignoring, distraction, etc.), preventing delinquency and family violence. Family counseling and Crises counseling will also be available to families experiencing crises. Both youth and parents will get the needed counseling and emotional support. OCCTAC is committed to a holistic approach to violence prevention that integrates the Arts, Academic support, Counseling and Parenting classes. OCCTAC fills an existing gap in services for our youth in the Santa Ana community. Duration of the Program- The OCCTAC's Arts &Violence Prevention program will be offered to the community for a period of 1 year; and with the possibility of continuing the services at the community centers or at OCCTAC for a longer period of time, contingent upon funding. City Council 26 — 416 5/3/2022 21 EXHIBIT B FEE PAYMENT SCHEDULE City Council 26 — 417 5/3/2022 22 FISCAL YEAR 2022-2023 PROPOSED PROGRAM BUDGET Organization Name Orange County Children's Therapeutic Arts Center Program Name Arts and Violence Prevention Program Term: July 1, 2022 to June 30, 2023 EXPENDITURES Enter budget categories and projected expenditures: Expenditures Funded By Expenditures Total Santa Ana Funded By Program Organization Category REVIVE Funds Other Sources Budget Budget Administrative Staff Salaries $20,592 $ 89,735.50 $110,328 $ 170,367 Program Staff Salaries $88,282 $ 573,915.70 $662,198 $ 924,136 Contractual Services $0 $ 11,478.00 $11,478 $ 22,955 Program Supplies $4,760 $ 33,379.00 $38,139 $ 63,965 Rent and Utilities $0 $ 62,326 $62,326 $ 124,652 Other expenses $0 $0 $ 32,794 $0 $0 $0 $0 Total Direct Costs $113,634 $ 770,834 $884,4681 1,338,869 Indirect Cost 10% $11,364 $ 77,083.42 $88,447 TOTAL $124,998 $847,918 $972,9161 $1,338,869 PROGRAM RESOURCES LIST ALL OTHER PROGRAM RESOURCES FOR 2022-2023 Funding Source Total must equal Program Budget Total listed above. FUNDING SOURCE AMOUNT Santa Ana REVIVE $ 124,998 Public& Private Donations $ 100,883.00 Public& Private Foundations $ 32,791.00 Contracts $ 563,655.00 Corporate Donations $ 10,017.00 OCCTAC Inkind $ 87,572.00 Fundraising $ 53,000.00 TOTAL $ 972,916 City Council 26 — 418 5/3/2022 23 2022-2023 REVIVE BUDGET LINE ITEMS ADMINISTRATIVE STAFF Position Title Annual Salary& Benefits REVIVE Funds Description Program Coordinator $ 6,600.00 $ 6,600.00 Program Coordinator $ 6,600.00 $ 6,600.00 Program Coordinator $ 7,392.00 $ 7,392.00 PROGRAM STAFF Position Title Annual Salary& Benefits REVIVE Funds Description Visual Arts Instructor $ 21,120,00 $ 21,120.00 Media Arts Instructor $ 21,120.00 $ 21,120.00 Dance Instructor $ 21,120.00 $ 21,120.00 Music Instructor $ 21,120.00 $ 21,120.00 Program Support Staff $ 3,802.00 $ 3,802.00 SUPPORT STAFF Type of Service Contract Amount REVIVE Funds Description PROGRAM SUPPLIES Line Item Program Amount REVIVE Funds Description Media &Studio Art Suppiie and Music Instruments $ 4,760.00 $4,760 Attachment 1(b) City Council 26 — 419 5/3/2022 24 EXHIBIT C FEDERAL AWARD IDENTIFICATION INFORMATION The General Program Requirements were designed to provide the framework where the CONTRACTOR will provide ARPA programs identified in this attachment. I. GOVERNANCE The CONTRACTOR agrees to comply, remain informed, and deliver services consistent with the provisions of ARPA. Where local policy has not been set, the CONTRACTOR agrees to adhere to state and/or federal policy, as appropriate. II. GOVERNANCE REFERENCES A. Additional state and federal agencies that provide funding to the CITY may be incorporated herein. B. Information Bulletins, Directives, and any other federal and state guidance documents pertaining to the ARPA SURF Funds. C. Actions, directives, and policy and procedures issued by the CITY. D. CITY policies, as applicable. III. CONTRACTOR/StiBRECIPIENT DETERMINATION: In accordance with the requirements of 2 CFR 200.330 (Subrecipient and Contractor determination) and for the purpose of this CONTRACT, SUBRECIPIENT is determined to be a CONTRACTOR. City Council 26 — 420 5/3/2022 25 IV. FEDERAL AWARD IDENTIFICATION -- FAIN INFORMATION _. A. CONTRACTOR Name: ORANGE COUNTY CHILDREN'S THERAPEUTIC ARTS CENTER B. CONTRACTOR'S Unique 014317940 Identifier(D-U-N-S): Federal Award C. Identification Number SLFRP1059 (FAIN): D. Federal Award Date: 5/19/2021 E. Subaward Period of 7/1/2022-6/30/2023 Performance: 7Total Amount of Federal F. Funds Obligated by the $124,998 Action: Total Amount of Federal G. Funds Obligated to the $124,998 CONTRACTOR: H. Total Amount of the $64,180,406.50 Federal Award: Z. Federal Award Project American Rescue Plan Act (ARPA) Description: J. Federal Awarding Agency: U.S. Department of the Treasury K. Name of PTE: City of Santa Ana L. Contact Information for the Kristine Ridge, City Manager Awarding Official: Phone Number: (714) 647-5200 E-mail Address: kridge6a)santa-ana.org M. CFDA Number: 21.027 CFDA Name: Coronavirus State and Local Fiscal Recovery Funds N. Whether Award is R&D: No O. Indirect Cost Rate for the de minimus or federally negotiated rate Federal Award: City Council 26 — 421 5/3/2022 26 EXHMff D DEBARMENT Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion Lower Tier Covered Transactions This certification is required by the regulations implementing Executive Order 12549,Debarment and Suspension, 29 CFR Part 98, Section 98.510, Participants' responsibilities. The regulations were published as Part VU of the May 26, 1988 Federal Register(pages 1916049211). (BEFORE COMPLETING CERTIFICATION, READ INSTRUCTIONS FOR CERTIFICATION- Attached) (1) The prospective recipient of,federal assistance funds certifies, by submission of this proposal, that neither it nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in this transaction by any federal department or agency. (2) Where the prospective recipient of federal assistance funds is unable to certify to any of the statements in this certification, such prospective participant"I attach an explanation to this proposal. Dr. Ana Jimenez-Harm, Founder and Executive Director Name and Title of Authorized Representative i 03/1 b/2022 Signature Date City Council 26 — 422 5/3/2022 27 INSTRUCTIONS FOR CERTMCATION 1. By signing and submitting this proposal, the prospective recipient of federal assistance funds is providing the certification as set out below. 2. The certification in this clause is a material representation of fact upon which reliance was placed when this t;ansaction was entered into. If it is later determined that the prospective recipient of federal assistance funds knowingly rendered an erroneous certification, in addition to other remedies available to the Federal Government, the Department of Labor (DOL)may pursue available remedies, including suspension and/or debarment. 3. The prospective recipient of federal assistance funds shall provide immediate written notice to the person to which this proposal is submitted if at any time the prospective recipient of federal assistance funds learns that its certification was erroneous when submitted or has become erroneous by reason of changed circumstances. 4. The terms "covered transaction," "debarred," "suspended," "ineligible," "lower tier covered transaction,, „participant," ,person," "primary covered transaction," "principal," "proposal," and "voluntarily excluded,"as used in this clause, have the meanings set out in the Definitions and Coverage sections of rules implementing Executive Order 12549. You may contact the person to which this proposal is submitted for assistance in obtaining a copy of those regulations. 5. The prospective recipient of federal assistance funds agrees by submitting this proposal that, should the proposed covered transaction be entered into, it shall not knowingly enter into any lower tier covered transaction with a person who is debarred, suspended, declared ineligible, or voluntarily excluded finm participation in this covered transaction, unless authorized by the DOL. 6. The prospective recipient of federal assistance funds Rwther agrees by submitting this proposal that it will include the clause titled "Certification Regarding Debarment, Suspension, Ineligibility and voluntary exclusion - Lower Tier Covered Transactions," without modification, in all lower tier covered transactions and in all solicitations for lower tier covered transactions. 7. A participant in a covered transaction may rely upon a certification of a prospective participant in a lower tier covered transaction that it is not debarred, suspended, ineligible, or voluntarily excluded from the covered transaction, unless it knows that the certification is erroneous. A participant may decide the method and frequency by which it determines the eligibility of its principals. Each participant may, but is not required to check the List of Parties Excluded from Procurement or Non-Procurement Programs. 8. Nothing contained in the foregoing shall be construed to require establishment of a system of records in order to render in good faith the certification required by this clause. The knowledge and information of a participant is not required to exceed that which is normally possessed by a prudes person in the ordinary course of business dealings. City Council 26 — 423 5/3/2022 28 9. Except for transactions authorized under paragraph 5 of these instructions, if a participant in a covered transaction knowingly enters into a lower tier covered transaction with a person who is suspended, debarred, ineligible, or voluntarily excluded From participation in this t w saction, in addition to other remedies available to the Federal Government,the DOL may pursue available remedies, including suspension and/or debarment. City Council 26 — 424 5/3/2022 29 EXHJBIT E LOBBYING Certification Regarding Lobbying Certification for Contracts, Grants. Lom and Cooperative A eements The undersigned certifies, to the best of his or her knowledge and belief, that: (1) No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contact, grant, loan or cooperative agreement. (2) If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant,loan, or cooperative agreement,the undersigned shall complete and submit Standard Form-LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions. (3) The undersigned shall require that the language of this certification be included in the award documents for all subawards at all tiers (including subcontract, subgrants, and contracts under grants, loans, and cooperative agreements) and that all subrecipients shall cert4 and disclose accordingly. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352, Title 31, U. S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than$100,000 for each such failure. Orange County Children's Thergeutic Arts Cent, A For Santa Ana Youth Grantee/Contactor Organization Program Title Dr. Ana Jimenez-flamJ 03/16/2022 Name of Certifying Officer tpaturP Date City Council 26 — 425 5/3/2022 30 SUBRECIPIENT warrants the following: 1. SUBRECIPIDVT will comply with Public Law 88-352, Title VI of the Civil Rights Act of 1964 (42 U. S. C. section 2000 et seq.) and implementing regulation in 24 CFR Part 1. 2. No person in the United States shall on the ground of rase, color, religion, national origin, or sex, be excluded from participation in, or be denied the benefits of, or be subjected to discrimination wider any program or activity funded in whole or in part with community development funds made available pursuant to the ACT. 3. All laborers and mechanics, employed by contractors or subcontractors in the performance of construction work financed in whole or in part with community development funds shall be paid wages at rates not less than those prevailing on similar construction in the: locality as determined in accordance with the Davis-Bacon Act, as amended, 40 U. S. C. Sections 276 a 1-5, except for individuals who perform services for which they volunteered; do not receive compensation for such services; or are paid expenses, reasonable benefits, or a nominal fee for such services; and are not otherwise employed at any time in construction work. 4. SUBRECIPIENT will comply with all Federal statutes applicable to projects funded with community development funds, except that (a) SUBRECIPIENT does not assume CITY'S environmental responsibilities described at 24 CFR 570.604, and (b) SUBRECIPIENT does not assume CITY`S responsibility for initiating the review process under Executive Order 12372, City Council 26 — 426 5/3/2022 31 EXHIBIT F DRUG-FREE WORKPLACE rOcation R ardin Dru -F The certification set out below is a material representation upon which reliance is placed by the U.S. Department of dousing and Urban Development in awarding the grant. If it is later determined that the contractor knowingly rendered a false certification, or otherwise violates the requirements of the Drug-Free Workplace Act, the U.S. Department of Housing and Urban Development, in addition to any other remedies available to the Federal Government, may take action authorized under the Drug Free Workplace Act. CERMCAnM A. The contractor certifies that it will provide a drug-free workplace by: (a) Publishing a statement notifying employees that the unlawful manufacture, distribution,dispensing,possession or use of a controlled substance is prohibited in the contractor's workplace and specifying the actions that will be taken against employees for violation of such prohibition; (b) Establishing a drug-free awareness program to inform employees about-- (1) The dangers of drug abuse in the workplace; (2) The contractor's policy of maintaining a drug-free workplace; (3) Any available drug counseling, rehabilitation, and employee assistance program; and (4) The penalties that may be imposed upon employees for drug abuse violations occurring in the workplace; (c) MaUng it a requirement that each employee who will be engaged in the performance of the grant be given a copy of the statement required by paragraph (a); (d) Notifying the employee in the statement required by paragraph -(a) that, as a condition of employment under the contract,the employee will - (1) Abide by the terms of the statement; and (2) Notify the employer of any criminal drug statute conviction for a violation occurring in the workplace no later than five days after such conviction, (e) Notifying the U.S.Department of Housing and Urban Development within ten days after receiving notice under subparagraph (d)(2) from an employee or otherwise receiving actual notice of such conviction; City Council 26 — 427 5/3/2022 32 (f) Taking one of the following actions, within 30 days of reeving notice under subparagraph(d)(2), with respect to any employee who is so convicted- ( 1) Taking appropriate personnel action against such an employee, up to and including termination; or (2) Requiring such employee to participate satisfactorily in a drug abuse assistance or rehabilitation program approved for such purposes by a Federal, State, or local health, law enforcement, or other appropriate agency; (g) Making a good faith effort to continue to maintain a drug-free workplace through implementation of paragraphs (a), (b), (c), (d), (e)and(f). S. The contractor shall insert in the space provided on the attached "Place of Performance" form the site(s) for the performance of work to be carried out with the grant funds (including street address, city, county, state, and zip code) .the contractor further certifies that, if it is subsequently determined that additional sites will be used for the performance of work under the contract, it shall notify the U.S. Department of Mousing and Urban Development immediately upon the decision to use such additional sites by submitting a revised"Place of Performance" form. Orange County hildren's Thera e s enter Qrgani7Atinn r . 03/16/2022 --- Date City Council 26 — 428 5/3/2022 33 PLACE OF PERFORMANCE FOR CERTIFICATION REGARDING DRUG-FREE WORKPLACE REQUIREMENTS Name:_Qrange County Children's ThMpeutic Arts CMIff Date: 03/16/2022 The Contractor shall insert in the space provided below the sites} expected to be used for the performance of work under the contract covered by the certification: Place of Performance(include street address, city, county, state, zip code for each site): Ci anti Ana,Parks and Recreation Centers City Council 26 — 429 5/3/2022 34 AGREEMENT BETWEEN THE CITY OF SANTA ANA AND ORANGE COUNTY CHILDREN'S THERAPEUTIC ARTS CENTER FOR USE OF AMERICAN RESCUE PLAN ACT (ARPA) FUNDS This Agreement is hereby made and entered into this 3rd day of May, 2022, by and between the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("CITY"), and Orange Count Children's Therapeutic Arts Center, a California domestic nonprofit corporation ("SUBRECIPIENT" or"CONTRACTOR"). RECITALS: A. The American Rescue Plan Act ("ARPA") was signed into law in March 2021. ARPA provides funding for a number of different programs, including the Coronavirus State and Local Fiscal Recovery Fund ("SLFRF"), to provide monetary support to local governments to respond to, mitigate, and recover from the COVID-19 public health emergency. B. On July 20, 2021, the Santa Ana City Council authorized the City Manager to utilize ARPA SLFRF funding from the United States Department of Treasury for the Revive Santa Ana Spending Plan, which includes five spending categories: recovery from the pandemic, direct assistance programs,public health and safety, critical infrastructure, and city fiscal health. C. SUBRECIPIENT has been selected by the CITY to receive ARPA SLFRF Funds in order to provide youth programs, including: early childhood support;head start; day care; after school tutoring; athletic; and, youth violence prevention, in accordance with the Scope of Work attached hereto as Exhibit A and incorporated herein by reference ("said program"). SUBRECIPIENT represents that it is qualified and willing to operate said program and certifies that the administration of said program carried out with fiends provided under this Agreement will meet ARPA's objectives to respond to, mitigate, and recover from this historic COVID-19 public health crisis. D. SUBRECIPIENT agrees that it will adhere to the tasks and services as indicated in Exhibit A for said program. Failure to follow the requirements and meet the stated expectations may constitute breach of contract that could result in termination of this Agreement or serve as reason for the CITY to recapture the grant funds awarded to SUBRECIPIENT pursuant to this Agreement. WHEREFORE, it is agreed by and between the parties that the foregoing Recitals are a substantive part of this Agreement and the following terms and conditions are approved and together with all exhibits and attachments hereto, shall constitute the entire Agreement between the CITY and SUBRECIPIENT: I. ARPA PROGRAM PROVISIONS A. Scope of Work. SUBRECIPIENT shall be responsible for the specific tasks and services of said program, and agrees to administer said program in compliance with the tasks and City Council 1 26 — 430 5/3/2022 services as described in the Scope of Work attached hereto as Exhibit A. SUBRECIPIENT's failure to perform as required may, in addition to other remedies set forth in this Agreement, result in readjustment of the amount of funds for said program or termination of this Agreement. B. Term of A., eer ement. The term of said Agreement shall commence on July 1 st,2022, and continue through June 30, 2023 ("Term"), unless terminated earlier pursuant to the terms of this Agreement. This Agreement shall also cover any and all services provided by the SUBRECIPIENT to the CITY since the date the ARPA SURF Funds were awarded to the CITY. Additionally, the Term of this Agreement may be extended by a writing executed by the City Manager, or designee, and the City Attorney. C. Amount of Grant Funding. The total amount of funds provided for said program shall not exceed One Hundred Twenty-Four Thousand Nine Hundred Ninety-Eight Dollars and Zero Cents ($12_4,998) ("ARPA SURF Funds") during the Term of the Agreement. SUBRECIPIENT agrees to use said ARPA SURF Funds to administer said program as outlined in Exhibit A. D. Disbursement of Funds. Said ARPA SURF Funds shall be disbursed by CITY to SUBRECIPIENT pursuant to the terms found in the Fee Payment Schedule attached hereto as Exhibit B, with payments subject to the submittal of invoices and other reporting requirements, as hereinafter more fully set forth. SUBRECIPIENT shall be obligated to perform such duties as would normally extend beyond the term, including, but not limited to, obligations with respect to indemnification, audits,reporting, data retention/reporting, and accounting. Failure to provide any of the required documentation and reporting will cause CITY to withhold all or a portion of a request for ARPA SURF Funds, or return the entire request to SUBRECIPIENT, until such documentation and reporting has been received and approved by CITY. (1) Reduction in ARPA SURF Funding. The CITY reserves the right to reduce the amount of ARPA SURF Funds to SUBRECIPIENT, or to completely terminate this Agreement, in the CITY's sole discretion, if there is a reduction in ARPA SURF Funds provided to the CITY. (2) Reduced Distribution of Funds. The CITY reserves the right to reduce the grant application if the CITY's fiscal monitoring indicates that SUBRECIPIENT's rate of expenditure will result in unspent funds at the end of the program term. Amendments in the grant allocation will be made after consultation with SUBRECIPIENT. (3) Reversion of Assets. SUBRECIPIENT agrees that any and all funds received under this Agreement shall be utilized during the Term of this Agreement, and that any and all funds remaining as of the end of the Term, which have not been utilized, shall be returned by SUBRECIPIENT to the CITY within thirty (30) days of the expiration or earlier termination of the Agreement. No expense of SUBRECIPIENT will be reimbursed by CITY if incurred after the end of the Term of the Agreement. City Council 2 26 — 431 5/3/2022 E. Grant Program Requirements. (1) SUBRECIPIENT acknowledges that the source of funding for said program is the federal ARPA, and that payments from the ARPA SURF Funds are only to be used to make necessary expenditures incurred due to the public health emergency with respect to COVID-19. (2) SUBRECIPIENT acknowledges that ARPA provisions allow the use of ARPA SURF Funds to respond to,mitigate,and recover from the COVID-19 public health emergency,and will not use these funds for any other uses. (3) SUBRECIPIENT shall follow the process and determination of eligibility for participants in said program as outlined in Exhibit A, F. Performance Monitoring. (1) SUBRECIPIENT shall submit program performance information as often as requested by CITY, but no less than the submission of monthly reports and a final report to CITY with the information requested by and in the format acceptable to CITY. Each monthly report is due within thirty (30) days of completion of work for each month. The final report is due within thirty (30) days after the termination or expiration of this Agreement. (2) CITY will evaluate SUBRECIPIENT's management and operation of said program with respect to the project expectations as described in Exhibit A. (3) CITY will review the audit of the SUBRECIPIENT to ensure that grant funds are used for authorized purposes in compliance with laws, regulations, and the provisions of contracts or grant agreements under this Agreement, including attachments and exhibits. (4) If action to correct any substandard performance is not taken by the SUBRECIPIENT within a reasonable period after being notified by CITY, suspension or termination procedures may be initiated by CITY. (5) All performance shall be subject to review by the CITY or other regulatory agencies at all times. SUBRECIPIENT shall provide adequate cooperation to any inspector or other CITY representative to permit the same to determine SUBRECIPIENT's conformity with the terms of this Agreement. If any services performed by SUBRECIPIENT are not in conformance with the terms of this Agreement, the CITY shall have the right to require SUBRECIPIENT to perform the services in conformance with the terms of the Agreement at no additional cost. The CITY may also terminate this Agreement for default and charge SUBRECIPIENT for any costs incurred by the CITY because of SUBRECIPIENT's failure to perform. (6) SUBRECIPIENT shall establish adequate procedures for self-monitoring and quality control and assurance to ensure proper performance under this Agreement; and shall pennit a City Council 3 26 — 432 5/3/2022 CITY representative or other regulatory official to monitor, assess, or evaluate SUBRECIPIENT's performance under this Agreement at any time, upon reasonable notice to SUBRECIPIENT. G. Audit. (1) SUBRECIPIENT shall maintain complete and accurate records and supporting documentation to facilitate financial and/or program audits by CITY. This requirement shall apply to any records and documentation CITY shall reasonably require or as required to be maintained pursuant to the ARPA regulations. (2) The books and accounts, files, and other records of SUBRECIPIENT, which are applicable to this Agreement, shall be available for inspection, review, and audit during normal business hours by CITY to determine the proper application and use of all ARPA SURF Funds provided to or for the account or benefit of SUBRECIPIENT. (3) SUBRECIPIENT assumes responsibility for reimbursement to CITY a sum of money equivalent to the amount of any expenditures disallowed should the CITY, or an authorized agency,rule through audit, exception,or some other appropriate means,that expenditures from funds allocated to SUBRECIPIENT for direct and/or administrative costs were not made in compliance with the applicable cost principles, regulations, or the provisions of this Agreement. (4) SUBRECIPIENT agrees to comply with the requirements of OMB Uniform Guidance 2 CFR Part 200. SUBRECIPIENT further agrees to provide CITY with a copy of completed independent auditors' report within thirty(30) days of CITY's request for such report. If the report contains instances of non-compliance with federal laws and regulations that bear directly on the performance or administration of this Agreement,SUBRECIPIENT shall provide CITY copies of responses to auditors' reports, a plan for corrective action, and auditors' response that the noncompliance has been resolved. All reports prepared in accord with the requirements of OMB Uniform Guidance 2 CFR Part 200 shall be available for inspection by representatives of CITY or the federal government during normal business hours. (5) All accounting records, reports, and evidence pertaining to all costs, expenses and the ARPA SURF Funds of SUBRECIPIENT and all documents related to this Agreement shall be maintained and kept available at SUBRECIPIENT'S office or place of business for the duration of the Agreement and thereafter for five (5) years from the date of final payment under this Agreement. Records which relate to: (a) complaints, claims, administrative proceedings or litigation arising out of the performance of this Agreement; or, (b) costs and expenses of this Agreement to which CITY or any other governmental agency takes exception, shall be retained beyond the five(5)years until complete resolution,or disposition of such appeals, litigation claims, or exceptions. In the event SUBRECIPIENT does not make the above-referenced documents available within the City of Santa Ana, California, SUBRECIPIENT agrees to pay all necessary and reasonable expenses incurred by CITY in conducting any audit at the location where said records and books of account are maintained. H. Ownership/Use of Materials. SUBRECIPIENT agrees that all materials, reports or products in any form, including electronic, created by SUBRECIPIENT for which City Council 4 26 — 433 5/3/2022 SUBRECIPIENT has been compensated pursuant to this Agreement shall be the sole property of the CITY. The material, reports, or products may be used by the CITY for any purpose that the CITY deems to be appropriate, including, but not limit to, duplication and/or distribution within the CITY or to third parties. SUBRECIPIENT agrees not to release or circulate in whole or part such materials, reports, or products without prior written authorization of the CITY. I. Close-Out. SUBRECIPIENT agrees to comply with the closeout procedures detailed in 2 CFR §200.343, including the following: (1) SUBRECIPIENT must submit, no later than ninety(90) calendar days after the end date of the period of performance, all financial, performance, and other reports as required by the terms and conditions of this Agreement; (2) SUBRECIPIENT must promptly refund any balances of unobligated cash that the CITY paid in advance or paid and that is not authorized to be retained by SUBRECIPIENT for use in other projects (See OMB Circular A-129 and 2 CFR §200.345); and, (3) CITY should complete all closeout actions for the Federal award no later than one year after receipt and acceptance of all required final reports. II. SUBRECIPIENT'S OBLIGATIONS A. Representations and Warranties. (1) Authority. SUBRECIPIENT is a duly organized and existing domestic nonprofit corporation in good standing and authorized to do business under the laws of the State of California. SUBRECIPIENT has full right, power and lawful authority to accept the funding hereunder and to undertake all obligations as provided herein and the execution, performance and delivery of this Agreement by SUBRECIPIENT has been fully authorized by all requisite actions on the part of SUBRECIPIENT. (2) Experience. SUBRECIPIENT is qualified to provide the administrator services for said program detailed herein. (3) Familiarity With Services Required. By executing this Agreement, SUBRECIPIENT warrants that: (i) it has thoroughly investigated and considered the administrator services to be performed and provided for said program as detailed in Exhibit A; (ii) it has carefully considered how the services should be performed; and, (iii) it fully understands the facilities, difficulties and restrictions attending performance of the services under this Agreement. (4) No Conflict. To the best of SUBRECIPIENT'S knowledge, SUBRECIPIENT'S execution, delivery and performance of its obligations under this Agreement will not constitute a default or a breach under any contract, agreement or order to which SUBRECIPIENT is a party or by which it is bound. (5) No Bankruptcy. SUBRECIPIENT is not the subject of any current or threatened bankruptcy proceeding. City Council 5 26 — 434 5/3/2022 (6) No Pending Legal Proceedings. SUBRECIPIENT is not the subject of a current or threatened litigation that would or may materially affect SUBRECIPIENT'S performance under this Agreement. (7) Proposal Veracity. All provisions of and information provided in SUBRECIPIENT's proposal submitted to CITY, including any exhibits, are true and correct in all material respects. (9) No Pending Investigation. SUBRECIPIENT has no knowledge that it is the subject of any current or threatened criminal or civil action investigation by any public agency, including without limitation a police agency or prosecuting authority, which would relate to or affect performance of the Agreement or provision of services hereunder. B. Liceensin&. SUBRECIPIENT agrees to obtain and maintain all required licenses, registrations, accreditation and inspections from all agencies governing its operations. SUBRECIPIENT shall ensure that its staff shall also obtain and maintain all required Iicenses, registrations, accreditation and inspections from all agencies governing SUBRECIPIENT's operations hereunder. Such licensing requirements include obtaining a City business license, as applicable. C. Zoning. SUBRECIPIENT agrees that any facility/property used in furtherance of said program shall be specifically zoned and permitted for such use(s) and activities. Should SUBRECIPIENT fail to have the required land entitlement and/or permits, thus violating any local, state or federal rules and regulations relating thereto, SUBRECIPIENT shall immediately make good- faith efforts to gain compliance with local, state or federal rules and regulations following written notification of said violation(s) from the CITY or other authorized citing agency. SUBRECIPIENT shall notify CITY immediately of any pending violations. Failure to notify CITY of pending violations, or to remedy such known violation(s) shall result in termination of grant funding hereunder. SUBRECIPIENT must make all corrections required to bring the facility/property into compliance with the law within sixty (60) days of notification of the violation(s); failure to gain compliance within such time shall result in termination of grant funding hereunder. D. Separation of Accounts. All funds received by SUBRECIPIENT from CITY pursuant to this Agreement shall be maintained in an account in a federally insured banking or savings and loan institution with record keeping of such accounts maintained pursuant to applicable 2 CFR 200.302 requirements. SUBRECIPIENT is not required to maintain separate depository accounts for ARPA SLFRF Funds; provided however, the SUBRECIPIENT must be able to account for receipt, obligation, distribution and expenditure of ARPA SLFRF Funds pursuant to applicable 2 CFR 200.302 requirements. E. Audit Report Requirements. SUBRECIPIENT agrees that if SUBRECIPIENT expends Seven Hundred Fifty Thousand Dollars ($750,000) or more in federal funds, SUBRECIPIENT shall have an annual audit conducted by a certified public accountant in accordance with the standards as set forth and published by the United States Office of Management and Budget. SUBRECIPIENT shall provide CITY with a copy of said audit by April 1 of the year following the program year in which this Agreement is executed. City Council 6 26 — 435 5/3/2022 F. Compliance with Law/Progjam Income. SUBRECIPIENT acknowledges that the funds being provided by CITY for said program are received by CITY pursuant to ARPA, and that distribution and expenditure of these ARPA SURF Funds shall be in accordance with ARPA and all pertinent regulations issued by agencies of the federal government, including, but not limited to, all regulations found at Title 24 of the Code of Federal Regulations. Any program income received by SUBRECIPIENT shall be returned to CITY, unless otherwise provided for in this Agreement. SUBRECIPIENT agrees to comply fully with all federal, state and local laws and court orders applicable to its operation and administration of said program, whether or not referred to in this Agreement. G. Debarment. To protect the public interest and ensure the integrity of Federal programs,CITY may only conduct business with responsible persons and may not make any award or permit any award to any party which is debarred or suspended or is otherwise excluded from or ineligible for participation in Federal assistance programs under Executive Order 12549, "Debarment and Suspension". See also 24 CFR 570.609. SUBRECIPIENT must review and sign Exhibit D "Debarment", which is attached hereto and incorporated herein by this reference. SUBRECIPIENT shall be in good standing, without suspension by the California Secretary of State, Franchise Tax Board or Internal Revenue Service. Any change in the corporate status or suspension of SUBRECIPIENT shall be reported immediately to CITY. H. Confidentiality. Without prejudice to any other provisions of this Agreement, SUBRECIPIENT shall, where applicable, maintain the confidential nature of information provided to it concerning participants in accordance with the requirements of federal and state law. However, SUBRECIPIENT shall submit to CITY or its representatives, all records requested, including audit, examinations, monitoring and verifications of reports submitted by SUBRECIPIENT, costs incurred and services rendered hereunder. 1. Independent Contractor. SUBRECIPIENT agrees that the performance of obligations hereunder is rendered in its capacity as an independent contractor and that it is in no way an agent of CITY. J. Violation of Terms and Conditions. SUBRECIPIENT agrees that if SUBRECIPIENT violates any of the terms and conditions of this Agreement or any prior Agreement whereby ARPA SURF Funds were received by SUBRECIPIENT, or if SUBRECIPIENT reports inaccurately, or if on audit there is a disallowance of certain expenditures, SUBRECIPIENT agrees to remedy the acts or omissions causing the disallowance and repay CITY all amounts spent in violation thereof. If SUBRECIPIENT engaged in fraudulent activity to obtain and/or justify distribution or expenditure of the ARPA SURF Funds granted hereunder, SUBRECIPIENT shall be required to reimburse the CITY of all such funds that were obtained, distributed and/or spent under fraudulent circumstances. K. Fraud. SUBRECIPIENT shall immediately report all suspected or known instances and facts concerning possible fraud, abuse or criminal activity related to said program for the ARPA SURF Funds under this Agreement. City Council 7 26 — 436 5/3/2022 L. Prohibited Use. SUBRECIPIENT hereby certifies and agrees that it will not use ARPA SLFRF Funds provided through this Agreement to pay for entertainment, meals or gifts, or other prohibited uses. M. Lobbying. SUBRECIPIENT certifies that it will comply with federal law(31 U.S.C. 1352) and regulations found at 24 CFR Part 87, which provide that no appropriated funds may be expended by the recipient of a federal contract,grant,loan or cooperative agreement to pay any person for influencing or attempting to influence an officer or employee of any agency,Member of Congress, or an officer or employee of a Member of Congress in connection with awarding of any federal contract, the making of any federal grant or loan, entering into any cooperative agreement and the extension, renewal, amendment or modification of any federal contract, grant, loan or cooperative agreement. SUBRECIPIENT shall sign a certification to that effect in a form as set forth in Exhibit E, attached hereto and by this reference incorporated herein. SUBRECIPIENT shall submit said signed certification to CITY prior to performing any of its obligations under this Agreement and prior to any obligation arising on the part of CITY to pay any sums to SUBRECIPIENT under the terms and conditions of this Agreement. If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit a "Disclosure Form to Report Lobbying," in accordance with its instructions (Exhibit E). N. Financial Interest. SUBRECIPIENT agrees that except for the use of administrative fees to pay salaries and other related administrative or personnel costs, no persons who exercise or have exercised any function with respect to administering said program under the terms of this Agreement, or who are in a position to participate in a decision-making process or gain inside information with regard to the administration of said program, may obtain a financial interest or benefit from said program, either for themselves or those with whom they have family or business ties, during their tenure or for one year thereafter. This prohibition applies to any person who is an employee, agent, consultant, officer, or elected or appointed official of CITY, or of any designated public agency, or the SUBRECIPIENT. O. Labor Standards. The SUBRECIPIENT agrees to comply with the requirements of the Secretary of Labor in accordance with the Davis-Bacon Act as amended, the provisions of Contract Work Hours and Safety Standards Act (40 U.S.C. 327 et seq.) and all other applicable Federal, state and local laws and regulations pertaining to labor standards insofar as those acts apply to the performance of this Agreement. The SUBRECIPIENT agrees to comply with the Copeland Anti-Kick Back Act(18 U.S.C. 874 et seq.) and its implementing regulations of the U.S. Department of Labor at 29 CFR Part 5. The SUBRECIPIENT shall maintain documentation that demonstrates compliance with hour and wage requirements of this part. Such documentation shall be made available to the CITY for review upon request. City Council 8 26 — 437 5/3/2022 P. Equal Employment Opportunities. SUBRECIPIENT shall make every effort to ensure that all projects funded wholly or in part by ARPA SLFRF Funds shall provide equal employment opportunities for minorities and women. Q. Women and Minority-Owned Businesses (W/MBE). SUBRECIPIENT will use its best efforts to afford small businesses, minority business enterprises, and women's business enterprises the maximum practicable opportunity to participate in the performance of this Agreement in accordance with the requirements of 2 CFR 200.321 "Contracting with small and minority businesses, women's business enterprises, and labor surplus area firms". As used in this Agreement, the term "small business" means a business that meets the criteria set forth in section 3(a) of the Small Business Act, as amended(15 U.S.C. 632), and "minority and women's business enterprise" means a business at least fifty-one percent (51%) owned and controlled by minority group members or women. For the purpose of this definition, "minority group members" are African-Americans, Spanish-speaking, Spanish surnamed or Spanish-heritage Americans, Asian- Americans, and American Indians. SUBRECIPIENT may rely on written representations by businesses regarding their status as minority and female business enterprises in lieu of an independent investigation. R. DrugFree ree Workplace. SUBRECIPIENT agrees to provide a drug-free workplace and to execute a certification as set forth in Exhibit F attached hereto and incorporated herein by this reference. S. Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards. The following requirements and standards must be complied with: 2 CFR Part 200 et al. SUBRECIPIENT shall procure all materials, property, or services in accordance with the requirements of 2 CFR 200.318-326. III. CITY'S OBLIGATIONS A. Audit of Account. CITY shall include an audit of the account maintained by SUBRECIPIENT in CITY's audit of all ARPA SURF Funds in accordance with Title 24 of the Code of Federal Regulations and other applicable federal laws and regulations. B. Common Rule: Pursuant to 2 CFR 200.328(a), the CITY manages the day-to-day operations of each grant and subgrant supported activities. CITY staff has detailed knowledge of the grant program requirements and monitors grant and subgrant supported activities to assure compliance with federal requirements. Such monitoring covers each program, function, and activity and performance goals are reviewed periodically. C. Project Ex ectations: CITY shall monitor the performance of SUBRECIPIENT against goals and performance standards required herein. The SUBRECIPIENT shall be responsible to accomplish the project expectations as set forth in Exhibit A, and report such results to the CITY. If the SUBRECIPIENT estimates such goals will not be met, the SUBRECIPIENT is to contact the CITY, at which time the CITY will determine if any adjustments to the grant award is appropriate. Substandard performance as determined by the CITY will constitute non- compliance with this Agreement. Should the CITY determine that the SUBRECIPIENT has not City Council 9 26 — 438 5/3/2022 performed its obligations as stated in this contract in a satisfactory manner, or if the CITY determines that insufficient supporting information has been submitted, the CITY shall notify the SUBRECIPIENT in writing of its determination specifying in full detail the objections that it has to the SUBRECIPIENT's performance. If action to correct such substandard performance is not taken by the SUBRECIPIENT after being notified by the CITY, within a reasonable period of time as stipulated in the written notification, contract suspension or termination procedures will be initiated. IV. GENERAL PROVISIONS A. Non-Discrimination. 1. SUBRECIPIENT agrees to comply with Executive Order 11246, which requires that during the performance of this Agreement, SUBRECIPIENT agrees not to discriminate against any employee or applicant for employment because of race, religion, sex, color or national origin. Such action shall include, but not be limited to the following: employment, upgrading, demotion, or transfer, rates of pay or other forms of compensation, and selection for training, including apprenticeship. SUBRECIPIENT agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the SUBRECIPIENT setting forth the provisions of this nondiscrimination clause. 2. SUBRECIPIENT agrees to comply with Title VI of the Civil Rights Act of 1964, which indicates that no person shall, on the ground of race, color or national origin,be excluded from participation in,be denied the benefits of,or be subject to discrimination under any program of activity receiving federal financial assistance. 3. No person shall, on the grounds of race, sex, creed, color, religion, marital status, national origin, age,sexual orientation,or physical or mental handicap be excluded from participation in, be refused the benefits of, or otherwise be subject to discrimination in any activities, programs or employment supported by this Agreement. SUBRECIPIENT is prohibited from discrimination on the basis of age or with respect to an otherwise qualified handicapped person as provided for under Section 109 of the Housing and Community Development Act of 1974, as amended. 4. SUBRECIPIENT agrees to comply with the Age Discrimination Act of 1975, which requires that during the performance of this Agreement, SUBRECIPIENT agrees not to discriminate against any employee or applicant for employment because of age. Such action shall include, but not be limited to the following: employment upgrading, demotion, or transfer, rates of pay or other forms of compensation, and selection for training, including apprenticeship. SUBRECIPIENT agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the SUBRECIPIENT setting forth the provisions of this age discrimination clause. 5. SUBRECIPIENT agrees to comply with Section 504 of the Rehabilitation Act of 1973,which requires that no otherwise qualified individual with a disability in the United States,shall, solely by reason of his or her disability, be excluded from the participation in, be denied the benefits of, or be subjected to discrimination under any program or activity receiving federal financial City Council 10 26 — 439 5/3/2022 assistance or under any program or activity conducted by any executive agency or by the United States Postal Service. B. Conflict of Interest. Pursuant to the conflict of interest requirements set forth in 24 CFR 570.611 and 2 CFR 200.112, SUBRECIPIENT certifies that no member, officer, employee, agent or assignee of CITY having direct or indirect control of any ARPA SLFRF Funds granted to the CITY,inclusive of the subject ARPA SURF Funds,shall serve as an officer of SUBRECIPIENT. Further, any conflict or potential conflict of interest of any officer of SUBRECIPIENT shall be fully disclosed in writing prior to the execution of this Agreement and said writing shall be attached and deemed fully incorporated as a part hereof. Notice shall be sent by SUBRECIPIENT to CITY regarding any changes or modifications to its board of directors and list of officers. C. Special Certification for Religious Entities. If SUBRECIPIENT is a religious entity, SUBRECIPIENT hereby agrees that in connection with the provision of the services SUBRECIPIENT shall provide with ARPA SURF Funds, in accordance with 24 CFR 570.2000): 1. SUBRECIPIENT shall not discriminate against any employee or applicant for employment on the basis of religion and shall not limit employment or give preference in employment to persons on the basis of religion. 2. SUBRECIPIENT shall not discriminate against any person applying for the services SUBRECIPIENT agrees to provide under the terms of this Agreement on the basis of religion and shall not limit such services or give preference to applicants for such services on the basis of religion. 3. SUBRECIPIENT shall NOT provide religious instruction or counseling, conduct any religious worship or services, or engage in any religious proselytizing, or exert any religious influence in the provision of the services in said program. The parties agree that this covenant is intended to and shall be construed for the limited purpose of assuring compliance with respect to the use of CITY funds by SUBRECIPIENT with applicable constitutional limitations respecting the establishment of religion as set forth in the establishment clause under the First Amendment of the United States Constitution and Article I, Section 4 of the California Constitution, and is not in any manner intended to restrict other activities of SUBRECIPIENT. 4. The portion of a facility used to provide public services assisted in whole or in part under this Agreement shall contain no sectarian or religious symbols. 5. Where the services to be provided under said program are rendered on property owned by the primarily religious entity SUBRECIPIENT,ARPA SLFRF Funds may also be used for minor repairs to such property, which are directly related to the cost of rendering the services under said program, where the cost constitutes in dollar terms only an incidental portion of the ARPA expenditure for rendering the services under said program. D. Prohibition of Nepotism. SUBRECIPIENT agrees not to hire or permit the hiring of any person to fill a position funded through this Agreement if a member of that person's immediate family is employed in an administrative capacity by SUBRECIPIENT. For the purposes of this City Council 11 26 — 440 5/3/2022 section, the term "immediate family" means spouse, child, mother, father, brother, sister, brother-in- law, sister-in-law, father-in-law, mother-in-law, son-in-law, daughter-in-law, aunt, uncle, niece, nephew,stepparent and stepchild. The term"administrative capacity"means having selection,hiring, supervisor or management responsibilities. E. Notices. Notices to the parties shall,unless otherwise requested in writing, be sent by U.S. Mail,postage prepaid, and addressed as follows: TO CITY: City of Santa Ana Lisa Rudloff Executive Director Parks,Recreation and Cornrnunity Services Agency 20 Civic Center Plaza P.O. Box 1988 Santa Ana, California 92702-1988 TO SUBRECIPIENT: Ana Jimenez-Hami Executive Director 2215 N Broadway, I"Floor Santa Ana, CA 92706-2664 F. Assignability. None of the duties of, or work to be performed by, SUBRECIPIENT under this Agreement shall be subcontracted or assigned to any agency, consultant, or person without the prior written consent of CITY. SUBRECIPIENT must submit all subcontracts and other agreements that relate to this Agreement to CITY. No subcontract or assignment shall terminate or alter the legal obligations of SUBRECIPIENT pursuant to this Agreement. G. Indemnification/Hold Harmless. SUBRECIPIENT shall indemnify, defend and save harmless CITY, its officers, employees, agents, representatives and volunteers from and against any and all damages to or for loss of use of property and for injuries to or death of any person or persons, including property and employees or agents of CITY, and shall defend, indemnify and save harmless CITY, its officers, employees, agents, representatives and volunteers from and against any and all claims, demands, suits, actions or proceedings of any kind or nature, including, but not by way of limitation, workers compensation claims and including attorney fees and reasonable expenses for litigation or settlement, resulting from or arising out of the negligent or wrongful acts, errors or omissions of SUBRECIPIENT, its officers, directors, employees, agents, subcontractors and suppliers arising out of SUBRECIPIENT's performance of this Agreement. H. Insurance. Contractor shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the Contractor, its agents, representatives, employees, or subcontractors. City Council 12 26 — 441 5/3/2022 a. MINIMUM SCOPE AND LIMIT OF INSURANCE Coverage shall beat least as broad as: 1. Commercial General Liability (CGL); Insurance Services Office Form CG 00 01 covering CGL on an "occurrence" basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit. 2. Automobile Liability: Insurance Services Office Form Number CA 0001 covering, Code I (any auto),or if Contractor has no owned autos,Code 8 (hired) and 9 (non-owned), with limit no less than $1,000,000 (if program services includes transportation of youth, the limit shall be no less than $5,000,000) per accident for bodily injury and property damage. (Not required if an automobile is not required to fulfill services.) 3. Workers' Compensation.• insurance as required by the State of California, with Statutory Limits, and Employer's Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. 4. Sexual Abuse or Molestation (SAM) Liability: If the CGL policy referenced above is not endorsed to include affirmative coverage for sexual abuse or molestation, Contractor shall obtain and maintain a policy covering Sexual Abuse and Molestation with a limit no less than $1,000,000 per occurrence or claim. 5. If the Contractor maintains broader coverage and/or higher limits than the minimums shown above, the City requires and shall be entitled to the broader coverage and/or the higher limits maintained by the Contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. b. Other Insurance Provisions — The insurance policies are to contain, or be endorsed to contain, the following provisions: 1. Additional Insured Status; The City, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Contractor including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Contractor's insurance (at least as broad as ISO Form CG 20 10 11 85 or if not available, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 forms if a later edition is used). 2. Primary Coverage: For any claims related to this contract, the Contractor's insurance coverage shall be primary coverage at least as broad as ISO CG 20 01 04 13 as respects the City, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the City, its officers, officials, City Council 13 26 — 442 5/3/2022 employees, or volunteers shall be excess of the Contractor's insurance and shall not contribute with it. 3. Notice of Cancellation: Each insurance policy required above shall state that coverage shall not be canceled, except with notice to the City. 4. Waiver of Subrogation: Contractor hereby grants to City a waiver of any right to subrogation which any insurer of said Contractor may acquire against the City by virtue of the payment of any loss under such insurance. Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation,but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer, 5. Self Insured Retentions: Self-insured retentions must be declared to and approved by the City. The City may require the Contractor to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self- insured retention may be satisfied by either the named insured or City. 6. Acceptability of Insurers: Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M. Best's rating of no less than ANII, unless otherwise acceptable to the City. 7. Claims Made Policies: If any of the required policies provide coverage on a claims-made basis: 1. The Retroactive Date must be shown and must be before the date of the contract or the beginning of contract work. 2. Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work. 3. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive Date prior to the contract effective date, the Contractor must purchase "extended reporting" coverage for a minimum of five (5) years after completion of contract work. 8. Verification of Coverage: Contractor shall furnish the City with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage required by this clause)and a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements to City before work begins. However, failure to obtain the required documents prior to the work beginning shall not waive the Contractor's obligation to provide them. City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. City Council 14 26 — 443 5/3/2022 9. Special Risks or Circumstances: City reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances. I. Termination. 1. This Agreement may be terminated on thirty (30) days' written notice by either party, In the event of such termination, SUBRECIPIENT shall only be entitled to reimbursement for approved expenses incurred to the effective date of termination. 2. This Agreement may be suspended or terminated by CITY upon Eve (5) days' written notice for violation by SUBRECIPIENT of Federal Laws governing the use of ARPA SLFRF Funds. In the event of such suspension or termination, SUBRECIPIENT shall only be entitled to reimbursement for approved expenses incurred up to the effective date of suspension or termination. 3. Pursuant to 2 CFR 200.340, in the event SUBRECIPIENT defaults by failing to fulfill all or any of its obligations hereunder, CITY may declare a default and termination of this Agreement by written notice to SUBRECIPIENT, which default and termination shall be effective on a date stated in the notice which is to be not less than ten (10) days after certified mailing or personal service of such notice, unless such default is cured before the effective date of termination stated in such notice. If terminated for cause, CITY shall be relieved of further liability or responsibility under this Agreement, or as a result of the termination thereof, including the payment of money, except for payment for approved expenses incurred for services satisfactorily and timely performed prior to the mailing or service of the notice of termination, and except for reimbursement of. (1) any payments made for services not subsequently performed in a timely and satisfactory manner; and, (2) costs incurred by CITY in obtaining substitute performance. 4. The grant of funds under this Agreement may be terminated for convenience by either the CITY or SUBRECIPIENT, in whole or in part, by setting forth the reasons for such termination, the effective date, and, in the case of portion termination, their portion to be terminated. However, if in the case of a partial termination, the CITY determines that the remaining portion of the award will not accomplish the purpose for which the award was made, the CITY may terminate the award in its entirety. 5. The grant of funds under this Agreement may be terminated due to the non- performance of SUBRECIPIENT and/or failure of SUBRECIPENT to perform the work described in Exhibit A. 6. The grant of funds under this Agreement may be terminated due to the failure of the CITY to receive sufficient or anticiliated funding for the ARPA program for any term subject to this Agreement. 7. In the event this Agreement is terminated as set forth in subparagraphs I(1) through 1(6),inclusive,SUBRECIPIENT agrees to immediately return to CITY upon CITY's demand and prior to any adjudication of SUBRECIPIENT's rights, any and all funds not used, and to comply with.the Reversion of Assets requirements in this Agreement. City Council 15 26 — 444 5/3/2022 J. Limitation of Funds. The United States of America may in the future place programmatic or fiscal limitations on the use of ARPA SLFRF Funds, which limitations are not presently anticipated. Accordingly, CITY reserves the right to revise this Agreement in order to take account of actions affecting ARPA program funding. In the event of funding reduction, CITY may, in its sole and absolute discretion, reduce the budget of this Agreement, may limit the rate of SUBRECIPIENT's authority to utilize funds,or may restrict SUBRI CIPIENT's use of uncommitted funds. Where CITY has been directed to implement a reduction in funding, with respect to funding for this Agreement, CITY's City Manager or delegate is authorized to act for CITY in implementing and effecting such a reduction and in revising, modifying, or amending the Agreement for such purposes. If such a reduction in funding occurs, SUBRECIPIENT shall be permitted to de-scope accordingly. Where CITY has reasonable grounds to question SUBRECIPIENT's fiscal accountability or compliance with this Agreement, CITY may suspend the operation of this Agreement for up to sixty (60) days upon five (5) days written notice to SUBRECIPIENT of its intention to so act,pending an audit or other resolution of such questions. In no event, however, shall any revisions made by CITY affect expenditures and legally binding commitments made by SUBRECIPIENT before it received notice of such revision, provided that such amounts have been committed in good faith and are otherwise allowable and that such commitments are consistent with ARPA SLFRF Funds withdrawal guidelines. K. Exclusivity and Amendment of Agreement. This Agreement supersedes any and all other agreements,either oral or in writing,between the parties hereto with respect to the use of CITY's ARPA SLFRF Funds by SUBRECIPIENT and contains all the covenants and agreements between the parties with respect to SUBRECIPIIENT's administration of said program. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein,and that no other agreement or amendment hereto shall be effective unless executed in writing and signed by both CITY and SUBRECIPIENT. L. Laws Governing this Agreement. This Agreement shall be governed by and construed in accordance with the laws of the State of California,and all applicable federal laws and regulations. M. Validity and Severabik. The invalidity in whole or in part of any provision of this Agreement shall not void or affect the validity of any other provision of this Agreement. Whenever possible, each provision of this AGREEMENT shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this AGREEMENT is held to be prohibited by or invalid under applicable law, such provision shall be ineffective only to the extent of such prohibition or invalidity, without invalidating the remainder of such provisions of this AGREEMENT. N. Waiver. No delay or omission by either party hereto to exercise any right or power accruing upon any noncompliance or default by the other party with respect to any of the terms of this Agreement shall impair any such right or power or be construed to be a waiver thereof. A waiver by either of the parties hereto of any of the covenants, conditions, or agreements to be performed by the other shall not be construed to be a waiver of any succeeding breach thereof or of any other covenant, condition or agreement herein contained. City Council 16 26 — 445 5/3/2022 O. Federal Award Identification Information. SUBRECIPIENT's pertinent Federal Award Identification Information, including DUNS Number and Federal Award Identification Number (FAIN), as well as the applicable information for ARPA, are included in Exhibit C attached hereto and incorporated herein by this reference. P. Miscellaneous Provisions. 1. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify CITY fully, including reasonable costs and attorney's fees, for any injuries or damages to CITY in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. 2. All Exhibits and Attachments referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. 3. This Agreement must be signed below and may be signed in counterpart and delivered by fax, email as a PDF(Portable Document Format)file attachment, or by other means that displays the original or a copy of the signatures. Any subsequent amendments may be signed and delivered in the same manner, (Signatures on following page) City Council 17 26 — 446 5/3/2022 IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date and year first written above. ATTEST: CITY OF SANTA ANA DAISY GOMEZ KRISTINE RIDGE Clerk of the Council City Manager APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney �ON � i: BRAND SALVATIERRA Deputy City Attorney RECOMMENDED FOR APPROVAL: SUBRECIPIENT: w LISA RUDLOFF ANA JIMENEZ-HAMI Executive Director Executive Director Parks, Recreation and Community Services Agency DUNS #: 014317940 City Council 18 26 — 447 5/3/2022 EXHIBIT A SCOPE OF WORK City Council 26 — 448 5/3/2022 Exhibit A RFP NO: 21-116 A - REVIVE SANTA ANA YOUTH PROGRAMS OCCTAC Early Childhood Program for Santa Ana Children & Parents SCOPE OF WORK: 1. Details of Early Childhood Program for Santa Ana Children and Parents: In partnership with the City of Santa Ana, Parks, Recreation and Community Services agency, OCCTAC proposes to offer an Early Childhood support program for very young Santa Ana children (6 months—5 years), and their parents. This Early Childhood Program will be offered at the four Recreational Centers located within the Qualified Service Tract areas in the city of Santa Ana, including: Jerome Center, Garfield Recreation Center, Roosevelt-Walker Center and Salgado Recreation Center. The goals of OCCTAC's Early Childhood (Early Start and Pre-Kinder Arts) programs are: (1) to educate very young children from low-income communities in Santa, and get them ready for school, (2) educate parents on what their children are learning, (3)prepare parents for kindergarten learning, (4) introduce young children and parents to the arts, (5) integrate children with and without disabilities when needed, and (5) prevent child abuse. OCCTAC's Early Childhood program will run 4 days per week, and will require parents to participate hands-on every day in the program. As noted above, parents will also attend a parenting class to enhance their knowledge on their children's developmental stages, and other important parenting topics. The children and parents will be separated per age group. The young children (6monts—2.5 years) will be placed in the Early Start Program, and the older children (3-5 years) will be placed in the Pre-Kinder Arts program. All families will be encouraged to participate in the program as many days as possible to enhance their learning opportunities and educational outcomes later in life. Furthermore, the families will also have the opportunity to choose an additional Arts enrichment activity of their choice that will be provided to the young children and parents at the community/recreational centers. The following are some sample classes for very young children: Music Classes -Le Petit Piano Program —For Ages 3—5 yrs. - My First Piano Adventures Series—This class is for the pre-kinder group and kindergarten ages. Students will learn to play their first musical notes in the piano, sing, play rhythm activities, and work in a small group setting. Students will learn to interact socially and parents will slowly learn to help them conduct themselves independently. Visual Arts- "Mommy/Daddy and Me Art class"For Ages 2—4 yrs. - Children and parents will engage in fun art activities that will also enhance children's fine motor-skills, creativity and self-expression. This hands-on art class will be the perfect introduction for the children, as they explore color, shapes, texture, and more, while learning to love art and appreciate the creative process. Dance Classes— "MommyWaddE and Me Dance Class"for A es I —3 rs. —Children and parents will engage in fun dance activities together, while exploring Creative movement, Ballet, City Council 26 — 449 5/3/2022 Exhibit A RFP NO: 21-116 A - REVIVE SANTA ANA YOUTH PROGRAMS OCCTAC Early Childhood Program for Santa Ana Children & Parents Tap Jazz, and others developmentally-appropriate songs and dances to bring about joy and self- expression, Duration of the Program - The OCCTAC's Early Childhood Education Program will be offered to the community for a period of 1 year; and with the possibility of continuing the services at the community centers or at OCCTAC for a longer period of time, contingent upon funding. Deliverables of the Program and Evaluation - In partnership with the City of Santa Ana, Parks and Recreation Community Centers, OCCTAC will document success of the program based on the following list of measurable outcomes: 1-School Readiness/Pre-Academic concepts (number, letters, colors, shapes, etc.)gained by at least 75% of all the children enrolled in the program (Pre and Posttests given to the children); 2. Observational Assessments of Growth of Children in Developmental Areas observed— 75% of all children enrolled will improve in at least one area of development: Language, Social- Emotional, Cognitive/Academic (School Readiness skills), Motor/Physical; 3, Parents Educational Attainment—(Pre and Post assessments of Parent knowledge of Developmental Stages and other Parenting Topics discussed during the year). Furthermore, in partnership with the Santa Ana College, all the parents will be provided the opportunity to enroll in a Child worker State Certificate program to enhance their educational levels and financial opportunities to start a private business/ "Childcare program at home" and enhance their economic/financial status. 4. Parent Surveys of Students progress & Program satisfaction - Parents surveys will be conducted to gather feedback on their personal experience and Ievel of satisfaction with the program 2. Target Population OCCTAC will provide services to families in Santa Ana communities disproportionately impacted by COVID 19 public health emergency. OCCTAC will serve children and families from unserved or underserved households living in Santa Ana neighborhoods that suffered a negative economic impact caused by Covidl9. These families also live in neighborhoods identified as Qualified Service Tracts (QCT). All 4 Community/Recreational Centers were OCCTAC will provide services are strategically located either inside a QCT or in very close vicinity to neighborhoods that have been identified as Qualified Service tracts (QCT). The services will be provided at the following community/recreational centers: • Roosevelt-Walker Center - 816 E Chestnut Ave, Santa Ana • Garfield Rec. Center - 501 N. Lacy street., Santa Ana • Jerome Rec. Center - 726 W. Center street, Santa Ana • Salgado Rec. Center - 706 N. Newhope street, Santa Ana City Council 26 — 450 5/3/2022 2 Exhibit A RFP NO: 21-116 A - REVIVE SANTA ANA YOUTH PROGRAMS CICCTAC Early Childhood Program for Santa Ana Children & Parents 3. Unmet Need: OCCTAC plans to deliver this important program at the Recreational Centers to support families that are unable to travel within the city. OCCTAC already has a presence in the community and the capacity to develop and implement these programs with the support of this contract and the partnership with the City of Santa Ana. This Early Childhood Education program will allow us to expand our reach and enable more children and families to participate in the program to expand the educational opportunities of very young children, educate parents and prevent crime and violence in our Santa Ana community. 4. Collaborations with local organizations: As mentioned previously, OCCTAC has built excellent community partnerships during our 21 years of operation. Some of these key agencies include the City of Santa Ana, the Santa Ana Work Center, the Santa Ana Unified School District, the Santa Ana College, the County of Orange, Social Services, the County of Orange, Health Care Agency, and local colleges, such as Chapman University, Cal State Fullerton, and others. These important partnerships have allowed our agency to expand our mission in the community and the level of services we provide to our Santa Ana children, youth and families. We look forward to the opportunity of expanding this partnership at the various community/recreational centers mentioned above. In addition, we plan to continue our collaboration with the Santa Ana College to offer parenting classes for all the families that enroll in the Early Childhood program, as well as a Child Worker State Certificate program for parents that would like to expand their educational levels to complete this special certificate. 5. Innovation in Program/Service Delivery: OCCTAC's mission is unique and innovative! OCCTAC's Early Childhood Program for Santa Ana children and parents is also innovative in nature for the following reasons; 1) OCCTAC is bringing the services to the community in their neighborhood recreational centers to provide better access to low-income families that have transportation challenges; 2) OCCTAC uses an educational model that brings children and parents learning together in a nurturing and creative environment; 3) OCCTAC's creative curriculum integrates Arts, Language & Literacy and School Readiness activities to educate and empower children and parents from low-income communities; and 4) OCCTAC's holistic model of full inclusion, where children with and without special needs socialize and learn together. City Council 26 — 451 5/3/2022 3 EXHIBIT B FEE PAYMENT SCHEDULE City Council 26 — 452 5/3/2022 Exhibit B FISCAL YEAR 2022-2023 PROPOSED PROGRAM BUDGET Organization Name Orange County Chifdren's Therapeutic Arts Center Program Name Early Childhood Program Term: July 1, 2022 to June 30, 2023 EXPENDITURES Enter budget categories and projected expenditures: Expenditures Funded By Expenditures Total Santa Ana Funded By Program Organization Category REVIVE Funds Other Sources Budget Budget Administrative Staff Salaries $7,920 $ 32,620.70 $40,541 $ 170,367 Program Staff Salaries $99,528 $ 190,800.00 $290,328 $ 924,136 Contractual Services $0 $ 3,673.00 $3,673 $ 22,955 Program Supplies $6,186 $ 6,397.00 $12,583 $ 63,965 Rent and Utilities $0 $ 24,930 $24,930 $ 124,652 Other expenses $0 $0 $ 32,794 $0 $0 $0 $0 Total Direct Costs $113,634 $ 258,421 $372,055 $ 1,338,869 Indirect Cost 10% $11,364 $ 25,842.07 $37,206 TOTAL $124,998 $284,263 $409,261 $1,338,869 PROGRAM RESOURCES LIST ALL OTHER PROGRAM RESOURCES FOR 2022-2023 Funding Source Total must equal Program Budget Total listed above. FUNDING SOURCE AMOUNT Santa Ana REVIVE $ 124,998 Public& Private Donations $ 100,883.00 Public& Private Foundations $ 32,791.00 Contracts $ - Corporate Donations $ 10,017,00 OCCTAC Inkind $ 87,572.00 Fundraising $ 53,000.00 TOTAL $ 409,261 City Council 26 — 453 5/3/2022 Exhibit B 2022-2023 REVIVE BUDGET LINE ITEMS ADMINISTRATIVE STAFF Position Title Annual Salary& Benefits REVIVE Funds Description Program Coordinator $ 7,920.00 $ 7,920.00 PROGRAM STAFF Position Title Annual Salary& Benefits REVIVE Funds Description Early Start Teacher $ 17,952.00 $ 17,952.00 Early Start Teacher $ 17,952.00 $ 17,952,00 Pre-Kinder Arts Teacher $ 17,952.00 $ 17,952.00 Pre-Kinder Arts Teacher $ 17,952.00 $ 17,952.00 Early Childhood Arts Instructor $ 9,240.00 $ 9,240.00 Early Childhood Arts Instructor $ 9,240.00 $ 9,240.00 Early Childhood Arts Instructor $ 9,240.00 $ 9,240.00 SUPPORT STAFF Type of Service Contract Amount REVIVE Funds Description PROGRAM SUPPLIES Line Item Program Amount REVIVE Funds Description Art, Music, Dance and Literacy Supplies $ 5,000.00 $ 5,000.00 Office and printing costs $ 1,186.00 $ 1,186.00 Attachment 1(b) City Council 26 — 454 5/3/2022 EXHIBIT C FEDERAL AWARD IDENTIFICATION INFORMATION The General Program Requirements were designed to provide the framework where the CONTRACTOR will provide ARPA programs identified in this attachment. I. GOVERNANCE The CONTRACTOR agrees to comply, remain informed, and deliver services consistent with the provisions of ARPA. Where local policy has not been set, the CONTRACTOR agrees to adhere to state and/or federal policy, as appropriate. II. GOVERNANCE REFERENCES A. Additional state and federal agencies that provide funding to the CITY may be incorporated herein. B. Information Bulletins, Directives, and any other federal and state guidance documents pertaining to the ARPA SURF Funds. C. Actions, directives, and policy and procedures issued by the CITY. D. CITY policies, as applicable. III. CONTRACTOR/SUBRECIPIENT DETERMINATION: In accordance with the requirements of 2 CFR 200.330 (Subrecipient and Contractor determination) and for the purpose of this CONTRACT, SUBRECIPIENT is determined to be a CONTRACTOR. City Council 26 — 455 5/3/2022 IV. FEDERAL AWARD IDENTIFICATION FAIN INFORMATION A. CONTRACTOR Name: ORANGE COUNTY CHIL.DREN'S THERAPEUTIC ARTS CENTER B. CONTRACTOR'S Unique 014317940 Identifier(D-U-N-S): Federal Award C. Identification Number SLFRP 1059 (FAIN): D. Federal Award Date: 5/19/2021 E. Subaward Period of 7/1/2022-6/30/2023 Performance: Total Amount of Federal r- -- - - --F. Funds Obligated by the $124,998 Action: Total Amount of Federal G. Funds Obligated to the $124,998 CONTRACTOR: H. Total Amount of the $ Federal Award; 64,180,406.50 I. Federal Award Project American Rescue Plan Act (ARPA) Description: J. Federal Awarding Agency: U.S. Department of the Treasury K. Name of PTE: City of Santa Ana L. Contact Information for the Kristine Ridge, City Manager Awarding Official: Phone Number: (714) 647-5200 E-mail Address: krid e santa-ana.or M. CFDA Number: 21.027 CFDA Name: Coronavirus State and Local Fiscal Recovery Funds N. Whether Award is R&D: No Indirect Cost Rate for the O' Federal Award: de minimus or federally negotiated rate City Council 26 — 456 5/3/2022 EXFUff D DEBARMENT Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion Lower Tier Covered Transactions This certification is required by the regulations implementing Executive Order 12549,Debarment and Suspension, 29 CFR Part 98, Section 98.510, Participants' responsibilities. The regulations were Published as Park VII ofthe May 26,1988 Federal Re&ar(pages 19160-192H). (BEFORE COMPLETING CERTIFICATION,READ INSTRUCTIONS FOR CERTIFICATION- Attached) (I) The prospective recipient of federal assistance funds certifies,by submission ofthis proposal, that neither it nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in this transaction by any federal department or agency. (2) Where the prospective recipient of federal assistance funds is rumble to certify to any of the statements in this certification,such prospective participant shall attach an explanation to this proposal. Dr. Ana Jimenez-Harm, Founder and Executive Director Name and Title of Authorized Representative r Ov--4-- 03/1 b/2422 Signature WDate City Council 1 26 — 457 5/3/2022 n§M CTI NS FOR CERTJMC„A,TIQNN 1. By signing and submitting this proposal,the prospective recipient of federal assistance funds is providing the certification as set out below. 2. The certification in this clause is a material representation of fact upon which reliance was Placed when this transaction was entered into. If it is later determined that the prospective recipient of federal assistance funds knowingly rendered an erroneous catification, in addition to other remedies available to the Federal Government the Department of Labor (DOL)may pursue available remedies, including suspension and/or debarment. 3. The prospective recipient of federal assistance funds shall provide immediate written notice to the person to which this proposal is submitted if at any time the prospective recipient of federal assistance funds learns that its certification was erroneous when submitted or has become erroneous by reason of changed dreumstances. 4. The terns "covered transaction," "debarred," "suspended," "ineligible," "lower tier covered " " " " " covered transacdo P pA P Pow, transactrOn, pa1�lEG1P� P�o� p�ary n," " rind " " ro " and"voluntarily excluded,"as used in this clause,have the meanings set out in the Definitions and Coverage sections of rules implementing Executive Order 12549. You may contact the person to which this proposal is submitted for assistannm in obtaining a copy of those regulations. S. The prospective recipient of federal assistance funds agrees by submitting this proposal that, should the proposed covered transaction be entered into, it shall not knowingly enter into any lower tier covered transaction with a person who is debarred, suspended,declared ineligible, or voluntarily excluded from,participation in this covered transaction, unless authorized by the DOL. 6. The prospective recipient of federal assistance funds further agrees by submitting this proposal that it will include the clause titled"Certification Regarding Debarment,Suspension, Ineligibility and voluntary exclusion - bower Tier Covered Transactions," without mollification, in all lower tier covered transactions and in all solicitations for lower tier covered transactions. 7. A participant in a covered transaction may rely upon a certification ofa prospective participant in a lower tier covered transaction that it is not debarred, suspended, ineligible., or voluntarily excluded from the covered transaction, unless it knows that the certification is erroneous. A participant may decide the method and frequency by which it determines the eligibility of its prnncipals. Fhch participant may, but is not required to check the List of Partite Excluded Procurement or Non-Procurement Pra 8. Nothing contained in the foregoing shall be construed to require establishment of a system of records in order to render in good faith the certification required by this clause. The knowledge and information of a participant is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings. City Council 2 26 — 458 5/3/2022 3. Except for transactions authorized under paragraph 5 of these instructions, if a participannt in a covered transaction knowingly enters into a lower tier covered transaction with a person who is suspended, debarred, ineligible, or voluntarily excluded from participation in this transaction, in addition to other remedies available to the Federal Government,the DOL may pursue available remedies, including suspension and/or debarment. City Council 3 26 — 459 5/3/2022 EXH[BrrE LOBBYING Certification Regarding Lobbying Cermeakion for Cow Gfflift_L9M aid Coo 'ire Arts The undersigned certifies,to the best ofhis or her knowledge and belief that: (1) No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersiguwd� to any person for influencmg or attempting to.influence an offloer or employee of any agency, a Member of Ckogress, an officer or employee of Congress, or an employee of a Member of Congress in won with the awarding of any Federal conies,the making of any cooperative agreement,and the extension, continuation, renewal, amemlment or modification of any Federal contact,gaunt,loan or cooperative agreement. (2) If any funds other than Federal appropriated finds have been paid or vM be paid to any person for.influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contra grant,loan,or cooperative agreement,the undermgned shall complete and submit Stmu a rd Form-LLL, "Disclosure Form to Report.Lobbying,"in accordance with its moons. (3) The undersigned shall require;that the language of this certification be inelude1 in the award documents for all subawards at all tiersc(Including subconbw, subs and contracts under grate ins, and cooperative agreements) and that all de s shag certify and disclose accordingly. This certification is a material Fepresentafton of fact upon which reliance was placed when this transaction was made or entered into Submission ofthis cerkificatioo is a prerequisite for making or a Wft into this lion imposed by Section 1352,Title 31,D_ S.Code. Any person who fails to file the required coon shall be subject to a evil penalty of n*less than$10,000 and not more than$100,000 for each such failure. QuMC%MCbHdmn1s 'c Arm Center EmjyChRdhood.Prqg@msfburYmW Children and Parents in Santa Ana Grantee/Contactor Organization Program Title Dr_Ana JimenezAftmi k•�. 03/1612022 Name ofCwt&jing dicer ignatur Date 4 City Council 26 — 460 5/3/2022 SUBRECIPIENT warrants the following: I. SUBRECIPHM will complywith Public Law 88-352,Title VI of the Civil Rights Act of 1964 (42 U. S. C. section 2000 et seq.)and implementing regulation in 24 CFR Part 1. 2. No person in the United States shall on the ground of race, color, religion, national origin, or sex, be excluded from participation in, or be denied the benefits of, or be subjected to discrimination under any program or activity funded in whole or in part with community development funds made available pursuant to the ACT. 3. All laborers and mechanics, employed by contractors or subcontractors in the performance of construction work financed in whole or in part with community development funds shall be paid wages at rates not less than those prevailing on similar construction in the locality as determined in accordance with the Davis-Bacon Act, as amended, 40 U. S. C. Sections 276 a 1-5, except for individuals who perform so-Aces for which they volexnteered; do not receive Gompeasation for such services; or are paid expenses, reasonable beneft or a nominal fBe for such services; and are not otherwise employed at any time in construction work. 4. SUBRECIPIENT will comply with all Federal statutes applicable to projects funded with commruruty development fiords, except that (a) SUBRECIPIENT does not assume CITY'S environmental responsibilities described at 24 CFR 570.604; and (b) SUBRECIPIENT does not assume CrMS responsibility for initiating the review process under Executive Order 12372. City Council 5 26 — 461 5/3/2022 EXHEBff F DRUG-FREE WORKPLACE Cerlaifcation R ardin Dru -Free Work wee ReaginMeiats The certification set out below is a material representation upon which reliance is placed by the U.S. Department of Housing and Urban Development in awarding the grant. If it is later determined that the contractor knowingly rendered a false certification, or otherwise violates the requirements of the Drug Free Workplace Act, the U.S. Department of Housing and Urban Development, in addition to any other remedies available to the Federal Government, may take action authorized under the Drug-Free Workplace Act, CERTIFICATION A- The contractor certifies that it will provide a drug-free workplace by: (a) publishing a statement notifying employees that the unlawful manufacture, distribution,dispensing,possession or use ofa controlled substance is prohibited in the contractor's workplace and specifying the actions that will be taken against employees for violation of such prohibition; (b) Establishing a drug free awareness program to inform employees about-- (1) The dangers of chug abuse in the workplace; (2) The contractor's policy of maintaining a drug-free workplace; (3) Any available drug counseling, rehabilitation, and employee assistance program; and (4) The penalties that may be imposed upon employees for drug abuse violations occurring in the workplace; (c) Making it a requirement that each employee who will be engaged in the performance of the grant be given a copy of the statement required by paragraph (a); (d) Notifying the employee in the statement required by paragraph -(a) that, as a condition of employment under the contract,the employee will - (1) Abide by the terms of the statement, and (2) Notify the employer of any criminal drug statute conviction for a violation occurring in the workplace no later than five days after such conviction. (e) Notifying the U.S.Department of Housing and Urban Development within ten days after receiving notice under subparagraph (d)(2) from an employee or otherwise receiving actual,notice of such conviction; City Council 6 26 — 462 5/3/2022 (f� Taping one of the following actions, within 30 days of receiving notice under subparagraph(d)(2),with respect to any employee who is so convicted- { 1) Taking appropriate personnel action against such an employee, up to and including termination; or (2) Requiring such employee to participate satisfactorily in a drug abuse assistance or rehabilitation program approved for such purposes by a Federal, State, or local health, law eforcemeK or other appropriate agency; (g) Making a good faith effort to continue to maintain a drug-free workplace through implementation of paragraphs(a),(b), (c), (d),(e)and(1). B. The contractor shall insert in the space provided on the attached "Place of Performance" form the site(s) for the performance of work to be carried out with the grant funds (including street address, city, county, state, and zip code) .the contractor further certifies that, if it is subsequently determined that additional sites will be used for the performance of work under the contract, it shall notify the U.S. Department of Housing and Urban Development immediately upon the decision to use such additional sites by submitting a revised "Place of Performance" form. Or CDura Children's ThgMRpVjjg Arta-Center Organization Authonz signs Date City Council 7 26 — 463 5/3/2022 PLACE OF PERFORMANCE FOR CERTIFICATION REGARDING DRUG—FREE WORKPLACE REQUIREMENTS Name: Qr e o Chit 's DffU=jc Arts Center Date: 03 16/2022 The Contractor steal[insert in the space provided below the site(s)expected to he used for the performance of work under the contract covered by the certification: Place of%formance(include street address, city, County, state, zip code for each site): City of Santa Am Parks and Recreation Centers City Council 8 26 — 464 5/3/2022 AGREEMENT BETWEEN THE CITY OF SANTA ANA AND ORANGE COUNTY BAR FOUNDATION FOR USE OF AMERICAN RESCUE PLAN ACT (ARPA)FUNDS This Agreement is hereby made and entered into this 3rd day of May, 2022, by and between the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("CITY"), and Orange County Bar Foundation DBA Project Youth OCBF, a California domestic nonprofit corporation ("SUBRECIPIENT" or"CONTRACTOR"). RECITALS: A. The American Rescue Plan Act ("ARPA") was signed into law in March 2021. ARPA provides funding for a number of different programs, including the Coronavirus State and Local Fiscal Recovery Fund ("SLFRF"), to provide monetary support to local governments to respond to, mitigate, and recover from the COVID-19 public health emergency. B. On July 20, 2021, the Santa Ana City Council authorized the City Manager to utilize ARPA SLFRF funding from the United States Department of Treasury for the Revive Santa Ana Spending Plan, which includes five spending categories: recovery from the pandemic, direct assistance programs, public health and safety, critical infrastructure, and city fiscal health. C. SUBRECIPIENT has been selected by the CITY to receive ARPA SLFRF Funds in order to provide youth programs, including: early childhood support; head start; day care; after school tutoring; athletic; and, youth violence prevention, in accordance with the Scope of Work attached hereto as Exhibit A and incorporated herein by reference ("said program"). SUBRECIPIENT represents that it is qualified and willing to operate said program and certifies that the administration of said program carried out with funds provided under this Agreement will meet ARPA's objectives to respond to, mitigate, and recover from this historic COVID-19 public health crisis. D. SUBRECIPIENT agrees that it will adhere to the tasks and services as indicated in Exhibit A for said program. Failure to follow the requirements and meet the stated expectations may constitute breach of contract that could result in termination of this Agreement or serve as reason for the CITY to recapture the grant funds awarded to SUBRECIPIENT pursuant to this Agreement. WHEREFORE, it is agreed by and between the parties that the foregoing Recitals are a substantive part of this Agreement and the following terms and conditions are approved and together with all exhibits and attachments hereto, shall constitute the entire Agreement between the CITY and SUBRECIPIENT: L ARPA PROGRAM PROVISIONS A. Scope of Work. SUBRECIPIENT shall be responsible for the specific tasks and services of said program, and agrees to administer said program in compliance with the tasks and City Council 1 26 — 465 5/3/2022 services as described in the Scope of Work attached hereto as Exhibit A. SUBRECIPIENT's failure to perform as required may, in addition to other remedies set forth in this Agreement, result in readjustment of the amount of funds for said program or termination of this Agreement. B. Term of Agreement. The term of said Agreement shall commence on July 1 st,2022, and continue through June 30, 2023 ("Term"), unless terminated earlier pursuant to the terms of this Agreement. This Agreement shall also cover any and all services provided by the SUBRECIPIENT to the CITY since the date the ARPA SURF Funds were awarded to the CITY. Additionally, the Term of this Agreement may be extended by a writing executed by the City Manager, or designee, and the City Attorney. C. Amount of Grant Funding. The total amount of funds provided for said program shall not exceed One Hundred Twenty-Five Thousand Dollars and Zero Cents ($125 000 ("ARPA SURF Funds") during the Term of the Agreement. SUBRECIPIENT agrees to use said ARPA SURF Funds to administer said program as outlined in Exhibit A. D. Disbursement of Funds. Said ARPA SURF Funds shall be disbursed by CITY to SUBRECIPIENT pursuant to the terms found in the Fee Payment Schedule attached hereto as Exhibit B, with payments subject to the submittal of invoices and other reporting requirements, as hereinafter more fully set forth. SUBRECIPIENT shall be obligated to perform such duties as would normally extend beyond the term, including, but not limited to, obligations with respect to indemnification, audits,reporting, data retention/reporting, and accounting. Failure to provide any of the required documentation and reporting will cause CITY to withhold all or a portion of a request for ARPA SURF Funds, or return the entire request to SUBRECIPIENT, until such documentation and reporting has been received and approved by CITY. (1) Reduction in ARPA SLFRF Funding. The CITY reserves the right to reduce the amount of ARPA SURF Funds to SUBRECIPIENT, or to completely terminate this Agreement, in the CITY's sole discretion, if there is a reduction in ARPA SURF Funds provided to the CITY. (2) Reduced Distribution of Funds. The CITY reserves the right to reduce the grant application if the CITY's fiscal monitoring indicates that SUBRECIPIENT's rate of expenditure will result in unspent funds at the end of the program term. Amendments in the grant allocation will be made after consultation with SUBRECIPIENT. (3) Reversion of Assets. SUBRECIPIENT agrees that any and all funds received under this Agreement shall be utilized during the Term of this Agreement, and that any and all funds remaining as of the end of the Term, which have not been utilized, shall be returned by SUBRECIPIENT to the CITY within thirty (30) days of the expiration or earlier termination of the Agreement. No expense of SUBRECIPIENT will be reimbursed by CITY if incurred after the end of the Term of the Agreement. City Council 2 26 — 466 5/3/2022 E. Grant Program Requirements. (1) SUBRECIPIENT acknowledges that the source of funding for said program is the federal ARPA, and that payments from the ARPA SURF Funds are only to be used to make necessary expenditures incurred due to the public health emergency with respect to COVID-19. (2) SUBRECIPIENT acknowledges that ARPA provisions allow the use of ARPA SURF Funds to respond to,mitigate, and recover from the COVID-19 public health emergency, and will not use these funds for any other uses. (3) SUBRECIPIENT shall follow the process and determination of eligibility for participants in said program as outlined in Exhibit A. F. Performance Monitoring. (1) SUBRECIPIENT shall submit program performance information as often as requested by CITY, but no less than the submission of monthly reports and a final report to CITY with the information requested by and in the format acceptable to CITY. Each monthly report is due within thirty (30) days of completion of work for each month. The final report is due within thirty (30) days after the termination or expiration of this Agreement. (2) CITY will evaluate SUBRECIPIENT's management and operation of said program with respect to the project expectations as described in Exhibit A. (3) CITY will review the audit of the SUBRECIPIENT to ensure that grant funds are used for authorized purposes in compliance with laws, regulations, and the provisions of contracts or grant agreements under this Agreement, including attachments and exhibits. (4) If action to correct any substandard performance is not taken by the SUBRECIPIENT within a reasonable period after being notified by CITY, suspension or termination procedures may be initiated by CITY. (5) All performance shall be subject to review by the CITY or other regulatory agencies at all times. SUBRECIPIENT shall provide adequate cooperation to any inspector or other CITY representative to permit the same to determine SUBRECIPIENT's conformity with the terms of this Agreement. If any services performed by SUBRECIPIENT are not in conformance with the terms of this Agreement, the CITY shall have the right to require SUBRECIPIENT to perform the services in conformance with the terms of the Agreement at no additional cost. The CITY may also terminate this Agreement for default and charge SUBRECIPIENT for any costs incurred by the CITY because of SUBRECIPIENT's failure to perform. (6) SUBRECIPIENT shall establish adequate procedures for self-monitoring and quality control and assurance to ensure proper performance under this Agreement; and shall permit a CITY representative or other regulatory official to monitor, assess, or evaluate SUBRECIPIENT's performance under this Agreement at any time, upon reasonable notice to SUBRECIPIENT. City Council 3 26 — 467 5/3/2022 G. Audit. (1) SUBRECIPIENT shall maintain complete and accurate records and supporting documentation to facilitate financial and/or program audits by CITY. This requirement shall apply to any records and documentation CITY shall reasonably require or as required to be maintained pursuant to the ARPA regulations. (2) The books and accounts, files, and other records of SUBRECIPIENT, which are applicable to this Agreement, shall be available for inspection, review, and audit during normal business hours by CITY to determine the proper application and use of all ARPA SURF Funds provided to or for the account or benefit of SUBRECIPIENT. (3) SUBRECIPIENT assumes responsibility for reimbursement to CITY a sum of money equivalent to the amount of any expenditures disallowed should the CITY, or an authorized agency, rule through audit, exception, or some other appropriate means,that expenditures from funds allocated to SUBRECIPIENT for direct and/or administrative costs were not made in compliance with the applicable cost principles, regulations, or the provisions of this Agreement. (4) SUBRECIPIENT agrees to comply with the requirements of OMB Uniform Guidance 2 CFR Part 200. SUBRECIPIENT further agrees to provide CITY with a copy of completed independent auditors' report within thirty (30) days of CITY's request for such report. If the report contains instances of non-compliance with federal laws and regulations that bear directly on the performance or administration of this Agreement, SUBRECIPIENT shall provide CITY copies of responses to auditors' reports, a plan for corrective action, and auditors' response that the noncompliance has been resolved. All reports prepared in accord with the requirements of OMB Uniform Guidance 2 CFR Part 200 shall be available for inspection by representatives of CITY or the federal government during normal business hours. (5) All accounting records, reports, and evidence pertaining to all costs, expenses and the ARPA SURF Funds of SUBRECIPIENT and all documents related to this Agreement shall be maintained and kept available at SUBRECIPIENT'S office or place of business for the duration of the Agreement and thereafter for five (5) years from the date of final payment under this Agreement. Records which relate to: (a) complaints, claims, administrative proceedings or litigation arising out of the performance of this Agreement; or, (b) costs and expenses of this Agreement to which CITY or any other governmental agency takes exception, shall be retained beyond the five(5)years until complete resolution or disposition of such appeals,litigation claims, or exceptions. In the event SUBRECIPIENT does not make the above-referenced documents available within the City of Santa Ana, California, SUBRECIPIENT agrees to pay all necessary and reasonable expenses incurred by CITY in conducting any audit at the location where said records and books of account are maintained. H. Ownership/Use of Materials. SUBRECIPIENT agrees that all materials, reports or products in any form, including electronic, created by SUBRECIPIENT for which SUBRECIPIENT has been compensated pursuant to this Agreement shall be the sole property of the CITY. The material, reports, or products may be used by the CITY for any purpose that the City Council 4 26 — 468 5/3/2022 CITY deems to be appropriate, including, but not limit to, duplication and/or distribution within the CITY or to third parties. SUBRECIPIENT agrees not to release or circulate in whole or part such materials, reports, or products without prior written authorization of the CITY. I. Close-Out. SUBRECIPIENT agrees to comply with the closeout procedures detailed in 2 CFR §200.343, including the following: (1) SUBRECIPIENT must submit, no later than ninety(90) calendar days after the end date of the period of performance, all financial, performance, and other reports as required by the terms and conditions of this Agreement; (2) SUBRECIPIENT must promptly refund any balances of unobligated cash that the CITY paid in advance or paid and that is not authorized to be retained by SUBRECIPIENT for use in other projects (See OMB Circular A-129 and 2 CFR §200.345); and, (3) CITY should complete all closeout actions for the Federal award no later than one year after receipt and acceptance of all required final reports. IL SUBRECIPIENT'S OBLIGATIONS A. Representations and Warranties. (1) Authority. SUBRECIPIENT is a duly organized and existing domestic nonprofit corporation in good standing and authorized to do business under the laws of the State of California. SUBRECIPIENT has full right, power and lawful authority to accept the funding hereunder and to undertake all obligations as provided herein and the execution, performance and delivery of this Agreement by SUBRECIPIENT has been fully authorized by all requisite actions on the part of SUBRECIPIENT. (2) Experience. SUBRECIPIENT is qualified to provide the administrator services for said program detailed herein. (3) Familiarity With Services Required. By executing this Agreement, SUBRECIPIENT warrants that: (i)it has thoroughly investigated and considered the administrator services to be performed and provided for said program as detailed in Exhibit A; (ii) it has carefully considered how the services should be performed; and, (iii) it fully understands the facilities, difficulties and restrictions attending performance of the services under this Agreement. (4) No Conflict. To the best of SUBRECIPIENT'S knowledge, SUBRECIPIENT'S execution, delivery and performance of its obligations under this Agreement will not constitute a default or a breach under any contract, agreement or order to which SUBRECIPIENT is a party or by which it is bound. (5) No Bankruptcy. SUBRECIPIENT is not the subject of any current or threatened bankruptcy proceeding. City Council 5 26 — 469 5/3/2022 (6) No Pending Legal Proceedings. SUBRECIPIENT is not the subject of a current or threatened litigation that would or may materially affect SUBRECIPIENT'S performance under this Agreement. (7) Proposal Veracity. All provisions of and information provided in SUBRECIPIENT's proposal submitted to CITY, including any exhibits, are true and correct in all material respects. (8) No Pending Investigation. SUBRECIPIENT has no knowledge that it is the subject of any current or threatened criminal or civil action investigation by any public agency, including without limitation a police agency or prosecuting authority, which would relate to or affect performance of the Agreement or provision of services hereunder. B. Licensing. SUBRECIPIENT agrees to obtain and maintain all required 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 SUBRECIPIENT's operations hereunder. Such licensing requirements include obtaining a City business license, as applicable. C. Zoning. SUBRECIPIENT agrees that any facility/property used in furtherance of said program shall be specifically zoned and permitted for such use(s) and activities. Should SUBRECIPIENT fail to have the required land entitlement and/or permits, thus violating any local, state or federal rules and regulations relating thereto, SUBRECIPIENT shall immediately make good- faith efforts to gain compliance with local, state or federal rules and regulations following written notification of said violation(s)from the CITY or other authorized citing agency. SUBRECIPIENT shall notify CITY immediately of any pending violations. Failure to notify CITY of pending violations, or to remedy such known violation(s) shall result in termination of grant funding hereunder. SUBRECIPIENT must make all corrections required to bring the facility/property into compliance with the law within sixty (60) days of notification of the violation(s); failure to gain compliance within such time shall result in termination of grant funding hereunder. D. Separation of Accounts. All funds received by SUBRECIPIENT from CITY pursuant to this Agreement shall be maintained in an account in a federally insured banking or savings and loan institution with record keeping of such accounts maintained pursuant to applicable 2 CFR 200.302 requirements. SUBRECIPIENT is not required to maintain separate depository accounts for ARPA SLFRF Funds; provided however, the SUBRECIPIENT must be able to account for receipt, obligation, distribution and expenditure of ARPA SLFRF Funds pursuant to applicable 2 CFR 200.302 requirements. E. Audit Report Requirements. SUBRECIPIENT agrees that if SUBRECIPIENT expends Seven Hundred Fifty Thousand Dollars ($750,000) or more in federal funds, SUBRECIPIENT shall have an annual audit conducted by a certified public accountant in accordance with the standards as set forth and published by the United States Office of Management and Budget. SUBRECIPIENT shall provide CITY with a copy of said audit by April I of the year following the program year in which this Agreement is executed. City Council 6 26 — 470 5/3/2022 F. Compliance with Law/Program Income. SUBRECIPIENT acknowledges that the funds being provided by CITY for said program are received by CITY pursuant to ARPA, and that distribution and expenditure of these ARPA SURF Funds shall be in accordance with ARPA and all pertinent regulations issued by agencies of the federal government, including, but not limited to, all regulations found at Title 24 of the Code of Federal Regulations. Any program income received by SUBRECIPIENT shall be returned to CITY, unless otherwise provided for in this Agreement. SUBRECIPIENT agrees to comply fully with all federal, state and local laws and court orders applicable to its operation and administration of said program, whether or not referred to in this Agreement. G. Debarment. To protect the public interest and ensure the integrity of Federal programs, CITY may only conduct business with responsible persons and may not make any award or permit any award to any party which is debarred or suspended or is otherwise excluded from or ineligible for participation in Federal assistance programs under Executive Order 12549, "Debarment and Suspension". See also 24 CFR 570.609. SUBRECIPIENT must review and sign Exhibit D "Debarment", which is attached hereto and incorporated herein by this reference. SUBRECIPIENT shall be in good standing, without suspension by the California Secretary of State, Franchise Tax Board or Internal Revenue Service. Any change in the corporate status or suspension of SUBRECIPIENT shall be reported immediately to CITY. H. Confidentiality. Without prejudice to any other provisions of this Agreement, SUBRECIPIENT shall, where applicable, maintain the confidential nature of information provided to it concerning participants in accordance with the requirements of federal and state law. However, SUBRECIPIENT shall submit to CITY or its representatives, all records requested, including audit, examinations, monitoring and verifications of reports submitted by SUBRECIPIENT, costs incurred and services rendered hereunder. I. Independent Contractor. SUBRECIPIENT agrees that the performance of obligations hereunder is rendered in its capacity as an independent contractor and that it is in no way an agent of CITY. J. Violation of Terms and Conditions. SUBRECIPIENT agrees that if SUBRECIPIENT violates any of the terms and conditions of this Agreement or any prior Agreement whereby ARPA SURF Funds were received by SUBRECIPIENT, or if SUBRECIPIENT reports inaccurately, or if on audit there is a disallowance of certain expenditures, SUBRECIPIENT agrees to remedy the acts or omissions causing the disallowance and repay CITY all amounts spent in violation thereof If SUBRECIPIENT engaged in fraudulent activity to obtain and/or justify distribution or expenditure of the ARPA SURF Funds granted hereunder, SUBRECIPIENT shall be required to reimburse the CITY of all such funds that were obtained, distributed and/or spent under fraudulent circumstances. K. Fraud. SUBRECIPIENT shall immediately report all suspected or known instances and facts concerning possible fraud, abuse or criminal activity related to said program for the ARPA SURF Funds under this Agreement. City Council 7 26 — 471 5/3/2022 L. Prohibited Use. SUBRECIPIENT hereby certifies and agrees that it will not use ARPA SLFRF Funds provided through this Agreement to pay for entertainment, meals or gifts, or other prohibited uses. M. Lobbying. SUBRECIPIENT certifies that it will comply with federal law(31 U.S.C. 1352) and regulations found at 24 CFR Part 87, which provide that no appropriated funds may be expended by the recipient of a federal contract,grant,loan or cooperative agreement to pay any person for influencing or attempting to influence an officer or employee of any agency,Member of Congress, or an officer or employee of a Member of Congress in connection with awarding of any federal contract, the making of any federal grant or loan, entering into any cooperative agreement and the extension, renewal, amendment or modification of any federal contract, grant, loan or cooperative agreement. SUBRECIPIENT shall sign a certification to that effect in a form as set forth in Exhibit E, attached hereto and by this reference incorporated herein. SUBRECIPIENT shall submit said signed certification to CITY prior to performing any of its obligations under this Agreement and prior to any obligation arising on the part of CITY to pay any sums to SUBRECIPIENT under the terms and conditions of this Agreement. If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit a "Disclosure Form to Report Lobbying," in accordance with its instructions (Exhibit E). N. Financial Interest. SUBRECIPIENT agrees that except for the use of administrative fees to pay salaries and other related administrative or personnel costs, no persons who exercise or have exercised any function with respect to administering said program under the terms of this Agreement, or who are in a position to participate in a decision-making process or gain inside information with regard to the administration of said program, may obtain a financial interest or benefit from said program, either for themselves or those with whom they have family or business ties, during their tenure or for one year thereafter. This prohibition applies to any person who is an employee, agent, consultant, officer, or elected or appointed official of CITY, or of any designated public agency, or the SUBRECIPIENT. O. Labor Standards. The SUBRECIPIENT agrees to comply with the requirements of the Secretary of Labor in accordance with the Davis-Bacon Act as amended, the provisions of Contract Work Hours and Safety Standards Act (40 U.S.C. 327 et seq.) and all other applicable Federal, state and local laws and regulations pertaining to labor standards insofar as those acts apply to the performance of this Agreement. The SUBRECIPIENT agrees to comply with the Copeland Anti-Kick Back Act(18 U.S.C. 874 et seq.) and its implementing regulations of the U.S. Department of Labor at 29 CFR Part 5. The SUBRECIPIENT shall maintain documentation that demonstrates compliance with hour and wage requirements of this part. Such documentation shall be made available to the CITY for review upon request. City Council 8 26 — 472 5/3/2022 P. Equal Employment Opportunities. SUBRECIPIENT shall make every effort to ensure that all projects funded wholly or in part by ARPA SURF Funds shall provide equal employment opportunities for minorities and women. Q. Women and Minority-Owned Businesses (W/MBE). SUBRECIPIENT will use its best efforts to afford small businesses, minority business enterprises, and women's business enterprises the maximum practicable opportunity to participate in the performance of this Agreement in accordance with the requirements of 2 CFR 200.321 "Contracting with small and minority businesses, women's business enterprises, and labor surplus area firms". As used in this Agreement, the term "small business" means a business that meets the criteria set forth in section 3(a)of the Small Business Act, as amended (15 U.S.C. 632), and"minority and women's business enterprise" means a business at least fifty-one percent (51%) owned and controlled by minority group members or women. For the purpose of this definition, "minority group members" are African-Americans, Spanish-speaking, Spanish surnamed or Spanish-heritage Americans, Asian- Americans, and American Indians. SUBRECIPIENT may rely on written representations by businesses regarding their status as minority and female business enterprises in lieu of an independent investigation. R. Drug Free Workplace. SUBRECIPIENT agrees to provide a drug-free workplace and to execute a certification as set forth in Exhibit F attached hereto and incorporated herein by this reference. S. Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards. The following requirements and standards must be complied with: 2 CFR Part 200 et al. SUBRECIPIENT shall procure all materials, property, or services in accordance with the requirements of 2 CFR 200.318-326. III. CITY'S OBLIGATIONS A. Audit of Account. CITY shall include an audit of the account maintained by SUBRECIPIENT in CITY's audit of all ARPA SURF Funds in accordance with Title 24 of the Code of Federal Regulations and other applicable federal laws and regulations. B. Common Rule: Pursuant to 2 CFR 200.328(a), the CITY manages the day-to-day operations of each grant and subgrant supported activities. CITY staff has detailed knowledge of the grant program requirements and monitors grant and subgrant supported activities to assure compliance with federal requirements. Such monitoring covers each program, function and activity and performance goals are reviewed periodically. C. Project Expectations: CITY shall monitor the performance of SUBRECIPIENT against goals and performance standards required herein. The SUBRECIPIENT shall be responsible to accomplish the project expectations as set forth in Exhibit A, and report such results to the CITY. If the SUBRECIPIENT estimates such goals will not be met, the SUBRECIPIENT is to contact the CITY, at which time the CITY will determine if any adjustments to the grant award is appropriate. Substandard performance as determined by the CITY will constitute non- compliance with this Agreement. Should the CITY determine that the SUBRECIPIENT has not City Council 9 26 — 473 5/3/2022 performed its obligations as stated in this contract in a satisfactory manner, or if the CITY determines that insufficient supporting information has been submitted, the CITY shall notify the SUBRECIPIENT in writing of its determination specifying in full detail the objections that it has to the SUBRECIPIENT's performance. If action to correct such substandard performance is not taken by the SUBRECIPIENT after being notified by the CITY, within a reasonable period of time as stipulated in the written notification, contract suspension or termination procedures will be initiated. IV. GENERAL PROVISIONS A. Non-Discrimination. 1. SUBRECIPIENT agrees to comply with Executive Order 11246, which requires that during the performance of this Agreement, SUBRECIPIENT agrees not to discriminate against any employee or applicant for employment because of race, religion, sex, color or national origin. Such action shall include, but not be limited to the following: employment, upgrading, demotion, or transfer, rates of pay or other forms of compensation, and selection for training, including apprenticeship. SUBRECIPIENT agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the SUBRECIPIENT setting forth the provisions of this nondiscrimination clause. 2. SUBRECIPIENT agrees to comply with Title VI of the Civil Rights Act of 1964, which indicates that no person shall, on the ground of race, color or national origin,be excluded from participation in,be denied the benefits of,or be subj ect to discrimination under any program of activity receiving federal financial assistance. 3. No person shall, on the grounds of race, sex, creed, color, religion, marital status, national origin, age, sexual orientation, or physical or mental handicap be excluded from participation in, be refused the benefits of, or otherwise be subject to discrimination in any activities, programs or employment supported by this Agreement. SUBRECIPIENT is prohibited from discrimination on the basis of age or with respect to an otherwise qualified handicapped person as provided for under Section 109 of the Housing and Community Development Act of 1974, as amended. 4. SUBRECIPIENT agrees to comply with the Age Discrimination Act of 1975, which requires that during the performance of this Agreement, SUBRECIPIENT agrees not to discriminate against any employee or applicant for employment because of age. Such action shall include, but not be limited to the following: employment upgrading, demotion, or transfer, rates of pay or other forms of compensation, and selection for training, including apprenticeship. SUBRECIPIENT agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the SUBRECIPIENT setting forth the provisions of this age discrimination clause. 5. SUBRECIPIENT agrees to comply with Section 504 of the Rehabilitation Act of 1973,which requires that no otherwise qualified individual with a disability in the United States, shall, solely by reason of his or her disability, be excluded from the participation in, be denied the benefits of, or be subjected to discrimination under any program or activity receiving federal financial City Council 10 26 — 474 5/3/2022 assistance or under any program or activity conducted by any executive agency or by the United States Postal Service. B. Conflict of Interest. Pursuant to the conflict of interest requirements set forth in 24 CFR 570.611 and 2 CFR 200.112, SUBRECIPIENT certifies that no member, officer, employee, agent or assignee of CITY having direct or indirect control of any ARPA SLFRF Funds granted to the CITY,inclusive of the subject ARPA SLFRF Funds, shall serve as an officer of SUBRECIPIENT. Further, any conflict or potential conflict of interest of any officer of SUBRECIPIENT shall be fully disclosed in writing prior to the execution of this Agreement and said writing shall be attached and deemed fully incorporated as a part hereof. Notice shall be sent by SUBRECIPIENT to CITY regarding any changes or modifications to its board of directors and list of officers. C. Special Certification for Religious Entities. If SUBRECIPIENT is a religious entity, SUBRECIPIENT hereby agrees that in connection with the provision of the services SUBRECIPIENT shall provide with ARPA SLFRF Funds,in accordance with 24 CFR 570.2000): 1. SUBRECIPIENT shall not discriminate against any employee or applicant for employment on the basis of religion and shall not limit employment or give preference in employment to persons on the basis of religion. 2. SUBRECIPIENT shall not discriminate against any person applying for the services SUBRECIPIENT agrees to provide under the terms of this Agreement on the basis of religion and shall not limit such services or give preference to applicants for such services on the basis of religion. 3. SUBRECIPIENT shall NOT provide religious instruction or counseling, conduct any religious worship or services, or engage in any religious proselytizing, or exert any religious influence in the provision of the services in said program. The parties agree that this covenant is intended to and shall be construed for the limited purpose of assuring compliance with respect to the use of CITY funds by SUBRECIPIENT with applicable constitutional limitations respecting the establishment of religion as set forth in the establishment clause under the First Amendment of the United States Constitution and Article I, Section 4 of the California Constitution, and is not in any manner intended to restrict other activities of SUBRECIPIENT. 4. The portion of a facility used to provide public services assisted in whole or in part under this Agreement shall contain no sectarian or religious symbols. 5. Where the services to be provided under said program are rendered on property owned by the primarily religious entity SUBRECIPIENT,ARPA SLFRF Funds may also be used for minor repairs to such property, which are directly related to the cost of rendering the services under said program, where the cost constitutes in dollar terms only an incidental portion of the ARPA expenditure for rendering the services under said program. D. Prohibition of Nepotism. SUBRECIPIENT agrees not to hire or permit the hiring of any person to fill a position funded through this Agreement if a member of that person's immediate family is employed in an administrative capacity by SUBRECIPIENT. For the purposes of this City Council 11 26 — 475 5/3/2022 section, the term "immediate family" means spouse, child, mother, father, brother, sister, brother-in- law, sister-in-law, father-in-law, mother-in-law, son-in-law, daughter-in-law, aunt, uncle, niece, nephew, stepparent and stepchild. The term"administrative capacity"means having selection,hiring, supervisor or management responsibilities. E. Notices. Notices to the parties shall,unless otherwise requested in writing,be sent by U.S. Mail, postage prepaid, and addressed as follows: TO CITY: City of Santa Ana Lisa Rudloff Executive Director Parks,Recreation and Community Services Agency 20 Civic Center Plaza P.O. Box 1988 Santa Ana, California 92702-1988 TO SUBRECIPIENT: Karen Ruan Executive Director 1605 E. 17m Street Santa Ana, CA 92705-8529 F. Assi ng ability. None of the duties of, or work to be performed by, SUBRECIPIENT under this Agreement shall be subcontracted or assigned to any agency, consultant, or person without the prior written consent of CITY. SUBRECIPIENT must submit all subcontracts and other agreements that relate to this Agreement to CITY. No subcontract or assignment shall terminate or alter the legal obligations of SUBRECIPIENT pursuant to this Agreement. G. Indemnification/Hold Harmless. SUBRECIPIENT shall indemnify, defend and save harmless CITY, its officers, employees, agents, representatives and volunteers from and against any and all damages to or for loss of use of property and for injuries to or death of any person or persons, including property and employees or agents of CITY, and shall defend, indemnify and save harmless CITY, its officers, employees, agents, representatives and volunteers from and against any and all claims, demands, suits, actions or proceedings of any kind or nature, including, but not by way of limitation, workers compensation claims and including attorney fees and reasonable expenses for litigation or settlement, resulting from or arising out of the negligent or wrongful acts, errors or omissions of SUBRECIPIENT, its officers, directors, employees, agents, subcontractors and suppliers arising out of SUBRECIPIENT's performance of this Agreement. H. Insurance. Contractor shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the Contractor, its agents, representatives, employees, or subcontractors. City Council 12 26 — 476 5/3/2022 a. MINIMUM SCOPE AND LIMIT OF INSURANCE Coverage shall beat least as broad as: 1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 O1 covering CGL on an "occurrence" basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this proj ect/location(ISO CG 25 03 or 25 04)or the general aggregate limit shall be twice the required occurrence limit. 2. Automobile Liability: Insurance Services Office Form Number CA 0001 covering, Code 1 (any auto),or if Contractor has no owned autos, Code 8 (hired) and 9 (non-owned), with limit no less than $1,000,000 (if program services includes transportation of youth, the limit shall be no less than $5,000,000) per accident for bodily injury and property damage. (Not required if an automobile is not required to fulfill services.) 3. Workers'Compensation: insurance as required by the State of California, with Statutory Limits, and Employer's Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. 4. Sexual Abuse or Molestation (SAM) Liability: If the CGL policy referenced above is not endorsed to include affirmative coverage for sexual abuse or molestation, Contractor shall obtain and maintain a policy covering Sexual Abuse and Molestation with a limit no less than $1,000,000 per occurrence or claim. 5. If the Contractor maintains broader coverage and/or higher limits than the minimums shown above, the City requires and shall be entitled to the broader coverage and/or the higher limits maintained by the Contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. b. Other Insurance Provisions — The insurance policies are to contain, or be endorsed to contain, the following provisions: 1. Additional Insured Status: The City, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Contractor including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Contractor's insurance (at least as broad as ISO Form CG 20 10 11 85 or if not available, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 forms if a later edition is used). 2. Primary Coverage: For any claims related to this contract, the Contractor's insurance coverage shall be primary coverage at least as broad as ISO CG 20 O1 04 13 as respects the City, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the City, its officers, officials, City Council 13 26 — 477 5/3/2022 employees, or volunteers shall be excess of the Contractor's insurance and shall not contribute with it. 3. Notice of Cancellation: Each insurance policy required above shall state that coverage shall not be canceled, except with notice to the City. 4. Waiver of Subrogation: Contractor hereby grants to City a waiver of any right to subrogation which any insurer of said Contractor may acquire against the City by virtue of the payment of any loss under such insurance. Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. 5. Self-Insured Retentions: Self-insured retentions must be declared to and approved by the City. The City may require the Contractor to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self- insured retention may be satisfied by either the named insured or City. 6. Acceptability of Insurers: Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M. Best's rating of no less than AXII, unless otherwise acceptable to the City. 7. Claims Made Policies: If any of the required policies provide coverage on a claims-made basis: 1. The Retroactive Date must be shown and must be before the date of the contract or the beginning of contract work. 2. Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work. 3. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive Date prior to the contract effective date, the Contractor must purchase "extended reporting" coverage for a minimum of five (5) years after completion of contract work. 8. Verification of Coverage: Contractor shall furnish the City with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage required by this clause)and a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements to City before work begins. However, failure to obtain the required documents prior to the work beginning shall not waive the Contractor's obligation to provide them. City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. City Council 14 26 — 478 5/3/2022 9. Special Risks or Circumstances: City reserves the right to modify these requirements,including limits, based on the nature of the risk,prior experience, insurer, coverage, or other special circumstances. I. Termination. 1. This Agreement may be terminated on thirty (30) days' written notice by either party. In the event of such termination, SUBRECIPIENT shall only be entitled to reimbursement for approved expenses incurred to the effective date of termination. 2. This Agreement may be suspended or terminated by CITY upon five (5) days' written notice for violation by SUBRECIPIENT of Federal Laws governing the use of ARPA SURF Funds. In the event of such suspension or termination, SUBRECIPIENT shall only be entitled to reimbursement for approved expenses incurred up to the effective date of suspension or termination. 3. Pursuant to 2 CFR 200.340, in the event SUBRECIPIENT defaults by failing to fulfill all or any of its obligations hereunder, CITY may declare a default and termination of this Agreement by written notice to SUBRECIPIENT, which default and termination shall be effective on a date stated in the notice which is to be not less than ten (10) days after certified mailing or personal service of such notice, unless such default is cured before the effective date of termination stated in such notice. If terminated for cause, CITY shall be relieved of further liability or responsibility under this Agreement, or as a result of the termination thereof, including the payment of money, except for payment for approved expenses incurred for services satisfactorily and timely performed prior to the mailing or service of the notice of termination, and except for reimbursement of. (1) any payments made for services not subsequently performed in a timely and satisfactory manner; and, (2)costs incurred by CITY in obtaining substitute performance. 4. The grant of funds under this Agreement may be terminated for convenience by either the CITY or SUBRECIPIENT, in whole or in part, by setting forth the reasons for such termination, the effective date, and, in the case of portion termination, their portion to be terminated. However, if in the case of a partial termination, the CITY determines that the remaining portion of the award will not accomplish the purpose for which the award was made, the CITY may terminate the award in its entirety. 5. The grant of funds under this Agreement may be terminated due to the non- performance of SUBRECIPIENT and/or failure of SUBRECIPENT to perform the work described in Exhibit A. 6. The grant of funds under this Agreement may be terminated due to the failure of the CITY to receive sufficient or anticipated funding for the ARPA program for any term subject to this Agreement. 7. In the event this Agreement is terminated as set forth in subparagraphs I(1) through I(6),inclusive, SUBRECIPIENT agrees to immediately return to CITY upon CITY's demand and prior to any adjudication of SUBRECIPIENT's rights, any and all funds not used, and to comply with the Reversion of Assets requirements in this Agreement. City Council 15 26 — 479 5/3/2022 J. Limitation of Funds. The United States of America may in the future place programmatic or fiscal limitations on the use of ARPA SLFRF Funds, which limitations are not presently anticipated. Accordingly, CITY reserves the right to revise this Agreement in order to take account of actions affecting ARPA program funding. In the event of funding reduction, CITY may, in its sole and absolute discretion, reduce the budget of this Agreement, may limit the rate of SUBRECIPIENT's authority to utilize funds, or may restrict SUBRECIPIENT's use of uncommitted funds. Where CITY has been directed to implement a reduction in funding, with respect to funding for this Agreement, CITY's City Manager or delegate is authorized to act for CITY in implementing and effecting such a reduction and in revising, modifying, or amending the Agreement for such purposes. If such a reduction in funding occurs, SUBRECIPIENT shall be permitted to de-scope accordingly. Where CITY has reasonable grounds to question SUBRECIPIENT's fiscal accountability or compliance with this Agreement, CITY may suspend the operation of this Agreement for up to sixty (60) days upon five (5) days written notice to SUBRECIPIENT of its intention to so act,pending an audit or other resolution of such questions. In no event, however, shall any revisions made by CITY affect expenditures and legally binding commitments made by SUBRECIPIENT before it received notice of such revision, provided that such amounts have been committed in good faith and are otherwise allowable and that such commitments are consistent with ARPA SLFRF Funds withdrawal guidelines. K. Exclusivity and Amendment of Agreement. This Agreement supersedes any and all other agreements, either oral or in writing,between the parties hereto with respect to the use of CITY's ARPA SLFRF Funds by SUBRECIPIENT and contains all the covenants and agreements between the parties with respect to SUBRECIPIIENT's administration of said program. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein, and that no other agreement or amendment hereto shall be effective unless executed in writing and signed by both CITY and SUBRECIPIENT. L. Laws Governing this Agreement. This Agreement shall be governed by and construed in accordance with the laws of the State of California, and all applicable federal laws and regulations. M. Validity and Severability. The invalidity in whole or in part of any provision of this Agreement shall not void or affect the validity of any other provision of this Agreement. Whenever possible, each provision of this AGREEMENT shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this AGREEMENT is held to be prohibited by or invalid under applicable law, such provision shall be ineffective only to the extent of such prohibition or invalidity, without invalidating the remainder of such provisions of this AGREEMENT. N. Waiver. No delay or omission by either party hereto to exercise any right or power accruing upon any noncompliance or default by the other party with respect to any of the terms of this Agreement shall impair any such right or power or be construed to be a waiver thereof. A waiver by either of the parties hereto of any of the covenants, conditions, or agreements to be performed by the other shall not be construed to be a waiver of any succeeding breach thereof or of any other covenant, condition or agreement herein contained. City Council 16 26 — 480 5/3/2022 O. Federal Award Identification Information. SUBRECIPIENT's pertinent Federal Award Identification Information, including DUNS Number and Federal Award Identification Number (FAIN), as well as the applicable information for ARPA, are included in Exhibit C attached hereto and incorporated herein by this reference. P. Miscellaneous Provisions. 1. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify CITY fully, including reasonable costs and attorney's fees, for any injuries or damages to CITY in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. 2. All Exhibits and Attachments referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. 3. This Agreement must be signed below and may be signed in counterpart and delivered by fax, email as a PDF (Portable Document Format)file attachment, or by other means that displays the original or a copy of the signatures. Any subsequent amendments may be signed and delivered in the same manner. {Signatures on followingpage} City Council 17 26 — 481 5/3/2022 IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date and year first written above. ATTEST: CITY OF SANTA ANA DAISY GOMEZ KRISTINE RIDGE Clerk of the Council City Manager APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney y: BRANDON SALVATIERRA Deputy City Attorney RECOMMENDED FOR APPROVAL: SUBRECIPIENT: LISA RUDLOFF 4REN RUAN Executive Director Executive Director Parks,Recreation and Community Services Agency DUNS #: 790384127 City Council 26 — 482 5/3/2022 EXHIBIT A SCOPE OF WORK City Council 26 — 483 5/3/2022 Exhibit A 4. SCOPE OF WORK: 12 months (July 1, 2022-June 30, 2023) (3 page max) 1. Services Provided and Tasks to be Accomplished—Our proposed violence prevention programs, SHORTSTOP and STOP SHORT of Addiction, will provide at-risk youth and their families in Santa Ana with an evidence-based alternative to detention and out-patient substance abuse treatment. These crisis-support services are time-limited and culturally proficient. SHORTSTOP and STOP SHORT of Addiction also works with youth and families to recover from the negative impacts of COVID-19. SHORTSTOP is one of the oldest and most successful juvenile diversion programs in Orange County. For over 40 years, it has set youth offenders back on the right path by giving them the chance to learn from their mistakes and move forward without serving jail time or having a criminal record. It's a wake-up call that has proven to be extremely successful. In fact, studies show that not only are alternatives to detention cost-effective, but they are much more successful in creating long-term behavioral changes than incarceration. SHORTSTOP has been professionally evaluated and identified as a science-based model for preventing delinquent activity/substance abuse among at-risk youth (Journal of Drug Education, 2005). It is not a scared straight program. While the program begins by giving youth a realistic view of the criminal justice system, the focus then shifts to helping youth set goals, explore their future, build healthy family communications, and develop effective peer-refusal skills. Services include: Clinicallntake(2 hours): The clinical intake assessment gathers valuable information about the youth's emotional stability, at-risk behaviors, drug history, impact of COVID-19, family dynamics and school functioning. Diversion Sessions (two, 3-hour sessions): Due to the pandemic, program sessions are held in the Project Youth OCBF offices (not the courthouses), where youth and parents receive a virtual tour of the courthouse and holding cell. They also hear from paroled convicts and participate in a trial simulation. Youth and parents then receive intensive legal education(including parents' legal rights and responsibilities) and participate in numerous family-strengthening and communication exercises. Sessions promote personal responsibility, self-control, peer-refusal skills, parental monitoring, and school bonding. Mandatory Assignments: A critical part of SHORTSTOP is what happens at home. Assignments include: reading decision-making and legal education materials,writing assignments (for example, how much their city pays to scrub out graffiti), goal-setting exercises, and interviewing a working professional to encourage exploration of future career paths. Exit Plan and Case Management/Referral Services: At the end of the program, each youth and their family are provided with an individualized exit plan. As needed, clients are referred to our Intensive Case Management for up to 12 weeks, where they receive linkages to resources and longer-term supportive services. After a comprehensive assessment with the youth, a case manager develops an individualized service plan with the youth that identifies priorities, desired outcomes, and the strategies and resources to be used in attaining the outcomes. The case manager also works with youth to develop problem solving skills, participating in prosocial activities, anger management,job seeking skills, drug/alcohol refusal skills (when applicable), and communication skills (youth and parent/family), as well as parenting skills with the parent/caregiver. City Council 26 — 484 5/3/2022 Exhibit A Staff assist youth and family members to access additional wraparound services through our partner agencies. Youth and family members may also be referred to other Project Youth OCBF programs. Our new pilot program, ICAN! (Independence, Competence, and Aptitudes, Now!), assists at-risk, transition-age youth (ages 17-22) to identify their career interests and complete a vocational training program. The Higher Education Mentoring Program provides low-income, Latino youth with the academic, social and financial support needed to earn their college degree and enter the professional workforce. Project SELF (Summer Employment with Law Firms)offers paid summer internships at local law firms for low-income high school students. Madres Unidas (meaning Mothers United) provides evidence-based health education and risk-reduction services to Latinas. Our Youth Making Proud Choices! program offers evidence-based sexual health education services to youth to prevent pregnancy, HIV, and STIs. Based on our evidence-based SHORTSTOP model, STOP SHORT of Addiction provides an alternative to incarceration and out-patient substance abuse treatment for youth drug offenders or drug users in Orange County. STOP SHORT of Addition is administered by bilingual/bicultural therapists, with assistance from trained legal experts, the sheriffs coroner and local law enforcement narcotics officers. Guest speakers are also provided from the Youth Guidance Center and Volunteers on Parole. Services include: Clinical Intake Assessment(same as SHORTSTOP) Substance Abuse Treatment Sessions(three, 3-hour sessions): Sessions focus on providing legal education, healthy communication/coping skills, educational materials and helping youth maintain a drug-free lifestyle. Highlights include a virtual tour of the courtroom and holding cell,panel with incarcerated minors where they discuss how delinquent behavior and drug use led them to criminal activity and incarceration, a presentation from the county coroner illustrating the biological and psychological effects of drug abuse, group therapy, and a panel of recovered teens that discuss making the choice to stay drug-free. Mandatory Assignments (same as SHORTSTOP-plus attending two AA or NA meetings) Exit Plan and Case Management/Referral Services (same as SHORTSTOP) Duration—Project Youth OCBF requests a grant period of two years. SHORTSTOP and STOP SHORT of Addiction are both ongoing programs,with new sessions starting every month. Services are offered in both English and Spanish in a culturally-appropriate manner. Deliverables for the 12-month Grant Period—Objective 1: 60 youth and 80 parents participating in SHORTSTOP will each receive 6 hours of intensive legal education services. Outcome: 75% of the youth and parents participating in SHORTSTOP will report increased legal education knowledge, as reported at program exit. Objective 2: 60 participating SHORTSTOP youth will each receive 6 hours of diversion services. Outcome: 85% of participating youth that complete SHORTSTOP will be diverted from the juvenile justice system. Objective 3: 70 youth and 90 parents participating in STOP SHORT of Addiction will each receive 9 hours of intensive legal education services. Outcome: 75% of the youth and participating in STOP SHORT of Addiction will report increased legal education knowledge, as reported at program exit. City Council 26 — 485 5/3/2022 Exhibit A Objective 4: 70 participating STOP SHORT of Addiction youth will receive 9 hours of substance abuse treatment services. Outcome: 80% of participating STOP SHORT of Addiction youth will report reduced drug/alcohol use six months after completing the program. Objective 5: 70 participating STOP SHORT of Addiction youth will receive 9 hours of diversion services. Outcome: 85% of participating youth that complete STOP SHORT of Addiction will be diverted from the juvenile justice system. Objective 6: 130 youth and 170 family members will receive support services to alleviate the impact of COVID-19. Outcome: 95% of participants will report decreased stress, depression, anxiety and suicidal ideation. Our most recent SHORTSTOP outcomes include (based on client reporting) • 95% of youth have not been rearrested within 6 months of completing the program • 75% of youth report decreased fighting with parents • 75% of parents report improved communication with their child • 80% of parents report increased awareness of available community resources • 67% of youth report increased desire to attend college or vocational training • 100% of parents would recommend SHORTSTOP to another parent Our most recent STOP SHORT of Addiction outcomes include (based on client reporting) • 89% of youth have not been rearrested within 6 months of completing the program • 80% of youth report decreased substance use • 57% of parents report improved communication with their child • 80% of parents report increased awareness of available community resources • 59% of youth report increased desire to attend college or vocational training • 100% of parents would recommend STOP SHORT of Addiction to another parent 2. Target Population—SHORTSTOP and STOP SHORT of Addiction serve youth, ages 12-18, and their family members. Parental participation is mandatory. Over the one-year grant period, we plan to serve 300 youth and family members from Santa Ana, a city disproportionately impacted by the pandemic. This includes 60 SHORSTOP youth and 80 parents, and 70 STOP SHORT of Addiction youth and 90 parents. (Qualified Service Tracts served: 743.00, 744.00, 744.03, 744.05, 744.07, 745.01, 748.02, 748.05, 748.06, 749.01, 749.02, 750.02, 750.03, 750.04, 755.14, and 992.48.) Youth will be referred by the Probation Department or by a Santa Ana referral agent for drug use, possession of alcohol and/or drugs, petty theft, burglary, assault and battery, truancy, possession of weapons, vandalism and other criminal offenses. All youth are potentially at risk for delinquency and substance abuse, but Orange County's Latino youth are particularly vulnerable.While they represent 47%of the county's youth,Latino's account for 86% of teen mothers, 64% of high school dropouts, 92% of youth gang members, and 78% of youth probationers (Conditions of Children in Orange County, 2018). City Council 26 — 486 5/3/2022 EXHIBIT B FEE PAYMENT SCHEDULE City Council 26 — 487 5/3/2022 Exhibit B FISCAL YEAR 2022-2023 PROPOSED PROGRAM BUDGET Organization Name Orange County Bar Foundation (dba: Project Youth OCBF) Program Name STOP SHORT of Addiction & SHORTSTOP Diversion Services Term: July 1, 2022 to June 30, 2023 EXPENDITURES Enter budget categories and projected expenditures: Expenditures Funded By Expenditures Total Santa Ana Funded By Program Organization Category REVIVE Funds Other Sources Budget Budget Administrative Staff Salaries $44,241 $ 102,470 $146,711 $ 146,711 Program Staff Salaries $64,472 $ 42,981 $107,453 $ 107,453 Contractual Services $0 $0 Other- (15% Indirect Cost) $16,287 $ 21,837 $38,124 $ 38,124 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 TOTAL 1 $125,0001 $167,2881 $292,288 $292,288 PROGRAM RESOURCES LIST ALL OTHER PROGRAM RESOURCES FOR 2022-2023 Funding Source Total must equal Program Budget Total listed above. FUNDING SOURCE AMOUNT Santa Ana REVIVE $ 125,000 Hoag Family Foundation $ 50,000.00 Pacific Life Foundation $ 7,500.00 OCBA $ 7,000.00 Lon V Smith Foundation $ 7,500.00 PY OCBF Fundraisers $ 70,000.00 Jeffrey Carlton Foundation $ 25,288.00 TOTAL $ 292,288 City Council 26 — 488 5/3/2022 Exhibit B 2022-2023 REVIVE BUDGET LINE ITEMS ADMINISTRATIVE STAFF Position Title Annual Salary& Benefits REVIVE Funds Description Diversion Coordinator (SSOA) 75,030.00 22,737.00 oversee SSOA Diversion Coordinator (SS) 71,682.00 21,504.00 oversee SHORTSTOP PROGRAM STAFF Position Title Annual Salary& Benefits REVIVE Funds Description Case Manager(SSOA/SS) 53,726.40 32,236.00 SSOA/SHORTSTOP Case Manager(SSOA/SS) 53,726.40 32,236.00 SSOA/SHORTSTOP direct client services CONTRACTUAL/PROFESSIONAL SERVICES Type of Service Contract Amount REVIVE Funds Description N/A OTHER LINE ITEMS Line Item Program Amount REVIVE Funds Description Indirect Costs 15% $38,124 $16,287 Federally negotiated rate Attachment 1(b) City Council 26 — 489 5/3/2022 EXHIBIT C FEDERAL AWARD IDENTIFICATION INFORMATION The General Program Requirements were designed to provide the framework where the CONTRACTOR will provide ARPA programs identified in this attachment. L GOVERNANCE The CONTRACTOR agrees to comply, remain informed, and deliver services consistent with the provisions of ARPA. Where local policy has not been set, the CONTRACTOR agrees to adhere to state and/or federal policy, as appropriate. IL GOVERNANCE REFERENCES A. Additional state and federal agencies that provide funding to the CITY may be incorporated herein. B. Information Bulletins, Directives, and any other federal and state guidance documents pertaining to the ARPA SURF Funds. C. Actions, directives, and policy and procedures issued by the CITY. D. CITY policies, as applicable. III. CONTRACTOR/SUBRECIPIENT DETERMINATION: In accordance with the requirements of 2 CFR 200.330 (Subrecipient and Contractor determination) and for the purpose of this CONTRACT, SUBRECIPIENT is determined to be a CONTRACTOR. City Council 26 — 490 5/3/2022 IV. FEDERAL AWARD IDENTIFICATION FAIN INFORMATION A. CONTRACTOR Name: Orange County Bar Foundation DBA Project Youth OCBF B. CONTRACTOR'S Unique 790384127 Identifier(D-U-N-S): Federal Award C. Identification Number SLFRP1059 (FAIN): D. Federal Award Date: 5/19/2021 E. Subaward Period of 7/l/2022-6/30/2023 Performance: Total Amount of Federal F. Funds Obligated by the $125,000 Action: Total Amount of Federal G. Funds Obligated to the $125,000 CONTRACTOR: H. Total Amount of the $64,180,406.50 Federal Award: Federal Award Project American Rescue Plan Act(ARPA) I' Description: J. Federal Awarding Agency: U.S. Department of the Treasury K. Name of PTE: City of Santa Ana L. Contact Information for the Kristine Ridge, City Manager Awarding Official: Phone Number: (714) 647-5200 E-mail Address: kridgegsanta-ana.org M. CFDA Number: 21.027 CFDA Name: Coronavirus State and Local Fiscal Recovery Funds N. Whether Award is R&D: No O. Indirect Cost Rate for the de minimus or federally negotiated rate Federal Award: City Council 26 — 491 5/3/2022 EXHIBIT D DEBARMENT Certification Regarding Debarment. Sl1SpeI sion, IIlellglblllty aIld VOIilntary EXCIIISIOII Lover Tier Covered Transactions This certiflcatioIl 1S regUired by the regl11ations implemeIlting ExeCiltive Order 12549. DebarllleIlt aIld Sl1SpeI sion. 29 CFR Part 98, Section 98.510, Participants' responsibilities. The regulations were published as Part VII of the May 26, 1988 Federal Re,(ister (pa(Yes 19160-19211). (BEFORE COMPLETING CERTIFICATION, READ INSTRUCTIONS FOR CERTIFICATION - Attached) (1) the prospective reClpleIlt Of federal assistaIlce fuIlds certllles, by SUb1111SSion of this proposal, that Ileither It nor its priIlcipals are presently debarred, Sl1SpeIlded, proposed for debarmeI1t, declared ineligible, Or V011llltarlly eXClllded from participatioIl iIl this transaction by ally federal department Or agency. (2) Where the prospective reClpleIlt Of federal assistaIlce funds 1S Unable to certify to aIly Of the statemeIlts iIl this certification. Sl1Ch prospective participaIlt shall attach all explaIlation to this proposal. NarAe and Title Of Authorized Representative ol Zlture Date City Council 26 — 492 5/3/2022 INSTRUCTIONS FOR CERTIFICATION 1. By signing and submitting this proposal, the prospective recipient of federal assistance funds is providing the certification as set out below. ?. The certification in this clause is a material representation of fact upon which reliance was placed when this transaction was entered into. if it is later determined that the prospective recipient of federal assistance hinds knowingly rendered an erroneous certification. in addition to other remedies available to the Federal Government. the Department of Labor (DOL) may pursue available remedies, including suspension and/or debarment. 3. The prospective recipient of federal assistance funds shall provide immediate written notice to the person to which this proposal is submitted if at any time the prospective recipient of federal assistance funds learns that its certification was erroneous when submitted or has become erroneous by reason of changed circumstances. 4. The terns "covered transaction," "debarred," "suspended," "ineligible," "lower tier covered transaction," "participant," "person," "primary- covered transaction." "principal." "proposal." and "voluntarily excluded," as used in this clause, have the meanings set out in the Definitions and Coverage sections of rules implementing Executive Order 12549. You may contact the person to which this proposal is submitted for assistance in obtaining a copy of those regulations. 5. The prospective recipient of federal assistance hinds agrees by submitting this proposal that. Should the proposed covered transaction be entered into, it shall not knowingly enter into any lower tier covered transaction with a person who is debarred, suspended, declared ineligible. or voluntarily excluded from participation in this covered transaction. unless authorized by the DOL. b. The prospective recipient of federal assistance funds further agrees by submitting this proposal that it will include the clause titled "Certification Regarding Debarment, Suspension. Ineligibility and voluntary exclusion - Lower Tier Covered Transactions," without modification, in all lower tier covered transactions and in all solicitations for lower tier covered transactions. 7. A participant in a covered transaction may rely upon a certification of a prospective participant in a lower tier covered transaction that it is not debarred, suspended, ineligible, or voluntarily excluded from the covered transaction. unless it knows that the certification is erroneous. A participant may decide the method and frequency by which it determines the eligibility of its principals. Each participant may, but is not required to check the List of Parties Excluded from Procurement or Non-Procurement Programs. S. Nothing contained in the foregoing shall be construed to require establishment of a system of records in order to render in good faith the certification required by this clause. The knowledge and information of a participant is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings. City Council 26 — 493 5/3/2022 9. Except for transactions authorized under paragraph 5 of these instructions. if a participant in a covered transaction knowingly enters into a lower tier covered transaction with a person who is suspended, debarred. ineligible, or voluntarily excluded from participation in this transaction, in addition to other remedies available to the Federal Government, the DOL may pursue available remedies, including suspension and/or debarment. City Council 26 — 494 5/3/2022 EXHIBIT E LOBBYING Certification Regarding Lobbying Certification for Contracts. Grants. Loans, and Cooperative Agreements The undersigned certifies, to the best of his or her knowledge and belief. that: (1 ) No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned. to any person for influencing or attempting to influence an officer or employee of any, agency, a Member of Congress, an officer or employee of Congress. or an employee of a Member of Congress in connection with the awarding of any Federal contract. the making of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contact, grant, loan or cooperative agreement. (2) If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress. or an employee of a Member of Congress in connection with this Federal contract, grant, loan. or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions. (3) The undersigned shall require that the language of this certification be included in the award documents for all subawards at all tiers (including subcontract, subgrants, and contracts under grants, loans. and cooperative agreements) and that all subreeipients shall certify and disclose accordingly. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352. Title 31. U. S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10.000 and not more than $100,000 for each such Failure. �' OY� D %I Grat;tee/CSAactor Organiz tion Prour n Title Name of Certifying Officer Signature Date City Council 4 26 — 495 5/3/2022 SUBRECIPIENT warrants the following: 1. SUBRECIPIENT will comply with Public Law 88-352, Title VI of the Civil Rights Act of 1964 (421 U. S. C. section 2000 et seq.) and implementing regulation in 24 CFR Part 1. 2. No person in the United States shall on the ground of race. color. religion. national origin, or sex, be excluded from participation in, or be denied the benefits of. or be subjected to discrimination under any program or activity funded in whole or in part with community development funds made available pursuant to the ACT. 3. All laborers and mechanics, employed by contractors or subcontractors in the performance of construction work financed in whole or in part with community development funds shall be paid wages at rates not less than those prevailing on similar construction in the locality as determined in accordance with the Davis-Bacon Act, as amended. 40 U. S. C. Sections 276 a 1-5. except for individuals who perform services for which they volunteered; do not receive compensation for such services, or are paid expenses, reasonable benefits, or a nominal fee for such services: and are not otherwise employed at any time in construction work. 4. SUBRECIPIENT will comply with all Federal statutes applicable to projects funded kvith community development funds, except that (a) SUBRECIPIENT does not assume CITY'S environmental responsibilities described at 24 CFR 570.604-, and (b) SUBRECIPIENT does not assume CITY'S responsibility for initiating the review process under Executive Order 12372. City Council 5 26 — 496 5/3/2022 EXHIBIT F DRUG-FREE WORKPLACE Certification Reaardina Drug-Free Workplace Requirements The certification set out below is a material representation upon which reliance is placed by the U.S. Department of Housing and Urban Development in awarding the grant. If it is later determined that the contractor knowingly rendered a fatse certification. or otherwise violates the requirements of the Drug-Free Workplace Act. the U.S. Department of Housing and Urban Development, in addition to any other remedies available to the Federal Government. may take action authorized under the Drug-Free Workplace Act. CERTIFICATION A. The contractor certifies that it will provide a drug-free workplace by: (a) Publishing a statement notifying employees that the unlawful manufacture, distribution, dispensing. possession or use of a controlled substance is prohibited in the contractor's workplace and specifying the actions that will be taken a0ainst employees for violation of such prohibition; 4 (b) Establishing a drug-free awareness program to inform employees about — (1 ) The dangers of drug abuse in the workplace; (2) The contractors policy of maintaining a drug-free workplace. {;) Any available drug counseling, rehabilitation. and employee assistance program; and (4) The penalties that may be imposed upon employees for drug abuse violations occurring in the workplace: (c) Making it a requirement that each employee who will be enuaged in the performance of the grant be given a copy of the statement required by paragraph (a); (d) Notifying the employee in the statement required by paragraph -(a) that, as a condition of employment under the contract. the employee will - (1 ) Abide by the terms of the statement: and (2) Notify the employer of any criminal dru(T statute conviction for a violation occurring in the workplace no later than five days after such conviction. (e) Notifying the U.S. Department of Housing and Urban Development within ten days after receiving notice under subparagraph (d)(2) from an employee or otherwise receiving actual notice of such conviction: City Council 6 26 — 497 5/3/2022 (1) Taking one of the following actions. within 30 days of receiving notice under subparagraph (d)(?), with respect to anv employee who is so convicted - { 1 ) Taking appropriate personnel action against such an employee.. up to and including termination. or (2) Requiring such employee to participate satisfactorily in a drug abuse assistance or rehabilitation program approved for such purposes by a Federal. State. or local health, law enforcement, or other appropriate agency; (g) Making a good faith effort to continue to maintain a drug-free workplace throu`.111 implementation of paragraphs (a), (b), (c). (d), (e) and (f). B. The contractor shall insert in the space provided on the attached --Place of Performance" form the site(s) for the performance of work to be carried out with the grant funds (including street address. city, count,,,. state, and zip code) .the contractor further certifies that, if it is subsequently determined that additional sites will be used for the performance of work under the contract• it shall notify the U.S. Department of Housing and Urban Development immediately upon the decision to use such additional sites by submitting a revised '-Place of Performance" form. Or ant' a ' n Authorized Signature Date City Council 7 26 — 498 5/3/2022 PLACE OF PERFORMANCE FOR CERTIFICATION REGARDING DRUG-FREE WORKPLACE REQUIREMENTS Name: W Date: The Contractor shall insert in the space provided below the site(s) expected to be used for the performance of work tinder the contract covered by the certification: Place of Performance (include street address, cite. county, state, zip code for each site): City Council 8 26 — 499 5/3/2022 AGREEMENT BETWEEN THE CITY OF SANTA ANA AND PADRES UNIDOS FOR USE OF AMERICAN RESCUE PLAN ACT (ARPA)FUNDS This Agreement is hereby made and entered into this 3rd day of May, 2022, by and between the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("CITY"), and Padres Unidos, a California domestic nonprofit corporation ("SUBRECIPIENT" or"CONTRACTOR"). RECITALS: A. The American Rescue Plan Act ("ARPA") was signed into law in March 2021. ARPA provides funding for a number of different programs, including the Coronavirus State and Local Fiscal Recovery Fund ("SLFRF"), to provide monetary support to local governments to respond to, mitigate, and recover from the COV1[D-19 public health emergency. B. On July 20, 2021, the Santa Ana City Council authorized the City Manager to utilize ARPA SLFRF funding from the United States Department of Treasury for the Revive Santa Ana Spending Plan, which includes five spending categories: recovery from the pandemic, direct assistance programs, public health and safety, critical infrastructure, and city fiscal health. C. SUBRECIPIENT has been selected by the CITY to receive ARPA SLFRF Funds in order to provide youth programs, including: early childhood support; head start; day care; after school tutoring; athletic; and, youth violence prevention, in accordance with the Scope of Work attached hereto as Exhibit A and incorporated herein by reference ("said program"). SUBRECIPIENT represents that it is qualified and willing to operate said program and certifies that the administration of said program carried out with funds provided under this Agreement will meet ARPA's objectives to respond to, mitigate, and recover from this historic COVID-19 public health crisis. D. SUBRECIPIENT agrees that it will adhere to the tasks and services as indicated in Exhibit A for said program. Failure to follow the requirements and meet the stated expectations may constitute breach of contract that could result in termination of this Agreement or serve as reason for the CITY to recapture the grant funds awarded to SUBRECIPIENT pursuant to this Agreement. WHEREFORE, it is agreed by and between the parties that the foregoing Recitals are a substantive part of this Agreement and the following terms and conditions are approved and together with all exhibits and attachments hereto, shall constitute the entire Agreement between the CITY and SUBRECIPIENT: L ARPA PROGRAM PROVISIONS A. Scope of Work. SUBRECIPIENT shall be responsible for the specific tasks and services of said program, and agrees to administer said program in compliance with the tasks and services as described in the Scope of Work attached hereto as Exhibit A. SUBRECIPIENT's failure City Council 1 26 — 500 5/3/2022 to perform as required may, in addition to other remedies set forth in this Agreement, result in readjustment of the amount of funds for said program or termination of this Agreement. B. Term of Agreement. The term of said Agreement shall commence on July 1 st,2022, and continue through June 30, 2023 ("Term"), unless terminated earlier pursuant to the terms of this Agreement. This Agreement shall also cover any and all services provided by the SUBRECIPIENT to the CITY since the date the ARPA SURF Funds were awarded to the CITY. Additionally, the Term of this Agreement may be extended by a writing executed by the City Manager, or designee, and the City Attorney. C. Amount of Grant Funding. The total amount of funds provided for said program shall not exceed One Hundred Twenty-Four Thousand Nine Hundred Ninety-Five Dollars and Zero Cents ($124,995) ("ARPA SLFRF Funds") during the Term of the Agreement. SUBRECIPIENT agrees to use said ARPA SURF Funds to administer said program as outlined in Exhibit A. D. Disbursement of Funds. Said ARPA SURF Funds shall be disbursed by CITY to SUBRECIPIENT pursuant to the terms found in the Fee Payment Schedule attached hereto as Exhibit B, with payments subject to the submittal of invoices and other reporting requirements, as hereinafter more fully set forth. SUBRECIPIENT shall be obligated to perform such duties as would normally extend beyond the term, including, but not limited to, obligations with respect to indemnification, audits,reporting, data retention/reporting, and accounting. Failure to provide any of the required documentation and reporting will cause CITY to withhold all or a portion of a request for ARPA SURF Funds, or return the entire request to SUBRECIPIENT, until such documentation and reporting has been received and approved by CITY. (1) Reduction in ARPA SLFRF Funding. The CITY reserves the right to reduce the amount of ARPA SURF Funds to SUBRECIPIENT, or to completely terminate this Agreement, in the CITY's sole discretion, if there is a reduction in ARPA SURF Funds provided to the CITY. (2) Reduced Distribution of Funds. The CITY reserves the right to reduce the grant application if the CITY's fiscal monitoring indicates that SUBRECIPIENT's rate of expenditure will result in unspent funds at the end of the program term. Amendments in the grant allocation will be made after consultation with SUBRECIPIENT. (3) Reversion of Assets. SUBRECIPIENT agrees that any and all funds received under this Agreement shall be utilized during the Term of this Agreement, and that any and all funds remaining as of the end of the Term, which have not been utilized, shall be returned by SUBRECIPIENT to the CITY within thirty (30) days of the expiration or earlier termination of the Agreement. No expense of SUBRECIPIENT will be reimbursed by CITY if incurred after the end of the Term of the Agreement. City Council 2 26 — 501 5/3/2022 E. Grant Program Requirements. (1) SUBRECIPIENT acknowledges that the source of funding for said program is the federal ARPA, and that payments from the ARPA SURF Funds are only to be used to make necessary expenditures incurred due to the public health emergency with respect to COVID-19. (2) SUBRECIPIENT acknowledges that ARPA provisions allow the use of ARPA SURF Funds to respond to,mitigate, and recover from the COVID-19 public health emergency, and will not use these funds for any other uses. (3) SUBRECIPIENT shall follow the process and determination of eligibility for participants in said program as outlined in Exhibit A. F. Performance Monitoring. (1) SUBRECIPIENT shall submit program performance information as often as requested by CITY, but no less than the submission of monthly reports and a final report to CITY with the information requested by and in the format acceptable to CITY. Each monthly report is due within thirty (30) days of completion of work for each month. The final report is due within thirty (30) days after the termination or expiration of this Agreement. (2) CITY will evaluate SUBRECIPIENT's management and operation of said program with respect to the project expectations as described in Exhibit A. (3) CITY will review the audit of the SUBRECIPIENT to ensure that grant funds are used for authorized purposes in compliance with laws, regulations, and the provisions of contracts or grant agreements under this Agreement, including attachments and exhibits. (4) If action to correct any substandard performance is not taken by the SUBRECIPIENT within a reasonable period after being notified by CITY, suspension or termination procedures may be initiated by CITY. (5) All performance shall be subject to review by the CITY or other regulatory agencies at all times. SUBRECIPIENT shall provide adequate cooperation to any inspector or other CITY representative to permit the same to determine SUBRECIPIENT's conformity with the terms of this Agreement. If any services performed by SUBRECIPIENT are not in conformance with the terms of this Agreement, the CITY shall have the right to require SUBRECIPIENT to perform the services in conformance with the terms of the Agreement at no additional cost. The CITY may also terminate this Agreement for default and charge SUBRECIPIENT for any costs incurred by the CITY because of SUBRECIPIENT's failure to perform. (6) SUBRECIPIENT shall establish adequate procedures for self-monitoring and quality control and assurance to ensure proper performance under this Agreement; and shall permit a CITY representative or other regulatory official to monitor, assess, or evaluate SUBRECIPIENT's performance under this Agreement at any time, upon reasonable notice to SUBRECIPIENT. City Council 3 26 — 502 5/3/2022 G. Audit. (1) SUBRECIPIENT shall maintain complete and accurate records and supporting documentation to facilitate financial and/or program audits by CITY. This requirement shall apply to any records and documentation CITY shall reasonably require or as required to be maintained pursuant to the ARPA regulations. (2) The books and accounts, files, and other records of SUBRECIPIENT, which are applicable to this Agreement, shall be available for inspection, review, and audit during normal business hours by CITY to determine the proper application and use of all ARPA SURF Funds provided to or for the account or benefit of SUBRECIPIENT. (3) SUBRECIPIENT assumes responsibility for reimbursement to CITY a sum of money equivalent to the amount of any expenditures disallowed should the CITY, or an authorized agency, rule through audit, exception, or some other appropriate means,that expenditures from funds allocated to SUBRECIPIENT for direct and/or administrative costs were not made in compliance with the applicable cost principles, regulations, or the provisions of this Agreement. (4) SUBRECIPIENT agrees to comply with the requirements of OMB Uniform Guidance 2 CFR Part 200. SUBRECIPIENT further agrees to provide CITY with a copy of completed independent auditors' report within thirty (30) days of CITY's request for such report. If the report contains instances of non-compliance with federal laws and regulations that bear directly on the performance or administration of this Agreement, SUBRECIPIENT shall provide CITY copies of responses to auditors' reports, a plan for corrective action, and auditors' response that the noncompliance has been resolved. All reports prepared in accord with the requirements of OMB Uniform Guidance 2 CFR Part 200 shall be available for inspection by representatives of CITY or the federal government during normal business hours. (5) All accounting records, reports, and evidence pertaining to all costs, expenses and the ARPA SURF Funds of SUBRECIPIENT and all documents related to this Agreement shall be maintained and kept available at SUBRECIPIENT'S office or place of business for the duration of the Agreement and thereafter for five (5) years from the date of final payment under this Agreement. Records which relate to: (a) complaints, claims, administrative proceedings or litigation arising out of the performance of this Agreement; or, (b) costs and expenses of this Agreement to which CITY or any other governmental agency takes exception, shall be retained beyond the five(5)years until complete resolution or disposition of such appeals,litigation claims, or exceptions. In the event SUBRECIPIENT does not make the above-referenced documents available within the City of Santa Ana, California, SUBRECIPIENT agrees to pay all necessary and reasonable expenses incurred by CITY in conducting any audit at the location where said records and books of account are maintained. H. Ownership/Use of Materials. SUBRECIPIENT agrees that all materials, reports or products in any form, including electronic, created by SUBRECIPIENT for which SUBRECIPIENT has been compensated pursuant to this Agreement shall be the sole property of the CITY. The material, reports, or products may be used by the CITY for any purpose that the CITY deems to be appropriate, including, but not limit to, duplication and/or distribution within City Council 4 26 — 503 5/3/2022 the CITY or to third parties. SUBRECIPIENT agrees not to release or circulate in whole or part such materials, reports, or products without prior written authorization of the CITY. I. Close-Out. SUBRECIPIENT agrees to comply with the closeout procedures detailed in 2 CFR §200.343, including the following: (1) SUBRECIPIENT must submit, no later than ninety(90) calendar days after the end date of the period of performance, all financial, performance, and other reports as required by the terms and conditions of this Agreement; (2) SUBRECIPIENT must promptly refund any balances of unobligated cash that the CITY paid in advance or paid and that is not authorized to be retained by SUBRECIPIENT for use in other projects (See OMB Circular A-129 and 2 CFR §200.345); and, (3) CITY should complete all closeout actions for the Federal award no later than one year after receipt and acceptance of all required final reports. IL SUBRECIPIENT'S OBLIGATIONS A. Representations and Warranties. (1) Authority. SUBRECIPIENT is a duly organized and existing domestic nonprofit corporation in good standing and authorized to do business under the laws of the State of California. SUBRECIPIENT has full right, power and lawful authority to accept the funding hereunder and to undertake all obligations as provided herein and the execution, performance and delivery of this Agreement by SUBRECIPIENT has been fully authorized by all requisite actions on the part of SUBRECIPIENT. (2) Experience. SUBRECIPIENT is qualified to provide the administrator services for said program detailed herein. (3) Familiarity With Services Required. By executing this Agreement, SUBRECIPIENT warrants that: (i)it has thoroughly investigated and considered the administrator services to be performed and provided for said program as detailed in Exhibit A; (ii) it has carefully considered how the services should be performed; and, (iii) it fully understands the facilities, difficulties and restrictions attending performance of the services under this Agreement. (4) No Conflict. To the best of SUBRECIPIENT'S knowledge, SUBRECIPIENT'S execution, delivery and performance of its obligations under this Agreement will not constitute a default or a breach under any contract, agreement or order to which SUBRECIPIENT is a party or by which it is bound. (5) No Bankruptcy. SUBRECIPIENT is not the subject of any current or threatened bankruptcy proceeding. City Council 5 26 — 504 5/3/2022 (6) No Pending Legal Proceedings. SUBRECIPIENT is not the subject of a current or threatened litigation that would or may materially affect SUBRECIPIENT'S performance under this Agreement. (7) Proposal Veracity. All provisions of and information provided in SUBRECIPIENT's proposal submitted to CITY, including any exhibits, are true and correct in all material respects. (8) No Pending Investigation. SUBRECIPIENT has no knowledge that it is the subject of any current or threatened criminal or civil action investigation by any public agency, including without limitation a police agency or prosecuting authority, which would relate to or affect performance of the Agreement or provision of services hereunder. B. Licensing. SUBRECIPIENT agrees to obtain and maintain all required 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 SUBRECIPIENT's operations hereunder. Such licensing requirements include obtaining a City business license, as applicable. C. Zoning. SUBRECIPIENT agrees that any facility/property used in furtherance of said program shall be specifically zoned and permitted for such use(s) and activities. Should SUBRECIPIENT fail to have the required land entitlement and/or permits, thus violating any local, state or federal rules and regulations relating thereto, SUBRECIPIENT shall immediately make good- faith efforts to gain compliance with local, state or federal rules and regulations following written notification of said violation(s)from the CITY or other authorized citing agency. SUBRECIPIENT shall notify CITY immediately of any pending violations. Failure to notify CITY of pending violations, or to remedy such known violation(s) shall result in termination of grant funding hereunder. SUBRECIPIENT must make all corrections required to bring the facility/property into compliance with the law within sixty (60) days of notification of the violation(s); failure to gain compliance within such time shall result in termination of grant funding hereunder. D. Separation of Accounts. All funds received by SUBRECIPIENT from CITY pursuant to this Agreement shall be maintained in an account in a federally insured banking or savings and loan institution with record keeping of such accounts maintained pursuant to applicable 2 CFR 200.302 requirements. SUBRECIPIENT is not required to maintain separate depository accounts for ARPA SLFRF Funds; provided however, the SUBRECIPIENT must be able to account for receipt, obligation, distribution and expenditure of ARPA SLFRF Funds pursuant to applicable 2 CFR 200.302 requirements. E. Audit Report Requirements. SUBRECIPIENT agrees that if SUBRECIPIENT expends Seven Hundred Fifty Thousand Dollars ($750,000) or more in federal funds, SUBRECIPIENT shall have an annual audit conducted by a certified public accountant in accordance with the standards as set forth and published by the United States Office of Management and Budget. SUBRECIPIENT shall provide CITY with a copy of said audit by April I of the year following the program year in which this Agreement is executed. City Council 6 26 — 505 5/3/2022 F. Compliance with Law/Program Income. SUBRECIPIENT acknowledges that the funds being provided by CITY for said program are received by CITY pursuant to ARPA, and that distribution and expenditure of these ARPA SURF Funds shall be in accordance with ARPA and all pertinent regulations issued by agencies of the federal government, including, but not limited to, all regulations found at Title 24 of the Code of Federal Regulations. Any program income received by SUBRECIPIENT shall be returned to CITY, unless otherwise provided for in this Agreement. SUBRECIPIENT agrees to comply fully with all federal, state and local laws and court orders applicable to its operation and administration of said program, whether or not referred to in this Agreement. G. Debarment. To protect the public interest and ensure the integrity of Federal programs, CITY may only conduct business with responsible persons and may not make any award or permit any award to any party which is debarred or suspended or is otherwise excluded from or ineligible for participation in Federal assistance programs under Executive Order 12549, "Debarment and Suspension". See also 24 CFR 570.609. SUBRECIPIENT must review and sign Exhibit D "Debarment", which is attached hereto and incorporated herein by this reference. SUBRECIPIENT shall be in good standing, without suspension by the California Secretary of State, Franchise Tax Board or Internal Revenue Service. Any change in the corporate status or suspension of SUBRECIPIENT shall be reported immediately to CITY. H. Confidentiality. Without prejudice to any other provisions of this Agreement, SUBRECIPIENT shall, where applicable, maintain the confidential nature of information provided to it concerning participants in accordance with the requirements of federal and state law. However, SUBRECIPIENT shall submit to CITY or its representatives, all records requested, including audit, examinations, monitoring and verifications of reports submitted by SUBRECIPIENT, costs incurred and services rendered hereunder. I. Independent Contractor. SUBRECIPIENT agrees that the performance of obligations hereunder is rendered in its capacity as an independent contractor and that it is in no way an agent of CITY. J. Violation of Terms and Conditions. SUBRECIPIENT agrees that if SUBRECIPIENT violates any of the terms and conditions of this Agreement or any prior Agreement whereby ARPA SURF Funds were received by SUBRECIPIENT, or if SUBRECIPIENT reports inaccurately, or if on audit there is a disallowance of certain expenditures, SUBRECIPIENT agrees to remedy the acts or omissions causing the disallowance and repay CITY all amounts spent in violation thereof If SUBRECIPIENT engaged in fraudulent activity to obtain and/or justify distribution or expenditure of the ARPA SURF Funds granted hereunder, SUBRECIPIENT shall be required to reimburse the CITY of all such funds that were obtained, distributed and/or spent under fraudulent circumstances. K. Fraud. SUBRECIPIENT shall immediately report all suspected or known instances and facts concerning possible fraud, abuse or criminal activity related to said program for the ARPA SURF Funds under this Agreement. City Council 7 26 — 506 5/3/2022 L. Prohibited Use. SUBRECIPIENT hereby certifies and agrees that it will not use ARPA SLFRF Funds provided through this Agreement to pay for entertainment, meals or gifts, or other prohibited uses. M. Lobbying. SUBRECIPIENT certifies that it will comply with federal law(31 U.S.C. 1352) and regulations found at 24 CFR Part 87, which provide that no appropriated funds may be expended by the recipient of a federal contract,grant,loan or cooperative agreement to pay any person for influencing or attempting to influence an officer or employee of any agency,Member of Congress, or an officer or employee of a Member of Congress in connection with awarding of any federal contract, the making of any federal grant or loan, entering into any cooperative agreement and the extension, renewal, amendment or modification of any federal contract, grant, loan or cooperative agreement. SUBRECIPIENT shall sign a certification to that effect in a form as set forth in Exhibit E, attached hereto and by this reference incorporated herein. SUBRECIPIENT shall submit said signed certification to CITY prior to performing any of its obligations under this Agreement and prior to any obligation arising on the part of CITY to pay any sums to SUBRECIPIENT under the terms and conditions of this Agreement. If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit a "Disclosure Form to Report Lobbying," in accordance with its instructions (Exhibit E). N. Financial Interest. SUBRECIPIENT agrees that except for the use of administrative fees to pay salaries and other related administrative or personnel costs, no persons who exercise or have exercised any function with respect to administering said program under the terms of this Agreement, or who are in a position to participate in a decision-making process or gain inside information with regard to the administration of said program, may obtain a financial interest or benefit from said program, either for themselves or those with whom they have family or business ties, during their tenure or for one year thereafter. This prohibition applies to any person who is an employee, agent, consultant, officer, or elected or appointed official of CITY, or of any designated public agency, or the SUBRECIPIENT. O. Labor Standards. The SUBRECIPIENT agrees to comply with the requirements of the Secretary of Labor in accordance with the Davis-Bacon Act as amended, the provisions of Contract Work Hours and Safety Standards Act (40 U.S.C. 327 et seq.) and all other applicable Federal, state and local laws and regulations pertaining to labor standards insofar as those acts apply to the performance of this Agreement. The SUBRECIPIENT agrees to comply with the Copeland Anti-Kick Back Act(18 U.S.C. 874 et seq.) and its implementing regulations of the U.S. Department of Labor at 29 CFR Part 5. The SUBRECIPIENT shall maintain documentation that demonstrates compliance with hour and wage requirements of this part. Such documentation shall be made available to the CITY for review upon request. City Council 8 26 — 507 5/3/2022 P. Equal Employment Opportunities. SUBRECIPIENT shall make every effort to ensure that all projects funded wholly or in part by ARPA SURF Funds shall provide equal employment opportunities for minorities and women. Q. Women and Minority-Owned Businesses (W/MBE). SUBRECIPIENT will use its best efforts to afford small businesses, minority business enterprises, and women's business enterprises the maximum practicable opportunity to participate in the performance of this Agreement in accordance with the requirements of 2 CFR 200.321 "Contracting with small and minority businesses, women's business enterprises, and labor surplus area firms". As used in this Agreement, the term "small business" means a business that meets the criteria set forth in section 3(a)of the Small Business Act, as amended (15 U.S.C. 632), and"minority and women's business enterprise" means a business at least fifty-one percent (51%) owned and controlled by minority group members or women. For the purpose of this definition, "minority group members" are African-Americans, Spanish-speaking, Spanish surnamed or Spanish-heritage Americans, Asian- Americans, and American Indians. SUBRECIPIENT may rely on written representations by businesses regarding their status as minority and female business enterprises in lieu of an independent investigation. R. Drug Free Workplace. SUBRECIPIENT agrees to provide a drug-free workplace and to execute a certification as set forth in Exhibit F attached hereto and incorporated herein by this reference. S. Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards. The following requirements and standards must be complied with: 2 CFR Part 200 et al. SUBRECIPIENT shall procure all materials, property, or services in accordance with the requirements of 2 CFR 200.318-326. III. CITY'S OBLIGATIONS A. Audit of Account. CITY shall include an audit of the account maintained by SUBRECIPIENT in CITY's audit of all ARPA SURF Funds in accordance with Title 24 of the Code of Federal Regulations and other applicable federal laws and regulations. B. Common Rule: Pursuant to 2 CFR 200.328(a), the CITY manages the day-to-day operations of each grant and subgrant supported activities. CITY staff has detailed knowledge of the grant program requirements and monitors grant and subgrant supported activities to assure compliance with federal requirements. Such monitoring covers each program, function and activity and performance goals are reviewed periodically. C. Project Expectations: CITY shall monitor the performance of SUBRECIPIENT against goals and performance standards required herein. The SUBRECIPIENT shall be responsible to accomplish the project expectations as set forth in Exhibit A, and report such results to the CITY. If the SUBRECIPIENT estimates such goals will not be met, the SUBRECIPIENT is to contact the CITY, at which time the CITY will determine if any adjustments to the grant award is appropriate. Substandard performance as determined by the CITY will constitute non- compliance with this Agreement. Should the CITY determine that the SUBRECIPIENT has not City Council 9 26 — 508 5/3/2022 performed its obligations as stated in this contract in a satisfactory manner, or if the CITY determines that insufficient supporting information has been submitted, the CITY shall notify the SUBRECIPIENT in writing of its determination specifying in full detail the objections that it has to the SUBRECIPIENT's performance. If action to correct such substandard performance is not taken by the SUBRECIPIENT after being notified by the CITY, within a reasonable period of time as stipulated in the written notification, contract suspension or termination procedures will be initiated. IV. GENERAL PROVISIONS A. Non-Discrimination. 1. SUBRECIPIENT agrees to comply with Executive Order 11246, which requires that during the performance of this Agreement, SUBRECIPIENT agrees not to discriminate against any employee or applicant for employment because of race, religion, sex, color or national origin. Such action shall include, but not be limited to the following: employment, upgrading, demotion, or transfer, rates of pay or other forms of compensation, and selection for training, including apprenticeship. SUBRECIPIENT agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the SUBRECIPIENT setting forth the provisions of this nondiscrimination clause. 2. SUBRECIPIENT agrees to comply with Title VI of the Civil Rights Act of 1964, which indicates that no person shall, on the ground of race, color or national origin,be excluded from participation in,be denied the benefits of,or be subj ect to discrimination under any program of activity receiving federal financial assistance. 3. No person shall, on the grounds of race, sex, creed, color, religion, marital status, national origin, age, sexual orientation, or physical or mental handicap be excluded from participation in, be refused the benefits of, or otherwise be subject to discrimination in any activities, programs or employment supported by this Agreement. SUBRECIPIENT is prohibited from discrimination on the basis of age or with respect to an otherwise qualified handicapped person as provided for under Section 109 of the Housing and Community Development Act of 1974, as amended. 4. SUBRECIPIENT agrees to comply with the Age Discrimination Act of 1975, which requires that during the performance of this Agreement, SUBRECIPIENT agrees not to discriminate against any employee or applicant for employment because of age. Such action shall include, but not be limited to the following: employment upgrading, demotion, or transfer, rates of pay or other forms of compensation, and selection for training, including apprenticeship. SUBRECIPIENT agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the SUBRECIPIENT setting forth the provisions of this age discrimination clause. 5. SUBRECIPIENT agrees to comply with Section 504 of the Rehabilitation Act of 1973,which requires that no otherwise qualified individual with a disability in the United States, shall, solely by reason of his or her disability, be excluded from the participation in, be denied the benefits of, or be subjected to discrimination under any program or activity receiving federal financial City Council 10 26 — 509 5/3/2022 assistance or under any program or activity conducted by any executive agency or by the United States Postal Service. B. Conflict of Interest. Pursuant to the conflict of interest requirements set forth in 24 CFR 570.611 and 2 CFR 200.112, SUBRECIPIENT certifies that no member, officer, employee, agent or assignee of CITY having direct or indirect control of any ARPA SLFRF Funds granted to the CITY,inclusive of the subject ARPA SLFRF Funds, shall serve as an officer of SUBRECIPIENT. Further, any conflict or potential conflict of interest of any officer of SUBRECIPIENT shall be fully disclosed in writing prior to the execution of this Agreement and said writing shall be attached and deemed fully incorporated as a part hereof. Notice shall be sent by SUBRECIPIENT to CITY regarding any changes or modifications to its board of directors and list of officers. C. Special Certification for Religious Entities. If SUBRECIPIENT is a religious entity, SUBRECIPIENT hereby agrees that in connection with the provision of the services SUBRECIPIENT shall provide with ARPA SLFRF Funds,in accordance with 24 CFR 570.2000): 1. SUBRECIPIENT shall not discriminate against any employee or applicant for employment on the basis of religion and shall not limit employment or give preference in employment to persons on the basis of religion. 2. SUBRECIPIENT shall not discriminate against any person applying for the services SUBRECIPIENT agrees to provide under the terms of this Agreement on the basis of religion and shall not limit such services or give preference to applicants for such services on the basis of religion. 3. SUBRECIPIENT shall NOT provide religious instruction or counseling, conduct any religious worship or services, or engage in any religious proselytizing, or exert any religious influence in the provision of the services in said program. The parties agree that this covenant is intended to and shall be construed for the limited purpose of assuring compliance with respect to the use of CITY funds by SUBRECIPIENT with applicable constitutional limitations respecting the establishment of religion as set forth in the establishment clause under the First Amendment of the United States Constitution and Article I, Section 4 of the California Constitution, and is not in any manner intended to restrict other activities of SUBRECIPIENT. 4. The portion of a facility used to provide public services assisted in whole or in part under this Agreement shall contain no sectarian or religious symbols. 5. Where the services to be provided under said program are rendered on property owned by the primarily religious entity SUBRECIPIENT,ARPA SLFRF Funds may also be used for minor repairs to such property, which are directly related to the cost of rendering the services under said program, where the cost constitutes in dollar terms only an incidental portion of the ARPA expenditure for rendering the services under said program. D. Prohibition of Nepotism. SUBRECIPIENT agrees not to hire or permit the hiring of any person to fill a position funded through this Agreement if a member of that person's immediate family is employed in an administrative capacity by SUBRECIPIENT. For the purposes of this City Council 11 26 — 510 5/3/2022 section, the term "immediate family" means spouse, child, mother, father, brother, sister, brother-in- law, sister-in-law, father-in-law, mother-in-law, son-in-law, daughter-in-law, aunt, uncle, niece, nephew, stepparent and stepchild. The term"administrative capacity"means having selection,hiring, supervisor or management responsibilities. E. Notices. Notices to the parties shall,unless otherwise requested in writing,be sent by U.S. Mail, postage prepaid, and addressed as follows: TO CITY: City of Santa Ana Lisa Rudloff Executive Director Parks,Recreation and Community Services Agency 20 Civic Center Plaza P.O. Box 1988 Santa Ana, California 92702-1988 TO SUBRECIPIENT: Padres Unidos P.O. Box Santa Ana, CA 92702 F. Assi ng ability. None of the duties of, or work to be performed by, SUBRECIPIENT under this Agreement shall be subcontracted or assigned to any agency, consultant, or person without the prior written consent of CITY. SUBRECIPIENT must submit all subcontracts and other agreements that relate to this Agreement to CITY. No subcontract or assignment shall terminate or alter the legal obligations of SUBRECIPIENT pursuant to this Agreement. G. Indemnification/Hold Harmless. SUBRECIPIENT shall indemnify, defend and save harmless CITY, its officers, employees, agents, representatives and volunteers from and against any and all damages to or for loss of use of property and for injuries to or death of any person or persons, including property and employees or agents of CITY, and shall defend, indemnify and save harmless CITY, its officers, employees, agents, representatives and volunteers from and against any and all claims, demands, suits, actions or proceedings of any kind or nature, including, but not by way of limitation, workers compensation claims and including attorney fees and reasonable expenses for litigation or settlement, resulting from or arising out of the negligent or wrongful acts, errors or omissions of SUBRECIPIENT, its officers, directors, employees, agents, subcontractors and suppliers arising out of SUBRECIPIENT's performance of this Agreement. H. Insurance. Contractor shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the Contractor, its agents, representatives, employees, or subcontractors. City Council 12 26 — 511 5/3/2022 a. MINIMUM SCOPE AND LIMIT OF INSURANCE Coverage shall beat least as broad as: 1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 O1 covering CGL on an "occurrence" basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this proj ect/location(ISO CG 25 03 or 25 04)or the general aggregate limit shall be twice the required occurrence limit. 2. Automobile Liability: Insurance Services Office Form Number CA 0001 covering, Code 1 (any auto),or if Contractor has no owned autos, Code 8 (hired) and 9 (non-owned), with limit no less than $1,000,000 (if program services includes transportation of youth, the limit shall be no less than $5,000,000) per accident for bodily injury and property damage. (Not required if an automobile is not required to fulfill services.) 3. Workers'Compensation: insurance as required by the State of California, with Statutory Limits, and Employer's Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. 4. Sexual Abuse or Molestation (SAM) Liability: If the CGL policy referenced above is not endorsed to include affirmative coverage for sexual abuse or molestation, Contractor shall obtain and maintain a policy covering Sexual Abuse and Molestation with a limit no less than $1,000,000 per occurrence or claim. 5. If the Contractor maintains broader coverage and/or higher limits than the minimums shown above, the City requires and shall be entitled to the broader coverage and/or the higher limits maintained by the Contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. b. Other Insurance Provisions — The insurance policies are to contain, or be endorsed to contain, the following provisions: 1. Additional Insured Status: The City, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Contractor including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Contractor's insurance (at least as broad as ISO Form CG 20 10 11 85 or if not available, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 forms if a later edition is used). 2. Primary Coverage: For any claims related to this contract, the Contractor's insurance coverage shall be primary coverage at least as broad as ISO CG 20 O1 04 13 as respects the City, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the City, its officers, officials, City Council 13 26 — 512 5/3/2022 employees, or volunteers shall be excess of the Contractor's insurance and shall not contribute with it. 3. Notice of Cancellation: Each insurance policy required above shall state that coverage shall not be canceled, except with notice to the City. 4. Waiver of Subrogation: Contractor hereby grants to City a waiver of any right to subrogation which any insurer of said Contractor may acquire against the City by virtue of the payment of any loss under such insurance. Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. 5. Self-Insured Retentions: Self-insured retentions must be declared to and approved by the City. The City may require the Contractor to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self- insured retention may be satisfied by either the named insured or City. 6. Acceptability of Insurers: Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M. Best's rating of no less than AXII, unless otherwise acceptable to the City. 7. Claims Made Policies: If any of the required policies provide coverage on a claims-made basis: 1. The Retroactive Date must be shown and must be before the date of the contract or the beginning of contract work. 2. Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work. 3. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive Date prior to the contract effective date, the Contractor must purchase "extended reporting" coverage for a minimum of five (5) years after completion of contract work. 8. Verification of Coverage: Contractor shall furnish the City with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage required by this clause)and a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements to City before work begins. However, failure to obtain the required documents prior to the work beginning shall not waive the Contractor's obligation to provide them. City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. City Council 14 26 — 513 5/3/2022 9. Special Risks or Circumstances: City reserves the right to modify these requirements,including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances. I. Termination. 1. This Agreement may be terminated on thirty (30) days' written notice by either party. In the event of such termination, SUBRECIPIENT shall only be entitled to reimbursement for approved expenses incurred to the effective date of termination. 2. This Agreement may be suspended or terminated by CITY upon five (5) days' written notice for violation by SUBRECIPIENT of Federal Laws governing the use of ARPA SURF Funds. In the event of such suspension or termination, SUBRECIPIENT shall only be entitled to reimbursement for approved expenses incurred up to the effective date of suspension or termination. 3. Pursuant to 2 CFR 200.340, in the event SUBRECIPIENT defaults by failing to fulfill all or any of its obligations hereunder, CITY may declare a default and termination of this Agreement by written notice to SUBRECIPIENT, which default and termination shall be effective on a date stated in the notice which is to be not less than ten (10) days after certified mailing or personal service of such notice, unless such default is cured before the effective date of termination stated in such notice. If terminated for cause, CITY shall be relieved of further liability or responsibility under this Agreement, or as a result of the termination thereof, including the payment of money, except for payment for approved expenses incurred for services satisfactorily and timely performed prior to the mailing or service of the notice of termination, and except for reimbursement of. (1) any payments made for services not subsequently performed in a timely and satisfactory manner; and, (2)costs incurred by CITY in obtaining substitute performance. 4. The grant of funds under this Agreement may be terminated for convenience by either the CITY or SUBRECIPIENT, in whole or in part, by setting forth the reasons for such termination, the effective date, and, in the case of portion termination, their portion to be terminated. However, if in the case of a partial termination, the CITY determines that the remaining portion of the award will not accomplish the purpose for which the award was made, the CITY may terminate the award in its entirety. 5. The grant of funds under this Agreement may be terminated due to the non- performance of SUBRECIPIENT and/or failure of SUBRECIPENT to perform the work described in Exhibit A. 6. The grant of funds under this Agreement may be terminated due to the failure of the CITY to receive sufficient or anticipated funding for the ARPA program for any term subject to this Agreement. 7. In the event this Agreement is terminated as set forth in subparagraphs I(1) through I(6),inclusive, SUBRECIPIENT agrees to immediately return to CITY upon CITY's demand and prior to any adjudication of SUBRECIPIENT's rights, any and all funds not used, and to comply with the Reversion of Assets requirements in this Agreement. City Council 15 26 — 514 5/3/2022 J. Limitation of Funds. The United States of America may in the future place programmatic or fiscal limitations on the use of ARPA SLFRF Funds, which limitations are not presently anticipated. Accordingly, CITY reserves the right to revise this Agreement in order to take account of actions affecting ARPA program funding. In the event of funding reduction, CITY may, in its sole and absolute discretion, reduce the budget of this Agreement, may limit the rate of SUBRECIPIENT's authority to utilize funds, or may restrict SUBRECIPIENT's use of uncommitted funds. Where CITY has been directed to implement a reduction in funding, with respect to funding for this Agreement, CITY's City Manager or delegate is authorized to act for CITY in implementing and effecting such a reduction and in revising, modifying, or amending the Agreement for such purposes. If such a reduction in funding occurs, SUBRECIPIENT shall be permitted to de-scope accordingly. Where CITY has reasonable grounds to question SUBRECIPIENT's fiscal accountability or compliance with this Agreement, CITY may suspend the operation of this Agreement for up to sixty (60) days upon five (5) days written notice to SUBRECIPIENT of its intention to so act,pending an audit or other resolution of such questions. In no event, however, shall any revisions made by CITY affect expenditures and legally binding commitments made by SUBRECIPIENT before it received notice of such revision, provided that such amounts have been committed in good faith and are otherwise allowable and that such commitments are consistent with ARPA SLFRF Funds withdrawal guidelines. K. Exclusivity and Amendment of Agreement. This Agreement supersedes any and all other agreements, either oral or in writing,between the parties hereto with respect to the use of CITY's ARPA SLFRF Funds by SUBRECIPIENT and contains all the covenants and agreements between the parties with respect to SUBRECIPIIENT's administration of said program. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein, and that no other agreement or amendment hereto shall be effective unless executed in writing and signed by both CITY and SUBRECIPIENT. L. Laws Governing this Agreement. This Agreement shall be governed by and construed in accordance with the laws of the State of California, and all applicable federal laws and regulations. M. Validity and Severability. The invalidity in whole or in part of any provision of this Agreement shall not void or affect the validity of any other provision of this Agreement. Whenever possible, each provision of this AGREEMENT shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this AGREEMENT is held to be prohibited by or invalid under applicable law, such provision shall be ineffective only to the extent of such prohibition or invalidity, without invalidating the remainder of such provisions of this AGREEMENT. N. Waiver. No delay or omission by either party hereto to exercise any right or power accruing upon any noncompliance or default by the other party with respect to any of the terms of this Agreement shall impair any such right or power or be construed to be a waiver thereof. A waiver by either of the parties hereto of any of the covenants, conditions, or agreements to be performed by the other shall not be construed to be a waiver of any succeeding breach thereof or of any other covenant, condition or agreement herein contained. City Council 16 26 — 515 5/3/2022 O. Federal Award Identification Information. SUBRECIPIENT's pertinent Federal Award Identification Information, including DUNS Number and Federal Award Identification Number (FAIN), as well as the applicable information for ARPA, are included in Exhibit C attached hereto and incorporated herein by this reference. P. Miscellaneous Provisions. 1. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify CITY fully, including reasonable costs and attorney's fees, for any injuries or damages to CITY in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. 2. All Exhibits and Attachments referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. 3. This Agreement must be signed below and may be signed in counterpart and delivered by fax, email as a PDF (Portable Document Format)file attachment, or by other means that displays the original or a copy of the signatures. Any subsequent amendments may be signed and delivered in the same manner. {Signatures on followingpage} City Council 17 26 — 516 5/3/2022 IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date and year first written above. ATTEST: CITY OF SANTA ANA DAISY GOMEZ KRISTINE RIDGE Clerk of the Council City Manager APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney BRANDON SALVATIERRA Deputy City Attorney RECOMMENDED FOR APPROVAL: SUBRECIPIENT: LISA RUDLOFF Patricia Huerta-Meza Executive Director Executive Director Parks,Recreation and Community Services Agency DUNS 9: 061959469 City Council 18 26 — 517 5/3/2022 EXHIBIT A SCOPE OF WORK City Council 26 — 518 5/3/2022 Exhibit A REVISED SCOPE OF WORK FOR REVIVE: SANTA ANA YOUTH PROGRAMS FOR RFP NO.: 21-116A Early Childhood Support 0 CITY OF SANTA ANA Parks,Recreation and Community Services Agency 20 Civic Center Plaza-M23 Santa Ana, CA 92701 Frank Arroyo RFP Administrator (714)571-4218 Office farroyo@santa-ana.org RESPONSE SUBMITTED BY: ot�TM PADRES UNIDOS "Successful Families Build Successful Communities" City Council 26 — 519 5/3/2022 Exhibit A 110�1'1 PADRES UNIDOS IL REVISED SCOPE OF WORK: (3 page max) 1. Proposal shall include details of the youth programiservice to be provided, the tasks to be accomplished, duration of the program (proposals may be up to two years) and the deliverables to be provided The following is a description of the Early Learning educational modules that will be offered at three of vulnerable Santa Ana community sites: Parents as Teachers/School Readiness Parent Education,Outreach and Support Module "34 weeks of service per year for the next year" **2 SITES AVAILABLE PER YEAR • 2 weeks of Outreach, including two door-to-door campaigns in the area • 2 weeks of Needs Assessments (from participants as well as local school) SCHOOL READINESS COMPONENT: • 3 hours a day, once a week for 30 weeks of School Readiness for 2.5 to 5-year-old class (preschool age children program separate from parent program)We have 8-1 adult to child ratio. Number of child spaces allocated per program is 32 PARENTS AS TEACHERS COMPONENT: • Parents as Teachers students up to 45 participants,for 3 hours a day once a week for 30 weeks • 1.5 hours for 30 weeks of Parent Support and Education classes • 1.5 hours for 30 weeks of"First Teachers at Home"parent training to implement and coach structured curriculum at home • Structured Play Child-Care included for 2 to 5 year-old children. Elementary school age care will be provided if class is after school hours. "Parents as Teachers/Early Literacy" Parent Education, Outreach and Support Module" "34 weeks of'service per school year for the next year" **1 SITE AVAILABLE PER SCHOOL YEAR • 2 weeks of Outreach, including two door-to-door campaigns in the area • 2 weeks of Needs Assessments (from participants as well as local school) • 30 weeks, Once a week 1.5 hour of conjoint parent-child early literacy program • Up to 20 participants including 1 to 5-year-old children with an adult • .5 hour of learning and engagement parent circles With the effects of the pandemic still being experienced by our most vulnerable Santa Ana communities, our early learning model is an excellent alternative and/or support in lieu of a full-time early education program as many entering kindergarten students come to the district without formal education. A longitudinal program evaluation including parents and children conducted by Chapman University, SAUSD and Padres Unidos utilizing Aeries tracking database and other instruments was conducted in July of 2018. Outcomes showed Padres' three hours, one day a week program, supports early foundational learning. Anticipated Outcomes and Competencies Padres Unidos utilized the framework of the evidence-based Early Development Index(EDI) as the core of our competencies. Developed over the course of nearly 30 years,the EDI is a population-based measure of early child development and school readiness in five key domains: physical health, social Response Submitted by Padres Unidos-Early Childhood Support City of Santa Ana RFP 21-116A City Council age 2 016 — 520 5/3/2022 Exhibit A PADRES UNIDOS competence, emotional maturity, language and cognitive skills, and communications skills and general knowledge. Padres Unidos' modules target the five key domains in our Early Learning educational modules. By the end of the attended module,utilizing Pre and Post scores, children ages 2.5 to 4.5 years old will score statistically higher on their TK Foundational Skills Assessment and parents will have increased their level of competency in the areas identified by as core competencies to being a successful and engaged parent. These are measured by a self-report questionnaire administered during week 2 of the program and re-administered during week 25 utilizing self-reporting, observation and journaling. Padres Unidos utilizes a strengths and needs-based curriculum. Our areas of competencies include,but are not limited to: Love and Affection, Stress Management, Communication,Effective decision-making, Development of socio-emotional skills, Empathy, Relationship Skills,Autonomy and Independence Education and Learning, Life Skills, Behavior Management. 2. Proposal shall include details of the target population Our target population will include children ages one to five and their parents from very economically stressed neighborhoods in Santa Ana: Including but not limited to Delhi ,Pico-Lowell, Minnie Street/Cornerstone Village,and Garfield. All three neighborhoods have high percentages of adults who did not attend or complete high school (57%to 67%). In these neighborhoods, 84%to 96%of people speak a language other than English at home (predominantly Spanish,but including Cambodian, and Hindi), The majority(56%to 68%)reporting that they do not speak English very well. 3. Proposal shall include details of the unmet need Santa Ana is the most populous city in Orange County,and the 8t'most densely populated urban city in the United States. According to the 2016 US Census, Santa Ana's total population of 334,217 with 44.5% of adults, ages 25 or older without a high school diploma. Santa Ana is one of the youngest cities in the nation where children under 18 make up over 30%of its population. Roughly 32%of the city's children under 4 years live below the poverty line. Only 44%of children achieve kindergarten readiness and only 22%of third-graders meet or exceed the CA literacy standards.Nearly one third of children under 4 years in Santa Ana, CA, live below 100%of the Federal Poverty Level—much higher than the national rate (21%). Children living in poverty are at greater risk for poor academic achievement, school dropout, and developmental delays. A lack of awareness and access to early childhood resources contributes to a sobering statistic: We estimate that roughly one-half to two-thirds of Santa Ana's children 0-3 who need early learning supports are not accessing them. Padres Unidos remains committed to addressing the unique parenting and educational challenges faced by low-income Hispanic Families in Santa Ana. We provide culturally and linguistically appropriate resources for families facing socio-emotional challenges and who are encountering a variety of self- destructive behavioral and social issues within their communities. We focus our programs in high need communities,where many families suffer from housing instability, struggle to meet basic needs, and high crime rates. In addition, in many of the communities that we serve there are many immigrant families that struggle with acculturation,fear, and isolation. 4. Proposal shall include details of collaborations with local organizations Padres Unidos embraces the benefits and need for collaboration and partnership. Currently,we collaborate with several agencies, including schools and churches that host our programs, as well as organizational partners like the Santa Ana Unified School District, Restorative Justice, Orange County, Probation Department, Orange County Department of Education-ACCESS, Community Action Partnership of Orange County, First Five Orange County,local Boys and Girls club. and other local Santa Ana nonprofits.We have a unique partnership with Chapman University,which provides a community Response Submitted by Padres Unidos-Early Childhood Support City of Santa Ana RFP 21-116A City Council age 3 016 — 521 5/3/2022 Exhibit A `s PADRES UNIDOS advocacy training program for parent volunteers.We also team with Chapman and the University of California Irvine (UCI)for autism and special needs-related child developmental milestones,parent support and education modules.We continue to live our mission across Santa Ana with a unique service model that places us in a direct working relationship with the community. The community relationship is nourished by our Community Workers,former Padres Unidos patrons who are "homegrown"experts and trained through our collaboration with Chapman University. S. Proposal shall include details of innovation in program/service delivery Our innovative approach capitalizes on the neighborhood channels that families know and trust which are engaged through Padres Unidos Community Workers. This strategy is designed specifically to reach past the cultural,linguistic,transportation, and other barriers that keep low-income families from accessing early childhood and development services. In addition,the majority of residents in the neighborhoods we service are foreign-born,though many of them have young children who are citizens. Our model is uniquely suited to impact this population because it relies on trusted informal connections. Our 8:1 ratio in combination with training of parents to work with curricula at home has proven successful in fomenting growth in the multiple areas of early development of the child. We walk with and encourage families to reach out to their local organizations and safety net system that can help them without fearing stigma or deportation. Padres Unidos Unique and Innovative Program Delivery Aspects: Utilizing a bio,psycho, social approach to our communities we leverage the strengths found within each family. First, our Outreach is an all-inclusive platform. In Padres Unidos,we define this as a series of informational and outreach strategies that extend the opportunity to all members to take-hold of a robust branch and become stronger,more vibrant part of our families and communities. These activities increase our range,closeness,and inclusion of school and community members who otherwise are non-responsive to the invitation to participate. Our approach aims to include members of the community and encourage them to be a part of the personal and academic success in their children's lives. These activities include, but are not limited to: Coffee with parents,the Voice Campaign,the door-to-door initiative, Phone campaign, and a digital and printed literature approach. Second,the Support Platform is the essence that connects, sustains,and perpetuates the growth of children beyond the space and time provided by the Padres Unidos Programs. The combination of the support that is provided to encourage the implementation of change; and the development of a security net that is interconnected and engages the school,parents, and students as custodians and contributors for their personal and familial growth process are our weekly hand-in-hand community strengthening approach. Thirdly,The Educational Platform,is an all-inclusive, skill-building environment for our students where learning takes place. Our framework is an ongoing enrichment process to work on competencies identified by: a)members of Padres Unidos who have attended our classes for the past thirty years.b) For eleven years,the Department of Children and Family Services of Orange County supervised and supported our curriculum c) Educators and scholars from Chapman University College of Educational Studies for the past five years have collaborated with us as we refine our Educational Modules. Padres Unidos counts on a curriculum of 20 core classes and 148 additional topics that are selected based on the needs and choices of participants and the site educators. Another important aspect of our educational modules is our openness to the diverse learning styles of our students. Instead of operating in a hierarchical learning paradigm,we engage parents in an inclusive interactional learning experience. Response Submitted by Padres Unidos-Early Childhood Support City of Santa Ana RFP 21-116A City Council age 4 016 — 522 5/3/2022 EXHIBIT B FEE PAYMENT SCHEDULE City Council 26 — 523 5/3/2022 Exhibit B FISCAL YEAR 2022-2023 PROPOSED PROGRAM BUDGET Organization Name Padres Unidos Program Name Early Learning Educational Program Term: July 1, 2022 to June 30, 2023 EXPENDITURES Enter budget categories and projected expenditures: Expenditures Funded By Expenditures Total Santa Ana Funded By Program Organization Category REVIVE Funds Other Sources Budget Budget Administrative Staff Salaries $26,806 $26,806 Program Staff Salaries $69,643 $69,643 Contractual Services $0 $0 Other- $14,900 $14,900 $4,000 $4,000 $9,645 $9,645 $0 $0 $0 $0 $0 $0 $0 $0 TOTAL 1 $124,994 $0 $124,994 $0 PROGRAM RESOURCES LIST ALL OTHER PROGRAM RESOURCES FOR 2022-2023 Funding Source Total must equal Program Budget Total listed above. FUNDING SOURCE AMOUNT Santa Ana REVIVE $ 124,994 TOTAL $ 124,994 City Council 26 — 524 5/3/2022 Exhibit B 2022-2023 REVIVE BUDGET LINE ITEMS ADMINISTRATIVE STAFF Position Title Annual Salary& Benefits REVIVE Funds Description Strategic and operational responsibility for staff, programs, expansion, and execution of Padres Unidos' Executive Director $ 85,000.00 $ 7,167.31 mission development and supervision of programmatic activities by designing community-level programs, supervision of staff, and overseeing the scope of Program Manager $ 65,000.00 $ 16,440.81 practice restrictions provides training, as well as clinical and personnel Clinical Supervisor $ 36,400.00 $ 3,197.90 supervision to staff PROGRAM STAFF Position Title Annual Salary& Benefits REVIVE Funds Description coordinate and run program at Site Coordinator $ 15,900.09 $ 15,900.09 site manage Parent Educators $ 7,674.96 $ 7,674.96 Provide parenting ed. Child Educators $ 30,699.82 $ 30,699.82 Provide early learning child ed. Structured Play Child Care $ 7,684.12 $ 7,684.12 child care provide site support to Site Support $ 7,684.12 $ 7,684.12 coordinator greet and support in Volunteers 1 $ - 1 $ - jeclucational modules CONTRACTUAL/PROFESSIONAL SERVICES Type of Service Contract Amount REVIVE Funds Description City Council 26 — 525 5/3/2022 Exhibit B OTHER LINE ITEMS Line Item Program Amount REVIVE Funds Description Early Ed. Class Material and services distrubuted and used to provide for program participants and direct program services (i.e. copies, handouts, activity kits, tech/software, Program Materials $ 14,900.00 $ 14,900.00 paper, hospitality(snack/food), program graduations, participant holiday events and Events $ 4,000.00 $ 4,000.00 volunteer/parent recognitions Le accounting, facilities, data, Indirect Costs @ 10%of Sa $ 9,644.91 $ 9,644.91 utilities Attachment 1(b) City Council 26 — 526 5/3/2022 EXHIBIT C FEDERAL AWARD IDENTIFICATION INFORMATION The General Program Requirements were designed to provide the framework where the CONTRACTOR will provide ARPA programs identified in this attachment. L GOVERNANCE The CONTRACTOR agrees to comply, remain informed, and deliver services consistent with the provisions of ARPA. Where local policy has not been set, the CONTRACTOR agrees to adhere to state and/or federal policy, as appropriate. IL GOVERNANCE REFERENCES A. Additional state and federal agencies that provide funding to the CITY may be incorporated herein. B. Information Bulletins, Directives, and any other federal and state guidance documents pertaining to the ARPA SURF Funds. C. Actions, directives, and policy and procedures issued by the CITY. D. CITY policies, as applicable. III. CONTRACTOR/SUBRECIPIENT DETERMINATION: In accordance with the requirements of 2 CFR 200.330 (Subrecipient and Contractor determination) and for the purpose of this CONTRACT, SUBRECIPIENT is determined to be a CONTRACTOR. City Council 26 — 527 5/3/2022 IV. FEDERAL AWARD IDENTIFICATION FAIN INFORMATION A. CONTRACTOR Name: Padres Unidos B. CONTRACTOR'S Unique 061959469 Identifier(D-U-N-S): Federal Award C. Identification Number SLFRP1059 (FAIN): D. Federal Award Date: 5/19/2021 E. Subaward Period of 7/l/2022-6/30/2023 Performance: Total Amount of Federal F. Funds Obligated by the $124,995 Action: Total Amount of Federal G. Funds Obligated to the $124,995 CONTRACTOR: H. Total Amount of the $64,180,406.50 Federal Award: Federal Award Project American Rescue Plan Act(ARPA) I' Description: J. Federal Awarding Agency: U.S. Department of the Treasury K. Name of PTE: City of Santa Ana L. Contact Information for the Kristine Ridge, City Manager Awarding Official: Phone Number: (714) 647-5200 E-mail Address: M. CFDA Number: 21.027 CFDA Name: Coronavirus State and Local Fiscal Recovery Funds N. Whether Award is R&D: No O. Indirect Cost Rate for the de minimus or federally negotiated rate Federal Award: City Council 26 — 528 5/3/2022 EXHIBIT D DEBARMENT Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion Lower Tier Covered Transactions This certification is required by the regulations implementing Executive Order 12549,Debarment and Suspension, 29 CFR Part 98, Section 98.510, Participants' responsibilities. The regulations were published as Part VII of the May 26, 1988 Federal Register(pages 19160-19211). (BEFORE COMPLETING CERTIFICATION,READ INSTRUCTIONS FOR CERTIFICATION - Attached) (1) The prospective recipient of federal assistance funds certifies, by submission of this proposal, that neither it nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in this transaction by any federal department or agency. (2) Where the prospective recipient of federal assistance funds is unable to certify to any of the statements in this certification, such prospective participant shall attach an explanation to this proposal. i�� ri ���. �-[c�-�r-�� Ly�,��-�`4 sue. '�,x..e Cc�-�-3 r�� i �.e C�-��►� Name and Title of Authorized Representative 3/24 /z6z2- Signature Date City Council 1 26 — 529 5/3/2022 INSTRUCTIONS FOR CERTIFICATION 1. By signing and submitting this proposal, the prospective recipient of federal assistance funds is providing the certification as set out below. 2. The certification in this clause is a material representation of fact upon which reliance was placed when this transaction was entered into. If it is later determined that the prospective recipient of federal assistance funds knowingly rendered an erroneous certification, in addition to other remedies available to the Federal Govenunent, the Department of Labor (DOL) may pursue available remedies, including suspension and/or debarment. 3. The prospective recipient of federal assistance funds shall provide immediate written notice to the person to which this proposal is submitted if at any time the prospective recipient of federal assistance funds learns that its certification was erroneous when submitted or has become erroneous by reason of changed circumstances. 4. The terms "covered transaction," "debarred," "suspended," "ineligible," "lower tier covered transaction," "participant," "person," "primary covered transaction," "principal," "proposal," and"voluntarily excluded,"as used in this clause,have the meanings set out in the Definitions and Coverage sections of rules implementing Executive Order 12549. You may contact the person to which this proposal is submitted for assistance in obtaining a copy of those regulations. 5. The prospective recipient of federal assistance funds agrees by submitting this proposal that, should the proposed covered transaction be entered into,it shall not knowingly enter into any lower tier covered transaction with a person who is debarred, suspended, declared ineligible, or voluntarily excluded from participation in this covered transaction, unless authorized by the DOL. 6. The prospective recipient of federal assistance funds further agrees by submitting this proposal that it will include the clause titled"Certification Regarding Debarment,Suspension, Ineligibility and voluntary exclusion - Lower Tier Covered Transactions," without modification, in all lower tier covered transactions and in all solicitations for lower tier covered transactions. 7. A participant in a covered transaction may rely upon a certification of a prospective participant in a lower tier covered transaction that it is not debarred, suspended, ineligible,or voluntarily excluded from the covered transaction, unless it knows that the certification is erroneous. A participant may decide the method and frequency by which it determines the eligibility of its principals. Each participant may, but is not required to check the List of Parties Excluded from Procurement or Non-Procurement Programs. 8. Nothing contained in the foregoing shall be construed to require establishment of a system of records in order to render in good faith the certification required by this clause. The knowledge and information of a participant is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings. City Council 2 26 — 530 5/3/2022 9. Except for transactions authorized under paragraph 5 of these instructions, if a participant in a covered transaction knowingly enters into a lower tier covered transaction with a person who is suspended, debarred, ineligible, or voluntarily excluded from participation in this transaction, in addition to other remedies available to the Federal Government, the DOL may pursue available remedies, including suspension and/or debarnient. City Council 3 26 — 531 5/3/2022 EXHIBIT E LOBBYING Certification Regarding Lobbying Certification for Contracts, Grants, Loans, and Cooperative Agreements The undersigned certifies, to the best of his or her knowledge and belief, that: (1) No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contact, grant, loan or cooperative agreement. (2) if any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement,the undersigned shall complete and submit Standard Form-LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions. (3) The undersigned shall require that the language of this certification be included in the award documents for all subawards at all tiers (including subcontract, subgrants, and contracts under grants, loans, and cooperative agreements) and that all subrecipients shall certify and disclose accordingly. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352, Title 31, U. S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. 2�das UVA�Aws t �rC M Grantee/Contactor Organization Program Tale V vi is Name of Certifying Officer Signature Date City Council 4 26 — 532 5/3/2022 SUBRECIPIENT warrants the following: 1. SUBRECIPIENT will comply with Public Law 88-352,Title VI of the Civil Rights Act of 1964 (42 U. S. C. section 2000 et seq.) and implementing regulation in 24 CFR Part 1. 2. No person in the United States shall on the ground of race, color, religion, national origin, or sex, be excluded from participation in, or be denied the benefits of, or be subjected to discrimination under any program or activity funded in whole or in part with community development funds made available pursuant to the ACT. 3. All laborers and mechanics, employed by contractors or subcontractors in the perfonnance of construction work financed in whole or in part with community development funds shall be paid wages at rates not less than those prevailing on similar construction in the locality as determined in accordance with the Davis-Bacon Act, as amended, 40 U. S. C. Sections 276 a 1-5, except for individuals who perform services for which they volunteered; do not receive compensation for such services; or are paid expenses, reasonable benefits, or a nominal fee for such services; and are not otherwise employed at any time in construction work. 4. SUBRECIPIENT will comply with all Federal statutes applicable to projects funded with community development funds, except that (a) SUBRECIPIENT does not assume CITY'S environmental responsibilities described at 24 CFR 570.604; and (b) SUBRECIPIENT does not assume CITY'S responsibility for initiating the review process under Executive Order 12372, City Council 5 26 — 533 5/3/2022 AGREEMENT BETWEEN THE CITY OF SANTA ANA AND PADRES UNIDOS FOR USE OF AMERICAN RESCUE PLAN ACT (ARPA)FUNDS This Agreement is hereby made and entered into this 3rd day of May, 2022, by and between the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("CITY"), and Padres Unidos, a California domestic nonprofit corporation ("SUBRECIPIENT" or"CONTRACTOR"). RECITALS: A. The American Rescue Plan Act ("ARPA") was signed into law in March 2021. ARPA provides funding for a number of different programs, including the Coronavirus State and Local Fiscal Recovery Fund ("SLFRF"), to provide monetary support to local governments to respond to, mitigate, and recover from the COV1[D-19 public health emergency. B. On July 20, 2021, the Santa Ana City Council authorized the City Manager to utilize ARPA SLFRF funding from the United States Department of Treasury for the Revive Santa Ana Spending Plan, which includes five spending categories: recovery from the pandemic, direct assistance programs, public health and safety, critical infrastructure, and city fiscal health. C. SUBRECIPIENT has been selected by the CITY to receive ARPA SLFRF Funds in order to provide youth programs, including: early childhood support; head start; day care; after school tutoring; athletic; and, youth violence prevention, in accordance with the Scope of Work attached hereto as Exhibit A and incorporated herein by reference ("said program"). SUBRECIPIENT represents that it is qualified and willing to operate said program and certifies that the administration of said program carried out with funds provided under this Agreement will meet ARPA's objectives to respond to, mitigate, and recover from this historic COVID-19 public health crisis. D. SUBRECIPIENT agrees that it will adhere to the tasks and services as indicated in Exhibit A for said program. Failure to follow the requirements and meet the stated expectations may constitute breach of contract that could result in termination of this Agreement or serve as reason for the CITY to recapture the grant funds awarded to SUBRECIPIENT pursuant to this Agreement. WHEREFORE, it is agreed by and between the parties that the foregoing Recitals are a substantive part of this Agreement and the following terms and conditions are approved and together with all exhibits and attachments hereto, shall constitute the entire Agreement between the CITY and SUBRECIPIENT: L ARPA PROGRAM PROVISIONS A. Scope of Work. SUBRECIPIENT shall be responsible for the specific tasks and services of said program, and agrees to administer said program in compliance with the tasks and services as described in the Scope of Work attached hereto as Exhibit A. SUBRECIPIENT's failure City Council 1 26 — 534 5/3/2022 to perform as required may, in addition to other remedies set forth in this Agreement, result in readjustment of the amount of funds for said program or termination of this Agreement. B. Term of Agreement. The term of said Agreement shall commence on July 1 st,2022, and continue through June 30, 2023 ("Term"), unless terminated earlier pursuant to the terms of this Agreement. This Agreement shall also cover any and all services provided by the SUBRECIPIENT to the CITY since the date the ARPA SURF Funds were awarded to the CITY. Additionally, the Term of this Agreement may be extended by a writing executed by the City Manager, or designee, and the City Attorney. C. Amount of Grant Funding. The total amount of funds provided for said program shall not exceed One Hundred Nineteen Thousand Three Hundred Ninety-Five Dollars and Zero Cents ($119 395 ("ARPA SURF Funds") during the Term of the Agreement. SUBRECIPIENT agrees to use said ARPA SURF Funds to administer said program as outlined in Exhibit A. D. Disbursement of Funds. Said ARPA SURF Funds shall be disbursed by CITY to SUBRECIPIENT pursuant to the terms found in the Fee Payment Schedule attached hereto as Exhibit B, with payments subject to the submittal of invoices and other reporting requirements, as hereinafter more fully set forth. SUBRECIPIENT shall be obligated to perform such duties as would normally extend beyond the term, including, but not limited to, obligations with respect to indemnification, audits,reporting, data retention/reporting, and accounting. Failure to provide any of the required documentation and reporting will cause CITY to withhold all or a portion of a request for ARPA SURF Funds, or return the entire request to SUBRECIPIENT, until such documentation and reporting has been received and approved by CITY. (1) Reduction in ARPA SLFRF Funding. The CITY reserves the right to reduce the amount of ARPA SURF Funds to SUBRECIPIENT, or to completely terminate this Agreement, in the CITY's sole discretion, if there is a reduction in ARPA SURF Funds provided to the CITY. (2) Reduced Distribution of Funds. The CITY reserves the right to reduce the grant application if the CITY's fiscal monitoring indicates that SUBRECIPIENT's rate of expenditure will result in unspent funds at the end of the program term. Amendments in the grant allocation will be made after consultation with SUBRECIPIENT. (3) Reversion of Assets. SUBRECIPIENT agrees that any and all funds received under this Agreement shall be utilized during the Term of this Agreement, and that any and all funds remaining as of the end of the Term, which have not been utilized, shall be returned by SUBRECIPIENT to the CITY within thirty (30) days of the expiration or earlier termination of the Agreement. No expense of SUBRECIPIENT will be reimbursed by CITY if incurred after the end of the Term of the Agreement. City Council 2 26 — 535 5/3/2022 E. Grant Program Requirements. (1) SUBRECIPIENT acknowledges that the source of funding for said program is the federal ARPA, and that payments from the ARPA SURF Funds are only to be used to make necessary expenditures incurred due to the public health emergency with respect to COVID-19. (2) SUBRECIPIENT acknowledges that ARPA provisions allow the use of ARPA SURF Funds to respond to,mitigate, and recover from the COVID-19 public health emergency, and will not use these funds for any other uses. (3) SUBRECIPIENT shall follow the process and determination of eligibility for participants in said program as outlined in Exhibit A. F. Performance Monitoring. (1) SUBRECIPIENT shall submit program performance information as often as requested by CITY, but no less than the submission of monthly reports and a final report to CITY with the information requested by and in the format acceptable to CITY. Each monthly report is due within thirty (30) days of completion of work for each month. The final report is due within thirty (30) days after the termination or expiration of this Agreement. (2) CITY will evaluate SUBRECIPIENT's management and operation of said program with respect to the project expectations as described in Exhibit A. (3) CITY will review the audit of the SUBRECIPIENT to ensure that grant funds are used for authorized purposes in compliance with laws, regulations, and the provisions of contracts or grant agreements under this Agreement, including attachments and exhibits. (4) If action to correct any substandard performance is not taken by the SUBRECIPIENT within a reasonable period after being notified by CITY, suspension or termination procedures may be initiated by CITY. (5) All performance shall be subject to review by the CITY or other regulatory agencies at all times. SUBRECIPIENT shall provide adequate cooperation to any inspector or other CITY representative to permit the same to determine SUBRECIPIENT's conformity with the terms of this Agreement. If any services performed by SUBRECIPIENT are not in conformance with the terms of this Agreement, the CITY shall have the right to require SUBRECIPIENT to perform the services in conformance with the terms of the Agreement at no additional cost. The CITY may also terminate this Agreement for default and charge SUBRECIPIENT for any costs incurred by the CITY because of SUBRECIPIENT's failure to perform. (6) SUBRECIPIENT shall establish adequate procedures for self-monitoring and quality control and assurance to ensure proper performance under this Agreement; and shall permit a CITY representative or other regulatory official to monitor, assess, or evaluate SUBRECIPIENT's performance under this Agreement at any time, upon reasonable notice to SUBRECIPIENT. City Council 3 26 — 536 5/3/2022 G. Audit. (1) SUBRECIPIENT shall maintain complete and accurate records and supporting documentation to facilitate financial and/or program audits by CITY. This requirement shall apply to any records and documentation CITY shall reasonably require or as required to be maintained pursuant to the ARPA regulations. (2) The books and accounts, files, and other records of SUBRECIPIENT, which are applicable to this Agreement, shall be available for inspection, review, and audit during normal business hours by CITY to determine the proper application and use of all ARPA SURF Funds provided to or for the account or benefit of SUBRECIPIENT. (3) SUBRECIPIENT assumes responsibility for reimbursement to CITY a sum of money equivalent to the amount of any expenditures disallowed should the CITY, or an authorized agency, rule through audit, exception, or some other appropriate means,that expenditures from funds allocated to SUBRECIPIENT for direct and/or administrative costs were not made in compliance with the applicable cost principles, regulations, or the provisions of this Agreement. (4) SUBRECIPIENT agrees to comply with the requirements of OMB Uniform Guidance 2 CFR Part 200. SUBRECIPIENT further agrees to provide CITY with a copy of completed independent auditors' report within thirty (30) days of CITY's request for such report. If the report contains instances of non-compliance with federal laws and regulations that bear directly on the performance or administration of this Agreement, SUBRECIPIENT shall provide CITY copies of responses to auditors' reports, a plan for corrective action, and auditors' response that the noncompliance has been resolved. All reports prepared in accord with the requirements of OMB Uniform Guidance 2 CFR Part 200 shall be available for inspection by representatives of CITY or the federal government during normal business hours. (5) All accounting records, reports, and evidence pertaining to all costs, expenses and the ARPA SURF Funds of SUBRECIPIENT and all documents related to this Agreement shall be maintained and kept available at SUBRECIPIENT'S office or place of business for the duration of the Agreement and thereafter for five (5) years from the date of final payment under this Agreement. Records which relate to: (a) complaints, claims, administrative proceedings or litigation arising out of the performance of this Agreement; or, (b) costs and expenses of this Agreement to which CITY or any other governmental agency takes exception, shall be retained beyond the five(5)years until complete resolution or disposition of such appeals,litigation claims, or exceptions. In the event SUBRECIPIENT does not make the above-referenced documents available within the City of Santa Ana, California, SUBRECIPIENT agrees to pay all necessary and reasonable expenses incurred by CITY in conducting any audit at the location where said records and books of account are maintained. H. Ownership/Use of Materials. SUBRECIPIENT agrees that all materials, reports or products in any form, including electronic, created by SUBRECIPIENT for which SUBRECIPIENT has been compensated pursuant to this Agreement shall be the sole property of the CITY. The material, reports, or products may be used by the CITY for any purpose that the CITY deems to be appropriate, including, but not limit to, duplication and/or distribution within City Council 4 26 — 537 5/3/2022 the CITY or to third parties. SUBRECIPIENT agrees not to release or circulate in whole or part such materials, reports, or products without prior written authorization of the CITY. I. Close-Out. SUBRECIPIENT agrees to comply with the closeout procedures detailed in 2 CFR §200.343, including the following: (1) SUBRECIPIENT must submit, no later than ninety(90) calendar days after the end date of the period of performance, all financial, performance, and other reports as required by the terms and conditions of this Agreement; (2) SUBRECIPIENT must promptly refund any balances of unobligated cash that the CITY paid in advance or paid and that is not authorized to be retained by SUBRECIPIENT for use in other projects (See OMB Circular A-129 and 2 CFR §200.345); and, (3) CITY should complete all closeout actions for the Federal award no later than one year after receipt and acceptance of all required final reports. IL SUBRECIPIENT'S OBLIGATIONS A. Representations and Warranties. (1) Authority. SUBRECIPIENT is a duly organized and existing domestic nonprofit corporation in good standing and authorized to do business under the laws of the State of California. SUBRECIPIENT has full right, power and lawful authority to accept the funding hereunder and to undertake all obligations as provided herein and the execution, performance and delivery of this Agreement by SUBRECIPIENT has been fully authorized by all requisite actions on the part of SUBRECIPIENT. (2) Experience. SUBRECIPIENT is qualified to provide the administrator services for said program detailed herein. (3) Familiarity With Services Required. By executing this Agreement, SUBRECIPIENT warrants that: (i)it has thoroughly investigated and considered the administrator services to be performed and provided for said program as detailed in Exhibit A; (ii) it has carefully considered how the services should be performed; and, (iii) it fully understands the facilities, difficulties and restrictions attending performance of the services under this Agreement. (4) No Conflict. To the best of SUBRECIPIENT'S knowledge, SUBRECIPIENT'S execution, delivery and performance of its obligations under this Agreement will not constitute a default or a breach under any contract, agreement or order to which SUBRECIPIENT is a party or by which it is bound. (5) No Bankruptcy. SUBRECIPIENT is not the subject of any current or threatened bankruptcy proceeding. City Council 5 26 — 538 5/3/2022 (6) No Pending Legal Proceedings. SUBRECIPIENT is not the subject of a current or threatened litigation that would or may materially affect SUBRECIPIENT'S performance under this Agreement. (7) Proposal Veracity. All provisions of and information provided in SUBRECIPIENT's proposal submitted to CITY, including any exhibits, are true and correct in all material respects. (8) No Pending Investigation. SUBRECIPIENT has no knowledge that it is the subject of any current or threatened criminal or civil action investigation by any public agency, including without limitation a police agency or prosecuting authority, which would relate to or affect performance of the Agreement or provision of services hereunder. B. Licensing. SUBRECIPIENT agrees to obtain and maintain all required 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 SUBRECIPIENT's operations hereunder. Such licensing requirements include obtaining a City business license, as applicable. C. Zoning. SUBRECIPIENT agrees that any facility/property used in furtherance of said program shall be specifically zoned and permitted for such use(s) and activities. Should SUBRECIPIENT fail to have the required land entitlement and/or permits, thus violating any local, state or federal rules and regulations relating thereto, SUBRECIPIENT shall immediately make good- faith efforts to gain compliance with local, state or federal rules and regulations following written notification of said violation(s)from the CITY or other authorized citing agency. SUBRECIPIENT shall notify CITY immediately of any pending violations. Failure to notify CITY of pending violations, or to remedy such known violation(s) shall result in termination of grant funding hereunder. SUBRECIPIENT must make all corrections required to bring the facility/property into compliance with the law within sixty (60) days of notification of the violation(s); failure to gain compliance within such time shall result in termination of grant funding hereunder. D. Separation of Accounts. All funds received by SUBRECIPIENT from CITY pursuant to this Agreement shall be maintained in an account in a federally insured banking or savings and loan institution with record keeping of such accounts maintained pursuant to applicable 2 CFR 200.302 requirements. SUBRECIPIENT is not required to maintain separate depository accounts for ARPA SLFRF Funds; provided however, the SUBRECIPIENT must be able to account for receipt, obligation, distribution and expenditure of ARPA SLFRF Funds pursuant to applicable 2 CFR 200.302 requirements. E. Audit Report Requirements. SUBRECIPIENT agrees that if SUBRECIPIENT expends Seven Hundred Fifty Thousand Dollars ($750,000) or more in federal funds, SUBRECIPIENT shall have an annual audit conducted by a certified public accountant in accordance with the standards as set forth and published by the United States Office of Management and Budget. SUBRECIPIENT shall provide CITY with a copy of said audit by April I of the year following the program year in which this Agreement is executed. City Council 6 26 — 539 5/3/2022 F. Compliance with Law/Program Income. SUBRECIPIENT acknowledges that the funds being provided by CITY for said program are received by CITY pursuant to ARPA, and that distribution and expenditure of these ARPA SURF Funds shall be in accordance with ARPA and all pertinent regulations issued by agencies of the federal government, including, but not limited to, all regulations found at Title 24 of the Code of Federal Regulations. Any program income received by SUBRECIPIENT shall be returned to CITY, unless otherwise provided for in this Agreement. SUBRECIPIENT agrees to comply fully with all federal, state and local laws and court orders applicable to its operation and administration of said program, whether or not referred to in this Agreement. G. Debarment. To protect the public interest and ensure the integrity of Federal programs, CITY may only conduct business with responsible persons and may not make any award or permit any award to any party which is debarred or suspended or is otherwise excluded from or ineligible for participation in Federal assistance programs under Executive Order 12549, "Debarment and Suspension". See also 24 CFR 570.609. SUBRECIPIENT must review and sign Exhibit D "Debarment", which is attached hereto and incorporated herein by this reference. SUBRECIPIENT shall be in good standing, without suspension by the California Secretary of State, Franchise Tax Board or Internal Revenue Service. Any change in the corporate status or suspension of SUBRECIPIENT shall be reported immediately to CITY. H. Confidentiality. Without prejudice to any other provisions of this Agreement, SUBRECIPIENT shall, where applicable, maintain the confidential nature of information provided to it concerning participants in accordance with the requirements of federal and state law. However, SUBRECIPIENT shall submit to CITY or its representatives, all records requested, including audit, examinations, monitoring and verifications of reports submitted by SUBRECIPIENT, costs incurred and services rendered hereunder. I. Independent Contractor. SUBRECIPIENT agrees that the performance of obligations hereunder is rendered in its capacity as an independent contractor and that it is in no way an agent of CITY. J. Violation of Terms and Conditions. SUBRECIPIENT agrees that if SUBRECIPIENT violates any of the terms and conditions of this Agreement or any prior Agreement whereby ARPA SURF Funds were received by SUBRECIPIENT, or if SUBRECIPIENT reports inaccurately, or if on audit there is a disallowance of certain expenditures, SUBRECIPIENT agrees to remedy the acts or omissions causing the disallowance and repay CITY all amounts spent in violation thereof If SUBRECIPIENT engaged in fraudulent activity to obtain and/or justify distribution or expenditure of the ARPA SURF Funds granted hereunder, SUBRECIPIENT shall be required to reimburse the CITY of all such funds that were obtained, distributed and/or spent under fraudulent circumstances. K. Fraud. SUBRECIPIENT shall immediately report all suspected or known instances and facts concerning possible fraud, abuse or criminal activity related to said program for the ARPA SURF Funds under this Agreement. City Council 7 26 — 540 5/3/2022 L. Prohibited Use. SUBRECIPIENT hereby certifies and agrees that it will not use ARPA SLFRF Funds provided through this Agreement to pay for entertainment, meals or gifts, or other prohibited uses. M. Lobbying. SUBRECIPIENT certifies that it will comply with federal law(31 U.S.C. 1352) and regulations found at 24 CFR Part 87, which provide that no appropriated funds may be expended by the recipient of a federal contract,grant,loan or cooperative agreement to pay any person for influencing or attempting to influence an officer or employee of any agency,Member of Congress, or an officer or employee of a Member of Congress in connection with awarding of any federal contract, the making of any federal grant or loan, entering into any cooperative agreement and the extension, renewal, amendment or modification of any federal contract, grant, loan or cooperative agreement. SUBRECIPIENT shall sign a certification to that effect in a form as set forth in Exhibit E, attached hereto and by this reference incorporated herein. SUBRECIPIENT shall submit said signed certification to CITY prior to performing any of its obligations under this Agreement and prior to any obligation arising on the part of CITY to pay any sums to SUBRECIPIENT under the terms and conditions of this Agreement. If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit a "Disclosure Form to Report Lobbying," in accordance with its instructions (Exhibit E). N. Financial Interest. SUBRECIPIENT agrees that except for the use of administrative fees to pay salaries and other related administrative or personnel costs, no persons who exercise or have exercised any function with respect to administering said program under the terms of this Agreement, or who are in a position to participate in a decision-making process or gain inside information with regard to the administration of said program, may obtain a financial interest or benefit from said program, either for themselves or those with whom they have family or business ties, during their tenure or for one year thereafter. This prohibition applies to any person who is an employee, agent, consultant, officer, or elected or appointed official of CITY, or of any designated public agency, or the SUBRECIPIENT. O. Labor Standards. The SUBRECIPIENT agrees to comply with the requirements of the Secretary of Labor in accordance with the Davis-Bacon Act as amended, the provisions of Contract Work Hours and Safety Standards Act (40 U.S.C. 327 et seq.) and all other applicable Federal, state and local laws and regulations pertaining to labor standards insofar as those acts apply to the performance of this Agreement. The SUBRECIPIENT agrees to comply with the Copeland Anti-Kick Back Act(18 U.S.C. 874 et seq.)and its implementing regulations of the U.S. Department of Labor at 29 CFR Part 5. The SUBRECIPIENT shall maintain documentation that demonstrates compliance with hour and wage requirements of this part. Such documentation shall be made available to the CITY for review upon request. City Council 8 26 — 541 5/3/2022 P. Equal Employment Opportunities. SUBRECIPIENT shall make every effort to ensure that all projects funded wholly or in part by ARPA SURF Funds shall provide equal employment opportunities for minorities and women. Q. Women and Minority-Owned Businesses (W/MBE). SUBRECIPIENT will use its best efforts to afford small businesses, minority business enterprises, and women's business enterprises the maximum practicable opportunity to participate in the performance of this Agreement in accordance with the requirements of 2 CFR 200.321 "Contracting with small and minority businesses, women's business enterprises, and labor surplus area firms". As used in this Agreement, the term "small business" means a business that meets the criteria set forth in section 3(a)of the Small Business Act, as amended (15 U.S.C. 632), and"minority and women's business enterprise" means a business at least fifty-one percent (51%) owned and controlled by minority group members or women. For the purpose of this definition, "minority group members" are African-Americans, Spanish-speaking, Spanish surnamed or Spanish-heritage Americans, Asian- Americans, and American Indians. SUBRECIPIENT may rely on written representations by businesses regarding their status as minority and female business enterprises in lieu of an independent investigation. R. Drug Free Workplace. SUBRECIPIENT agrees to provide a drug-free workplace and to execute a certification as set forth in Exhibit F attached hereto and incorporated herein by this reference. S. Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards. The following requirements and standards must be complied with: 2 CFR Part 200 et al. SUBRECIPIENT shall procure all materials, property, or services in accordance with the requirements of 2 CFR 200.318-326. III. CITY'S OBLIGATIONS A. Audit of Account. CITY shall include an audit of the account maintained by SUBRECIPIENT in CITY's audit of all ARPA SURF Funds in accordance with Title 24 of the Code of Federal Regulations and other applicable federal laws and regulations. B. Common Rule: Pursuant to 2 CFR 200.328(a), the CITY manages the day-to-day operations of each grant and subgrant supported activities. CITY staff has detailed knowledge of the grant program requirements and monitors grant and subgrant supported activities to assure compliance with federal requirements. Such monitoring covers each program, function and activity and performance goals are reviewed periodically. C. Project Expectations: CITY shall monitor the performance of SUBRECIPIENT against goals and performance standards required herein. The SUBRECIPIENT shall be responsible to accomplish the project expectations as set forth in Exhibit A, and report such results to the CITY. If the SUBRECIPIENT estimates such goals will not be met, the SUBRECIPIENT is to contact the CITY, at which time the CITY will determine if any adjustments to the grant award is appropriate. Substandard performance as determined by the CITY will constitute non- compliance with this Agreement. Should the CITY determine that the SUBRECIPIENT has not City Council 9 26 — 542 5/3/2022 performed its obligations as stated in this contract in a satisfactory manner, or if the CITY determines that insufficient supporting information has been submitted, the CITY shall notify the SUBRECIPIENT in writing of its determination specifying in full detail the objections that it has to the SUBRECIPIENT's performance. If action to correct such substandard performance is not taken by the SUBRECIPIENT after being notified by the CITY, within a reasonable period of time as stipulated in the written notification, contract suspension or termination procedures will be initiated. IV. GENERAL PROVISIONS A. Non-Discrimination. 1. SUBRECIPIENT agrees to comply with Executive Order 11246, which requires that during the performance of this Agreement, SUBRECIPIENT agrees not to discriminate against any employee or applicant for employment because of race, religion, sex, color or national origin. Such action shall include, but not be limited to the following: employment, upgrading, demotion, or transfer, rates of pay or other forms of compensation, and selection for training, including apprenticeship. SUBRECIPIENT agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the SUBRECIPIENT setting forth the provisions of this nondiscrimination clause. 2. SUBRECIPIENT agrees to comply with Title VI of the Civil Rights Act of 1964, which indicates that no person shall, on the ground of race, color or national origin,be excluded from participation in,be denied the benefits of,or be subj ect to discrimination under any program of activity receiving federal financial assistance. 3. No person shall, on the grounds of race, sex, creed, color, religion, marital status, national origin, age, sexual orientation, or physical or mental handicap be excluded from participation in, be refused the benefits of, or otherwise be subject to discrimination in any activities, programs or employment supported by this Agreement. SUBRECIPIENT is prohibited from discrimination on the basis of age or with respect to an otherwise qualified handicapped person as provided for under Section 109 of the Housing and Community Development Act of 1974, as amended. 4. SUBRECIPIENT agrees to comply with the Age Discrimination Act of 1975, which requires that during the performance of this Agreement, SUBRECIPIENT agrees not to discriminate against any employee or applicant for employment because of age. Such action shall include, but not be limited to the following: employment upgrading, demotion, or transfer, rates of pay or other forms of compensation, and selection for training, including apprenticeship. SUBRECIPIENT agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the SUBRECIPIENT setting forth the provisions of this age discrimination clause. 5. SUBRECIPIENT agrees to comply with Section 504 of the Rehabilitation Act of 1973,which requires that no otherwise qualified individual with a disability in the United States, shall, solely by reason of his or her disability, be excluded from the participation in, be denied the benefits of, or be subjected to discrimination under any program or activity receiving federal financial City Council 10 26 — 543 5/3/2022 assistance or under any program or activity conducted by any executive agency or by the United States Postal Service. B. Conflict of Interest. Pursuant to the conflict of interest requirements set forth in 24 CFR 570.611 and 2 CFR 200.112, SUBRECIPIENT certifies that no member, officer, employee, agent or assignee of CITY having direct or indirect control of any ARPA SLFRF Funds granted to the CITY,inclusive of the subject ARPA SLFRF Funds, shall serve as an officer of SUBRECIPIENT. Further, any conflict or potential conflict of interest of any officer of SUBRECIPIENT shall be fully disclosed in writing prior to the execution of this Agreement and said writing shall be attached and deemed fully incorporated as a part hereof. Notice shall be sent by SUBRECIPIENT to CITY regarding any changes or modifications to its board of directors and list of officers. C. Special Certification for Religious Entities. If SUBRECIPIENT is a religious entity, SUBRECIPIENT hereby agrees that in connection with the provision of the services SUBRECIPIENT shall provide with ARPA SLFRF Funds,in accordance with 24 CFR 570.2000): 1. SUBRECIPIENT shall not discriminate against any employee or applicant for employment on the basis of religion and shall not limit employment or give preference in employment to persons on the basis of religion. 2. SUBRECIPIENT shall not discriminate against any person applying for the services SUBRECIPIENT agrees to provide under the terms of this Agreement on the basis of religion and shall not limit such services or give preference to applicants for such services on the basis of religion. 3. SUBRECIPIENT shall NOT provide religious instruction or counseling, conduct any religious worship or services, or engage in any religious proselytizing, or exert any religious influence in the provision of the services in said program. The parties agree that this covenant is intended to and shall be construed for the limited purpose of assuring compliance with respect to the use of CITY funds by SUBRECIPIENT with applicable constitutional limitations respecting the establishment of religion as set forth in the establishment clause under the First Amendment of the United States Constitution and Article I, Section 4 of the California Constitution, and is not in any manner intended to restrict other activities of SUBRECIPIENT. 4. The portion of a facility used to provide public services assisted in whole or in part under this Agreement shall contain no sectarian or religious symbols. 5. Where the services to be provided under said program are rendered on property owned by the primarily religious entity SUBRECIPIENT,ARPA SLFRF Funds may also be used for minor repairs to such property, which are directly related to the cost of rendering the services under said program, where the cost constitutes in dollar terms only an incidental portion of the ARPA expenditure for rendering the services under said program. D. Prohibition of Nepotism. SUBRECIPIENT agrees not to hire or permit the hiring of any person to fill a position funded through this Agreement if a member of that person's immediate family is employed in an administrative capacity by SUBRECIPIENT. For the purposes of this City Council 11 26 — 544 5/3/2022 section, the term "immediate family" means spouse, child, mother, father, brother, sister, brother-in- law, sister-in-law, father-in-law, mother-in-law, son-in-law, daughter-in-law, aunt, uncle, niece, nephew, stepparent and stepchild. The term"administrative capacity"means having selection,hiring, supervisor or management responsibilities. E. Notices. Notices to the parties shall,unless otherwise requested in writing,be sent by U.S. Mail, postage prepaid, and addressed as follows: TO CITY: City of Santa Ana Lisa Rudloff Executive Director Parks,Recreation and Community Services Agency 20 Civic Center Plaza P.O. Box 1988 Santa Ana, California 92702-1988 TO SUBRECIPIENT: Padres Unidos Attn: Patricia Huerta-Meza, Executive Director P.O. Box Santa Ana, CA 92702 F. Assi ng ability. None of the duties of, or work to be performed by, SUBRECIPIENT under this Agreement shall be subcontracted or assigned to any agency, consultant, or person without the prior written consent of CITY. SUBRECIPIENT must submit all subcontracts and other agreements that relate to this Agreement to CITY. No subcontract or assignment shall terminate or alter the legal obligations of SUBRECIPIENT pursuant to this Agreement. G. Indemnification/Hold Harmless. SUBRECIPIENT shall indemnify, defend and save harmless CITY, its officers, employees, agents, representatives and volunteers from and against any and all damages to or for loss of use of property and for injuries to or death of any person or persons, including property and employees or agents of CITY, and shall defend, indemnify and save harmless CITY, its officers, employees, agents, representatives and volunteers from and against any and all claims, demands, suits, actions or proceedings of any kind or nature, including, but not by way of limitation, workers compensation claims and including attorney fees and reasonable expenses for litigation or settlement, resulting from or arising out of the negligent or wrongful acts, errors or omissions of SUBRECIPIENT, its officers, directors, employees, agents, subcontractors and suppliers arising out of SUBRECIPIENT's performance of this Agreement. H. Insurance. Contractor shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the Contractor, its agents, representatives, employees, or subcontractors. City Council 12 26 — 545 5/3/2022 a. MINIMUM SCOPE AND LIMIT OF INSURANCE Coverage shall beat least as broad as: 1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 O1 covering CGL on an "occurrence" basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this proj ect/location(ISO CG 25 03 or 25 04)or the general aggregate limit shall be twice the required occurrence limit. 2. Automobile Liability: Insurance Services Office Form Number CA 0001 covering, Code 1 (any auto),or if Contractor has no owned autos, Code 8 (hired) and 9 (non-owned), with limit no less than $1,000,000 (if program services includes transportation of youth, the limit shall be no less than $5,000,000)per accident for bodily injury and property damage. (Not required if an automobile is not required to fulfill services.) 3. Workers'Compensation: insurance as required by the State of California, with Statutory Limits, and Employer's Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. 4. Sexual Abuse or Molestation (SAM) Liability: If the CGL policy referenced above is not endorsed to include affirmative coverage for sexual abuse or molestation, Contractor shall obtain and maintain a policy covering Sexual Abuse and Molestation with a limit no less than $1,000,000 per occurrence or claim. 5. If the Contractor maintains broader coverage and/or higher limits than the minimums shown above, the City requires and shall be entitled to the broader coverage and/or the higher limits maintained by the Contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. b. Other Insurance Provisions — The insurance policies are to contain, or be endorsed to contain, the following provisions: 1. Additional Insured Status: The City, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Contractor including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Contractor's insurance (at least as broad as ISO Form CG 20 10 11 85 or if not available, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 forms if a later edition is used). 2. Primary Coverage: For any claims related to this contract, the Contractor's insurance coverage shall be primary coverage at least as broad as ISO CG 20 O1 04 13 as respects the City, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the City, its officers, officials, City Council 13 26 — 546 5/3/2022 employees, or volunteers shall be excess of the Contractor's insurance and shall not contribute with it. 3. Notice of Cancellation: Each insurance policy required above shall state that coverage shall not be canceled, except with notice to the City. 4. Waiver of Subrogation: Contractor hereby grants to City a waiver of any right to subrogation which any insurer of said Contractor may acquire against the City by virtue of the payment of any loss under such insurance. Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. 5. Self-Insured Retentions: Self-insured retentions must be declared to and approved by the City. The City may require the Contractor to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self- insured retention may be satisfied by either the named insured or City. 6. Acceptability of Insurers: Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M. Best's rating of no less than AXII, unless otherwise acceptable to the City. 7. Claims Made Policies: If any of the required policies provide coverage on a claims-made basis: 1. The Retroactive Date must be shown and must be before the date of the contract or the beginning of contract work. 2. Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work. 3. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive Date prior to the contract effective date, the Contractor must purchase "extended reporting" coverage for a minimum of five (5) years after completion of contract work. 8. Verification of Coverage: Contractor shall furnish the City with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage required by this clause)and a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements to City before work begins. However, failure to obtain the required documents prior to the work beginning shall not waive the Contractor's obligation to provide them. City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. City Council 14 26 — 547 5/3/2022 9. Special Risks or Circumstances: City reserves the right to modify these requirements,including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances. I. Termination. 1. This Agreement may be terminated on thirty (30) days' written notice by either party. In the event of such termination, SUBRECIPIENT shall only be entitled to reimbursement for approved expenses incurred to the effective date of termination. 2. This Agreement may be suspended or terminated by CITY upon five (5) days' written notice for violation by SUBRECIPIENT of Federal Laws governing the use of ARPA SURF Funds. In the event of such suspension or termination, SUBRECIPIENT shall only be entitled to reimbursement for approved expenses incurred up to the effective date of suspension or termination. 3. Pursuant to 2 CFR 200.340, in the event SUBRECIPIENT defaults by failing to fulfill all or any of its obligations hereunder, CITY may declare a default and termination of this Agreement by written notice to SUBRECIPIENT, which default and termination shall be effective on a date stated in the notice which is to be not less than ten (10) days after certified mailing or personal service of such notice, unless such default is cured before the effective date of termination stated in such notice. If terminated for cause, CITY shall be relieved of further liability or responsibility under this Agreement, or as a result of the termination thereof, including the payment of money, except for payment for approved expenses incurred for services satisfactorily and timely performed prior to the mailing or service of the notice of termination, and except for reimbursement of. (1) any payments made for services not subsequently performed in a timely and satisfactory manner; and, (2)costs incurred by CITY in obtaining substitute performance. 4. The grant of funds under this Agreement may be terminated for convenience by either the CITY or SUBRECIPIENT, in whole or in part, by setting forth the reasons for such termination, the effective date, and, in the case of portion termination, their portion to be terminated. However, if in the case of a partial termination, the CITY determines that the remaining portion of the award will not accomplish the purpose for which the award was made, the CITY may terminate the award in its entirety. 5. The grant of funds under this Agreement may be terminated due to the non- performance of SUBRECIPIENT and/or failure of SUBRECIPENT to perform the work described in Exhibit A. 6. The grant of funds under this Agreement may be terminated due to the failure of the CITY to receive sufficient or anticipated funding for the ARPA program for any term subject to this Agreement. 7. In the event this Agreement is terminated as set forth in subparagraphs I(1) through I(6),inclusive, SUBRECIPIENT agrees to immediately return to CITY upon CITY's demand and prior to any adjudication of SUBRECIPIENT's rights, any and all funds not used, and to comply with the Reversion of Assets requirements in this Agreement. City Council 15 26 — 548 5/3/2022 J. Limitation of Funds. The United States of America may in the future place programmatic or fiscal limitations on the use of ARPA SLFRF Funds, which limitations are not presently anticipated. Accordingly, CITY reserves the right to revise this Agreement in order to take account of actions affecting ARPA program funding. In the event of funding reduction, CITY may, in its sole and absolute discretion, reduce the budget of this Agreement, may limit the rate of SUBRECIPIENT's authority to utilize funds, or may restrict SUBRECIPIENT's use of uncommitted funds. Where CITY has been directed to implement a reduction in funding, with respect to funding for this Agreement, CITY's City Manager or delegate is authorized to act for CITY in implementing and effecting such a reduction and in revising, modifying, or amending the Agreement for such purposes. If such a reduction in funding occurs, SUBRECIPIENT shall be permitted to de-scope accordingly. Where CITY has reasonable grounds to question SUBRECIPIENT's fiscal accountability or compliance with this Agreement, CITY may suspend the operation of this Agreement for up to sixty (60) days upon five (5) days written notice to SUBRECIPIENT of its intention to so act,pending an audit or other resolution of such questions. In no event, however, shall any revisions made by CITY affect expenditures and legally binding commitments made by SUBRECIPIENT before it received notice of such revision, provided that such amounts have been committed in good faith and are otherwise allowable and that such commitments are consistent with ARPA SLFRF Funds withdrawal guidelines. K. Exclusivity and Amendment of Agreement. This Agreement supersedes any and all other agreements, either oral or in writing,between the parties hereto with respect to the use of CITY's ARPA SLFRF Funds by SUBRECIPIENT and contains all the covenants and agreements between the parties with respect to SUBRECIPIIENT's administration of said program. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein, and that no other agreement or amendment hereto shall be effective unless executed in writing and signed by both CITY and SUBRECIPIENT. L. Laws Governing this Agreement. This Agreement shall be governed by and construed in accordance with the laws of the State of California, and all applicable federal laws and regulations. M. Validity and Severability. The invalidity in whole or in part of any provision of this Agreement shall not void or affect the validity of any other provision of this Agreement. Whenever possible, each provision of this AGREEMENT shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this AGREEMENT is held to be prohibited by or invalid under applicable law, such provision shall be ineffective only to the extent of such prohibition or invalidity, without invalidating the remainder of such provisions of this AGREEMENT. N. Waiver. No delay or omission by either party hereto to exercise any right or power accruing upon any noncompliance or default by the other party with respect to any of the terms of this Agreement shall impair any such right or power or be construed to be a waiver thereof. A waiver by either of the parties hereto of any of the covenants, conditions, or agreements to be performed by the other shall not be construed to be a waiver of any succeeding breach thereof or of any other covenant, condition or agreement herein contained. City Council 16 26 — 549 5/3/2022 O. Federal Award Identification Information. SUBRECIPIENT's pertinent Federal Award Identification Information, including DUNS Number and Federal Award Identification Number (FAIN), as well as the applicable information for ARPA, are included in Exhibit C attached hereto and incorporated herein by this reference. P. Miscellaneous Provisions. 1. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify CITY fully, including reasonable costs and attorney's fees, for any injuries or damages to CITY in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. 2. All Exhibits and Attachments referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. 3. This Agreement must be signed below and may be signed in counterpart and delivered by fax, email as a PDF (Portable Document Format)file attachment, or by other means that displays the original or a copy of the signatures. Any subsequent amendments may be signed and delivered in the same manner. {Signatures on followingpage} City Council 17 26 — 550 5/3/2022 IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date and year first written above. ATTEST: CITY OF SANTA ANA DAISY GOMEZ KRISTINE RIDGE Clerk of the Council City Manager APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney BRANDON SALVATIERRA Deputy City Attorney RECOMMENDED FOR APPROVAL: SUBRECIPIENT: LISA RUDLOFF Patricia Huerta-Meza Executive Director Executive Director Parks,Recreation and Community Services Agency DUNS 9: 061959469 City Council 18 26 — 551 5/3/2022 EXHIBIT A SCOPE OF WORK City Council 26 — 552 5/3/2022 Exhibit A REVISED SCOPE OF WORK FOR REVIVE: SANTA ANA YOUTH PROGRAMS FOR RFP NO.: 21-116A YOUTH VIOLENCE PREVENTION 0 CITY OF SANTA ANA Parks,Recreation and Community Services Agency 20 Civic Center Plaza-M23 Santa Ana, CA 92701 Frank Arroyo RFP Administrator (714)571-4218 Office farroyo@santa-ana.org RESPONSE SUBMITTED BY: ot�TM PADRES UNIDOS "Successful Families Build Successful Communities" City Council 26 — 553 5/3/2022 Exhibit A 110�1'1 PADRES UNIDOS IL SCOPE OF WORK: (3 page max) 1. Proposal shall include details of the youth programiservice to be provided, the tasks to be accomplished, duration of the program (proposals may be up to two years) and the deliverables to be provided Padres Unidos' proposed service delivery approach is based largely on our existing Outreach, Support and Education platform. Youth and Parent Conjoint Family Education,Outreach and Support Module "24 weeks of service per program" **3 SITES AVAILABLE FOR ONE YEAR** • 2 weeks of Outreach, including two door-to-door campaigns in the area • 2 weeks of protective factors and risk factors assessments (from participants as well as local school) YOUTH ENGAGEMENT AND VIOLENCE PREVENTION &PARENT CONJOINT OUTREACH, SUPPORT AND EDUCATION COMPONENT: • Youth and Parent Outreach and Education a minimum of 15 participants, for 2 hours a day once a week for 20 weeks. • 1 hours of Parent and Youth (separately) Support and Education component. • 1 hour of Teen and Parent Conjoint component. • Parent curriculum is developed by leveraging existing research that shows that the more involved and engaged an adult is in the youth's life the higher likelihood of success. The more engaged a parent is,the youth experiences a decrease in violent behaviors and an increase in prosocial behaviors. Topics include but are not limited to; functional vs. dysfunctional love, conflict resolution,family systems,and trauma/generational trauma,mental health and more. • Youth curriculum is developed leveraging Positive youth development(PYD), a strengths-based approach used to support the development of young people's skills,nurture their interests and values, seek and incorporate their input,and connect them to positive adults and useful resources. Topics include but are not limited to: friends, family,mental health, substance use, educational goals,trauma, life goals developments. SIBLINGS OF YOUTH ENGAGEMENT AND VIOLENCE PREVENTION COMPONENT: • 2 hours a day once a week for 20 weeks. Number of elementary school aged children sibling spaces allocated per program is 20. • The curriculum for the sibling component is designed to increase support for siblings of high-risk youth. In order to increase the frequency of or improve the quality of prosocial interactions, as well as to improve emotional responding and reduce inappropriate and challenging behaviors,we create a safe and trusting environment for them to explore and share their experiences. This facilitates growth. • Structured Play Child-Care included for 2 to 5 year-old children. Padres Unidos has spent many years developing program curricula and materials using effective programs as a guide in crafting intervention, support and education programs that strengthen families. Starting with the experience garnered during the provision of services to families through contracts with the Orange County Social Services Agency and later the Santa Ana Unified School District and guided by a Clinical Psychologist and Licensed Clinical Social Worker,the Parent Outreach and Education program is a highly effective intervention proven to strengthen families. The Parent Outreach and Education program includes a strengths and needs assessment at the outset of each class. Also, in order to provide data for Response Submitted by Padres Unidos City of Santa Ana RFP 21-116A-Youth Violence Prevention City Council age 2 016 — 554 5/3/2022 Exhibit A 110�1'1 PADRES UNIDOS ongoing program evaluation, a questionnaire is distributed to parents at the start of the program in to determine the family situation. This includes questions relating to communication issues, discipline, parental supervision,knowledge and feelings about violence,the Juvenile Justice System and Probation and the level of parental involvement in the youth's life. Each of these educational components come with a curriculum and materials to support the instruction of the topic. Our approach includes the implementation of activities to strengthen the lesson as well as homework assignments to reinforce and practice learned concepts. The homework forum provides a safe platform to practice and share experiences. This powerful tool clarifies and encourage both short and long term changes. The Parent and Teen Conjoint program has also been developed over many years using programs proven effective in lowering violence among youth, reducing recidivism, improving family communication and strengthening the relationship between parents and their teens. Some of the program content is drawn from Moral Reconation Therapy, an evidence-based cognitive-behavioral program that has been shown to reduce recidivism among youth and adults. *All of our educational modules and components are able to be distributed virtually/online or with in- person instruction. Anticipated Outcomes and Competencies As a result of this program,we anticipate seeing improved communication skills,particularly the ability to share experiences and feelings respectfully and constructively, as well as increased knowledge of how to identify and change destructive/problematic behaviors. Because all members of the family will be attending the programs concurrently,we develop ways to deal with trauma and conflict effectively. Parent,youth and siblings will learn to identify their strengths and parents will learn strategies necessary to de-escalate and take control of the emerging situations. Ultimately,this will strengthen parent-teen relationships and decrease the likelihood of engaging in violent/problematic behaviors by building on strengths in the family. 2. Proposal shall include details of the target population Our target population will include young people ages 11 to 17,their siblings and families from very economically stressed neighborhoods in Santa Ana: Delhi , Pico-Lowell, Minnie Street/Cornerstone Village,and Garfield. All three neighborhoods have high percentages of adults who did not attend or complete high school (57%to 67%). In these neighborhoods, 84%to 96%of people speak a language other than English at home (predominantly Spanish,but including Cambodian, and Hindi), The majority (56%to 68%)reporting that they do not speak English very well. 3. Proposal shall include details of the unmet need Santa Ana is the most populous city in Orange County,and the 8t'most densely populated urban city in the United States. According to the 2016 US Census, Santa Ana's total population of 334,217 with 44.5% of adults, ages 25 or older without a high school diploma. Santa Ana is one of the youngest cities in the nation where children under 18 make up over 30%of its population. Roughly 32%of the city's children under 4 years live below the poverty line. There is strong evidence that poor school performance,violent behaviors, truancy, and leaving school are connected with juvenile delinquency. As a result,these statistics are reflected in the percentage of Hispanic youth involved in criminal activity, including violent crime especially in communities like Santa Ana. According to the California Department of Justice Bureau of Criminal Information and Analysis statistics,Hispanic Youth represented 53%of all juvenile arrests. Education and strong family ties could help to reroute this pipeline to jail for the youth of Response Submitted by Padres Unidos City of Santa Ana RFP 21-116A-Youth Violence Prevention City Council age 3 016 — 555 5/3/2022 Exhibit A PADRES UNIDOS our local communities. Youth violence is a significant problem that affects thousands of young people each day, and in turn,their families, schools, and communities.However, siblings of incarcerated or difficult youth are often overlooked. In fact,no one is sure how many children bear this particular burden. It is estimated that 200,000 youth are incarcerated every year,leaving an even greater number of siblings at home. Even with such a large number of children affected,very little research or resources are devoted to the siblings of incarcerated youth. A study conducted by sociologist Katie Heaton addresses this very point. She writes that these youth are the "most often overlooked"of those affected by incarceration.Non-offending siblings face high amounts of"emotional stress",partially stemming from issues like "bullying by other students who discovered their sibling's imprisonment, adjusting to new household roles and routines, complex feelings of ambivalence related to their sibling's safety,visiting their brother or sister, and having their sibling return home after an extended period away." Unfortunately,these children are overlooked by society. 4. Proposal shall include details of collaborations with local organizations Padres Unidos embraces the benefits and need for collaboration and partnership. Currently,we collaborate with several agencies, including schools and churches that host our programs, as well as organizational partners like the Santa Ana Unified School District, Restorative Justice, Orange County, Probation Department, Orange County Department of Education-ACCESS, Community Action Partnership of Orange County, First Five Orange County, Boys and Girls Club. and other local Santa Ana nonprofits.We have a unique partnership with Chapman University,which provides a community advocacy training program for parent volunteers.We also team with Chapman and the University of California Irvine (UCI)for autism and special needs-related child developmental milestones,parent support and education modules.We continue to live our mission across Santa Ana with a unique service model that places us in a direct working relationship with the community. The community relationship is nourished by our Community Workers,former Padres Unidos patrons who are "homegrown"experts and trained through our collaboration with Chapman University. S. Proposal shall include details of innovation in program/service delivery We utilize an approach that balances personal accountability and mutual assistance in the following relationships: neighbor-to-neighbor,parent-to-youth,government-to-resident,youth-to-community,and community-and faith-based-organization-to-member. By leveraging the entire community system and bringing everyone to the table we provide early intervention. A young person can be involved with youth violence as a victim, offender, or witness. Youth violence is preventable. To prevent and eliminate violence and improve youth well-being, Padres Unidos employs evidence-based,comprehensive approaches that address the multiple factors that impact violence,both factors that increase risk of violence and factors that buffer against risk and promote positive youth development and well-being. Prevention, intervention, and treatment strategies that are trauma-informed are key. Many youths have experienced traumatic events,including physical, sexual, and emotional abuse; family and community violence;natural disasters; and the ongoing,cumulative impact of poverty, racism, oppression, and the COVID pandemic with all of its socio-emotional and economic consequences. Repeated exposure to traumatic events increases the risk of youth violence. Organizational trauma-informed care that is grounded in an understanding of the causes and consequences of trauma can promote resilience and healing,while reducing youth violence. We walk with and encourage families to reach out to their local organizations and safety net systems that can help them without fearing stigma or deportation. Response Submitted by Padres Unidos City of Santa Ana RFP 21-116A-Youth Violence Prevention City Council age 4 016 — 556 5/3/2022 EXHIBIT B FEE PAYMENT SCHEDULE City Council 26 — 557 5/3/2022 Exhibit B FISCAL YEAR 2022-2023 PROPOSED PROGRAM BUDGET Organization Name Padres Unidos Program Name Youth Violence Prevention Term: July 1, 2022 to June 30, 2023 EXPENDITURES Enter budget categories and projected expenditures: Expenditures Funded By Expenditures Total Santa Ana Funded By Program Organization Category REVIVE Funds Other Sources Budget Budget Administrative Staff Salaries $19,140 $19,140 Program Staff Salaries $72,128 $72,128 Contractual Services $0 $0 Other- $14,000 $14,000 $5,000 $5,000 $9,127 $9,127 $0 $0 $0 $0 $0 $0 $0 $0 TOTAL 1 $119,395 $0 $119,395 $0 PROGRAM RESOURCES LIST ALL OTHER PROGRAM RESOURCES FOR 2022-2023 Funding Source Total must equal Program Budget Total listed above. FUNDING SOURCE AMOUNT Santa Ana REVIVE $ 119,395 TOTAL $ 119,395 City Council 26 — 558 5/3/2022 Exhibit B 2022-2023 REVIVE BUDGET LINE ITEMS ADMINISTRATIVE STAFF Position Title Annual Salary& Benefits REVIVE Funds Description Strategic and operational responsibility for staff, programs, expansion, and execution of Padres Unidos' Executive Director $ 85,000.00 $ 5,059.28 mission development and supervision of programmatic activities by designing community-level programs, supervision of staff, and overseeing the scope of practice restrictions Program Manager $ 65,000.00 $ 11,605.28 provides training, as well as clinical and personnel Clinical Supervisor $ 36,400.00 $ 2,475.79 supervision to staff PROGRAM STAFF Position Title Annual Salary& Benefits REVIVE Funds Description coordinate and run program at Site Coordinator $ 13,204.22 $ 13,204.22 site manage Parent Educators $ 9,820.64 $ 9,820.64 Provide parenting ed. Provide Youth & Parent Activity Lead $ 19,641.28 $ 19,641.28 Conjoint ed. Provide sibling educational Sibling Educator $ 19,641.28 $ 19,641.28 module child care Structured Play/Child Care $ 4,910.32 $ 4,910.32 provide site support to Site Support $ 4,910.32 $ 4,910.32 coordinator CONTRACTUAL/PROFESSIONAL SERVICES Type of Service Contract Amount REVIVE Funds Description City Council 26 — 559 5/3/2022 Exhibit B OTHER LINE ITEMS Line Item Program Amount REVIVE Funds Description Early Ed. Class Material and services distrubuted and used to provide for program participants and direct program services (i.e. copies, handouts, activity kits, tech/software, paper, hospitality(snack/food), Program Materials $ 14,000.00 $ 14,000.00 program graduations, participant holiday events and volunteer/parent recognitions Events $ 5,000.00 $ 5,000.00 Le accounting, facilities, data, Indirect Costs @ 10%of Sa $ 9,126.84 $ 9,126.84 utilities Attachment 1(b) City Council 26 — 560 5/3/2022 EXHIBIT C FEDERAL AWARD IDENTIFICATION INFORMATION The General Program Requirements were designed to provide the framework where the CONTRACTOR will provide ARPA programs identified in this attachment. L GOVERNANCE The CONTRACTOR agrees to comply, remain informed, and deliver services consistent with the provisions of ARPA. Where local policy has not been set, the CONTRACTOR agrees to adhere to state and/or federal policy, as appropriate. IL GOVERNANCE REFERENCES A. Additional state and federal agencies that provide funding to the CITY may be incorporated herein. B. Information Bulletins, Directives, and any other federal and state guidance documents pertaining to the ARPA SURF Funds. C. Actions, directives, and policy and procedures issued by the CITY. D. CITY policies, as applicable. III. CONTRACTOR/SUBRECIPIENT DETERMINATION: In accordance with the requirements of 2 CFR 200.330 (Subrecipient and Contractor determination) and for the purpose of this CONTRACT, SUBRECIPIENT is determined to be a CONTRACTOR. City Council 26 — 561 5/3/2022 IV. FEDERAL AWARD IDENTIFICATION FAIN INFORMATION A. CONTRACTOR Name: Padres Unidos B. CONTRACTOR'S Unique 061959469 Identifier(D-U-N-S): Federal Award C. Identification Number SLFRP1059 (FAIN): D. Federal Award Date: 5/19/2021 E. Subaward Period of 7/l/2022-6/30/2023 Performance: Total Amount of Federal F. Funds Obligated by the $119,395 Action: Total Amount of Federal G. Funds Obligated to the $119,395 CONTRACTOR: H. Total Amount of the $64,180,406.50 Federal Award: Federal Award Project American Rescue Plan Act(ARPA) I' Description: J. Federal Awarding Agency: U.S. Department of the Treasury K. Name of PTE: City of Santa Ana L. Contact Information for the Kristine Ridge, City Manager Awarding Official: Phone Number: (714) 647-5200 E-mail Address: kridgegsanta-ana.org M. CFDA Number: 21.027 CFDA Name: Coronavirus State and Local Fiscal Recovery Funds N. Whether Award is R&D: No O. Indirect Cost Rate for the de minimus or federally negotiated rate Federal Award: City Council 26 — 562 5/3/2022 EXHIBIT D DEBARMENT Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion Lower Tier Covered Transactions This certification is required by the regulations implementing Executive Order 12549,Debarment and Suspension, 29 CFR Part 98, Section 98.510, Participants' responsibilities. The regulations were published as Part VII of the May 26, 1988 Federal Register(pages 19160-19211). (BEFORE COMPLETING CERTIFICATION,READ INSTRUCTIONS FOR CERTIFICATION - Attached) (1) The prospective recipient of federal assistance funds certifies,by submission of this proposal, that neither it nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in this transaction by any federal department or agency. (2) Where the prospective recipient of federal assistance funds is unable to certify to any of the statements in this certification, such prospective participant shall attach an explanation to this proposal. ?air K Ci a �-klc — �A CZ—,,- . c b Y cGG r' Name and Title of Authorized Representative Signature Date City Council I 26 — 563 5/3/2022 INSTRUCTIONS FOR CERTIFICATION 1. By signing and submitting this proposal,the prospective recipient of federal assistance funds is providing the certification as set out below. 2. The certification in this clause is a material representation of fact upon which reliance was placed when this transaction was entered into. If it is later determined that the prospective recipient of federal assistance funds knowingly rendered an erroneous certification, in addition to other remedies available to the Federal Government, the Department of Labor (DOL) may pursue available remedies, including suspension and/or debannent. 3. The prospective recipient of federal assistance funds shall provide immediate written notice to the person to which this proposal is submitted if at any time the prospective recipient of federal assistance funds learns that its certification was erroneous when submitted or has become erroneous by reason of changed circumstances. 4. The terms "covered transaction," "debarred," "suspended," "ineligible," "lower tier covered transaction," "participant," "person," "primary covered transaction," "principal," "proposal," and "voluntarily excluded," as used in this clause,have the meanings set out in the Definitions and Coverage sections of rules implementing Executive Order 12549. You may contact the person to which this proposal is submitted for assistance in obtaining a copy of those regulations. 5. The prospective recipient of federal assistance funds agrees by submitting this proposal that, should the proposed covered transaction be entered into, it shall not knowingly enter into any lower tier covered transaction with a person who is debarred, suspended,declared ineligible, or voluntarily excluded from participation in this covered transaction, unless authorized by the DOL. 6. The prospective recipient of federal assistance funds further agrees by submitting this proposal that it will include the clause titled"Certification Regarding Debannent,Suspension, Ineligibility and voluntary exclusion - Lower Tier Covered Transactions," without modification, in all lower tier covered transactions and in all solicitations for lower tier covered transactions. 7. A participant in a covered transaction may rely upon a certification of a prospective participant in a lower tier covered transaction that it is not debarred, suspended, ineligible,or voluntarily excluded from the covered transaction, unless it knows that the certification is erroneous. A participant may decide the method and frequency by which it determines the eligibility of its principals. Each participant may, but is not required to check the List of Parties Excluded ' ocurment Proms orn Procurement or Non-Pr e, S. Nothing contained in the foregoing shall be construed to require establishment of a system of records in order to render in good faith the certification required by this clause. The knowledge and information of a participant is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings. City Council 2 26 — 564 5/3/2022 9. Except for transactions authorized under paragraph 5 of these instructions, if a participant in a covered transaction knowingly enters into a lower tier covered transaction with a person who is suspended, debarred, ineligible, or voluntarily excluded from participation in this transaction, in addition to other remedies available to the Federal Government, the DOL may pursue available remedies, including suspension and/or debarment. City Council 3 26 — 565 5/3/2022 EXHIBIT E LOBBYING Certification Regarding Lobbying Certification for Contracts Grants Loans and Cooperative Agreements The undersigned certifies, to the best of his or her knowledge and belief, that: (1) No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contact, grant, loan or cooperative agreement. (2) If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement,the undersigned shall complete and submit Standard Form-LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions. (3) The undersigned shall require that the language of this certification be included in the award documents for all subawards at all tiers (including subcontract, subgrants, and contracts under grants, loans, and cooperative agreements) and that all subrecipients shall certify and disclose accordingly. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352, Title 31, U. S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than$10,000 and not more than S 100,000 for each such failure. Grantee/Contactor Organization Program Title gb Name of Certifying Officer Signature Date City Council 4 26 — 566 5/3/2022 SUBRECIPIENT warrants the following: 1. SUBRECIPIENT will comply with Public Law 88-352,Title VI of the Civil Rights Act of 1964 (42 U. S. C. section 2000 et seq.) and implementing regulation in 24 CFR Part 1. 2. No person in the United States shall on the ground of race, color, religion, national origin, or sex, be excluded from participation in, or be denied the benefits of, or be subjected to discrimination under any program or activity funded in whole or in part with community development funds made available pursuant to the ACT. 3. All laborers and mechanics, employed by contractors or subcontractors in the performance of construction work financed in whole or in part with community development funds shall be paid wages at rates not less than those prevailing on similar construction in the locality as determined in accordance with the Davis-Bacon Act, as amended, 40 U. S. C. Sections 276 a 1-5, except for individuals who perform services for which they volunteered; do not receive compensation for such services; or are paid expenses, reasonable benefits, or a nominal fee for such services; and are not otherwise employed at any time in construction work. 4. SUBRECIPIENT will comply with all Federal statutes applicable to projects funded with community development funds, except that (a) SUBRECIPIENT does not assume CITY'S environmental responsibilities described at 24 CFR 570.604; and (b) SUBRECIPIENT does not assume CITY'S responsibility for initiating the review process under Executive Order 12372. City Council 5 26 — 567 5/3/2022 EXHIBIT F DRUG-FREE WORKPLACE Certification Regarding Drug-Free Workplace Requirements The certification set out below is a material representation upon which reliance is placed by the U.S. Department of Housing and Urban Development in awarding the grant. If it is later determined that the contractor knowingly rendered a false certification, or otherwise violates the requirements of the Drug-Free Workplace Act, the U.S. Department of Housing and Urban Development, in addition to any other remedies available to the Federal Government, may take action authorized under the Drug-Free Workplace Act. CERTIFICATION A. The contractor certifies that it will provide a drug-free workplace by: (a) Publishing a statement notifying employees that the unlawful manufacture, distribution, dispensing,possession or use of a controlled substance is prohibited in the contractor's workplace and specifying the actions that will be taken against employees for violation of such prohibition; (b) Establishing a drug-free awareness program to inform employees about--- (1) The dangers of drug abuse in the workplace; (2) The contractor's policy of maintaining a drug-free workplace; (3) Any available drug counseling, rehabilitation, and employee assistance program; and (4) The penalties that may be imposed upon employees for drug abuse violations occurring in the workplace; (c) Making it a requirement that each employee who will be engaged in the performance of the grant be given a copy of the statement required by paragraph (a); (d) Notifying the employee in the statement required by paragraph -(a) that, as a condition of employment under the contract, the employee will - (1) Abide by the terms of the statement; and (2) Notify the employer of any criminal drug statute conviction for a violation occurring in the workplace no later than five days after such conviction. (e) Notifying the U.S. Department of Housing and Urban Development within ten days after receiving notice under subparagraph (d)(2) from an employee or otherwise receiving actual notice of such conviction; City Council 6 26 — 568 5/3/2022 (f) Taking one of the following actions, within 30 days of receiving notice under subparagraph (d)(2), with respect to any employee who is so convicted - ( 1) Taking appropriate personnel action against such an employee, up to and including termination; or (2) Requiring such employee to participate satisfactorily in a drug abuse assistance or rehabilitation program approved for such purposes by a Federal, State, or local health, law enforcement, or other appropriate agency; (g) Making a good faith effort to continue to maintain a drug-free workplace through implementation of paragraphs (a), (b), (c), (d), (e) and (f). B. The contractor shall insert in the space provided on the attached "Place of Performance" form the site(s) for the performance of work to be carried out with the grant funds (including street address, city, county, state, and zip code) .the contractor further certifies that, if it is subsequently determined that additional sites will be used for the performance of work under the contract, it shall notify the U.S. Department of Housing and Urban Development immediately upon the decision to use such additional sites by submitting a revised "Place of Performance" foram. i Organi do A thorized Signature Date City Council 7 26 — 569 5/3/2022 PLACE OF PERFORMANCE FOR CERTIFICATION REGARDING DRUG-FREE WORKPLACE REQUIREMENTS Name: Aur_Y 4— 11t Y,4 C L,<W'r-C 't�c Date: 3/Z'r The Contractor shall insert in the space provided below the site(s) expected to be used for the performance of work under the contract covered by the certification: Place of Performance (include street address, city, county, state, zip code for each site): �uS� SG1rootS 1(Pb l Unc�r 1nv�t O`V e- 5C'V%kr. av►" CA ��cS.Yes V•�.� u�as - CoY po�r�-� o-��'c� SL",A-e. �C�k City Council 26 - 570 5/3/2022 S AGREEMENT BETWEEN THE CITY OF SANTA ANA AND THE CAMBODIAN FAMILY FOR USE OF AMERICAN RESCUE PLAN ACT (ARPA)FUNDS This Agreement is hereby made and entered into this 3rd day of May, 2022, by and between the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("CITY"), and The Cambodian Family, a California domestic nonprofit corporation ("SUBRECIPIENT" or"CONTRACTOR"). RECITALS: A. The American Rescue Plan Act ("ARPA") was signed into law in March 2021. ARPA provides funding for a number of different programs, including the Coronavirus State and Local Fiscal Recovery Fund ("SLFRF"), to provide monetary support to local governments to respond to, mitigate, and recover from the COVID-19 public health emergency. B. On July 20, 2021, the Santa Ana City Council authorized the City Manager to utilize ARPA SLFRF funding from the United States Department of Treasury for the Revive Santa Ana Spending Plan, which includes five spending categories: recovery from the pandemic, direct assistance programs, public health and safety, critical infrastructure, and city fiscal health. C. SUBRECIPIENT has been selected by the CITY to receive ARPA SLFRF Funds in order to provide youth programs, including: early childhood support; head start; day care; after school tutoring; athletic; and, youth violence prevention, in accordance with the Scope of Work attached hereto as Exhibit A and incorporated herein by reference ("said program"). SUBRECIPIENT represents that it is qualified and willing to operate said program and certifies that the administration of said program carried out with funds provided under this Agreement will meet ARPA's objectives to respond to, mitigate, and recover from this historic COVID-19 public health crisis. D. SUBRECIPIENT agrees that it will adhere to the tasks and services as indicated in Exhibit A for said program. Failure to follow the requirements and meet the stated expectations may constitute breach of contract that could result in termination of this Agreement or serve as reason for the CITY to recapture the grant funds awarded to SUBRECIPIENT pursuant to this Agreement. WHEREFORE, it is agreed by and between the parties that the foregoing Recitals are a substantive part of this Agreement and the following terms and conditions are approved and together with all exhibits and attachments hereto, shall constitute the entire Agreement between the CITY and SUBRECIPIENT: L ARPA PROGRAM PROVISIONS A. Scope of Work. SUBRECIPIENT shall be responsible for the specific tasks and services of said program, and agrees to administer said program in compliance with the tasks and services as described in the Scope of Work attached hereto as Exhibit A. SUBRECIPIENT's failure City Council 1 26 — 571 5/3/2022 to perform as required may, in addition to other remedies set forth in this Agreement, result in readjustment of the amount of funds for said program or termination of this Agreement. B. Term of Agreement. The term of said Agreement shall commence on July 1 st,2022, and continue through June 30, 2023 ("Term"), unless terminated earlier pursuant to the terms of this Agreement. This Agreement shall also cover any and all services provided by the SUBRECIPIENT to the CITY since the date the ARPA SURF Funds were awarded to the CITY. Additionally, the Term of this Agreement may be extended by a writing executed by the City Manager, or designee, and the City Attorney. C. Amount of Grant Funding. The total amount of funds provided for said program shall not exceed One Hundred Twenty-Five Thousand Dollars and Zero Cents($125,000)("ARPA SURF Funds") during the Term of the Agreement. SUBRECIPIENT agrees to use said ARPA SURF Funds to administer said program as outlined in Exhibit A. D. Disbursement of Funds. Said ARPA SURF Funds shall be disbursed by CITY to SUBRECIPIENT pursuant to the terms found in the Fee Payment Schedule attached hereto as Exhibit B, with payments subject to the submittal of invoices and other reporting requirements, as hereinafter more fully set forth. SUBRECIPIENT shall be obligated to perform such duties as would normally extend beyond the term, including, but not limited to, obligations with respect to indemnification, audits,reporting, data retention/reporting, and accounting. Failure to provide any of the required documentation and reporting will cause CITY to withhold all or a portion of a request for ARPA SURF Funds, or return the entire request to SUBRECIPIENT, until such documentation and reporting has been received and approved by CITY. (1) Reduction in ARPA SLFRF Funding. The CITY reserves the right to reduce the amount of ARPA SURF Funds to SUBRECIPIENT, or to completely terminate this Agreement, in the CITY's sole discretion, if there is a reduction in ARPA SURF Funds provided to the CITY. (2) Reduced Distribution of Funds. The CITY reserves the right to reduce the grant application if the CITY's fiscal monitoring indicates that SUBRECIPIENT's rate of expenditure will result in unspent funds at the end of the program term. Amendments in the grant allocation will be made after consultation with SUBRECIPIENT. (3) Reversion of Assets. SUBRECIPIENT agrees that any and all funds received under this Agreement shall be utilized during the Term of this Agreement, and that any and all funds remaining as of the end of the Term, which have not been utilized, shall be returned by SUBRECIPIENT to the CITY within thirty (30) days of the expiration or earlier termination of the Agreement. No expense of SUBRECIPIENT will be reimbursed by CITY if incurred after the end of the Term of the Agreement. City Council 2 26 — 572 5/3/2022 E. Grant Program Requirements. (1) SUBRECIPIENT acknowledges that the source of funding for said program is the federal ARPA, and that payments from the ARPA SURF Funds are only to be used to make necessary expenditures incurred due to the public health emergency with respect to COVID-19. (2) SUBRECIPIENT acknowledges that ARPA provisions allow the use of ARPA SURF Funds to respond to,mitigate, and recover from the COVID-19 public health emergency, and will not use these funds for any other uses. (3) SUBRECIPIENT shall follow the process and determination of eligibility for participants in said program as outlined in Exhibit A. F. Performance Monitoring. (1) SUBRECIPIENT shall submit program performance information as often as requested by CITY, but no less than the submission of monthly reports and a final report to CITY with the information requested by and in the format acceptable to CITY. Each monthly report is due within thirty (30) days of completion of work for each month. The final report is due within thirty (30) days after the termination or expiration of this Agreement. (2) CITY will evaluate SUBRECIPIENT's management and operation of said program with respect to the project expectations as described in Exhibit A. (3) CITY will review the audit of the SUBRECIPIENT to ensure that grant funds are used for authorized purposes in compliance with laws, regulations, and the provisions of contracts or grant agreements under this Agreement, including attachments and exhibits. (4) If action to correct any substandard performance is not taken by the SUBRECIPIENT within a reasonable period after being notified by CITY, suspension or termination procedures may be initiated by CITY. (5) All performance shall be subject to review by the CITY or other regulatory agencies at all times. SUBRECIPIENT shall provide adequate cooperation to any inspector or other CITY representative to permit the same to determine SUBRECIPIENT's conformity with the terms of this Agreement. If any services performed by SUBRECIPIENT are not in conformance with the terms of this Agreement, the CITY shall have the right to require SUBRECIPIENT to perform the services in conformance with the terms of the Agreement at no additional cost. The CITY may also terminate this Agreement for default and charge SUBRECIPIENT for any costs incurred by the CITY because of SUBRECIPIENT's failure to perform. (6) SUBRECIPIENT shall establish adequate procedures for self-monitoring and quality control and assurance to ensure proper performance under this Agreement; and shall permit a CITY representative or other regulatory official to monitor, assess, or evaluate SUBRECIPIENT's performance under this Agreement at any time, upon reasonable notice to SUBRECIPIENT. City Council 3 26 — 573 5/3/2022 G. Audit. (1) SUBRECIPIENT shall maintain complete and accurate records and supporting documentation to facilitate financial and/or program audits by CITY. This requirement shall apply to any records and documentation CITY shall reasonably require or as required to be maintained pursuant to the ARPA regulations. (2) The books and accounts, files, and other records of SUBRECIPIENT, which are applicable to this Agreement, shall be available for inspection, review, and audit during normal business hours by CITY to determine the proper application and use of all ARPA SURF Funds provided to or for the account or benefit of SUBRECIPIENT. (3) SUBRECIPIENT assumes responsibility for reimbursement to CITY a sum of money equivalent to the amount of any expenditures disallowed should the CITY, or an authorized agency, rule through audit, exception, or some other appropriate means,that expenditures from funds allocated to SUBRECIPIENT for direct and/or administrative costs were not made in compliance with the applicable cost principles, regulations, or the provisions of this Agreement. (4) SUBRECIPIENT agrees to comply with the requirements of OMB Uniform Guidance 2 CFR Part 200. SUBRECIPIENT further agrees to provide CITY with a copy of completed independent auditors' report within thirty (30) days of CITY's request for such report. If the report contains instances of non-compliance with federal laws and regulations that bear directly on the performance or administration of this Agreement, SUBRECIPIENT shall provide CITY copies of responses to auditors' reports, a plan for corrective action, and auditors' response that the noncompliance has been resolved. All reports prepared in accord with the requirements of OMB Uniform Guidance 2 CFR Part 200 shall be available for inspection by representatives of CITY or the federal government during normal business hours. (5) All accounting records, reports, and evidence pertaining to all costs, expenses and the ARPA SURF Funds of SUBRECIPIENT and all documents related to this Agreement shall be maintained and kept available at SUBRECIPIENT'S office or place of business for the duration of the Agreement and thereafter for five (5) years from the date of final payment under this Agreement. Records which relate to: (a) complaints, claims, administrative proceedings or litigation arising out of the performance of this Agreement; or, (b) costs and expenses of this Agreement to which CITY or any other governmental agency takes exception, shall be retained beyond the five(5)years until complete resolution or disposition of such appeals,litigation claims, or exceptions. In the event SUBRECIPIENT does not make the above-referenced documents available within the City of Santa Ana, California, SUBRECIPIENT agrees to pay all necessary and reasonable expenses incurred by CITY in conducting any audit at the location where said records and books of account are maintained. H. Ownership/Use of Materials. SUBRECIPIENT agrees that all materials, reports or products in any form, including electronic, created by SUBRECIPIENT for which SUBRECIPIENT has been compensated pursuant to this Agreement shall be the sole property of the CITY. The material, reports, or products may be used by the CITY for any purpose that the CITY deems to be appropriate, including, but not limit to, duplication and/or distribution within City Council 4 26 — 574 5/3/2022 the CITY or to third parties. SUBRECIPIENT agrees not to release or circulate in whole or part such materials, reports, or products without prior written authorization of the CITY. I. Close-Out. SUBRECIPIENT agrees to comply with the closeout procedures detailed in 2 CFR §200.343, including the following: (1) SUBRECIPIENT must submit, no later than ninety(90) calendar days after the end date of the period of performance, all financial, performance, and other reports as required by the terms and conditions of this Agreement; (2) SUBRECIPIENT must promptly refund any balances of unobligated cash that the CITY paid in advance or paid and that is not authorized to be retained by SUBRECIPIENT for use in other projects (See OMB Circular A-129 and 2 CFR §200.345); and, (3) CITY should complete all closeout actions for the Federal award no later than one year after receipt and acceptance of all required final reports. IL SUBRECIPIENT'S OBLIGATIONS A. Representations and Warranties. (1) Authority. SUBRECIPIENT is a duly organized and existing domestic nonprofit corporation in good standing and authorized to do business under the laws of the State of California. SUBRECIPIENT has full right, power and lawful authority to accept the funding hereunder and to undertake all obligations as provided herein and the execution, performance and delivery of this Agreement by SUBRECIPIENT has been fully authorized by all requisite actions on the part of SUBRECIPIENT. (2) Experience. SUBRECIPIENT is qualified to provide the administrator services for said program detailed herein. (3) Familiarity With Services Required. By executing this Agreement, SUBRECIPIENT warrants that: (i)it has thoroughly investigated and considered the administrator services to be performed and provided for said program as detailed in Exhibit A; (ii) it has carefully considered how the services should be performed; and, (iii) it fully understands the facilities, difficulties and restrictions attending performance of the services under this Agreement. (4) No Conflict. To the best of SUBRECIPIENT'S knowledge, SUBRECIPIENT'S execution, delivery and performance of its obligations under this Agreement will not constitute a default or a breach under any contract, agreement or order to which SUBRECIPIENT is a party or by which it is bound. (5) No Bankruptcy. SUBRECIPIENT is not the subject of any current or threatened bankruptcy proceeding. City Council 5 26 — 575 5/3/2022 (6) No Pending Legal Proceedings. SUBRECIPIENT is not the subject of a current or threatened litigation that would or may materially affect SUBRECIPIENT'S performance under this Agreement. (7) Proposal Veracity. All provisions of and information provided in SUBRECIPIENT's proposal submitted to CITY, including any exhibits, are true and correct in all material respects. (8) No Pending Investigation. SUBRECIPIENT has no knowledge that it is the subject of any current or threatened criminal or civil action investigation by any public agency, including without limitation a police agency or prosecuting authority, which would relate to or affect performance of the Agreement or provision of services hereunder. B. Licensing. SUBRECIPIENT agrees to obtain and maintain all required 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 SUBRECIPIENT's operations hereunder. Such licensing requirements include obtaining a City business license, as applicable. C. Zoning. SUBRECIPIENT agrees that any facility/property used in furtherance of said program shall be specifically zoned and permitted for such use(s) and activities. Should SUBRECIPIENT fail to have the required land entitlement and/or permits, thus violating any local, state or federal rules and regulations relating thereto, SUBRECIPIENT shall immediately make good- faith efforts to gain compliance with local, state or federal rules and regulations following written notification of said violation(s)from the CITY or other authorized citing agency. SUBRECIPIENT shall notify CITY immediately of any pending violations. Failure to notify CITY of pending violations, or to remedy such known violation(s) shall result in termination of grant funding hereunder. SUBRECIPIENT must make all corrections required to bring the facility/property into compliance with the law within sixty (60) days of notification of the violation(s); failure to gain compliance within such time shall result in termination of grant funding hereunder. D. Separation of Accounts. All funds received by SUBRECIPIENT from CITY pursuant to this Agreement shall be maintained in an account in a federally insured banking or savings and loan institution with record keeping of such accounts maintained pursuant to applicable 2 CFR 200.302 requirements. SUBRECIPIENT is not required to maintain separate depository accounts for ARPA SLFRF Funds; provided however, the SUBRECIPIENT must be able to account for receipt, obligation, distribution and expenditure of ARPA SLFRF Funds pursuant to applicable 2 CFR 200.302 requirements. E. Audit Report Requirements. SUBRECIPIENT agrees that if SUBRECIPIENT expends Seven Hundred Fifty Thousand Dollars ($750,000) or more in federal funds, SUBRECIPIENT shall have an annual audit conducted by a certified public accountant in accordance with the standards as set forth and published by the United States Office of Management and Budget. SUBRECIPIENT shall provide CITY with a copy of said audit by April I of the year following the program year in which this Agreement is executed. City Council 6 26 — 576 5/3/2022 F. Compliance with Law/Program Income. SUBRECIPIENT acknowledges that the funds being provided by CITY for said program are received by CITY pursuant to ARPA, and that distribution and expenditure of these ARPA SURF Funds shall be in accordance with ARPA and all pertinent regulations issued by agencies of the federal government, including, but not limited to, all regulations found at Title 24 of the Code of Federal Regulations. Any program income received by SUBRECIPIENT shall be returned to CITY, unless otherwise provided for in this Agreement. SUBRECIPIENT agrees to comply fully with all federal, state and local laws and court orders applicable to its operation and administration of said program, whether or not referred to in this Agreement. G. Debarment. To protect the public interest and ensure the integrity of Federal programs, CITY may only conduct business with responsible persons and may not make any award or permit any award to any party which is debarred or suspended or is otherwise excluded from or ineligible for participation in Federal assistance programs under Executive Order 12549, "Debarment and Suspension". See also 24 CFR 570.609. SUBRECIPIENT must review and sign Exhibit D "Debarment", which is attached hereto and incorporated herein by this reference. SUBRECIPIENT shall be in good standing, without suspension by the California Secretary of State, Franchise Tax Board or Internal Revenue Service. Any change in the corporate status or suspension of SUBRECIPIENT shall be reported immediately to CITY. H. Confidentiality. Without prejudice to any other provisions of this Agreement, SUBRECIPIENT shall, where applicable, maintain the confidential nature of information provided to it concerning participants in accordance with the requirements of federal and state law. However, SUBRECIPIENT shall submit to CITY or its representatives, all records requested, including audit, examinations, monitoring and verifications of reports submitted by SUBRECIPIENT, costs incurred and services rendered hereunder. I. Independent Contractor. SUBRECIPIENT agrees that the performance of obligations hereunder is rendered in its capacity as an independent contractor and that it is in no way an agent of CITY. J. Violation of Terms and Conditions. SUBRECIPIENT agrees that if SUBRECIPIENT violates any of the terms and conditions of this Agreement or any prior Agreement whereby ARPA SURF Funds were received by SUBRECIPIENT, or if SUBRECIPIENT reports inaccurately, or if on audit there is a disallowance of certain expenditures, SUBRECIPIENT agrees to remedy the acts or omissions causing the disallowance and repay CITY all amounts spent in violation thereof If SUBRECIPIENT engaged in fraudulent activity to obtain and/or justify distribution or expenditure of the ARPA SURF Funds granted hereunder, SUBRECIPIENT shall be required to reimburse the CITY of all such funds that were obtained, distributed and/or spent under fraudulent circumstances. K. Fraud. SUBRECIPIENT shall immediately report all suspected or known instances and facts concerning possible fraud, abuse or criminal activity related to said program for the ARPA SURF Funds under this Agreement. City Council 7 26 — 577 5/3/2022 L. Prohibited Use. SUBRECIPIENT hereby certifies and agrees that it will not use ARPA SLFRF Funds provided through this Agreement to pay for entertainment, meals or gifts, or other prohibited uses. M. Lobbying. SUBRECIPIENT certifies that it will comply with federal law(31 U.S.C. 1352) and regulations found at 24 CFR Part 87, which provide that no appropriated funds may be expended by the recipient of a federal contract,grant,loan or cooperative agreement to pay any person for influencing or attempting to influence an officer or employee of any agency,Member of Congress, or an officer or employee of a Member of Congress in connection with awarding of any federal contract, the making of any federal grant or loan, entering into any cooperative agreement and the extension, renewal, amendment or modification of any federal contract, grant, loan or cooperative agreement. SUBRECIPIENT shall sign a certification to that effect in a form as set forth in Exhibit E, attached hereto and by this reference incorporated herein. SUBRECIPIENT shall submit said signed certification to CITY prior to performing any of its obligations under this Agreement and prior to any obligation arising on the part of CITY to pay any sums to SUBRECIPIENT under the terms and conditions of this Agreement. If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit a "Disclosure Form to Report Lobbying," in accordance with its instructions (Exhibit E). N. Financial Interest. SUBRECIPIENT agrees that except for the use of administrative fees to pay salaries and other related administrative or personnel costs, no persons who exercise or have exercised any function with respect to administering said program under the terms of this Agreement, or who are in a position to participate in a decision-making process or gain inside information with regard to the administration of said program, may obtain a financial interest or benefit from said program, either for themselves or those with whom they have family or business ties, during their tenure or for one year thereafter. This prohibition applies to any person who is an employee, agent, consultant, officer, or elected or appointed official of CITY, or of any designated public agency, or the SUBRECIPIENT. O. Labor Standards. The SUBRECIPIENT agrees to comply with the requirements of the Secretary of Labor in accordance with the Davis-Bacon Act as amended, the provisions of Contract Work Hours and Safety Standards Act (40 U.S.C. 327 et seq.) and all other applicable Federal, state and local laws and regulations pertaining to labor standards insofar as those acts apply to the performance of this Agreement. The SUBRECIPIENT agrees to comply with the Copeland Anti-Kick Back Act(18 U.S.C. 874 et seq.)and its implementing regulations of the U.S. Department of Labor at 29 CFR Part 5. The SUBRECIPIENT shall maintain documentation that demonstrates compliance with hour and wage requirements of this part. Such documentation shall be made available to the CITY for review upon request. City Council 8 26 — 578 5/3/2022 P. Equal Employment Opportunities. SUBRECIPIENT shall make every effort to ensure that all projects funded wholly or in part by ARPA SURF Funds shall provide equal employment opportunities for minorities and women. Q. Women and Minority-Owned Businesses (W/MBE). SUBRECIPIENT will use its best efforts to afford small businesses, minority business enterprises, and women's business enterprises the maximum practicable opportunity to participate in the performance of this Agreement in accordance with the requirements of 2 CFR 200.321 "Contracting with small and minority businesses, women's business enterprises, and labor surplus area firms". As used in this Agreement, the term "small business" means a business that meets the criteria set forth in section 3(a)of the Small Business Act, as amended (15 U.S.C. 632), and"minority and women's business enterprise" means a business at least fifty-one percent (51%) owned and controlled by minority group members or women. For the purpose of this definition, "minority group members" are African-Americans, Spanish-speaking, Spanish surnamed or Spanish-heritage Americans, Asian- Americans, and American Indians. SUBRECIPIENT may rely on written representations by businesses regarding their status as minority and female business enterprises in lieu of an independent investigation. R. Drug Free Workplace. SUBRECIPIENT agrees to provide a drug-free workplace and to execute a certification as set forth in Exhibit F attached hereto and incorporated herein by this reference. S. Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards. The following requirements and standards must be complied with: 2 CFR Part 200 et al. SUBRECIPIENT shall procure all materials, property, or services in accordance with the requirements of 2 CFR 200.318-326. III. CITY'S OBLIGATIONS A. Audit of Account. CITY shall include an audit of the account maintained by SUBRECIPIENT in CITY's audit of all ARPA SURF Funds in accordance with Title 24 of the Code of Federal Regulations and other applicable federal laws and regulations. B. Common Rule: Pursuant to 2 CFR 200.328(a), the CITY manages the day-to-day operations of each grant and subgrant supported activities. CITY staff has detailed knowledge of the grant program requirements and monitors grant and subgrant supported activities to assure compliance with federal requirements. Such monitoring covers each program, function and activity and performance goals are reviewed periodically. C. Project Expectations: CITY shall monitor the performance of SUBRECIPIENT against goals and performance standards required herein. The SUBRECIPIENT shall be responsible to accomplish the project expectations as set forth in Exhibit A, and report such results to the CITY. If the SUBRECIPIENT estimates such goals will not be met, the SUBRECIPIENT is to contact the CITY, at which time the CITY will determine if any adjustments to the grant award is appropriate. Substandard performance as determined by the CITY will constitute non- compliance with this Agreement. Should the CITY determine that the SUBRECIPIENT has not City Council 9 26 — 579 5/3/2022 performed its obligations as stated in this contract in a satisfactory manner, or if the CITY determines that insufficient supporting information has been submitted, the CITY shall notify the SUBRECIPIENT in writing of its determination specifying in full detail the objections that it has to the SUBRECIPIENT's performance. If action to correct such substandard performance is not taken by the SUBRECIPIENT after being notified by the CITY, within a reasonable period of time as stipulated in the written notification, contract suspension or termination procedures will be initiated. IV. GENERAL PROVISIONS A. Non-Discrimination. 1. SUBRECIPIENT agrees to comply with Executive Order 11246, which requires that during the performance of this Agreement, SUBRECIPIENT agrees not to discriminate against any employee or applicant for employment because of race, religion, sex, color or national origin. Such action shall include, but not be limited to the following: employment, upgrading, demotion, or transfer, rates of pay or other forms of compensation, and selection for training, including apprenticeship. SUBRECIPIENT agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the SUBRECIPIENT setting forth the provisions of this nondiscrimination clause. 2. SUBRECIPIENT agrees to comply with Title VI of the Civil Rights Act of 1964, which indicates that no person shall, on the ground of race, color or national origin,be excluded from participation in,be denied the benefits of,or be subj ect to discrimination under any program of activity receiving federal financial assistance. 3. No person shall, on the grounds of race, sex, creed, color, religion, marital status, national origin, age, sexual orientation, or physical or mental handicap be excluded from participation in, be refused the benefits of, or otherwise be subject to discrimination in any activities, programs or employment supported by this Agreement. SUBRECIPIENT is prohibited from discrimination on the basis of age or with respect to an otherwise qualified handicapped person as provided for under Section 109 of the Housing and Community Development Act of 1974, as amended. 4. SUBRECIPIENT agrees to comply with the Age Discrimination Act of 1975, which requires that during the performance of this Agreement, SUBRECIPIENT agrees not to discriminate against any employee or applicant for employment because of age. Such action shall include, but not be limited to the following: employment upgrading, demotion, or transfer, rates of pay or other forms of compensation, and selection for training, including apprenticeship. SUBRECIPIENT agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the SUBRECIPIENT setting forth the provisions of this age discrimination clause. 5. SUBRECIPIENT agrees to comply with Section 504 of the Rehabilitation Act of 1973,which requires that no otherwise qualified individual with a disability in the United States, shall, solely by reason of his or her disability, be excluded from the participation in, be denied the benefits of, or be subjected to discrimination under any program or activity receiving federal financial City Council 10 26 — 580 5/3/2022 assistance or under any program or activity conducted by any executive agency or by the United States Postal Service. B. Conflict of Interest. Pursuant to the conflict of interest requirements set forth in 24 CFR 570.611 and 2 CFR 200.112, SUBRECIPIENT certifies that no member, officer, employee, agent or assignee of CITY having direct or indirect control of any ARPA SLFRF Funds granted to the CITY,inclusive of the subject ARPA SLFRF Funds, shall serve as an officer of SUBRECIPIENT. Further, any conflict or potential conflict of interest of any officer of SUBRECIPIENT shall be fully disclosed in writing prior to the execution of this Agreement and said writing shall be attached and deemed fully incorporated as a part hereof. Notice shall be sent by SUBRECIPIENT to CITY regarding any changes or modifications to its board of directors and list of officers. C. Special Certification for Religious Entities. If SUBRECIPIENT is a religious entity, SUBRECIPIENT hereby agrees that in connection with the provision of the services SUBRECIPIENT shall provide with ARPA SLFRF Funds,in accordance with 24 CFR 570.2000): 1. SUBRECIPIENT shall not discriminate against any employee or applicant for employment on the basis of religion and shall not limit employment or give preference in employment to persons on the basis of religion. 2. SUBRECIPIENT shall not discriminate against any person applying for the services SUBRECIPIENT agrees to provide under the terms of this Agreement on the basis of religion and shall not limit such services or give preference to applicants for such services on the basis of religion. 3. SUBRECIPIENT shall NOT provide religious instruction or counseling, conduct any religious worship or services, or engage in any religious proselytizing, or exert any religious influence in the provision of the services in said program. The parties agree that this covenant is intended to and shall be construed for the limited purpose of assuring compliance with respect to the use of CITY funds by SUBRECIPIENT with applicable constitutional limitations respecting the establishment of religion as set forth in the establishment clause under the First Amendment of the United States Constitution and Article I, Section 4 of the California Constitution, and is not in any manner intended to restrict other activities of SUBRECIPIENT. 4. The portion of a facility used to provide public services assisted in whole or in part under this Agreement shall contain no sectarian or religious symbols. 5. Where the services to be provided under said program are rendered on property owned by the primarily religious entity SUBRECIPIENT,ARPA SLFRF Funds may also be used for minor repairs to such property, which are directly related to the cost of rendering the services under said program, where the cost constitutes in dollar terms only an incidental portion of the ARPA expenditure for rendering the services under said program. D. Prohibition of Nepotism. SUBRECIPIENT agrees not to hire or permit the hiring of any person to fill a position funded through this Agreement if a member of that person's immediate family is employed in an administrative capacity by SUBRECIPIENT. For the purposes of this City Council 11 26 — 581 5/3/2022 section, the term "immediate family" means spouse, child, mother, father, brother, sister, brother-in- law, sister-in-law, father-in-law, mother-in-law, son-in-law, daughter-in-law, aunt, uncle, niece, nephew, stepparent and stepchild. The term"administrative capacity"means having selection,hiring, supervisor or management responsibilities. E. Notices. Notices to the parties shall,unless otherwise requested in writing,be sent by U.S. Mail, postage prepaid, and addressed as follows: TO CITY: City of Santa Ana Lisa Rudloff Executive Director Parks,Recreation and Community Services Agency 20 Civic Center Plaza P.O. Box 1988 Santa Ana, California 92702-1988 TO SUBRECIPIENT: The Cambodian Family Attn: Vattana Peong, Executive Director 1626 East Fourth Street Santa Ana, CA 92701 F. Assi ng ability. None of the duties of, or work to be performed by, SUBRECIPIENT under this Agreement shall be subcontracted or assigned to any agency, consultant, or person without the prior written consent of CITY. SUBRECIPIENT must submit all subcontracts and other agreements that relate to this Agreement to CITY. No subcontract or assignment shall terminate or alter the legal obligations of SUBRECIPIENT pursuant to this Agreement. G. Indemnification/Hold Harmless. SUBRECIPIENT shall indemnify, defend and save harmless CITY, its officers, employees, agents, representatives and volunteers from and against any and all damages to or for loss of use of property and for injuries to or death of any person or persons, including property and employees or agents of CITY, and shall defend, indemnify and save harmless CITY, its officers, employees, agents, representatives and volunteers from and against any and all claims, demands, suits, actions or proceedings of any kind or nature, including, but not by way of limitation, workers compensation claims and including attorney fees and reasonable expenses for litigation or settlement, resulting from or arising out of the negligent or wrongful acts, errors or omissions of SUBRECIPIENT, its officers, directors, employees, agents, subcontractors and suppliers arising out of SUBRECIPIENT's performance of this Agreement. H. Insurance. Contractor shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the Contractor, its agents, representatives, employees, or subcontractors. City Council 12 26 — 582 5/3/2022 a. MINIMUM SCOPE AND LIMIT OF INSURANCE Coverage shall beat least as broad as: 1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 O1 covering CGL on an "occurrence" basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this proj ect/location(ISO CG 25 03 or 25 04)or the general aggregate limit shall be twice the required occurrence limit. 2. Automobile Liability: Insurance Services Office Form Number CA 0001 covering, Code 1 (any auto),or if Contractor has no owned autos, Code 8 (hired) and 9 (non-owned), with limit no less than $1,000,000 (if program services includes transportation of youth, the limit shall be no less than $5,000,000) per accident for bodily injury and property damage. (Not required if an automobile is not required to fulfill services.) 3. Workers'Compensation: insurance as required by the State of California, with Statutory Limits, and Employer's Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. 4. Sexual Abuse or Molestation (SAM) Liability: If the CGL policy referenced above is not endorsed to include affirmative coverage for sexual abuse or molestation, Contractor shall obtain and maintain a policy covering Sexual Abuse and Molestation with a limit no less than $1,000,000 per occurrence or claim. 5. If the Contractor maintains broader coverage and/or higher limits than the minimums shown above, the City requires and shall be entitled to the broader coverage and/or the higher limits maintained by the Contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. b. Other Insurance Provisions — The insurance policies are to contain, or be endorsed to contain, the following provisions: 1. Additional Insured Status: The City, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Contractor including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Contractor's insurance (at least as broad as ISO Form CG 20 10 11 85 or if not available, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 forms if a later edition is used). 2. Primary Coverage: For any claims related to this contract, the Contractor's insurance coverage shall be primary coverage at least as broad as ISO CG 20 O1 04 13 as respects the City, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the City, its officers, officials, City Council 13 26 — 583 5/3/2022 employees, or volunteers shall be excess of the Contractor's insurance and shall not contribute with it. 3. Notice of Cancellation: Each insurance policy required above shall state that coverage shall not be canceled, except with notice to the City. 4. Waiver of Subrogation: Contractor hereby grants to City a waiver of any right to subrogation which any insurer of said Contractor may acquire against the City by virtue of the payment of any loss under such insurance. Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. 5. Self-Insured Retentions: Self-insured retentions must be declared to and approved by the City. The City may require the Contractor to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self- insured retention may be satisfied by either the named insured or City. 6. Acceptability of Insurers: Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M. Best's rating of no less than AXII, unless otherwise acceptable to the City. 7. Claims Made Policies: If any of the required policies provide coverage on a claims-made basis: 1. The Retroactive Date must be shown and must be before the date of the contract or the beginning of contract work. 2. Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work. 3. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive Date prior to the contract effective date, the Contractor must purchase "extended reporting" coverage for a minimum of five (5) years after completion of contract work. 8. Verification of Coverage: Contractor shall furnish the City with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage required by this clause)and a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements to City before work begins. However, failure to obtain the required documents prior to the work beginning shall not waive the Contractor's obligation to provide them. City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. City Council 14 26 — 584 5/3/2022 9. Special Risks or Circumstances: City reserves the right to modify these requirements,including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances. I. Termination. 1. This Agreement may be terminated on thirty (30) days' written notice by either party. In the event of such termination, SUBRECIPIENT shall only be entitled to reimbursement for approved expenses incurred to the effective date of termination. 2. This Agreement may be suspended or terminated by CITY upon five (5) days' written notice for violation by SUBRECIPIENT of Federal Laws governing the use of ARPA SURF Funds. In the event of such suspension or termination, SUBRECIPIENT shall only be entitled to reimbursement for approved expenses incurred up to the effective date of suspension or termination. 3. Pursuant to 2 CFR 200.340, in the event SUBRECIPIENT defaults by failing to fulfill all or any of its obligations hereunder, CITY may declare a default and termination of this Agreement by written notice to SUBRECIPIENT, which default and termination shall be effective on a date stated in the notice which is to be not less than ten (10) days after certified mailing or personal service of such notice, unless such default is cured before the effective date of termination stated in such notice. If terminated for cause, CITY shall be relieved of further liability or responsibility under this Agreement, or as a result of the termination thereof, including the payment of money, except for payment for approved expenses incurred for services satisfactorily and timely performed prior to the mailing or service of the notice of termination, and except for reimbursement of. (1) any payments made for services not subsequently performed in a timely and satisfactory manner; and, (2)costs incurred by CITY in obtaining substitute performance. 4. The grant of funds under this Agreement may be terminated for convenience by either the CITY or SUBRECIPIENT, in whole or in part, by setting forth the reasons for such termination, the effective date, and, in the case of portion termination, their portion to be terminated. However, if in the case of a partial termination, the CITY determines that the remaining portion of the award will not accomplish the purpose for which the award was made, the CITY may terminate the award in its entirety. 5. The grant of funds under this Agreement may be terminated due to the non- performance of SUBRECIPIENT and/or failure of SUBRECIPENT to perform the work described in Exhibit A. 6. The grant of funds under this Agreement may be terminated due to the failure of the CITY to receive sufficient or anticipated funding for the ARPA program for any term subject to this Agreement. 7. In the event this Agreement is terminated as set forth in subparagraphs I(1) through I(6),inclusive, SUBRECIPIENT agrees to immediately return to CITY upon CITY's demand and prior to any adjudication of SUBRECIPIENT's rights, any and all funds not used, and to comply with the Reversion of Assets requirements in this Agreement. City Council 15 26 — 585 5/3/2022 J. Limitation of Funds. The United States of America may in the future place programmatic or fiscal limitations on the use of ARPA SLFRF Funds, which limitations are not presently anticipated. Accordingly, CITY reserves the right to revise this Agreement in order to take account of actions affecting ARPA program funding. In the event of funding reduction, CITY may, in its sole and absolute discretion, reduce the budget of this Agreement, may limit the rate of SUBRECIPIENT's authority to utilize funds, or may restrict SUBRECIPIENT's use of uncommitted funds. Where CITY has been directed to implement a reduction in funding, with respect to funding for this Agreement, CITY's City Manager or delegate is authorized to act for CITY in implementing and effecting such a reduction and in revising, modifying, or amending the Agreement for such purposes. If such a reduction in funding occurs, SUBRECIPIENT shall be permitted to de-scope accordingly. Where CITY has reasonable grounds to question SUBRECIPIENT's fiscal accountability or compliance with this Agreement, CITY may suspend the operation of this Agreement for up to sixty (60) days upon five (5) days written notice to SUBRECIPIENT of its intention to so act,pending an audit or other resolution of such questions. In no event, however, shall any revisions made by CITY affect expenditures and legally binding commitments made by SUBRECIPIENT before it received notice of such revision, provided that such amounts have been committed in good faith and are otherwise allowable and that such commitments are consistent with ARPA SLFRF Funds withdrawal guidelines. K. Exclusivity and Amendment of Agreement. This Agreement supersedes any and all other agreements, either oral or in writing,between the parties hereto with respect to the use of CITY's ARPA SLFRF Funds by SUBRECIPIENT and contains all the covenants and agreements between the parties with respect to SUBRECIPIIENT's administration of said program. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein, and that no other agreement or amendment hereto shall be effective unless executed in writing and signed by both CITY and SUBRECIPIENT. L. Laws Governing this Agreement. This Agreement shall be governed by and construed in accordance with the laws of the State of California, and all applicable federal laws and regulations. M. Validity and Severability. The invalidity in whole or in part of any provision of this Agreement shall not void or affect the validity of any other provision of this Agreement. Whenever possible, each provision of this AGREEMENT shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this AGREEMENT is held to be prohibited by or invalid under applicable law, such provision shall be ineffective only to the extent of such prohibition or invalidity, without invalidating the remainder of such provisions of this AGREEMENT. N. Waiver. No delay or omission by either party hereto to exercise any right or power accruing upon any noncompliance or default by the other party with respect to any of the terms of this Agreement shall impair any such right or power or be construed to be a waiver thereof. A waiver by either of the parties hereto of any of the covenants, conditions, or agreements to be performed by the other shall not be construed to be a waiver of any succeeding breach thereof or of any other covenant, condition or agreement herein contained. City Council 16 26 — 586 5/3/2022 O. Federal Award Identification Information. SUBRECIPIENT's pertinent Federal Award Identification Information, including DUNS Number and Federal Award Identification Number (FAIN), as well as the applicable information for ARPA, are included in Exhibit C attached hereto and incorporated herein by this reference. P. Miscellaneous Provisions. 1. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify CITY fully, including reasonable costs and attorney's fees, for any injuries or damages to CITY in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. 2. All Exhibits and Attachments referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. 3. This Agreement must be signed below and may be signed in counterpart and delivered by fax, email as a PDF (Portable Document Format)file attachment, or by other means that displays the original or a copy of the signatures. Any subsequent amendments may be signed and delivered in the same manner. {Signatures on followingpage} City Council 17 26 — 587 5/3/2022 IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date and year first written above. ATTEST: CITY OF SANTA ANA DAISY GOMEZ KRISTINE RIDGE Clerk of the Council City Manager APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney BRANDON SALVATIERRA Deputy City Attorney RECOMMENDED FOR APPROVAL: SUBRECIPIENT: LISA RUDLOFF Vattana Peong Executive Director Executive Director Parks,Recreation and Community Services Agency DUNS #: 148385024 City Council 18 26 — 588 5/3/2022 EXHIBIT A SCOPE OF WORK City Council 26 — 589 5/3/2022 19 Exhibit A SCOPE OF WORK The Cambodian Family—Plan Ahead Youth Program (July 111, 2022—June 301h 2023) Detailed description of youth program/services to be provided Plan Ahead Youth Program (PAYP)will provide academic tutoring and extra-curricular educational services to a total of 90 low-income and underserved youth and parents in Santa Ana per year, including 60 youth (1 st— 12th grades)through activities that are organized around our four well integrated institutes aligned with local school district educational trends, and 30 parents of our youth with parenting skills, economic empowerment workshops, and resources to better support and become more active in their children's education. Due to the on-going pandemic, PAYP activities will take place virtually after school, Tuesday through Friday, from 3:30-6:00 PM and/or in-person (when it is safe to do so) at The Cambodian Family Community Center, and on Wednesdays, from 1:00-3:30 PM at the Minnie Street Family Resource Center(MSFRC), our community partner and a "One Stop Shop" that provides services and support systems that build on family strengths. Prosocial and enrichment activities are sometimes held on Saturdays from 9:00 AM—3:00 PM. Youth attend our program year-round, an average of 6-8 hours per week. Staff and volunteers are bilingual in Khmer(Cambodian), Vietnamese, or Spanish. Youth can also participate in our Summer Enrichment Program which generally takes place from June to August. All activities will be led by a partnership of program staff and volunteers. Youth will participate in activities that are organized around four institutes: Academic, Leadership, Career, and Health. Parents will participate in workshops and activities that help them develop better skills to provide for, nurture, and communicate with their children and be involved with their children's education. Within the Academic Institute,we will help youth develop a strong foundation in Science, Technology, Engineering, Mathematics (STEM) subjects, build on their reading and writing skills, support them in improving overall academic performance, graduate high school, help plan their paths toward college, and persist toward becoming lifelong learners. To achieve this, youth counselors will provide after-school tutoring by integrating a variety of positive social emotional learning (SEL) and brain-boosting techniques that simultaneously enhance their individual learning relationships with youth and support youth's engagement with their academic learning experiences. PAYP will give students access to our virtual services and our community center(when appropriate)that provides students a safe space to learn and do schoolwork. The center is equipped with personal protective equipment, computers, high-speed internet, printing, Wi-Fi, an interactive SMART board, school and art supplies, WiFi Hotspots, Chromebooks and tablets for individual check-out, and a small library to support their learning. Our organization has secured 20 devices with pre-installed/pre-paid internet for students to borrow during our regular program hours. Staff will continue to work closely with volunteers to provide tutoring for daily homework assignments and projects. We will provide workshops that enable our youth to study more effectively and become more independent in their ability to learn, solve problems, and acquire skills. We will continue to partner with local university students to help students prepare for SAT classes, understand the college application process, learn the differences between public/private/trade schools, and learn ways to pay for school. Staff will also provide counseling sessions to help students achieve their goals. Within the Leadership Institute,we will help youth develop leadership and social skills, improve self-esteem, and character strengths, and nurture their passion for community engagement. We will provide Life Skills classes that address "The 7 Habits of Highly Effective City Council 26 — 590 5/3/2022 20 Exhibit A People", 6 Pillars of Character, communication skills, using technology responsibly, digital literacy, peer pressure, bullying, conflict resolution, generational differences, and cultural diversity. We have classes that foster students' interests in the areas of athletics, music, and arts and crafts. Students will also be required to volunteer and lead service projects for the community which will give them a sense of self-empowerment. Within the Career Institute,we will help youth make informed decisions about their futures by considering their college and career options. We will offer career readiness services by hosting career guest speakers, financial literacy education classes, career research projects, mock interviews, and resume writing workshops that will help them explore, understand, and apply academic and career skills to become more independent problem solvers and proactive planners. We will team up with college students to take youth on field trips to local colleges and universities to tour and motivate them about the benefits of higher education and its gateway to a wider range of career options. Within the Health Institute, youth will develop a healthy living lifestyle. Youth will have the opportunity to engage in at least 30 minutes of daily exercise during recreation time. During life skills classes, we will engage youth in interactive activities that teach them about good nutrition and how to cook healthy food. To promote exercise, students will have access to sports classes on-site. We will also have quarterly trips to go hiking, camping, or other recreational activities. In addition, we will host health workshops on the benefits of nutritious food, oral health, germ-spread prevention, and living an active lifestyle. To increase the likelihood of the youth's success, we strongly believe that parents must be involved in their children's education. To achieve this objective, we will hold monthly parent meetings to teach parents about the school system, benefits of higher education, best practices to support their children's education, developmental milestones, preventive health, strengthening family functioning, technology use, and how to maintain stronger pathways to economic and financial stability. We will refer them to ESL classes,job opportunities, nutrition classes, and community resources. We will provide opportunities for them to become actively involved in PAYP activities and encourage them to participate in school functions. Because we understand that communicating and working with parents is vital to their children's success, our staff are highly accessible to parents. We can run our monthly parent meetings in multiple languages to cater to the different needs of our clients. We evaluate and improve the structure, curriculum, and activities in our program each year to ensure we are providing the best services to the families we serve. Target Population: The populations to be served through PAYP are underserved and low-income youth (1st — 12th grades) and parents in Santa Ana, with a focus on underserved youth and parents from Cambodian, Vietnamese, and Latinx communities. The residents within our service areas are mainly Latino and Cambodian families who came to this country with little or no formal education, speaking no English, and possessing few marketable job skills. As uprooted peoples, they remain socially-isolated and economically-challenged, as they struggle to adjust and provide for their families. Our services offer guidance and support to many of Santa Ana's families seeking help with navigating the educational, health, and legal systems. For Cambodians in particular, there are few service providers who speak their language (Khmer) and understand their history and culture. We provide critical in-language resources to many monolingual community members as well as connect them with other community support services. City Council 26 — 591 5/3/2022 21 Exhibit A DATA COLLECTING, REPORTING AND COMPLIANCE State and Local Fiscal Recovery Funds, Compliance and Reporting TCF will comply with the State and Local Fiscal Recovery Funds, Compliance and Reporting responsibilities for our PAYP by ensuring that the following process and outcome measures are collected to meet our performance requirements. Goal #1 Youth Strategy: We help youth develop their visions for the future and attain the skills to turn their visions into reality. Objective 1: Enroll 60 youth per year, ages 6-18, in our comprehensive after-school youth program, including its Academic, Career, Leadership and Health Institutes. Objective 2: 48 youth (80%)will achieve successful measurable outcomes in our youth activities. Students are successful if they meet 2 or more of our outcomes and measurements such as increasing or maintaining a 3.0 or higher GPA or improving report grades reports from quarter to quarter, increasing scores on workshop post-tests or increasing attendance in career and health activities. Goal #2 Parent Strategy: We help parents improve their parenting skills, family functioning and increase their involvement in their children's education. Objective 1: Enroll 30 parents per year in our Parent Strategy activities. Objective 2: 24 parents (80%)will achieve measurable outcomes in our Parent Strategy activities. Parents are successful if they attend 1 or more parent workshops per quarter, increase scores on workshop post-tests, attend monthly parent meetings or volunteer 3 times per quarter. Staff maintain files for all program participants, and this includes demographic information, income verification, attendance and participation records, report cards, award certificates, and behavior notes. Success in our youth program is measured quarterly, or every 3 months. Within the Academic Institute staff measure the improvement of school report grades from quarter to quarter by establishing a baseline GPA or other SAUSD specified benchmark from their most recent report cards and track for any improvements on a quarterly basis. Pre/posttest surveys are also collected on a quarterly basis to track for improvement in successful habits for lifelong learning. Success in the Leadership Institute is measured by youth completing 3 or more hours of community service or by demonstrating improved test scores on pre/posttest surveys on 1 or more leadership workshops Success in the Career Institute is measured by youth attending 1 or more career guest speaker presentation, college tours, or educational workforce development/financial education workshops. Lastly, success in the Health Institute is measured by youth maintaining a "B" or higher in their Physical Education grade, participating in fitness activities 1 or more hour per week, or demonstrating improved test scores on pre/posttest surveys on 1 more health workshops per quarter. We judge youth as overall successful when they are successful in 2 or more of the 4 institutes per quarter. Parents are considered successful if they participate in at least 2 parent meetings/training per quarter(we host monthly parent meetings) or donate at least 3 hours of their time back to the youth program per quarter. To measure progress in workshops and lessons for all institutes, we distribute pre/post-tests and/or immediate post-test surveys to measure if they are"passing" or if there is an increase of their knowledge on the lesson. Other methods we use are self-evaluations and surveys to assess progress on aspects harder to quantify such as whether students and parents feel more hopeful of their futures. We use our existing Microsoft Access database program and/or Survey Monkey to record and evaluate all program data. City Council 26 — 592 5/3/2022 22 EXHIBIT B FEE PAYMENT SCHEDULE City Council 26 — 593 5/3/2022 23 Exhibit B FISCAL YEAR 2022-2023 PROPOSED PROGRAM BUDGET Organization Name The Cambodian Family Program Name Plan Ahead Youth Program (PAYP) Term: July 1, 2022 to June 30, 2023 EXPENDITURES Enter budget categories and projected expenditures: Expenditures Funded By Expenditures Total Santa Ana Funded By Program Organization Category REVIVE Funds Other Sources Budget Budget Administrative Staff Salaries $6,500 $6,500 $ 197,300 Program Staff Salaries $102,115 $102,115 $ 1,183,900 Contractual Services $0 $0 $ 221,200 Program Supplies $1,500 $1,500 $ 20,000 Office Supplies $1,200 $1,200 $ 14,500 Printing/Duplicating $500 $500 $ 6,200 Mileage $621 $621 $ 7,000 Telephone/Internet/WiFi $1,200 $1,200 $ 29,200 Indirect Cost @ 10% $11,3641 1 $11,364 $ 167,930 $0 $0 TOTAL $125,000 $0 $125,000 $1,847,230 PROGRAM RESOURCES LIST ALL OTHER PROGRAM RESOURCES FOR 2022-2023 Funding Source Total must equal Program Budget Total listed above. FUNDING SOURCE AMOUNT Santa Ana REVIVE $ 125,000 TOTAL $ 125,000 City Council 24 26 — 594 5/3/2022 Exhibit B 2022-2023 REVIVE BUDGET LINE ITEMS ADMINISTRATIVE STAFF Position Title Annual Salary& Benefits REVIVE Funds Description Finance&Adminstrative $6,500 $6,500 Prepare&submit payroll/invoices for Associate(10%FTE) PAYP;Track PAYP expenses; Prepare PAYP financial reports; Purchase program/office supplies for PAYP-funded programs PROGRAM STAFF Position Title Annual Salary& Benefits REVIVE Funds Description Youth Program Director $9,100 $9,100 Train/supervise staff; prepare (10%FTE) reports/invoices;chair meetings, develop/revise evaluation tools Youth Program Coordinator $19,500 $19,500 Tutor youth; plan/coordinate (30%FTE) activities/volunteers; host workshops; collect&analyze data Bilingual Youth Counselor $38,025 $38,025 Tutor/mentor/supervise youth in after- (75%FTE) school activities;collect data;organize workshops/summer youth projzram Bilingual Youth Counselor $35,490 $35,490 Tutor/mentor/supervise youth in after- (70%FTE) school activities;collect data;organize worksho s summer youth proizram CONTRACTUAL/PROFESSIONAL SERVICES Type of Service Contract Amount REVIVE Funds Description City Council 25 26 — 595 5/3/2022 Exhibit B OTHER LINE ITEMS Line Item Program Amount REVIVE Funds Description Program Supplies $1,500 $1,500 Supplies for program staff to conduct program outreach/recruitment and services.Supplies include materials for classes,outreach banners,resource manuals,flyers,textbooks,etc. Office Supplies $1,200 $1,200 Office supplies for the general operation of PAYP program.Supplies include papers, binders, pens,notebook,bus passes,inks, toner,calendar,etc. Printing/Duplicating $500 $500 The fund will pay a pro-rated share of our rental copy and scan machines that we use to print and duplicate our program materials and other documents. In addition,this will cover printing and duplicating expenses of program flyers, brochures, referral/linkage forms,and books that are done at the printing house. Mileage $621 $621 These funds support the mileage of the program staff when they provide direct services for PAYP, including outreach/recruitment,tutoring,and when they attend program-related activities& Telephone/Internet/WiFi $1,200 $1,200 This fund helps cover office telephone, work cell phone, internet,and WiFi expenses for the PAYP staff. Indirect Cost @ 10% $11,364 $11,364 These funds will help cover administrative personnel expenses such as Executive Director,the costs for rent/program space,audit,payroll and accounting services,alarm services,janitorial maintenance/supplies,facility expenses, insurance,and other operational/administrative costs. Attachment 1(b) City Council 26 26 — 596 5/3/2022 EXHIBIT C FEDERAL AWARD IDENTIFICATION INFORMATION The General Program Requirements were designed to provide the framework where the CONTRACTOR will provide ARPA programs identified in this attachment. L GOVERNANCE The CONTRACTOR agrees to comply, remain informed, and deliver services consistent with the provisions of ARPA. Where local policy has not been set, the CONTRACTOR agrees to adhere to state and/or federal policy, as appropriate. IL GOVERNANCE REFERENCES A. Additional state and federal agencies that provide funding to the CITY may be incorporated herein. B. Information Bulletins, Directives, and any other federal and state guidance documents pertaining to the ARPA SURF Funds. C. Actions, directives, and policy and procedures issued by the CITY. D. CITY policies, as applicable. III. CONTRACTOR/SUBRECIPIENT DETERMINATION: In accordance with the requirements of 2 CFR 200.330 (Subrecipient and Contractor determination) and for the purpose of this CONTRACT, SUBRECIPIENT is determined to be a CONTRACTOR. City Council 26 — 597 5/3/2022 27 IV. FEDERAL AWARD IDENTIFICATION FAIN INFORMATION A. CONTRACTOR Name: The Cambodian Family B. CONTRACTOR'S Unique 148385024 Identifier(D-U-N-S): Federal Award C. Identification Number SLFRP1059 (FAIN): D. Federal Award Date: 5/19/2021 E. Subaward Period of 7/l/2022-6/30/2023 Performance: Total Amount of Federal F. Funds Obligated by the $125,000 Action: Total Amount of Federal G. Funds Obligated to the $125,000 CONTRACTOR: H. Total Amount of the $64,180,406.50 Federal Award: Federal Award Project American Rescue Plan Act(ARPA) I' Description: J. Federal Awarding Agency: U.S. Department of the Treasury K. Name of PTE: City of Santa Ana L. Contact Information for the Kristine Ridge, City Manager Awarding Official: Phone Number: (714) 647-5200 E-mail Address: kridgegsanta-ana.org M. CFDA Number: 21.027 CFDA Name: Coronavirus State and Local Fiscal Recovery Funds N. Whether Award is R&D: No O. Indirect Cost Rate for the de minimus or federally negotiated rate Federal Award: City Council 26 — 598 5/3/2022 28 EXHIBIT D DEBARMENT Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion Lower Tier Covered Transactions This certification is required by the regulations implementing Executive Order 12549,Debarment and Suspension, 29 CFR Part 98, Section 98.510, Participants' responsibilities. The regulations were published as Part VII of the May 26, 1988 Federal Register(pages 19160-19211). (BEFORE COMPLETING CERTIFICATION,READ INSTRUCTIONS FOR CERTIFICATION- Attached) (1) The prospective recipient of federal assistance funds certifies,by submission of this proposal, that neither it nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in this transaction by any federal department or agency. (2) Where the prospective recipient of federal assistance funds is unable to certify to any of the statements in this certification, such prospective participant shall attach an explanation to this proposal. Vattana Peong, Executive Director Name and Title of Authorized Representative 03/16/2022 Signature Date City Council 26 — 599 5/3/2022 29 INSTRUCTIONS FOR CERTIFICATION 1. By signing and submitting this proposal,the prospective recipient of federal assistance funds is providing the certification as set out below. 2. The certification in this clause is a material representation of fact upon which reliance was placed when this transaction was entered into. If it is later determined that the prospective recipient of federal assistance funds knowingly rendered an erroneous certification, in addition to other remedies available to the Federal Government, the Department of Labor (DOL)may pursue available remedies, including suspension and/or debarment. 3. The prospective recipient of federal assistance funds shall provide immediate written notice to the person to which this proposal is submitted if at any time the prospective recipient of federal assistance funds learns that its certification was erroneous when submitted or has become erroneous by reason of changed circumstances. 4. The terms "covered transaction," "debarred," "suspended," "ineligible," "lower tier covered transaction," "participant," "person," "primary covered transaction," "principal," "proposal," and'voluntarily excluded," as used in this clause,have the meanings set out in the Definitions and Coverage sections of rules implementing Executive Order 12549. You may contact the person to which this proposal is submitted for assistance in obtaining a copy of those regulations. 5. The prospective recipient of federal assistance funds agrees by submitting this proposal that, should the proposed covered transaction be entered into, it shall not knowingly enter into any lower tier covered transaction with a person who is debarred, suspended, declared ineligible, or voluntarily excluded from participation in this covered transaction, unless authorized by the DOL. 6. The prospective recipient of federal assistance funds further agrees by submitting this proposal that it will include the clause titled"Certification Regarding Debarment, Suspension, Ineligibility and voluntary exclusion - Lower Tier Covered Transactions," without modification, in all lower tier covered transactions and in all solicitations for lower tier covered transactions. 7. A participant in a covered transaction may rely upon a certification of a prospective participant in a lower tier covered transaction that it is not debarred, suspended, ineligible, or voluntarily excluded from the covered transaction, unless it knows that the certification is erroneous. A participant may decide the method and frequency by which it determines the eligibility of its principals. Each participant may, but is not required to check the List of Parties Excluded from Procurement or Non-Procurement Programs. 8. Nothing contained in the foregoing shall be construed to require establishment of a system of records in order to render in good faith the certification required by this clause. The knowledge and information of a participant is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings. City Council 26 — 600 5/3/2022 30 9. Except for transactions authorized under paragraph 5 of these instructions, if a participant in a covered transaction knowingly enters into a lower tier covered transaction with a person who is suspended, debarred, ineligible, or voluntarily excluded from participation in this transaction,in addition to other remedies available to the Federal Government, the DOL may pursue available remedies, including suspension and/or debarment. City Council 26 — 601 5/3/2022 31 EXHIBIT E LOBBYING Certification Regarding Lobbying Certification for Contracts, Grants, Loans, and Cooperative Agreements The undersigned certifies, to the best of his or her knowledge and belief, that: (1) No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contact, grant, loan or cooperative agreement. (2) If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, 'Disclosure Form to Report Lobbying," in accordance with its instructions. (3) The undersigned shall require that the language of this certification be included in the award documents for all subawards at all tiers (including subcontract, subgrants, and contracts under grants, loans, and cooperative agreements) and that all subrecipients shall certify and disclose accordingly. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352, Title 31, U. S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. The Cambodian Family Plan Ahead Youth Program Grantee/Contactor Organization Program Title Vattana Peong 03/16/2022 Name of Certifying Officer Signature Date City Council 26 — 602 5/3/2022 32 SUBRECIPIENT warrants the following: 1. SUBRECIPIENT will comply with Public Law 88-352, Title VI of the Civil Rights Act of 1964 (42 U. S. C. section 2000 et seq.) and implementing regulation in 24 CFR Part 1. 2. No person in the United States shall on the ground of race, color, religion, national origin, or sex, be excluded from participation in, or be denied the benefits of, or be subjected to discrimination under any program or activity funded in whole or in part with community development funds made available pursuant to the ACT. 3. All laborers and mechanics, employed by contractors or subcontractors in the performance of construction work financed in whole or in part with community development funds shall be paid wages at rates not less than those prevailing on similar construction in the locality as determined in accordance with the Davis-Bacon Act, as amended, 40 U. S. C. Sections 276 a 1-5, except for individuals who perform services for which they volunteered; do not receive compensation for such services; or are paid expenses, reasonable benefits, or a nominal fee for such services; and are not otherwise employed at any time in construction work. 4. SUBRECIPIENT will comply with all Federal statutes applicable to projects funded with community development funds, except that (a) SUBRECIPIENT does not assume CITY'S environmental responsibilities described at 24 CFR 570.604; and (b) SUBRECIPIENT does not assume CITY'S responsibility for initiating the review process under Executive Order 12372. City Council 26 — 603 5/3/2022 33 EXHIBIT F DRUG-FREE WORKPLACE Certification Regarding Drug-Free Workplace Requirements The certification set out below is a material representation upon which reliance is placed by the U.S. Department of Housing and Urban Development in awarding the grant. If it is later determined that the contractor knowingly rendered a false certification, or otherwise violates the requirements of the Drug-Free Workplace Act, the U.S. Department of Housing and Urban Development, in addition to any other remedies available to the Federal Government, may take action authorized under the Drug-Free Workplace Act. CERTIFICATION A. The contractor certifies that it will provide a drug-free workplace by: (a) Publishing a statement notifying employees that the unlawful manufacture, distribution, dispensing,possession or use of a controlled substance is prohibited in the contractor's workplace and specifying the actions that will be taken against employees for violation of such prohibition; (b) Establishing a drug-free awareness program to inform employees about— (1) The dangers of drug abuse in the workplace; (2) The contractor's policy of maintaining a drug-free workplace; (3) Any available drug counseling, rehabilitation, and employee assistance program; and (4) The penalties that may be imposed upon employees for drug abuse violations occurring in the workplace; (c) Making it a requirement that each employee who will be engaged in the performance of the grant be given a copy of the statement required by paragraph (a); (d) Notifying the employee in the statement required by paragraph -(a) that, as a condition of employment under the contract, the employee will - (1) Abide by the terms of the statement; and (2) Notify the employer of any criminal drug statute conviction for a violation occurring in the workplace no later than five days after such conviction. (e) Notifying the U.S.Department of Housing and Urban Development within ten days after receiving notice under subparagraph (d)(2) from an employee or otherwise receiving actual notice of such conviction; City Council 26 — 604 5/3/2022 34 (f) Taking one of the following actions, within 30 days of receiving notice under subparagraph (d)(2), with respect to any employee who is so convicted - ( 1) Taking appropriate personnel action against such an employee, up to and including termination; or (2) Requiring such employee to participate satisfactorily in a drug abuse assistance or rehabilitation program approved for such purposes by a Federal, State, or local health, law enforcement, or other appropriate agency; (g) Making a good faith effort to continue to maintain a drug-free workplace through implementation of paragraphs (a), (b), (c), (d), (e) and (f). B. The contractor shall insert in the space provided on the attached "Place of Performance" form the site(s) for the performance of work to be carried out with the grant funds (including street address, city, county, state, and zip code) .the contractor further certifies that, if it is subsequently determined that additional sites will be used for the performance of work under the contract, it shall notify the U.S. Department of Housing and Urban Development immediately upon the decision to use such additional sites by submitting a revised "Place of Performance" form. The Cambodian Family Organization 03/16/2022 Authorized Signature Date City Council 26 — 605 5/3/2022 35 PLACE OF PERFORMANCE FOR CERTIFICATION REGARDING DRUG-FREE WORKPLACE REQUIREMENTS Name: The Cambodian Family Date: 03/16/2022 The Contractor shall insert in the space provided below the site(s) expected to be used for the performance of work under the contract covered by the certification: Place of Performance (include street address, city, county, state, zip code for each site): The Cambodian Family, 1626 E. 4th Street, Santa Ana, CA 92701 City Council 26 — 606 5/3/2022 36 AGREEMENT BETWEEN THE CITY OF SANTA ANA AND THINK TOGETHER FOR USE OF AMERICAN RESCUE PLAN ACT(ARPA)FUNDS This Agreement is hereby made and entered into this 3rd day of May, 2022, by and between the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("CITY"). and THINK Together, a California domestic nonprofit corporation ("SUBRECIPIENT" or "CONTRACTOR"). RECITALS: A. The American Rescue Plan Act ("ARPA") was signed into law in March 2021. ARPA provides funding for a number of different programs, including the Coronavirus State and Local Fiscal Recovery Fund (-SLFRF"). to provide monetary support to local governments to respond to,mitigate,and recover from the COVID-19 public health emergency. B. On July 20,2021,the Santa Ana City Council authorized the City Manager to utilize ARPA SLFRF funding from the United States Department of Treasury for the Revive Santa Ana Spending Plan,which includes five spending categories: recovery from the pandemic,direct assistance programs,public health and safety,critical infrastructure,and city fiscal health. C. SUBRECIPIENT has been selected by the CITY to receive ARPA SLFRF Funds in order to provide youth programs,including:early childhood support;head start:day care;after school tutoring•, athletic: and, youth violence prevention. in accordance with the Scope of Work attached hereto as Exhibit A and incorporated herein by reference ("said program"). SUBRECIPIENT represents that it is qualified and willing to operate said program and certifies that the administration of said program carried out with funds provided under this Agreement will meet ARPA's objectives to respond to, mitigate, and recover from this historic COVID-19 public health crisis. D. SUBRECIPIENT agrees that it will adhere to the tasks and services as indicated in Exhibit A for said program. Failure to follow the requirements and meet the stated expectations may constitute breach of contract that could result in termination of this Agreement or serve as reason for the CITY to recapture the grant funds awarded to SUBRECIPIENT pursuant to this Agreement. WHEREFORE, it is agreed by and between the parties that the foregoing Recitals are a substantive part of this Agreement and the folio A ing terms and conditions are approved and together with all exhibits and attachments hereto,shall constitute the entire Agreement between the CITY and SUBRECIPIENT: 1. ARPA PROGRAM PROVISIONS A. Scope of Work. SUBRECIPIENT shall be responsible for the specific tasks and services of said program, and agrees to administer said program in compliance with the tasks and services as described in the Scope of Work attached hereto as Exhibit A. SUBRECIPIENT's failure I City Council 26– 607 5/3/2022 to perform as required may, in addition to other remedies set forth in this Agreement, result in readjustment of the amount of funds for said program or termination of this Agreement. B. Term of Agreement. The term of said Agreement shall commence on July 1 st,2022, and continue through June 30,2023 ("Term"), unless terminated earlier pursuant to the terms of this Agreement. This Agreement shall also cover any and all services provided by the SUBRECIPIENT to the CITY since the date the ARPA SURF Funds were awarded to the CITY. Additionally, the Term of this Agreement may be extended by a writing executed by the City Manager,or designee,and the City Attorney. C. Amount of Grant Funding. The total amount of funds provided for said program shall not exceed One Hundred Twenty-Five Thousand Dollars and Zero Cents($125,000)('`ARPA SURF Funds") during the Term of the Agreement. SUBRECIPIENT agrees to use said ARPA SURF Funds to administer said program as outlined in Exhibit A. D. Disbursement of Funds. Said ARPA SURF Funds shall be disbursed by CITY to SUBRECIPIENT pursuant to the terms found in the Fee Payment Schedule attached hereto as Exhibit B, with payments subject to the submittal of invoices and other reporting requirements, as hereinafter more fully set forth. SUBRECIPIENT shall be obligated to perform such duties as would normally extend beyond the term, including,but not limited to,obligations with respect to indemnification,audits,reporting,data retention reporting,and accounting. Failure to provide any of the required documentation and reporting will cause CITY to withhold all or a portion of a request for ARPA SURF Funds, or return the entire request to SUBRECIPIENT, until such documentation and reporting has been received and approved b) CITY. (1) Reduction in ARPA SURF Funding. The CITY reserves the right to reduce the amount of ARPA SURF Funds to SUBRECIPIENT, or to completely terminate this Agreement,in the CITY's sole discretion, if there is a reduction in ARPA SURF Funds provided to the CITY, (2) Reduced Distribution of Funds. The CITY reserves the right to reduce the grant application if the CITY's fiscal monitoring indicates that SUBRECIPIENT's rate of expenditure will result in unspent funds at the end of the program term.Amendments in the grant allocation will be made after consultation with SUBRECIPIENT. (3) Reversion of Assets. SUBRECIPIENT agrees that an) and all funds received under this Agreement shall be utilized during the Term of this Agreement,and that any and all funds remaining as of the end of the Term, which have not been utilized, shall be returned by SUBRECIPIENT to the CITY within thirty(30)days of the expiration or earlier termination of the Agreement. No expense of SUBRECIPIENT will be reimbursed by CITY if incurred after the end of the Term of the Agreement. City Council 26– 608 5/3/2022 E. Grant Program Requirements. (1) SUBRECIPIENT acknowledges that the source of funding for said program is the federal ARPA, and that payments from the ARPA SURF Funds are only to be used to make necessary expenditures incurred due to the public health emergency with respect to COVID-19. (2) SUBRECIPIENT acknowledges that ARPA provisions allow the use of ARPA SURF Funds to respond to,mitigate,and recover from the COVID-19 public health emergency,and will not use these funds for any other uses. (3) SUBRECIPIENT shall follow the process and determination of eligibility for participants in said program as outlined in Exhibit A. F. Performance Monitoring. (1) SUBRECIPIENT shall submit program performance information as often as requested by CITY, but no less than the submission of monthly reports and a final report to CITY with the information requested by and in the format acceptable to CITY. Each monthly report is due within thirty(30)days of completion of work for each month. The final report is due within thirty (30)days after the termination or expiration of this Agreement. (2) CITY will evaluate SUBRECIPIENT's management and operation of said program with respect to the project expectations as described in Exhibit A. (3) CITY will review the audit of the SUBRECIPIENT to ensure that grant funds are used for authorized purposes in compliance with laws,regulations,and the provisions of contracts or grant agreements under this Agreement,including attachments and exhibits. (4) If action to correct any substandard performance is not taken by the SUBRECIPIENT within a reasonable period after being notified by CITY,suspension or termination procedures may be initiated by CITY. (5) All performance shall be subject to review by the CITY or other regulatory agencies at all times. SUBRECIPIENT shall provide adequate cooperation to any inspector or other CITY representative to permit the same to determine SUBRECIPIENT's conformity with the terms of this Agreement. If any services performed by SUBRECIPIENT are not in conformance with the terms of this Agreement,the CITY shall have the right to require SUBRECIPIENT to perform the services in conformance with the terms of the Agreement at no additional cost. The CITY may also terminate this Agreement for default and charge SUBRECIPIENT for any costs incurred by the CITY because of SUBRECIPIENT's failure to perform. (6) SUBRECIPIENT shall establish adequate procedures for self-monitoring and quality control and assurance to ensure proper performance under this Agreement;and shall pen-nit a CITY representative or other regulatory official to monitor, assess, or evaluate SUBRECIPIENT's performance under this Agreement at any time. upon reasonable notice to SUBRECIPIENT. 3 City Council 26– 609 5/3/2022 G. Audit. (1) SUBRECIPIENT shall maintain complete and accurate records and supporting documentation to facilitate financial and/or program audits by CITY. This requirement shall apply to any records and documentation CITY shall reasonably require or as required to be maintained pursuant to the ARPA regulations. (2) The books and accounts,files,and other records of SUBRECIPIENT,which are applicable to this Agreement, shall be available for inspection, review, and audit during normal business hours by CITY to determine the proper application and use of all ARPA SLFRF Funds provided to or for the account or benefit of SUBRECIPIENT. (3) SUBRECIPIENT assumes responsibility for reimbursement to CITY a sum of money equivalent to the amount of any expenditures disallowed should the CITY,or an authorized agency,rule through audit,exception,or some other appropriate means,that expenditures from funds allocated to SUBRECIPIENT for direct an&or administrative costs were not made in compliance with the applicable cost principles,regulations,or the provisions of this Agreement. (4) SUBRECIPIENT agrees to comply with the requirements of OMB Uniform Guidance 2 CFR Part 200. SUBRECIPIENT further agrees to provide CITY with a copy of completed independent auditors' report within thirty(30)days of CITY's request for such report. If the report contains instances of non-compliance with federal laws and regulations that bear directly on the performance or administration of this Agreement,SUBRECIPIENT shall provide CITY copies of responses to auditors' reports, a plan for corrective action, and auditors' response that the noncompliance has been resolved. All reports prepared in accord with the requirements of OMB Uniform Guidance 2 CFR Part 200 shall be available for inspection by representatives of CITY or the federal government during normal business hours. (5) All accounting records,reports,and evidence pertaining to all costs.expenses and the ARPA SLFRF Funds of SUBRECIPIENT and all documents related to this Agreement shall be maintained and kept available at SUBRECIPIENT'S office or place of business for the duration of the Agreement and thereafter for five (5) years from the date of final payment under this Agreement. Records which relate to: (a) complaints, claims, administrative proceedings or litigation arising out of the performance of this Agreement; or, (b) costs and expenses of this Agreement to which CITY or any other governmental agency takes exception, shall be retained beyond the five(5)years until complete resolution or disposition of such appeals,litigation claims. or exceptions. In the event SUBRECIPIENT does not make the above-referenced documents available within the City of Santa Ana,California,SUBRECIPIENT agrees to pay all necessary and reasonable expenses incurred by CITY in conducting any audit at the location where said records and books of account are maintained. H. Ownership/Use of Materials. SUBRECIPIENT agrees that all materials,reports or products in any form, including electronic, created by SUBRECIPIENT for which SUBRECIPIENT has been compensated pursuant to this Agreement shall be the sole property of the CITY. The material, reports, or products may be used by the CITY for any purpose that the CITY deems to be appropriate, including, but not limit to, duplication and/or distribution within 4 City Council 26– 610 5/3/2022 the CITY or to third parties. SUBRECIPIENT agrees not to release or circulate in whole or part such materials,reports,or products without prior written authorization of the CITY. 1. Close-Out. SUBRECIPIENT agrees to comply with the closeout procedures detailed in 2 CFR§200.343, including the following: (1) SUBRECIPIENT must submit,no later than ninety(90)calendar days after the end date of the period of performance,all financial,performance,and other reports as required by the terms and conditions of this Agreement; (2) SUBRECIPIENT must promptly refund any balances of unobligated cash that the CITY paid in advance or paid and that is not authorized to be retained by SUBRECIPIENT for use in other projects(See OMB Circular A-129 and 2 CFR§200.345);and, (3) CITY should complete all closeout actions for the Federal award no later than one year after receipt and acceptance of all required final reports. II. SUBRECIPIENT'S OBLIGATIONS A. Representations and Warranties. (1) Authority. SUBRECIPIENT is a duly organized and existing domestic nonprofit corporation in good standing and authorized to do business under the laws of the State of California. SUBRECIPIENT has full right, power and lawful authority to accept the funding hereunder and to undertake all obligations as provided herein and the execution,performance and delivery of this Agreement by SUBRECIPIENT has been fully authorized by all requisite actions on the part of SUBRECIPIENT. (2) Experience. SUBRECIPIENT is qualified to provide the administrator services for said program detailed herein. (3) Familiarity With Services Required. B} executing this Agreement, SUBRECIPIENT warrants that:(i)it has thoroughl} investigated and considered the administrator services to be performed and provided for said program as detailed in Exhibit A; (ii) it has carefully considered how the services should be performed; and. (iii) it fully understands the facilities,difficulties and restrictions attending performance of the services under this Agreement. (4) No Conflict. To the best of SUBRECIPIENT'S knowledge, SUBRECIPIENT'S execution, delivery and performance of its obligations under this Agreement will not constitute a default or a breach under any contract, agreement or order to which SUBRECIPIENT is a party or by which it is bound. (5) No Bankruptcy. SUBRECIPIENT is not the subject of any current or threatened bankruptcy proceeding. 5 City Council 26– 611 5/3/2022 (6) No Pending Legal Proceedings. SUBRECIPIENT is not the subject of a current or threatened litigation that would or may materially affect SUBRECIPIENT'S performance under this Agreement. (7) Proposal Veracity. All provisions of and information provided in SUBRECIPIENT's proposal submitted to CITY, including any exhibits,are true and correct in all material respects. (8) No Pending Investigation. SUBRECIPIENT has no knowledge that it is the subject of any current or threatened criminal or civil action investigation by any public agency, including without limitation a police agency or prosecuting authority, which would relate to or affect performance of the Agreement or provision of services hereunder. B. Licensing. SUBRECIPIENT agrees to obtain and maintain all required 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 SUBRECIPIENT's operations hereunder. Such licensing requirements include obtaining a City business license, as applicable. C. Zoning. SUBRECIPIENT agrees that any facilitylproperty used in furtherance of said program shall be specifically zoned and permitted for such use(s) and activities. Should SUBRECIPIENT fail to have the required land entitlement and/or pennits,thus violating any local, state or federal rules and regulations relating thereto,SUBRECIPIENT shall immediately make good- faith efforts to gain compliance with local, state or federal rules and regulations following written notification of said violation(s)from the CITY or other authorized citing agency. SUBRECIPIENT shall notify CITY immediately of any pending violations. Failure to notify CITY of pending violations, or to remedy such known violation(s) shall result in termination of grant funding hereunder. SUBRECIPIENT must make all corrections required to bring the facility/property into compliance with the law within sixty (60) days of notification of the violation(s); failure to gain compliance within such time shall result in termination of grant finding hereunder. D. Separation of Accounts. All funds received by SUBRECIPIENT from CITY pursuant to this Agreement shall be maintained in an account in a federally insured banking or savings and loan institution with record keeping of such accounts maintained pursuant to applicable 2 CFR 200.302 requirements. SUBRECIPIENT is not required to maintain separate depository accounts for ARPA SLFRF Funds. provided however.the SUBRECIPIENT must be able to account for receipt, obligation, distribution and expenditure of ARPA SLFRF Funds pursuant to applicable 2 CFR 200.302 requirements. E. Audit Report Requirements. SUBRECIPIENT agrees that if SUBRECIPIENT expends Seven Hundred Fifty Thousand Dollars ($750,000) or more in federal funds, SUBRECIPIENT shall have an annual audit conducted by a certified public accountant in accordance with the standards as set forth and published by the United States Office of Management and Budget. SUBRECIPIENT shall provide CITY with a copy of said audit by April 1 of the year following the program year in which this Agreement is executed. 6 City Council 26– 612 5/3/2022 F. Compliance with Law/Program Income. SUBRECIPIENT acknowledges that the funds being provided by CITY for said program are received by CITY pursuant to ARPA,and that distribution and expenditure of these ARPA SURF Funds shall be in accordance with ARPA and all pertinent regulations issued by agencies of the federal goverment, including, but not limited to, all regulations found at Title 24 of the Code of Federal Regulations. Any program income received by SUBRECIPIENT shall be returned to CITY, unless otherwise provided for in this Agreement. SUBRECIPIENT agrees to comply fully with all federal. state and local laws and court orders applicable to its operation and administration of said program, whether or not referred to in this Agreement. G. Debarment. To protect the public interest and ensure the integrity of Federal programs,CITY may only conduct business with responsible persons and may not make any award or permit any award to any party which is debarred or suspended or is otherwise excluded from or ineligible for participation in Federal assistance programs under Executive Order 12549, "Debarment and Suspension". See also 24 CFR 570.609. SUBRECIPIENT must review and sign Exhibit D "Debarment", which is attached hereto and incorporated herein by this reference. SUBRECIPIENT shall be in good standing,without suspension by the California Secretary of State, Franchise Tax Board or Internal Revenue Service. Any change in the corporate status or suspension of SUBRECIPIENT shall be reported immediately to CITY. H. Confidentiality. Without prejudice to any other provisions of this Agreement, SUBRECIPIENT shall, where applicable, maintain the confidential nature of information provided to it concerning participants in accordance with the requirements of federal and state law. However, SUBRECIPIENT shall submit to CITY or its representatives,all records requested.including audit, examinations,monitoring and verifications of reports submitted by SUBRECIPIENT,costs incurred and services rendered hereunder. 1. Independent Contractor. SUBRECIPIENT agrees that the performance of obligations hereunder is rendered in its capacity as an independent contractor and that it is in no way an agent of CITY. J. Violation of Terms and Conditions. SUBRECIPIENT agrees that if SUBRECIPIENT violates any of the terms and conditions of this Agreement or any prior Agreement whereby ARPA SURF Funds were received by SUBRECIPIENT,or if SUBRECIPIENT reports inaccurately,or if on audit there is a disallowance of certain expenditures, SUBRECIPIENT agrees to remedy the acts or omissions causing the disallowance and repay CITY all amounts spent in violation thereof. If SUBRECIPIENT engaged in fraudulent activity to obtain and/or justify distribution or expenditure of the ARPA SURF Funds granted hereunder, SUBRECIPIENT shall be required to reimburse the CITY of all such funds that were obtained,distributed and/or spent under fraudulent circumstances. K. Fraud. SUBRECIPIENT shall immediately report all suspected or known instances and facts concerning possible fraud,abuse or criminal activity related to said program for the ARPA SURF Funds under this Agreement. 7 City Council 26– 613 5/3/2022 L. Prohibited Use. SUBRECIPIENT hereby certifies and agrees that it will not use ARPA SLFRF Funds provided through this Agreement to pay for entertainment.meals or gifts, or other prohibited uses. M. Lobbying. SUBRECIPIENT certifies that it will comply with federal law(3 i U.S.C. 1352)and regulations found at 24 CFR Part 87, which provide that no appropriated funds may be expended by the recipient of a federal contract,grant,loan or cooperative agreement to pay any person for influencing or attempting to influence an officer or employee of any agency,Member of Congress, or an officer or employee of a Member of Congress in connection with awarding of any federal contract, the making of any federal grant or loan, entering into any cooperative agreement and the extension, renewal, amendment or modification of any federal contract, grant, loan or cooperative agreement. SUBRECIPIENT shall sign a certification to that effect in a form as set forth in Exhibit E, attached hereto and by this reference incorporated herein. SUBRECIPIENT shall submit said signed certification to CITY prior to performing any of its obligations under this Agreement and prior to any obligation arising on the part of CITY to pay any sums to SUBRECIPIENT under the terms and conditions of this Agreement. If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency,a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement,the undersigned shall complete and submit a "Disclosure Form to Report Lobbying," in accordance with its instructions (Exhibit E). N. Financial Interest. SUBRECIPIENT agrees that except for the use of administrative fees to pay salaries and other related administrative or personnel costs,no persons who exercise or have exercised any function with respect to administering said program under the terms of this Agreement, or who are in a position to participate in a decision-making process or gain inside information with regard to the administration of said program, may obtain a financial interest or benefit from said program,either for themselves or those with whom they have family or business ties, during their tenure or for one year thereafter. This prohibition applies to any person who is an employee, agent, consultant, officer. or elected or appointed official of CITY, or of any designated public agency,or the SUBRECIPIENT. 0. Labor Standards. The SUBRECIPIENT agrees to comply with the requirements of the Secretary of Labor in accordance with the Davis-Bacon Act as amended, the provisions of Contract Work Hours and Safety Standards Act (40 U.S.C. 327 et seq.) and all other applicable Federal, state and local laws and regulations pertaining to labor standards insofar as those acts apply to the performance of this Agreement. The SUBRECIPIENT agrees to comply with the Copeland Anti-Kick Back Act(18 U.S.C.874 et seq.)and its implementing regulations of the U.S. Department of Labor at 29 CFR Part 5. The SUBRECIPIENT shall maintain documentation that demonstrates compliance with hour and wage requirements of this part. Such documentation shall be made available to the CITY for review upon request. S City Council 26– 614 5/3/2022 P. Equal Employment Opportunities. SUBRECIPIENT shall make every effort to ensure that all projects funded wholly or in part by ARPA SURF Funds shall provide equal employment opportunities for minorities and women. Q. Women and Minority-Owned Businesses(W/MBE). SUBRECIPIENT will use its best efforts to afford small businesses. minority business enterprises, and women's business enterprises the maximum practicable opportunity to participate in the performance of this Agreement in accordance with the requirements of 2 CFR 200.321 "Contracting with small and minority businesses,women's business enterprises,and labor surplus area firms". As used in this Agreement,the term"small business"means a business that meets the criteria set forth in section 3(a)of the Small Business Act,as amended(15 U.S.C.632),and"minority and women's business enterprise" means a business at least fifty-one percent (51%) owned and controlled by minority group members or women. For the purpose of this definition, "minority group members" are African-Americans, Spanish-speaking, Spanish surnamed or Spanish-heritage Americans, Asian- Americans, and American Indians. SUBRECIPIENT may rely on written representations by businesses regarding their status as minority and female business enterprises in lieu of an independent investigation. R. Drug Free Workplace. SUBRECIPIENT agrees to provide a drug-free workplace and to execute a certification as set forth in Exhibit F attached hereto and incorporated herein by this reference. S. Uniform Administrative Requirements Cost Principles and Audit Requirements for Federal Awards. The following requirements and standards must be complied with: 2 CFR Part 200 et al. SUBRECIPIENT shall procure all materials. property, or services in accordance with the requirements of 2 CFR 200.318-326. III. CITY'S OBLIGATIONS A. Audit of Account. CITY shall include an audit of the account maintained by SUBRECIPIENT in CITY's audit of all ARPA SURF Funds in accordance with Title 24 of the Code of Federal Regulations and other applicable federal laws and regulations. B. Common Rule: Pursuant to 2 CFR 200.328(a), the CITY manages the day-to-day operations of each grant and subgrant supported activities. CITY staff has detailed knowledge of the grant program requirements and monitors grant and subgrant supported activities to assure compliance with federal requirements. Such monitoring covers each program,function and activity and performance goals are reviewed periodically. C. Project Expectations: CITY shall monitor the performance of SUBRECIPIENT against goals and performance standards required herein. The SUBRECIPIENT shall be responsible to accomplish the project expectations as set forth in Exhibit A,and report such results to the CITY. If the SUBRECIPIENT estimates such goals will not be met,the SUBRECIPIENT is to contact the CITY, at which time the CITY will determine if any adjustments to the grant award is appropriate. Substandard performance as determined by the CITY will constitute non- compliance with this Agreement. Should the CITY determine that the SUBRECIPIENT has not 9 City Council 26– 615 5/3/2022 performed its obligations as stated in this contract in a satisfactory manner, or if the CITY determines that insufficient supporting information has been submitted,the CITY shall notify the SUBRECIPIENT in writing of its determination specifying in full detail the objections that it has to the SUBRECIPIENT's performance. If action to correct such substandard performance is not taken by the SUBRECIPIENT after being notified by the CITY,within a reasonable period of time as stipulated in the written notification, contract suspension or termination procedures will be initiated. IV. GENERAL PROVISIONS A. Non-Discrimination, 1. SUBRECIPIENT agrees to comply with Executive Order 11246, which requires that during the performance of this Agreement, SUBRECIPIENT agrees not to discriminate against any employee or applicant for employment because of race, religion, sex, color or national origin. Such action shall include,but not be limited to the following:employment,upgrading,demotion,or transfer. rates of pay or other forms of compensation, and selection for training, including apprenticeship. SUBRECIPIENT agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the SUBRECIPIENT setting forth the provisions of this nondiscrimination clause. 2. SUBRECIPIENT agrees to comply with Title VI of the Civil Rights Act of 1964, which indicates that no person shall,on the ground of race,color or national origin,be excluded from participation in,be denied the benefits of,or be subject to discrimination under any program of activity receiving federal financial assistance. 3. No person shall,on the grounds of race, sex,creed,color,religion, marital status, national origin,age,sexual orientation,or physical or mental handicap be excluded from participation in,be refused the benefits of,or otherwise be subject to discrimination in any activities,programs or employment supported by this Agreement. SUBRECIPIENT is prohibited from discrimination on the basis of age or with respect to an otherwise qualified handicapped person as provided for under Section 109 of the Housing and Community Development Act of 1974,as amended. 4. SUBRECIPIENT agrees to comply with the Age Discrimination Act of 1975, which requires that during the performance of this Agreement, SUBRECIPIENT agrees not to discriminate against any employee or applicant for employment because of age. Such action shall include, but not be limited to the following: employment upgrading,demotion,or transfer,rates of pay or other forms of compensation, and selection for training, including apprenticeship. SUBRECIPIENT agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the SUBRECIPIENT setting forth the provisions of this age discrimination clause. 5. SUBRECIPIENT agrees to comply with Section 504 of the Rehabilitation Act of 1973,which requires that no otherwise qualified individual with a disability in the United States,shall, solely by reason of his or her disability,be excluded from the participation in.be denied the benefits of, or be subjected to discrimination under any program or activity receiving federal financial 10 City Council 26– 616 5/3/2022 assistance or under any program or activity conducted by any executive agency or by the United States Postal Service. B. Conflict of Interest. Pursuant to the conflict of interest requirements set forth in 24 CFR 570.611 and 2 CFR 200.112, SUBRECIPIENT certifies that no member, officer, employee, agent or assignee of CITY having direct or indirect control of any ARPA SLFRF Funds granted to the CITY,inclusive of the subject ARPA SLFRF Funds,shall serve as an officerof SUBRECIPIENT. Further,any conflict or potential conflict of interest of any officer of SUBRECIPIENT shall be fully disclosed in writing prior to the execution of this Agreement and said writing shall be attached and deemed fully incorporated as a part hereof. Notice shall be sent by SUBRECIPIENT to CITY regarding any changes or modifications to its board of directors and list of officers. C. Special Certification for Religious Entities. If SUBRECIPIENT is a religious entity, SUBRECIPIENT hereby agrees that in connection with the provision of the services SUBRECIPIENT shall provide with ARPA SLFRF Funds,in accordance with 24 CFR 570.2000): 1. SUBRECIPIENT shall not discriminate against any employee or applicant for employment on the basis of religion and shall not limit employment or give preference in employment to persons on the basis of religion. 2. SUBRECIPIENT shall not discriminate against any person applying for the services SUBRECIPIENT agrees to provide under the terms of this Agreement on the basis of religion and shall not limit such services or give preference to applicants for such services on the basis of religion. 3. SUBRECIPIENT shall NOT provide religious instruction or counseling.conduct any religious worship or services, or engage in any religious proselytizing, or exert any religious influence in the provision of the services in said program. The parties agree that this covenant is intended to and shall be construed for the limited purpose of assuring compliance with respect to the use of CITY funds by SUBRECIPIENT with applicable constitutional limitations respecting the establishment of religion as set forth in the establishment clause under the First Amendment of the United States Constitution and Article 1, Section 4 of the California Constitution,and is not in any manner intended to restrict other activities of SUBRECIPIENT. 4. The portion of a facility used to provide public services assisted in whole or in part under this Agreement shall contain no sectarian or religious symbols. 5. Where the services to be provided under said program are rendered on property owned by the primarily religious entity SUBRECIPIENT,ARPA SLFRF Funds may also be used for minor repairs to such property,which are directly related to the cost of rendering the services under said program, where the cost constitutes in dollar terms only an incidental portion of the ARPA expenditure for rendering the services under said program. D. Prohibition of Nepotism. SUBRECIPIENT agrees not to hire or permit the hiring of any person to fill a position funded through this Agreement if a member of that person's immediate family is employed in an administrative capacity by SUBRECIPIENT. For the purposes of this I City Council 26– 617 5/3/2022 section,the term"immediate family"means spouse,child,mother,father;brother,sister,brother-in- law, sister-in-law, father-in-law, mother-in-law, son-in-law, daughter-in-law, aunt, uncle, niece, nephew,stepparent and stepchild. The term"administrative capacity''means having selection,hiring, supervisor or management responsibilities. E. Notices. Notices to the parties shall,unless otherwise requested in writing,be sent by U.S.Mail,postage prepaid,and addressed as follows: TO CITY: City of Santa Ana Lisa Rudloff Executive Director Parks,Recreation and Community Services Agency 20 Civic Center Plaza P.O. Box 1988 Santa Ana,California 92702-1988 TO SUBRECIPIENT: THINK Together Attn: Randy Barth,CEO 2101 East Fourth Street Suite 200B Santa Ana,CA 92705-3835 F. Assignability. None of the duties of,or work to be performed by, SUBRECIPIENT under this Agreement shall be subcontracted or assigned to any agency, consultant, or person without the prior written consent of CITY. SUBRECIPIENT must submit all subcontracts and other agreements that relate to this Agreement to CITY. No subcontract or assignment shall terminate or alter the legal obligations of SUBRECIPIENT pursuant to this Agreement. G. Indemnification/Hold Harmless. SUBRECIPIENT shall indemnify,defend and save harmless CITY, its officers,employees,agents,representatives and volunteers from and against any and all damages to or for loss of use of property and for injuries to or death of any person or persons, including property and employees or agents of CITY.and shall defend,indemnify and save harmless CITY, its officers. employees, agents, representatives and volunteers from and against any and all claims. demands, suits, actions or proceedings of any kind or nature, including, but not by way of limitation, workers compensation claims and including attorney fees and reasonable expenses for litigation or settlement, resulting from or arising out of the negligent or wrongful acts, errors or omissions of SUBRECIPIENT, its officers, directors, employees, agents, subcontractors and suppliers arising out of SUBRECIPIENT's performance of this Agreement. H. Insurance. Contractor shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the Contractor, its agents, representatives,employees,or subcontractors. 12 City Council 26– 618 5/3/2022 a. MINIMUM SCOPE AND LIMIT OF INSURANCE Coverage shall beat least as broad as: 1. Commercial General Liability(CGL): Insurance Services Office Form CG 00 01 covering CGL on an "occurrence"basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than$2,000.000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location(ISO CG 25 03 or 25 04)or the general aggregate limit shall be twice the required occurrence limit. 2. Automobile Liability: Insurance Services Office Form Number CA 0001 covering,Code 1 (any auto),or if Contractor has no owned autos,Code 8(hired) and 9 (non-owned), with limit no less than $1,000,000 (if program services includes transportation of youth,the limit shall be no less than$5,000,000)per accident for bodily injury and property damage. (Not required if an automobile is not required to fulfill services.) 3. Workers'Compensation: insurance as required by the State of California,with Statutory Limits,and Employer's Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. 4. Sexual Abuse or Molestation (SA:MI) Liability: If the CGL policy referenced above is not endorsed to include affirmative coverage for sexual abuse or molestation, Contractor shall obtain and maintain a policy covering Sexual Abuse and Molestation with a limit no less than $1,000,000 per occurrence or claim. 5. If the Contractor maintains broader coverage and!or higher limits than the minimums shown above,the City requires and shall be entitled to the broader coverage and/or the higher limits maintained by the Contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. b. Other Insurance Provisions—The insurance policies are to contain, or be endorsed to contain,the following provisions: 1. Additional Insured Status: The City, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Contractor including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Contractor's insurance(at least as broad as ISO Form CG 20 10 11 85 or if not available,through the addition of both CG 20 10,CG 20 26.CG 20 33,or CG 20 38;and CG 20 37 forms if a later edition is used). 2. Primary Coverage: For any claims related to this contract, the Contractor's insurance coverage shall be primary coverage at least as broad as ISO CG 20 0104 13 as respects the City, its officers,officials,employees,and volunteers. 13 City Council 26– 619 5/3/2022 Any insurance or self-insurance maintained by the City, its officers, officials, employees,or volunteers shall be excess of the Contractor's insurance and shall not contribute with it. 3. Notice of'Cancellation: Each insurance policy required above shall state that coverage shall not be canceled,except with notice to the City. 4. Waiver of Subrogation: Contractor hereby grants to City a waiver of any right to subrogation which any insurer of said Contractor may acquire against the City by virtue of the payment of any loss under such insurance. Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation,but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. 5. Self-Insured Retentions: Self-insured retentions must be declared to and approved by the City.The City may require the Contractor to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations,claim administration,and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self- insured retention may be satisfied by either the named insured or City. 6. Acceptability oj'Insurers: Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M. Best's rating of no less than ANIL unless otherwise acceptable to the City. 7. Claims Made Policies: If any of the required policies provide coverage on a claims-made basis: I. The Retroactive Date must be shown and must be before the date of the contract or the beginning of contract work. 2. Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work. 3. If coverage is canceled or non-renewed,and not replaced with another claims-made policy form with a Retroactive Date prior to the contract effective date, the Contractor must purchase "extended reporting" coverage for a minimum of five (5) years after completion of contract work. 8. Verification of Coverage: Contractor shall furnish the City with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage required by this clause)and a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements to City before work begins.However, failure to obtain the required documents prior to the work beginning shall not waive the Contractor's obligation to provide them. City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications,at any time. 14 City Council 26– 620 5/3/2022 9. Special Risks or Circumstances: City reserves the right to modify these requirements,including limits,based on the nature of the risk,prior experience, insurer,coverage,or other special circumstances. 1. Termination, 1. This Agreement may be terminated on thirty(30)days' written notice by either party. In the event of such termination,SUBRECIPIENT shall only be entitled to reimbursement for approved expenses incurred to the effective date of termination. 2. This Agreement may be suspended or terminated by CITY upon five (5) days' written notice for violation by SUBRECIPIENT of Federal Laws governing the use of ARPA SURF Funds. In the event of such suspension or termination. SUBRECIPIENT shall only be entitled to reimbursement for approved expenses incurred up to the effective date of suspension or termination. 3. Pursuant to 2 CFR 200.340, in the event SUBRECIPIENT defaults by failing to fulfill all or any of its obligations hereunder, CITY may declare a default and termination of this Agreement by written notice to SUBRECIPIENT, which default and termination shall be effective on a date stated in the notice which is to be not less than ten (10) days after certified mailing or personal service of such notice,unless such default is cured before the effective date of termination stated in such notice. If terminated for cause, CITY shall be relieved of further liability or responsibility under this Agreement.or as a result of the termination thereof, including the payment of money,except for payment for approved expenses incurred for services satisfactorily and timely performed prior to the mailing or service of the notice of termination,and except for reimbursement of: (1) any payments made for services not subsequently performed in a timely and satisfactory manner;and,(2)costs incurred by CITY in obtaining substitute performance. 4. The grant of funds under this Agreement may be terminated for convenience by either the CITY or SUBRECIPIENT, in whole or in part, by setting forth the reasons for such termination,the effective date,and,in the case of portion termination,their portion to be terminated. However, if in the case of a partial termination, the CITY determines that the remaining portion of the award will not accomplish the purpose for which the award was made,the CITY may terminate the award in its entirety. 5. The grant of finds under this Agreement may be terminated due to the non- performance of SUBRECIPIENT and,''or failure of SUBRECIPENT to perform the work described in Exhibit A. 6. The grant of funds under this Agreement may be terminated due to the failure of the CITY to receive sufficient or anticipated funding for the ARPA program for any term subject to this Agreement. 7. In the event this Agreement is terminated as set forth in subparagraphs I(l) through I(6),inclusive,SUBRECIPIENT agrees to immediately return to CITY upon CITY's demand and prior to any adjudication of SUBRECIPIENT's rights,any and all funds not used,and to comply with the Reversion of Assets requirements in this Agreement. 15 City Council 26– 621 5/3/2022 J. Limitation of Funds. The United States of America may in the future place programmatic or fiscal limitations on the use of ARPA SLFRF Funds, which limitations are not presently anticipated. Accordingly.CITY reserves the right to revise this Agreement in order to take account of actions affecting ARPA program funding. In the event of funding reduction.CITY may, in its sole and absolute discretion, reduce the budget of this Agreement, may limit the rate of SUBRECIPIENT's authority to utilize funds,or may restrict SUBRECIPIENT's use of uncommitted funds. Where CITY has been directed to implement a reduction in funding,with respect to funding for this Agreement,CITY's City Manager or delegate is authorized to act for CITY in implementing and effecting such a reduction and in revising, modifying, or amending the Agreement for such purposes. If such a reduction in funding occurs, SUBRECIPIENT shall be permitted to de-scope accordingly. Where CITY has reasonable grounds to question SUBRECIPIENT's fiscal accountability or compliance with this Agreement, CITY may suspend the operation of this Agreement for up to sixty (60) days upon five (5) days written notice to SUBRECIPIENT of its intention to so act,pending an audit or other resolution of such questions. In no event,however,shall any revisions made by CITY affect expenditures and legally binding commitments made by SUBRECIPIENT before it received notice of such revision,provided that such amounts have been committed in good faith and are otherwise allowable and that such commitments are consistent with ARPA SLFRF Funds withdrawal guidelines. K. Exclusivity and Amendment of Agreement. This Agreement supersedes any and all other agreements,either oral or in writing,between the parties hereto with respect to the use of CITY's ARPA SLFRF Funds by SUBRECIPIENT and contains all the covenants and agreements between the parties with respect to SUBRECIPl1ENT's administration of said program. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party. which are not embodied herein,and that no other agreement or amendment hereto shall be effective unless executed in writing and signed by both CITY and SUBRECIPIENT. L. Laws Governinc this Agreement. This Agreement shall be governed by and construed in accordance with the laws of the State of California.and all applicable federal laws and regulations. M. Validity and Severability. The invalidity in whole or in part of any provision of this Agreement shall not void or affect the validity of any other provision of this Agreement. Whenever possible, each provision of this AGREEMENT shall be interpreted in such manner as to be effective and valid under applicable law,but if any provision of this AGREEMENT is held to be prohibited by or invalid under applicable law,such provision shall be ineffective only to the extent of such prohibition or invalidity, without invalidating the remainder of such provisions of this AGREEMENT. N. Waiver. No delay or omission by either party hereto to exercise any right or power accruing upon any noncompliance or default by the other party with respect to any of the terms of this Agreement shall impair any such right or power or be construed to be a waiver thereof. A waiver by either of the parties hereto of any of the covenants, conditions, or agreements to be performed by the other shall not be construed to be a waiver of any succeeding breach thereof or of any other covenant,condition or agreement herein contained. 16 City Council 26– 622 5/3/2022 0. Federal Award Identitication Information. SUBRECIPIENT's pertinent Federal Award Identification Information, including DUNS Number and Federal Award Identification Number (FAIN), as well as the applicable information for ARPA, are included in Exhibit C attached hereto and incorporated herein by this reference. P. Miscellaneous Provisions. 1. Each undersigned represents and warrants that its signature herein below has the power,authority and right to bind their respective parties to each of the terms of this Agreement,and shall indemnify CITY fully, including reasonable costs and attorney's fees, for any injuries or damages to CITY in the event that such authority or power is not. in fact.held by the signatory or is withdrawn. 2. All Exhibits and Attachments referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. 3. This Agreement must be signed below and may be signed in counterpart and delivered by fax,email as a PDF(Portable Document Format)file attachment,or by other means that displays the original or a copy of the signatures. Any subsequent amendments may be signed and delivered in the same manner. t Signatures on,folloiring page; 17 City Council 26– 623 5/3/2022 IN WITNESS WHEREOF,the parties hereto have executed this Agreement as of the date and year first written above. ATTEST: CITY OF SANTA ANA DAISY GOVEZ KRISTINE RIDGE Clerk of the Council Cit,01anager APPROVED AS TO FORM: SONIA R.CARVALHO City Attorney y: BRANDON SALVATIERRA Deputy City Attorney RECOMMENDED FOR APPROVAL: SUIT CIPIENT: LISA RUDLOFF Ra y art Executive Director Chief Executive Officer Parks,Recreation and Community Services Agency DUNS#:074743845 18 City Council 26– 624 5/3/2022 EXHIBIT A SCOPE OF WORK ]9 City Council 26– 625 5/3/2022 Exhibit A 4.SCOPE OF WORK 1.Proposal shall include details of the youth program/service to be provided,the tasks to be accomplished,duration of the program and the deliverables to be provided The overarching objective of The Early Literacy and Math Program(ELP)in Orange County is to provide children(ages 0 to 5)and their primary caregiver(s)/families a variety of enriching services that promote early language and math literacy.and thereby foster kindergarten readiness. Early literacy and kindergarten readiness have proven to be strong indicators of long-term academic success. In particular,there are specific early language and math literacy skills that predict whether or not a child will become a successful reader and writer. At Vista Heritage Charter School and at MOMS of Orange County,Think Together will provide early learning programs for children ages 0 to 5 years old and their parents will participate in parent workshops. Each site will serve approximately 32 children and 32 parents each session for two sessions,for a total of 64 children and 64 parents per site.These fall and spring sessions will be 15 weeks each. Children and their parents will each receive 5 hours of programming per week for a total of 75 hours of programming per session.Across both sites,approximately 128 children and 128 parents will be served during the 2022-23 school year. Think Together' s Early Literacy and Math Programs utilize the Early Development Instrument (EDI)to support classroom instruction by intentionally and strategically utilizing the EDI data from the lowest scoring domains to plan lessons and activities to further support the development of the child. Implementing data from the EDI has enabled us to focus on the most challenging areas of support and develop more strategic programming to target the needs of the community. Children in our Center-Based programs will be assessed on Social Emotional Learning, Literacy Skills and Math Skills through the GOLD Assessment.Over 457 students were assessed in our most recent assessment utilizing a pre and post-test design.with the following results: 5.00 4.58 4.00 3.13 2.9 3.00 2.13 2.19 2.00 1.01 1ii 1.3 1.54 1.37 1 15 1.00 ®91 0_� 0.8� 0 6Q.90 0.77 0.81 0.58 0.00 i® 0' N I N, Birth to Preschool Birth to Preschool Birth to Preschool Birth to Preschool Birth to Preschool 3yrs 3 3yrs 3 3yrs 3 3yrs 3 3yrs 3 Comprehends and Demonstrates Demonstrates Demonstrates Demonstrates responds to books andemergent writing skills knowledge of print knowledge of the phonological other texts and its uses alphabet awareness ■Pre 1114 Post The above chart represents the average scores of the Literacy Domain pre and post GOLD assessments given to all students,compiled into age groups of Birth to 3 year old,and Preschool(3- year-olds). Growth is evident in each age range for each subdomain. Please be aware that the GOLD assessment is scored using a 6-point rubric that varies in definition by subdomain and year of age. Scores have been compiled and averaged to demonstrate growth pre to post.Also,98%of families recommend the program to other parents; 100%of families state that their child felt safe in the program; and 97%families felt that the program met individual needs. 20 City Council 26– 626 5/3/2022 Exhibit A Staff will utilize the Creative Curriculum which helps teachers interact with children in ways that promote development and learning,foster children's social competence,support children's learning through play,create rich environments for learning,and forge strong home-school connections. The evidence-based Creative Curriculum is designed to focus on four key areas of early literacy learning:comprehension,phonological awareness,alphabetic principle,and concepts about print. The once-a-week parent workshop aspect of the program continues to be a key component,and this was the third full year of implementation. The"The Incredible Years"curriculum is designed for children ages 0-12,with a focus on educating parents that they are their child's primary teacher and the ways in which they can build the social and emotional skills of their child(ren). Another primary focus of the Parent Educators is the intentional reinforcement of the learning occurring in the classrooms. Parent Educators meet with the Site Facilitator once a week to discuss activities in both components,and collaboratively work to align efforts so that one reinforces the other. Supplementing the parenting component,a continued focus is put forth by the Site Facilitators and AmeriCorps to continue to teach adult participants/guardians through modeling during lessons/activities with the children.Our staff have access to initial and ongoing professional development, Learning Links Community of Practice,CLASS Pathway Communities of Practice, and Leadership Academy Series. Staff training will begin in mid-August 2022 with support from the Orange County Department of Education(OCDE). Program recruitment and enrollment will take place the first two weeks of September.The program implementation beginning on September 21,2022.and staff will administer pre-assessments. Additional training from OCDE will be offered during the session.The fall session will conclude on January 19.2023,along with post-assessments.The spring session recruitment and enrollment will begin on January 23rd,and the program will begin on February 15d'. along with pre-assessments. The spring session will conclude on May 25,2023. Think Together hosts monthly professional development trainings to keep our staff informed and engaged in their programs and their professional growth. Professional development will include training on infant and toddlers from the Orange County Department of Education for training on SEFEL,CLASS, ECERS,and Strengthening Families. We will continue surveying our parents and ensure ongoing reflection and practice through identifying trends in our strengths and potential challenges. 2.Proposal shall include details of the target population According to the HUD Office of Policy Development and Research(PD&R),Vista Heritage Global Academy is located directly adjacent to the qualified census tract at the corner of Fairview and 5`h Street at 2609 W 5th St,Santa Ana,CA 92703.The program will primarily serve residents within the Qualified Census Tracts,and will prioritize residents in those neighborhoods. Vista Heritage Global Academy(VHGA)is in Artesia Pilar,a Santa Ana neighborhood where needs are abundant and easily identified.The student body at Vista Heritage is 98.9%Hispanic or Latinx and the entire student body—a full 100%--of VHGA students qualify for the Free and Reduced Price Veal Program(the County average is under 50%),and nearly 30%are classified as English Learners. According to the HUD Office of PD&R, MOMS of OC is located within the qualified census tract at the corner of Baker St.and Santa Ana Blvd.at 1128 W. Santa Ana Blvd., Santa Ana,CA 92703. The program will primarily serve residents within the Qualified Census Tracts,and staff will prioritize residents in those neighborhoods.The MOMS of OC facility is located adjacent to the Downtown Santa Ana Historic District,an area known more for government buildings and local businesses than residential dwellings. 21 City Council 26– 627 5/3/2022 Exhibit A 3.Proposal shall include details of the unmet need There is a significant unmet need for kindergarten readiness in Santa Ana.According to 2019 EDI data,only 44.0°%of students in Santa Ana USD are ready for kindergarten, lower than the Orange County rate of 52.9°%.The proposed neighborhoods skew lower,with only 40.6%of students in the Col legelFlowers Ave.neighborhood ready for Kindergarten.Over 50%of children entering I` grade at Vista Charter are English Learners.Also,according to the Orange County Local Planning Council,the City of Santa Ana is Priority I to serve children 0 to 5 years old.Our program helps these students meet early learning domains by setting expectations and planned activities in language and literacy.cognitive,social emotional. physical.and English language is the basis for student success. 4. Proposal shall include details of collaborations with local organizations Think Together leverages our strategic partnerships to offer a multitude of activities that ensures quality Early Learning experiences.Our partners work cohesively with our programs to build staff efficacy and create relevant,meaningful,and diverse experiences.Think Together has partnered with First 5 Orange County since 2009. In 2011,First 5 OC made a 10-year investment to expand Think Together's early learning programs throughout the county. We are currently working with local partners to sustain early learning sites throughout Anaheim, Buena Park, Huntington Beach. Saddleback Valley,Stanton and Santa Ana. With these programs sunsetting in June, support from the City of Santa Ana Revive Grant will help sustain our programs in Santa Ana through 2023. We have collaborated with Vista Heritage Global Academy and MOMS of Orange County since Fall 2019 and launched early learning programs in Fall 2021. Think Together partners with the Santa Ana Chamber of Commerce,and our CEO, Randy Barth, served as Chairman.Through our partnership with the OC Fair,we collected books at their We Care Wednesday summer programs.Volunteers from Target.JCPenney.Starbucks and Microsoft helped our team collect books at the Fair.The books collected are cleaned and given back out to the community through our Book Doctor program. Several companies partner with us on the Book Doctor program,with volunteers from Edwards Lifesciences,PIMCO and Pacific Life. Local nonprofits such as the Red Cross and Tustin Assistance League also support the Book Doctor Program. We created a partnership with Discover Books to store and recycle books.The Santa Ana Early Literacy Initiative helps engage families in Santa Ana by giving them empowerment trainings and leadership skills to help their families be successful.The Coalition to Assist Motel Families helps underserved families by getting them the required resources.Charitable Ventures created call logs to help the community fill out the Census. Help Me Grow provides trainings that pr/lomote the importance of early education. Healthy Smiles provides information on dental health&wellness. 5.Proposal shall include details of innovation in program/service delivery Think Together's Early Literacy and Math Programs utilize the EDI to support classroom instruction by intentionally and strategically utilizing the EDI data from the lowest scoring domains to plan lessons and activities to further support the development of the child. Implementing data from the EDI has enabled Think Together to focus on the most challenging areas of support and develop more strategic programming to target the needs of the community.This school year Think Together trained all site facilitators on the intent and use of the EDI data. We strategically used the EDI to target communities at-risk and utilized the data to support the lesson plan efforts. Data was used to intentionally place materials in the classroom and focus activities on the lowest scoring domains. Staff also collaborated and supported our district partners on their EDI efforts. 22 City Council 26– 628 5/3/2022 EXHIBIT B FEE PAYMENT SCHEDULE 23 City Council 26– 629 5/3/2022 Exhibit B FISCAL YEAR 2022-2023 PROPOSED PROGRAM BUDGET Organization Name Think Together Program Name Early Childhood Program Term: July 1,2022 to June 30,2023 EXPENDITURES Enter budget categories and projected expenditures: Expenditures Funded By Expenditures Total Santa Ana Funded By Program Organization Category REVIVE Funds Other Sources Budget Budget Program Manager $22,218 $22,218 Site Facilitator $26,807 $26,807 Parent Educator $26,807 $26,807 Assistant $23,083 $23,083 Mileage $1,000 $1,000 Cell phones $1,300 $1,300 Office supplies $1,500 $1,500 Production(Thinkmart) $1,000 $1,000 Program Mate rials/Consumables $5,726 $5,726 Lerning Genie $300 $300 PPE $2,000 $2,000 Curriculum $4,000 $4,000 INDIRECT $9,260 $9,260 TOTAL $125,0001 $0 $125,0001 $0 PROGRAM RESOURCES LIST ALL OTHER PROGRAM RESOURCES FOR 2022-2023 Funding Source Total must equal Program Budget Total listed above. FUNDING SOURCE AMOUNT Santa Ana REVIVE $ 125,000 TOTAL $ 125,000 24 City Council 26– 630 5/3/2022 Exhibit B 2022-2023 REVIVE BUDGET LINE ITEMS ADMINISTRATIVE STAFF Position Title Annual Salary&Benefits REVIVE Funds Description PROGRAM STAFF Position Title Annual Salary&Benefits REVIVE Funds Description Program Manager 22218 22218 Site Facilitator 26806.5 26806.5 Parent Educator 26806.5 26806.5 Assistant 23083.38 23083.38 CONTRACTUAL/PROFESSIONAL SERVICES Type of Service Contract Amount REVIVE Funds Description OTHER LINE ITEMS Line Item Program Amount REVIVE Funds Description Mileage $ 1,000.00 $ 1,000.00 Cell phones $ 1,300.00 $ 1,300.00 Office supplies $ 1,500.00 $ 1,500.00 Production(Thinkmart) $ 1,000.00 $ 1,000.00 Program Materials/Consu $ 5,726.00 $ 5,726.00 Leming Genie $ 300.00 $ 300.00 PPE $ 2,000.00 $ 2,000.00 Curriculum $ 4,000.00 $ 4,000.00 Attachment 1(b) 25 City Council 26– 631 5/3/2022 EXHIBIT C FEDERAL AWARD IDENTIFICATION INFORMATION The General Program Requirements were designed to provide the framework where the CONTRACTOR will provide ARPA programs identified in this attachment. I. GOVERNANCE The CONTRACTOR agrees to comply. remain informed, and deliver services consistent with the provisions of ARPA. Where local policy has not been set.the CONTRACTOR agrees to adhere to state and or federal policy,as appropriate. II. GOVERNANCE REFERENCES A. Additional state and federal agencies that provide funding to the CITY may be incorporated herein. B. Information Bulletins, Directives.and any other federal and state guidance documents pertaining to the ARPA SURF Funds. C. Actions.directives,and polic) and procedures issued by the CITY. D. CITY policies,as applicable. II1. CONTRACTOR/SUBRECIPIENT DETERMINATION: In accordance with the requirements of 2 CFR 200.330 (Subrecipient and Contractor determination) and for the purpose of this CONTRACT, SUBRECIPIENT is determined to be a CONTRACTOR. 26 City Council 26– 632 5/3/2022 IV. FEDERAL AWARD IDENTIFICATION FAIN INFORMATION A. CONTRACTOR Name: THINK Together B. CONTRACTOR'S Unique 074743845 Identifier(D-U-N-S): Federal Award C. Identification Number SLFRP1059 (FAIN): D. Federal Award Date: 5/19/2021 E. Subaward Period of 7/l/2022-6/30/2023 Performance: Total Amount of Federal F. Funds Obligated by the $125,000 Action: Total Amount of Federal G. Funds Obligated to the $125,000 CONTRACTOR: H. Total Amount of the $64,180,406.50 Federal Award: I Federal Award Project American Rescue Plan Act(ARPA) Description: J. Federal Awarding Agency: U.S. Department of the Treasury K. Name of PTE: City of Santa Ana L Contact Information for the Kristine Ridge.City Manager Awarding Official: Phone Number: (714)647-5200 E-mail Address: kridee c%santa-ana.orr M. CFDA Number: 21.027 CFDA Name: Coronavirus State and Local Fiscal Recovery Funds N. Whether Award is R&D: No O Indirect Cost Rate for the de minimus or federally negotiated rate Federal Award: City Council 26– 633 5/3/2022 EXHIBIT D DEBARMENT Certification Regarding Debarment,Suspension.Ineligibility and Voluntary Exclusion Lower Tier Covered Transactions This certification is required by the regulations implementing Executive Order 12549.Debarment and Suspension, 29 CFR Part 98, Section 98.510, Participants' responsibilities. The regulations were published as Part VII of the i lay 26. 1988 Federal Register(pages 19160-19211). (BEFORE COMPLETING CERTIFICATION,READ INSTRUCTIONS FOR CERTIFICATION- Attached) (1) The prospective recipient of federal assistance funds certifies.by submission of this proposal, that neither it nor its principals are presently debarred, suspended, proposed for debarment. declared ineligible, or voluntarily excluded from participation in this transaction by any federal department or agency. (2) Where the prospective recipient of federal assistance funds is unable to certify to any of the statements in this certification,such prospective participant shall attach an explanation to this proposal. Yecenia Cardenas-Exectuive Director of Early Childhoon and School Age Programs Name and Title of Authorized Representative VWU� (?,al�� 3/17/2022 ignature Date 28 City Council 26– 634 5/3/2022 INSTRUCTIONS FOR CERTIFICATION 1. By signing and submitting this proposal,the prospective recipient of federal assistance funds is providing the certification as set out below. 2. The certification in this clause is a material representation of fact upon which reliance was placed when this transaction was entered into. If it is later determined that the prospective recipient of federal assistance funds knowingly rendered an erroneous certification, in addition to other remedies available to the Federal Government, the Department of Labor (DOL)may pursue available remedies,including suspension and/or debarment. 3. The prospective recipient of federal assistance funds shall provide immediate written notice to the person to which this proposal is submitted if at any time the prospective recipient of federal assistance funds learns that its certification was erroneous when submitted or has become erroneous by reason of changed circumstances. 4. The terms "covered transaction." "debarred," "suspended," "ineligible," "lower tier covered transaction," "participant." "person." "primary covered transaction," "principal." "proposal," and"voluntarily excluded,"as used in this clause,have the meanings set out in the Definitions and Coverage sections of rules implementing Executive Order 12549. You may contact the person to which this proposal is submitted for assistance in obtaining a copy of those regulations. 5. The prospective recipient of federal assistance fimds agrees by submitting this proposal that, should the proposed covered transaction be entered into,it shall not knowingly enter into any louver tier covered transaction with a person who is debarred,suspended,declared ineligible, or voluntarily excluded from participation in this covered transaction, unless authorized by the DOL. 6. The prospective recipient of federal assistance funds further agrees by submitting this proposal that it will include the clause titled"Certification Regarding Debarment,Suspension. Ineligibility and voluntary exclusion - Lower Tier Covered Transactions," without modification, in all lower tier covered transactions and in all solicitations for lower tier covered transactions. 7. A participant in a covered transaction may rely upon a certification of a prospective participant in a lower tier covered transaction that it is not debarred,suspended,ineligible,or voluntarily excluded from the covered transaction,unless it knows that the certification is erroneous. A participant may decide the method and frequency by which it determines the eligibility of its principals. Each participant may, but is not required to check the List of Parties Excluded from Procurement or Non-Procurement Programs. S. Nothing contained in the foregoing shall be construed to require establishment of a system of records in order to render in Qood faith the certification required by this clause. The knowledge and information of a participant is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings. 29 City Council 26– 635 5/3/2022 9. Except for transactions authorized under paragraph 5 of these instructions, if a participant in a covered transaction knowingly enters into a lower tier covered transaction with a person who is suspended, debarred, ineligible, or voluntarily excluded from participation in this transaction,in addition to other remedies available to the Federal Government,the DOL may pursue available remedies,including suspension and/or debarment. 30 City Council 26– 636 5/3/2022 EXHIBIT E LOBBYING Certification Regarding Lobbying Certification for Contracts,Grants. Loans,and Cooperative Agreements The undersigned certifies,to the best of his or her knowledge and belief,that: (1) No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract,the making of any cooperative agreement, and the extension,continuation. renewal,amendment, or modification of any Federal contact,grant, loan or cooperative agreement. (2) If any funds other than Federal appropriated finds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency. a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract.grant, loan,or cooperative agreement,the undersigned shall complete and submit Standard Form-LLL, "Disclosure Form to Report Lobbying." in accordance with its instructions. (3) The undersigned shall require that the language of this certification be included in the atiard documents for all subawards at all tiers (including subcontract, subgrants, and contracts under grants, loans, and cooperative agreements) and that all subrecipients shall certify and disclose accordingly. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352.Title 31, U. S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than$10,000 and not more than$100,000 for each such failure. Think Together Grantee/Contactor Organization Program Title Yecenia Cardenas ¢c"elt�l 3/17/2020 Name of Certifying Officer Signature Date 31 City Council 26– 637 5/3/2022 SUBRECIPIENT warrants the following: 1. SUBRECIPIENT will comply with Public Law 88-352,Title VI of the Civil Rights Act of 1964 (42 U. S.C. section 2000 et seq.)and implementing regulation in 24 CFR Part 1. 2. No person in the United States shall on the ground of race,color, religion, national origin, or sex, be excluded from participation in, or be denied the benefits of, or be subjected to discrimination under any program or activity funded in whole or in part with community development funds made available pursuant to the ACT. 3. All laborers and mechanics,employed by contractors or subcontractors in the performance of construction work financed in whole or in part with community development funds shall be paid wages at rates not less than those prevailing on similar construction in the locality as determined in accordance with the Davis-Bacon Act,as amended,40 U. S. C. Sections 276 a 1-5.except for individuals who perform services for which they volunteered; do not receive compensation for such services; or are paid expenses, reasonable benefits. or a nominal fee for such services; and are not otherwise employed at any time in construction work. 4. SUBRECIPIENT will comply with all Federal statutes applicable to projects funded with community development funds, except that (a) SUBRECIPIENT does not assume CITY'S environmental responsibilities described at 24 CFR 570.604; and (b) SUBRECIPIENT does not assume CITY'S responsibility for initiating the review process under Executive Order 12372. 32 City Council 26– 638 5/3/2022 EXHIBIT F DRUG-FREE WORKPLACE Certification Regarding Drug-Free Workplace Requirements The certification set out below is a material representation upon which reliance is placed by the U.S. Department of Housing and Urban Development in awarding the grant. If it is later determined that the contractor knowingly rendered a false certification, or otherwise violates the requirements of the Drug-Free Workplace Act, the U.S. Department of Housing and Urban Development; in addition to any other remedies available to the Federal Government, may take action authorized under the Drub Free Workplace Act. CERTIFICATION A. The contractor certifies that it will provide a drug-free workplace by: (a) Publishing a statement notifying employees that the unlawful manufacture, distribution,dispensing,possession or use of a controlled substance is prohibited in the contractor's workplace and specifying the actions that will be taken against employees for violation of such prohibition; (b) Establishing a drug-free awareness program to inform employees about— (1) The dangers of drug abuse in the workplace; (2) The contractor's policy of maintaining a drug-free workplace; (3) Any available drug counseling, rehabilitation, and employee assistance program; and (4) The penalties that may be imposed upon employees for drug abuse violations occurring in the workplace: (c) Making it a requirement that each employee who will be engaged in the performance of the grant be given a copy of the statement required by paragraph (a); (d) Notifying the employee in the statement required by paragraph -(a) that, as a condition of employment under the contract,the employee will- (1) Abide by the terms of the statement;and (2) Notify the employer of any criminal drug statute conviction for a violation occurring in the u orkplace no later than five days after such conviction. (e) Notifying the U.S.Department of Housing and Urban Development within ten days after receiving notice under subparagraph (d)(2) from an employee or otherwise receiving actual notice of such conviction; City Council 26– 639 5/3/2022 (f) Taking one of the following actions, within 30 days of receiving notice under subparagraph(d)(2),with respect to any employee who is so convicted- ( 1) Taking appropriate personnel action against such an employee, up to and including termination,or (2) Requiring such employee to participate satisfactorily in a drug abuse assistance or rehabilitation program approved for such purposes by a Federal, State, or local health, law enforcement. or other appropriate agency; (g) Making a good faith effort to continue to maintain a drub free workplace through implementation of paragraphs(a).(b),(c),(d),(e)and(f). B. The contractor shall insert in the space provided on the attached "Place of Performance" form the site(s) for the performance of work to be carried out with the grant funds (including street address, city, count), state. and zip code) .the contractor further certifies that, if it is subsequently determined that additional sites will be used for the performance of work under the contract, it shall notify the U.S. Department of Housing and Urban Development immediately upon the decision to use such additional sites by submitting a revised"Place of Performance"form. Think Together Organization 3/17/2022 uthorized Signature Date 34 City Council 26– 640 5/3/2022 PLACE OF PERFORMANCE FOR CERTIFICATION REGARDING DRUG-FREE WORKPLACE REQUIREMENTS Name:Yecenia B. Cardenas, Executive Director of Early Learning and School Age Programs Date. 3/18/2022 The Contractor shall insert in the space provided below the site(s)expected to be used for the performance of work under the contract covered by the certification: Place of Performance(include street address,city,county,state,zip code for each site): Vista Charter Public School, 2609 West Fifth St., Santa Ana, CA 92703 MOMS of OC, 1128 W. Santa Ana Blvd. Santa Ana, CA 92703 3 5 City Council 26– 641 5/3/2022 Parks, Recreation, and Community Services www.santa-ana.org/parks Item # 27 City of Santa Ana 20 Civic Center Plaza, Santa Ana, CA 92701 Staff Report May 3, 2022 TOPIC: Resolution Approving the Acceptance Grant Funds from the State of California AGENDA TITLE: Resolution Approving the Acceptance of Grant Funds from the State of California in the Amount of $4,000,000 to the General Fund RECOMMENDED ACTION Adopt a resolution approving the acceptance of grant funds from the State of California in the amount of $4,000,000 to the General Fund for the Zoo Educational Hub and installation of a Universally Accessible Playground at Thornton Park. DISCUSSION Senator Tom Umberg has secured funding in this year's (FY 2021-22) state budget tailored to addressing the unique and unprecedented challenges facing Orange County communities. The state budget is a series of important funding and policy decisions voted on through several budget bills. In preparation for this round of negotiations, Senator Umberg collaborated with local and statewide leaders and other members of the legislature to deliver millions of dollars of relief to communities. Through the COVID-19 pandemic, natural disasters, and several other hurdles, he diligently working to help bring much- needed and deserved funding to local programs in the 34th Senate District. As part of the Fiscal Year 2021-2022 State of California budget, Senator Tom Umberg was able to secure $6,040,000 in General Fund monies for the City of Santa Ana ($4,000,000) and Discovery Science Center Orange County ($2,040,000) for Santa Ana youth facilities. The State will enter into agreements separately with both agencies. Below is a summary of the City of Santa Ana projects that will be funded. Zoo Education Hub: "The Hive" - Education Hub Building at Santa Ana Zoo The project goal is a building including a flex space, classroom(s), and hub for community volunteers and education staff. The classrooms are flexible in design and layout to maximize their use potential throughout the day and year. The facility would use environmentally sustainable materials in its construction. This facility will serve as a reception area for schoolchildren coming to the zoo and is directly adjacent to the existing City Council 27 — 1 5/3/2022 Resolution Approving the Acceptance of Grant Funds from the State of California May 3, 2022 Page 2 outdoor amphitheater. Different sides of the building will open out to the general zoo area, the amphitheater, or staff and service areas. Universally Accessible Playground at Thornton Park The City of Santa Ana's first Universally Accessible Playground installation at the George Upton All Access Park (one acre-site) located within Thornton Park will include equipment specially designed to enable children of all abilities to play alongside each other. All children, regardless of physical limitation, should be able to enjoy the fun that comes along with playing on a playground. Kids love to play, and no child should be prevented from having fun at the playground by a physical handicap. This playground will replace the current 30-year-old playground with failing equipment and deteriorating parts. The City must enter into an agreement with the State of California to access the funds for both projects. Part of the process for creating the agreement is the completion of a Project Information Packet, of which includes the resolution under consideration. City staff will bring to the City Council, at a future meeting, an appropriation adjustment for funding, once the agreement is created and executed, as well as amendments to the Capital Improvement Program (CIP) for the two City projects. ENVIRONMENTAL IMPACT There is no environmental impact associated with this action. FISCAL IMPACT There is no fiscal impact associated with this action. Although at a future meeting, once an agreement is executed between the City of Santa Ana and the State of California, an appropriation adjustment will be brought before City Council for approval. EXHIBIT(S) 1. Resolution Submitted By: Lisa Rudloff, Executive Dir. of Parks, Recreation and Community Services Approved By: Kristine Ridge, City Manager City Council 27 — 2 5/3/2022 brs 4.11.22 Exhibit 1 RESOLUTION NO. 2022-XXX A RESOLUTON OF THE CITY COUNCIL OF THE CITY OF SANTA ANA APPROVING THE ACCEPTANCE OF GENERAL FUND GRANT FUNDS FOR THE CITY OF SANTA ANA ZOO AND PARK PROJECTS WHEREAS, the Legislature and Governor of the State of California have approved a grant for the project shown above; and WHEREAS, the California Natural Resources Agency has been delegated the responsibility for the administration of the grant project, setting up necessary procedures; and WHEREAS, said procedures established by the California Natural Resources Agency require the City of Santa Ana to certify by resolution the approval of a Project Information Package before submission of said package to the State, and WHEREAS, the City of Santa Ana will enter into an agreement with the State of California for the above project. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SANTA ANA AS FOLLOWS: Section 1 . The City Council of the City of Santa Ana: A. Approves the acceptance of a general fund allocation for local assistance for the above project(s); and B. Certifies that said agency understands the assurances and certification in the Project Information Form; and C. Certifies that said agency will have sufficient funds to develop, operate and maintain the project consistent with the land tenure requirements of the Grant Agreement; or will secure the resources to do so; and D. Certifies that said agency will comply with the provisions of Section 1771.5 of the California Labor Code. E. If applicable, certifies that the project will comply with any laws and regulation including, but not limited to, the California Environmental Quality Act (CEQA), legal requirements for building codes, health and safety codes, disabled access laws, environmental laws and, that prior to City Council 27 — 3 5/3/2022 Resolution No. 2022-XXX Page 1 of 3 brs 4.11.22 Exhibit 1 commencement of construction, all applicable licenses and permits will have been obtained. F. Certifies that said agency has reviewed and understands the General Provisions contained in the sample Grant Agreement contained in the Procedural Guide; and G. Appoints the City Manager, or his or her designee, as agent to conduct all negotiations, execute and submit all documents including, but not limited to the Project Information Form, agreements, payment requests and so on, which may be necessary for the completion of the aforementioned project(s). Section 2. 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 day of May, 2022 Vicente Sarmiento Mayor APPROVED AS TO FORM: Sonia R. Carvalho, City Attorney By: -- 1 randon Salvatierra Deputy City Attorney AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers City Council 27 — 4 5/3/2022 Resolution No. 2022-XXX Page 2 of 3 brs 4.11.22 Exhibit 1 CERTIFICATE OF ATTESTATION AND ORIRGINALITY I, DAISY GOMEZ, Clerk of the Council, do hereby attest to and certify the attached Resolution No. 2022- to be the original resolution adopted by the City Council of the City of Santa Ana on May 3, 2022. Date: Clerk of the Council City of Santa Ana City Council 27 — 5 5/3/2022 Resolution No. 2022-XXX Page 3 of 3 Clerk of the Council Office www.santa-ana.org/cc Item # 28 City of Santa Ana 20 Civic Center Plaza, Santa Ana, CA 92701 Staff Report May 3, 2022 TOPIC: Assembly Bill 361 AGENDA TITLE: Use of Teleconferencing for Meetings of City Council and All Boards, Committees, and Commissions Pursuant to the Provisions of Assembly Bill 361 RECOMMENDED ACTION Adopt a resolution to consider continuing the use of teleconferencing for City Council, board, committee, and commission meetings pursuant to the provisions of Assembly Bill 361 for the next 30 days. DISCUSSION On March 17, 2020, Governor Gavin Newsom issued Executive Order N-29-20 suspending certain provisions of the Brown Act in order to allow legislative bodies to conduct their meetings completely telephonically or by other electronic means. City Council meetings have been conducted by Zoom with councilmembers and staff all joining from remote locations when necessary. The suspension of certain provisions of the Brown Act was further extended by Governor Newsom on June 11, 2021 by the issuance of Executive Order N-08-21, which continued to allow completely virtual City Council (and other legislative body) meetings. This order stayed in effect until September 30, 2021. In response, AB 361 was signed into effect by Governor Newsom on September 16, 2021 . It amends the Brown Act to allow legislative bodies to meet virtually, provided there is a state of emergency, and either (1) state or local officials have imposed or recommended measures to promote social distancing, or (2) the legislative body determines by majority vote that meeting in person would present imminent risks to the health and safety of attendees. The City of Santa Ana's current practices with respect to live public comment via Zoom already satisfy all of the new requirements in AB 361. Additionally, the individual legislative bodies can make their own findings for the AB 361 telecommuting resolution for City Council 28 — 1 5/3/2022 Assembly Bill 361 May 3, 2022 Page 2 future meetings. Determinations to continue to utilize remote meetings as allowed by AB 361 must be re-visited by the legislative body every 30 days with the support of new findings. Staff recommends this extension period to act as a helpful transitional stage for boards, committees, and commissions who still currently meet virtually. Most recently on April 5, 2022, the City Council adopted Resolution No. 2022-026, making the required findings under AB 361 to allow the City to continue to offer teleconference accessibility for public meetings after September 30, 2021 , to help mitigate the spread of COVID-19. The attached resolution (Exhibit 1) declares additional findings to allow for the continued use of teleconferencing for City Council, board, commission, and committee meetings pursuant to AB 361 . ENVIRONMENTAL IMPACT There is no environmental impact associated with this action. FISCAL IMPACT There is no fiscal impact associated with this action. EXHIBIT(S) 1. Resolution Submitted By: Daisy Gomez, Clerk of the Council Approved By: Kristine Ridge, City Manager City Council 28 — 2 5/3/2022 RESOLUTION 2022- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA, CALIFORNIA AUTHORIZING THE USE OF REMOTE TELECONFERENCING PROVISIONS (AB 361) WHEREAS, the Ralph M. Brown Act (Government Code section 54950 et seq.) generally requires local agencies meeting via teleconference, including through other virtual or electronic means, to, among other things, provide public access at each location in which members of the legislative body are teleconferencing; and WHEREAS, Assembly Bill 361 (AB 361) amends Government Code section 54953 to allow local agencies to meet fully virtually, without fully adhering to the rules otherwise applicable to teleconferencing, during a proclaimed state of emergency if state or local officials have imposed or recommended measures to promote social distancing; and WHEREAS, the Governor issued a proclamation declaring a state of emergency on March 4, 2020 due to the COVID-19 pandemic, pursuant to section 8625 of the California Emergency Services Act, and this proclaimed state of emergency currently remains in effect; and WHEREAS, the City Council of the City of Santa Ana declared a local emergency on March 17, 2020 pursuant to Santa Ana Municipal Code section 2-404A (now section 2-646A); and WHEREAS, in order to continue teleconferencing pursuant to the provisions of AB 361 , the City Council is required to make certain findings every thirty (30) days; and WHEREAS, the City Council of the City of Santa Ana, consistent with those provisions, approved Resolutions 2021-055, 2021-66, 2021-072, 2022-004, 2022-015, 2022-021, and 2022-026 authorizing the use of remote teleconferencing provisions pursuant to AB 361 ; and WHEREAS, the City Council of the City of Santa Ana has reconsidered the circumstances of the state of emergency; and WHEREAS, state and local officials continue to recommend measures to promote social distancing to prevent the spread of COVID-19; and WHEREAS, the continuation of remote teleconferencing will allow for full participation by members of the public and the members of the City legislative bodies until social distancing recommendations are lifted; and WHEREAS, the City Council of the City of Santa Ana desires to continue to utilize remote teleconferencing pursuant to AB 361 and Government Code section 54953(e). Resolution 2022-XXX City Council 28 — 3 5/ of 3 NOW THEREFORE BE IT RESOLVED, by the City Council of the City of Santa Ana as follows: SECTION 1. The above recitals are true and correct and shall be the findings of the City of Santa Ana's City Council and each and every other legislative body of the City. SECTION 2. The City Council of the City of Santa Ana hereby authorizes the use of remote teleconferencing pursuant to AB 361. SECTION 3. The City Council and all other legislative bodies of the City of Santa Ana created by the City Council or created through its City Charter shall continue to meet virtually in accordance with Government Code section 54953(e) and without compliance with section 54953(b)(3) based upon the findings and determinations hereby made by the City Council. SECTION 4. The City Clerk shall attest to and certify to the passage and adoption of this resolution and it shall be effective immediately upon its approval. ADOPTED this day of May, 2022. Vicente Sarmiento Mayor APPROVED AS TO FORM: Sonia R. Carvalho City Attorney Laura A. Rossini Chief Assistant City Attorney AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers Resolution 2022-XXX Pa i y ouncil 28 — 4 5/3/2022 CERTIFICATE OF ATTESTATION AND ORIGINALITY I, Daisy Gomez, Clerk of the Council, do hereby attest to and certify the attached Resolution No. 2022- to be the original Resolution adopted by the City Council of the City of Santa Ana on , 2022. Date: Clerk of the Council City of Santa Ana Resolution 2022-XXX City Council 28 — 5 5/ of 3 City Manager Office www.santa-ana.org/city-managers-office/ Item # 29 City of Santa Ana 20 Civic Center Plaza, Santa Ana, CA 92701 Staff Report May 3, 2022 TOPIC: Child Marriage Laws AGENDA TITLE: Resolution Calling Upon Our State Legislators to Introduce and Pass a Bill that Would End Child Marriage RECOMMENDED ACTION Adopt a resolution calling upon our state legislators to introduce and pass a bill that would end child marriage. DISCUSSION Background During the City Council meeting on March 15, 2022, Councilmembers Mendoza, Lopez, and Phan directed staff to prepare a resolution to call upon our State legislators to introduce a bill that would end child marriage in California. There was consensus among the City Council to support this item. Statistics from both the California Department of Public Health and the U.S. Census Bureau's American Community Survey indicate that child marriages have been steadily declining over the last couple of decades at the state and national level, but there continues to be 44 states that allow child marriages (defined as a marriage where one or both of the individuals is 17 years and younger). Since 2018, six states have banned child marriages without exceptions. As it stands, California is one of nine states that has no minimum age for child marriage when all exemptions are taken into account. These circumstances include the consent of a court clerk orjudge, consent of one of the parents or legal guardians of the minor, if one of the parties is pregnant or has given birth to a child, or if the minor is emancipated. Existing California Law Current California law requires the parents and partners of minors wishing to marry to meet with court officials separately to determine if there is any coercion. Additionally, minors have to wait 30 days to get married unless they are 17 and have completed high City Council 29 — 1 5/3/2022 Child Marriage Laws May 3, 2022 Page 2 school, or one of the partners is pregnant. However, there is still no minimum age for children to marry, if these conditions are met. Recent Efforts to Change the Law in California In 2018, in an attempt to set the course for banning child marriages in California, state legislature passed Senate Bill No. 273 (SB 273), which requires Family Court Services to separately interview the parties intending to marry or establish a domestic partnership and to prepare and submit to the court a written report containing recommendations for either granting or denying the parties permission to marry or establish a domestic partnership. In 2021 , Assembly Bill No. 1286 (AB 1286) was introduced to require local registrars to submit a report four times per year that included information concerning issued and denied marriage certificates involving minors. Existing law requires a local registrar of marriages to submit to the State Registrar, at least annually, all information concerning marriage certificates accepted during the calendar year in which one of both of the parties were minors at the time of solemnization of the marriage, but authorizes the local registrar to dispose of information like number of certificates, age of each party, and gender of each party after only two years. This information is available upon request through the California Department of Public Health the Office of Vital Records with an estimated wait time of five to seven weeks. This law restricts local registrars from submitting such information if the registrar did not accept any marriage certificates in the same calendar year. California stopped tracking ages on marriage certificates in the 1980s, making statewide data less accessible. According to a study by the Pew Research Center, almost 5.5 of every 1 ,000 15-to 17-year-olds are married in California based on census data from 2014. AB 1286, however, died in January 2022. Potential Effects of Child Marriages Studies show that early marriages carry significant and long-term risk for children by increasing the risk of domestic and sexual violence, a negative impact on mental health and social life, lack of independence, and lack of education. A 2013 study by the Human Rights Watch indicated that approximately 14 million girls are married each year worldwide, and one in seven girls in developing countries is married before her 15th birthday. According to Tahirih Justice Center's publication, "Child Marriage Poses Serious Risks to Children", child marriage has negative physical, economic, social, and mental impacts on children, especially girls. Teen girls who marry tend to have more children earlier and more closely spaced. They are more likely to have their first child before the age of 18 and 40 percent more likely to have a second within two years of their first. Young women and girls aged 16 to 19 face intimate partner violence victimization rates at almost three times the national level. Child brides tend to come from poverty and remain in poverty. Girls who marry under the City Council 29 — 2 5/3/2022 Child Marriage Laws May 3, 2022 Page 3 age of 19 are 50 percent more likely to drop out of high school and four times less likely to graduate from college. Women who marry before the age of 18 are more likely to report stressful life events, as well as present significantly more psychiatric disorders such as mood and anxiety disorders, including major depression and antisocial personality disorder. Resolution Attached for consideration by the City Council is a resolution (Exhibit 1) calling upon our state legislators to introduce and pass a bill that would end child marriage. ENVIRONMENTAL IMPACT There is no environmental impact associated with this action. FISCAL IMPACT There is no fiscal impact associated with this action. EXHIBIT(S) 1. Resolution Submitted By: Kristine Ridge, City Manager Approved By: Kristine Ridge, City Manager City Council 29 — 3 5/3/2022 RESOLUTION 2022-XXX A RESOLUTION OF THE SANTA ANA CITY COUNCIL CALLING UPON OUR STATE LEGISLATORS TO INTRODUCE AND PASS A BILL ENDING CHILD MARRIAGE IN CALIFORNIA WHEREAS, California is one of nine states that has no minimum age for child marriage when all exemptions are taken into account; and WHEREAS, current California law requires the parents and partners of minors wishing to marry to meet with court officials separately, to determine if there is any coercion and wait 30 days to get married, unless they are 17 and have completed high school, or one of the partners is pregnant; and WHEREAS, recent efforts to change California law with Senate Bill No. 273 and Assembly Bill No. 1286 failed; and WHEREAS, existing law requires local registrar of marriages to submit personal information regarding certificates to the State Registrar, at least annually, but authorizes the local registrar to dispose of information like number of certificates, age of each party, and gender of each party after only two years; and WHEREAS, child marriage has negative physical, economic, social, and mental impacts on children, especially girls; and WHEREAS, teen girls who marry tend to have more children earlier, more closely spaced, more likely to have their first child before the age of 18, and 40 percent more likely to have a second within two years of their first; and WHEREAS, young women and girls aged 16 to 19 face intimate partner violence victimization rates at almost three times the national level; and WHEREAS, women who marry before the age of 18 are more likely to report stressful life events, present significantly more psychiatric disorders such as mood and anxiety disorders, including major depression and antisocial personality disorder. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Santa Ana, that: Section 1. The City of Santa Ana calls upon our State legislators to introduce and pass a bill that would end child marriage in California. Section 2. This Resolution shall take effect immediately upon its adoption by the City Council, and the Clerk of Council shall attest to and certify the vote adopting this Resolution. Resolu Ws o 29 — 4 5/3/2022 Page 1 0 ADOPTED this day of May, 2022. Vicente Sarmiento Mayor APPROVED AS TO FORM: Sonia R. Carvalho City`Attorney By: Laura A. Rossini Chief Assistant City Attorney AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers CERTIFICATE OF ATTESTATION AND ORIGINALITY I, DAISY GOMEZ, Clerk of the Council, do hereby attest to and certify the attached Resolution No. 2022 -XXX to be the original resolution adopted by the City Council of the City of Santa Ana on , 2022. Date: Clerk of the Council City of Santa Ana Resolution No. 2022-XXX City Council 29 — 5 5/3/20 e 2 of 2 Finance and Management Services www.santa-ana.org/finance Item # 30 City of Santa Ana 20 Civic Center Plaza, Santa Ana, CA 92701 Staff Report May 3, 2022 TOPIC: Fiscal Year 2021-22: Third Quarter Budget Update AGENDA TITLE: Fiscal Year 2021-22: Third Quarter Budget Update RECOMMENDED ACTION Receive and file the Fiscal Year 2021-22: Third Quarter Budget Update, including increasing sales tax and plan checks revenue estimates. EXECUTIVE SUMMARY The Third Quarter Budget Update (Exhibit 1) provides a General Fund snapshot of the first nine months of the fiscal year and is the last update to City Council in regards to the 2021-22 Fiscal Year budget. This report includes recommendation for an additional increase to the sales tax (Bradley-Burns and Measure X) and plan checks revenue estimates (Exhibit 1), a summary of General Fund revenues and expenditures, an update on the FY 21-2022 Capital Improvement Program (CIP) budget, and a staff vacancy report as of March 31 , 2022. A summary of the General Fund is detailed below: Original AdjustmentsQuarter Budget Approved as of Revenue Mid-Year pdate Beginning Balance $ 71,187,440 $ 109,415,983 $ 109,415,983 Revenue 340,944,200 364,127,209 3741982,909 Expenditures (328,791,570) (350,438,147) (350,438,147) Net Transfers (24,703,590) (36,568,949) (36,568,949) Net Activity (12,550,960) (22,879,887) (12,024,187) Ending Balance $ 58,636,480 $ 86,536,096 $ 97,391,796 Policy Reserve Requirement 61,369,956 65,542,898 67,496,924 Excess / (Deficiency) $ (2,733,476) $ 20,993,198 $ 29,894,872 City Council 30 — 1 5/3/2022 Receive and file the FY 2021-22 — Third Quarter Budget Update May 3, 2022 Page 2 DISCUSSION The Third Quarter Budget Update includes General Fund activity posted during July 2021 through March 2022 and the vacancy report for funded staff positions as of March 31 , 2022. The Third Quarter Budget Update is the final update to City Council for the FY 2021-22 budget. The last budget update to City Council was presented during the Mid-Year Budget Update on March 1, 2022. At the time, the City Council approved significant proposed revenue and expenditure adjustments, including several workforce changes. For the Third Quarter Budget Update, staff is proposing a few revenue adjustments (i.e., sales tax and plan checks) and anticipates no further adjustments to expenditures for the remainder of the fiscal year. Staff has reviewed the other funds and there are no proposed adjustments. In addition to the above, staff will provide a brief update on the next steps for the FY 2022- 23 budget process. General Fund Revenues During the FY 2021-22 third quarter, the City received approximately $240.2 million in General Fund revenues, which is 63.1 percent of the annual estimate. After analyzing revenue through March 2022, staff recommends adjustments to the sales tax and plan checks estimates with a net increase of approximately $10.9 million as summarized below. Third Quarter Report - Fiscal Year 2021-2022 General Fund Revenue Summary FY 21-22 FY 21-22 Quarter Description RevisedQuarter Adjustment Budget Sales Tax 57,600,000 61,252,000 3,652,000 Sales Tax- Measure X 79,000,000 84,221,000 5,221,000 Plan Checks 3,364,300 5,347,000 1,982,700 Other Revenue - No Adjustments Needed 240,483,036 240,483,036 0 Total General fund Revenue: 380,447,336 391,303,036 10,855,700 Sales Tax (Bradley-Burns $ Measure X): Total sales tax collected for the third quarter is approximately $35.2 million for Bradley-Burns and $48.7 million for Measure X, for a combined total of$83.9 million. The First Quarter Budget Report and the Mid-Year Budget Report approved on January 18, 2022 and March 1, 2022, respectively, included adjustments for sales tax estimates. In a recent March update, the City's sales tax consultant has noted strong performance from the General Retail (i.e., Apparel Stores, City Council 30 — 2 5/3/2022 Receive and file the FY 2021-22 — Third Quarter Budget Update May 3, 2022 Page 3 Online Retailers), Transportation (i.e., New Auto Sales, Service Stations), and Food Products (i.e., Restaurants) sectors. Therefore, a revised estimate will include an increase of both the Bradley-Burns and Measure X revenue estimates by about $3.7 million and $5.2 million, respectively. The sales tax consultant's assumptions for the robust growth in sales tax revenues include growth at a higher rate than pre-pandemic levels in the following areas: Employment, Disposable Income, Gross Domestic Product (GDP), Domestic Tourism, Consumption of and Relative Prices of Taxable Goods. Furthermore, sharp increases in energy prices in 2021 have increased the prices of many taxable goods and the sanctions on Russia as a result of the Russia-Ukraine war is preventing it from exporting oil to the West. It is expected that oil prices will remain high through the second quarter of the 2022 calendar year (April to June 2022). Similarly, as a result of the war, California gas prices have soared in mid-March, which also contributed to the strong performance seen from the Service Stations segment of the Transportation sector. With more people returning to the workforce, price increases to taxable goods and a gradual decrease in inflation, sales tax performance should continue to remain strong through FY 2021-22. Plan Checks: Total plan check revenues collected for the third quarter is $5.2 million, which exceeded the annual budget estimates of$3.4 million by nearly $1 .9 million or over 55 percent. The Mid-Year Budget Report approved on March 1, 2022 included adjustments for building plan check estimates. However, due to a one-time spike in plan check activity related to large construction projects for residential and mix-use development on V & Broadway, Rafferty, Warner& Red Hill, 2727 Main Place, and Lacy Crossing, staff has increased the revenue estimates by $1 ,982,700, accordingly. Staff does not anticipate any new large construction project activity in the forecast for the fourth quarter. General Fund Expenditures As of March 31 2022, General Fund expenditures are at 72.2 percent of budget. Each department is within the expected range of spending for the third quarter. It should be noted that the City pays one-month in advance for contracted fire services. FY 2021-22 Capital Improvement Program (CIP) Staff expects significant carryovers for the Capital Improvement Program (CIP) FY 2021- 22 capital budget to FY 2022-23 as many capital projects require multiple years to construct. Large, unspent appropriations are anticipated to be carried over from the current fiscal year to the next fiscal year in excess of over $228 million and is expected to come before the City Council for approval in September 2022. Full-Time Employee Position Vacancy Report The staff vacancy report as of March 31 , 2022 reflects all staffing changes authorized to date, including the Mid-Year Budget Report workforce changes approved on March 1 , 2022. City Council 30 — 3 5/3/2022 Receive and file the FY 2021-22 — Third Quarter Budget Update May 3, 2022 Page 4 As of March 31 , there is a total of 179 total vacancies, of which, 153 are funded vacant positions and 26 are subject to the hiring freeze. Positions subject to the hiring freeze provided $2.5 million in savings in the current year budget. The vacancy report as of March 31 does not reflect the entire $0.4 million approved during the First Quarter Budget Update on January 18, 2022 to partially restore hiring freeze positions. ENVIRONMENTAL IMPACT There is no environmental impact associated with this action. FISCAL IMPACT The summary of General Fund fiscal impact appears at the beginning of this report and staff has listed the recommended revenue adjustments (i.e., sales tax and plan checks) in Exhibit 1. EXHIBIT(S) 1 . FY 2021-22 Third Quarter General Fund Revenue Adjustments Submitted By: Kathryn Downs, FMSA Executive Director Approved By: Kristine Ridge, City Manager City Council 30 — 4 5/3/2022 O O O O O O 00 00000 ~ O O O R* OD O � (.0 ^ N cV r-I O Il- 00 (.D Ln N _ � N rmn C%4 N 0` cr) 00LO • rn Ln ri 0 W N 000000 (.0 w O O O O O O m M 0 0 0 0 0 0 0 0 (V rl O O O Il- m M • Ln N m O m w 00 O cV cV 0 (.0 cV R* R M ) • . rl R* O r-I lD 00 R* 01 • N M N O O O O O O lD w O O O O O O m M O O O lD m R* O M O O O N ri O m n � o or- ran r�i N R Q r- of N 0 0 Ln r- R* 00 W � 0 co N N �. z N Ln � c X U U U � " N N U z c N u U i 3 U U U cB NLL W E a- cB N w _ A Ln Ln — ." r+ Q) Q V E V � +�+ n Ln COw E 2 O H c Police Department www.santa-ana.org/pd Item # 31 City of Santa Ana 20 Civic Center Plaza, Santa Ana, CA 92701 Staff Report May 3, 2022 TOPIC: Use of Military Equipment by the Santa Ana Police Department AGENDA TITLE: Consider an Ordinance Amending Section 2-809 of Article VII.II of Chapter 2 of the Santa Ana Municipal Code Adopting a Policy Pursuant for the Use of Military Equipment by the Santa Ana Police Department Pursuant to California Assembly Bill 481 (Government Code § 7070 et. seq.) RECOMMENDED ACTION Approve first reading of an ordinance adopting a policy for the use of military equipment by the Santa Ana Police Department pursuant to California Assembly Bill 481 (Government Code § 7070 et. seq.). DISCUSSION Assembly Bill 481 (AB 481 or the Bill), codified at Government Code sections 7070 through 7075 requires a law enforcement agency (LEA) to obtain approval from the applicable governing body, via adoption of a "military equipment" use policy (the Policy) by ordinance (the Ordinance), prior to the LEA funding, acquiring, or using military equipment. The Police Department seeks City Council adoption of the attached Military Equipment Use Policy — Department Policy 707 (Exhibit 2), in order to allow the Department to continue to use the vital equipment specified therein, as well as acquire new equipment. Items deemed "military equipment" by AB 481 are used as a component of overall best practices for LEAs throughout the country. These tools have been tested in the field, and are used by LEAs to enhance community and officer safety. Loss of these items would reduce the Department's ability to safely resolve critical incidents,jeopardizing the welfare of community members and Department personnel. The term "military equipment", as used in AB 481, in fact, does not necessarily indicate equipment that has been used by the military. Pursuant to AB 481 , items deemed to be "military equipment" include, but are not limited to, unmanned aerial or ground vehicles, armored rescue vehicles, command and control vehicles, pepper balls, less lethal City Council 31 — 1 5/3/2022 Use of Military Equipment by the Santa Ana Police Department May 3, 2022 Page 2 shotguns, less lethal 40mm projectile launchers, long range acoustic devices, and noise flash diversionary devices (NFDDs). The Police Department is committed to using the most up-to-date tools and equipment, in support of our de-escalation strategy, to safeguard the Santa Ana community. Many of items deemed "military equipment" by AB 481 are in fact employed by the Department, and LEAs across the country, to specifically reduce risk to community members. These items provide peace officers with the ability to safely de-escalate volatile situations which otherwise might rise to the level of a lethal force encounter. To that end, the items at issue in this report, and accompanying Military Equipment Policy, also provide Department personnel with vital tools that facilitate compliance with its stringent use of force policy and best practice training techniques. Other items deemed "military equipment"via AB 481 include foundational equipment such as rifles. These rifles allow peace officers to address lethal threats from a greater distance and with greater precision. Along with seeking authorization to use preexisting equipment, the Police Department also seeks authorization to research, test, and possibly acquire Unmanned Aerial Systems (UASs) in the future. UAS can provide personnel with the ability to view into high-risk areas without physically entering the area, increasing the safety of community members and Department personnel. UAS are not intended to replace the police helicopter, but rather supplement the helicopter's capabilities. Additionally, the UAS can be utilized to diagram crime scenes from an elevated view, providing valuable evidence to investigating personnel. If, upon completing the necessary research, the Department elects to proceed with a UAS acquisition, the Department will seek further City Council approval. There is significant interest in ensuring that law enforcement continues to have access to equipment that will provide peace officers as many options as possible to safeguard lives, ensure safety, and protect civil liberties. The use of the tools identified in the Military Equipment Policy (Exhibit 2) are vital to the Department's mission and will continue to be strictly regulated through internal processes and oversight. The proposed Military Equipment Policy safeguards the public's welfare, safety, civil rights, and civil liberties. The Policy ensures there are safeguards, including transparency, oversight, and accountability measures in place. For instance, the Policy requires the Department to produce and annual Military Equipment Use Report, host an annual community meeting regarding the use of "military equipment," and publish the annual report on the Department's website. Members of the public will also be provided direction, per the policy, on how to register complaints for violations. All item use resulting in a use of force will be investigated, as is already required by existing Department policy. ENVIRONMENTAL IMPACT City Council 31 — 2 5/3/2022 Use of Military Equipment by the Santa Ana Police Department May 3, 2022 Page 3 There is no environmental impact associated with this action. FISCAL IMPACT There is no fiscal impact associated with this action. EXHIBIT(S) 1 . Proposed Ordinance 2. Military Equipment Policy (Department Policy 707) Submitted By: David Valentin, Police Chief Approved By: Kristine Ridge, City Manager City Council 31 — 3 5/3/2022 EXHIBIT 1 TB__.2022 ORDINANCE NO. NS-XXX AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA ANA ADOPTING A POLICY FOR THE USE OF MILITARY EQUIPMENT BY THE SANTA ANA POLICE DEPARTMENT WHEREAS, the mission of the Santa Ana Police Department (Department) is to provide the highest quality police services to the communities it serves; and WHEREAS, the Department values transparency and public input, and welcomes open dialogue about its practices and operations; and WHEREAS, the preservation and sustainability of public safety, civil rights, and officer safety is paramount; and WHEREAS, each situation is evaluated by incident commanders or supervisors who, based on circumstances and Department directives, determine which equipment should be used; and WHEREAS, the Department's diverse catalogue of military equipment, as defined in state law, and associated training gives police officers the confidence and capability to de-escalate volatile situations, enhance the safety of the public and officers, and bring critical incidents to a safe resolution; and WHEREAS, from time to time, the Department may be asked to assist or need to be assisted by other law enforcement agencies, which may include use of military equipment, as defined in state law; and WHEREAS, partnerships with other law enforcement agencies are an integral part of maintaining the continuity of public safety within the region; and WHEREAS, On September 30, 2021 , Governor Gavin Newsom signed into law Assembly Bill 481 , relating to the use of military equipment by law enforcement agencies; and WHEREAS, Assembly Bill 481, codified as California Government Code sections 7070 through 7075, requires law enforcement agencies to obtain approval of the applicable governing body, by an ordinance adopting a "military equipment" use policy, at a regular meeting held pursuant to open meeting laws, prior to taking certain actions relating to the funding, acquisition, or use of military equipment. The term "military equipment" is defined in California Government Code section 7070; and City Council 31 — 4 5/3/2022 TB__.2022 WHEREAS, Assembly Bill 481 allows the governing body of a city to approve the funding, acquisition, or use of military equipment within its jurisdiction only if it makes specified determinations; and WHEREAS, the federal government allows local law enforcement agencies to obtain certain types of military equipment through a program authorized by Section 2576a of Title 10 of the United States Code, commonly known as the 1033 Program" or "LESO Program"; and WHEREAS, the Department has not participated in this program since 2020, and does not intend to participate in the future; and WHEREAS, the proposed military equipment use policy is attached hereto as Exhibit "A" and incorporated herein by this reference (the "Military Equipment Use Policy"); and WHEREAS, the Military Equipment Use Policy was published on the Santa Ana Police Department's internet website on March 30, 2022, more than 30 days before the Military Equipment Use Policy was first considered at a public hearing before the City Council on May 3, 2022; and WHEREAS, the Military Equipment policy meets the requirements of California Government Code section 7070(d). NOW THEREFORE, THE CITY COUNCIL OF THE CITY OF SANTA ANA DOES ORDAIN AS FOLLOWS: Section 1 . The above recitals are hereby declared to be true and correct and represent the findings the City Council made in exercise of its independent judgment. Section 2. Based on the findings above, in addition to information provided to the City Council at the public meeting, the City Council approves and adopts the Military Equipment Use Policy, based on the following: 1. The military equipment identified in Santa Ana Police Department Policy 707 is necessary, because there are no reasonable alternatives that can achieve the same objectives of officer and civilian safety. 2. The Military Equipment Use Policy will safeguard the public's welfare, safety, civil rights, and civil liberties. 3. The military equipment identified in the Military Equipment Use Policy is reasonably cost effective compared to available alternatives that can achieve the same objective of officer and civilian safety. 4. All prior military equipment use complied with the City's policies that were in effect at the time. City Council 31 — 5 5/3/2022 TB__.2022 Section 3. Section 2-809 of Article VII.II (Purchasing Rules and Regulations) of Chapter 2 (Administration) of the Santa Ana Municipal Code is hereby amended to read in its entirety as follow: Sec. 2-809 — Reserved ed Military Equipment Policy (a) The City Council for the City of Santa Ana has made the following determinations: (1) The military equipment identified in Santa Ana Police Department Policy 707 is necessary, because there are no reasonable alternatives that can achieve the same objectives of officer and civilian safety. (2) The Military Equipment Use Policy will safeguard the public's welfare, safety, civil rights, and civil liberties. (3) The military equipment identified in the Military Equipment Use Policy is reasonably cost effective compared to available alternatives that can achieve the same objective of officer and civilian safety. (4) All prior military equipment use complied with the City's policies that were in effect at the time. (b) The Santa Ana Police Department shall submit an annual military equipment report to the City Council, containing the information required in Government Code Section 7072, and the City Council shall determine whether each type of military equipment identified in that report has complied with the standards for approval set forth in (a)(1 )-(4) above. (c) The City Council approves the use of the Santa Ana Police Department Policy 707, and finds that it satisfies the requirements of Government Code Section 7070. Section 4. The City Council finds and determines that this Ordinance is not a project within the meaning of Section 15378 of the California Environmental Quality Act (CEQA) Guidelines because it has no potential to result in physical change in the environment, directly or indirectly. This Ordinance is exempt under CEQA Guideline 15061(b)(3) because it can be seen with certainty that there is no possibility that the Ordinance may have a significant effect on the environment. Section 5. If any section, subsection, subdivision, paragraph, sentence, clause, or phrase of this Ordinance or any part thereof is for any reason held to be unconstitutional, such decision shall not affect the validity of the remaining portion of this Ordinance or any part thereof. The City Council hereby declares that it would have passed each section, subsection, subdivision, paragraph, sentence, clause, or phrase thereof, irrespective of the fact that any one or more sections, subsections, subdivisions, paragraphs, sentences, clauses, or phrases be declared unconstitutional. City Council 31 — 6 5/3/2022 TB__.2022 Section 6. The City Council shall review this Ordinance annually and vote whether to renew the Ordinance, consistent with the requirements of state law. Section 7. This Ordinance shall become effective thirty (30) days after its adoption. Section 8. The Clerk of the Council shall certify the adoption of this ordinance and shall cause the same to be published in the manner prescribed by law. APPROVED AND ADOPTED this day of May, 2022. Vicente Sarmiento Mayor APPROVED AS TO FORM: Sonia Carvalho, City Attorney n By: Tamara Bogosian Senior Assistant City Attorney AYES: Councilmembers: NOES: Councilmembers: ABSTAIN: Councilmembers: ABSENT: Councilmembers: CERTIFICATE OF ATTESTATION AND ORIGINALITY I, , Clerk of the Council, do hereby attest to and certify that the attached Ordinance No. NS-XXXX to be the original ordinance adopted by the City Council of the City of Santa Ana on , and that said ordinance was published in accordance with the Charter of the City of Santa Ana. Date: Daisy Gomez Clerk of the Council City of Santa Ana City Council 31 — 7 5/3/2022 Santa Ana Police Department EXHIBIT 2 ' Santa Ana PD Policy Manual Military Equipment 707.1 PURPOSE AND SCOPE This policy provides guidelines for the approval, acquisition, and reporting requirements of military equipment(Government Code§7070; Government Code§7071; Government Code§7072).The equipment described in this policy is in direct support of the Department's de-escalation strategy and associated training. Additionally, while the equipment described herein has been deemed to be, "military equipment" by the legislature, the Department does not participate in the acquisition of military surplus equipment pursuant to the Department of Defense's 1033 Program. 707.1.1 DEFINITIONS Definitions related to this policy include (Government Code § 7070): Governing body—The elected or appointed body that oversees the Department. Military equipment— Includes but is not limited to the following: • Unmanned, remotely piloted, powered aerial or ground vehicles. • Mine-resistant ambush-protected (MRAP) vehicles or armored personnel carriers. • High mobility multipurpose wheeled vehicles (HMMWV), two-and-one-half-ton trucks, five-ton trucks, or wheeled vehicles that have a breaching or entry apparatus attached. • Tracked armored vehicles that provide ballistic protection to their occupants. • Command and control vehicles that are either built or modified to facilitate the operational control and direction of public safety units. • Weaponized aircraft, vessels, or vehicles of any kind. • Battering rams, slugs, and breaching apparatuses that are explosive in nature. This does not include a handheld, one-person ram. • Firearms and ammunition of .50 caliber or greater,excluding standard-issue shotguns and standard-issue shotgun ammunition. • Specialized firearms and ammunition of less than .50 caliber, including firearms and accessories identified as assault weapons in Penal Code § 30510 and Penal Code § 30515, with the exception of standard-issue firearms. • Any firearm or firearm accessory that is designed to launch explosive projectiles. • Noise-flash diversionary devices and explosive breaching tools. • Munitions containing tear gas or OC, excluding standard, service-issued handheld pepper spray. • TASERO Shockwave, microwave weapons, water cannons, and long-range acoustic devices (LRADs). • Kinetic energy weapons and munitions. City Council 31 — 8 5/3/2022 Copyright Lexipol,LLC 2022/04/13,All Rights Reserved. ***DRAFT*** Military Equipment- 1 Published with permission by Santa Ana Police Department Santa Ana Police Department Santa Ana PD Policy Manual Military Equipment • Any other equipment as determined by a governing body or a state agency to require additional oversight. 707.2 POLICY It is the policy of the Santa Ana Police Department that members of this department comply with the provisions of Government Code § 7071 with respect to military equipment. 707.3 MILITARY EQUIPMENT COORDINATOR The Chief of Police should designate a member of this department to act as the military equipment coordinator.The responsibilities of the military equipment coordinator include but are not limited to: (a) Acting as liaison to the governing body for matters related to the requirements of this policy. (b) Identifying department equipment that qualifies as military equipment in the current possession of the Department, or the equipment the Department intends to acquire that requires approval by the governing body. (c) Conducting an inventory of all military equipment at least annually. (d) Collaborating with any allied agency that may use military equipment within the jurisdiction of Santa Ana Police Department (Government Code § 7071). (e) Preparing for, scheduling, and coordinating the annual community engagement meeting to include: 1. Publicizing the details of the meeting. 2. Preparing for public questions regarding the department's funding, acquisition, and use of equipment. (f) Preparing the annual military equipment report for submission to the Chief of Police and ensuring that the report is made available on the department website(Government Code § 7072). (g) Establishing the procedure for a person to register a complaint or concern, or how that person may submit a question about the use of a type of military equipment, and how the Department will respond in a timely manner. 707.4 MILITARY EQUIPMENT USE CONSIDERATIONS (a) The military equipment acquired and authorized by the Department is: 1. Necessary because there is no reasonable alternative that can achieve the same objective of officer and civilian safety. 2. Reasonably cost-effective compared to available alternatives that can achieve the same objective of officer and civilian safety. (b) Military equipment shall only be used by a Department employee only after applicable training, including any course required by the Commission on Peace Officer Standards and Training, has been completed unless exigent circumstances arise. City Council 31 — 9 5/3/2022 Copyright Lexipol,LLC 2022/04/13,All Rights Reserved. ***DRAFT*** Military Equipment-2 Published with permission by Santa Ana Police Department Santa Ana Police Department Santa Ana PD Policy Manual Military Equipment 707.5 MILITARY EQUIPMENT INVENTORY The inventory below is a complete list of qualifying equipment for the Department: VEHICLES (a) Mobile Command Vehicle (MCV): A vehicle used during critical incidents as a field- based command post, providing Incident Commanders with access to Department computer systems and dispatch center 1. Description, cost, quantity, and capabilities: Freightliner Chassis (custom built) vehicle, cost: $480,952.90, quantity: 1. The MCV can also be utilized for SWAT/CNT and other critical incidents, significant, preplanned events, searching for missing persons, natural disasters, and community events. 2. Purpose: Used for critical incidents based on the circumstances of a specific event, large event, or natural disaster to effectively and efficiently serve the community. 3. Authorized Use: Only officers trained in the use and deployment of the MCV, who have obtained a California Class B Commercial Driver's License, shall drive the vehicle under the direction of the Homeland Security Commander or their designee. Situations, where the MCV may be deployed, include but are not limited to critical incidents, natural disasters, and emergencies. 4. Lifespan: The MCV has an estimated lifespan of 25-years; However, upgrades are required in 5-year intervals to maintain communications and IT systems. 5. Fiscal Impact: The MCV was purchased in 2005 using UASI grant funding. Annual maintenance cost: $5,500 6. Training: Drivers/Operators shall receive safe handling and maneuvering training on a closed training course. Once the operator has shown competence in vehicle handling, the driver/operator will drive the vehicle with an experienced driver throughout the city. Driver/operators shall also undergo commercial vehicle testing and certification from the California Department of Motor Vehicles. 7. Legal and Procedural Rules: It is the policy of the Department to use the MCV only for official law enforcement purposes and in accordance with California State law regarding the operation of motor vehicles. Incident Command Team Procedure. (b) Armored Rescue Vehicles (ARVs): Commercially-produced, ballistically protected, wheeled vehicles designed for law enforcement purposes. 1. Description, cost, quantity, and capabilities: (a) Lenco BEAR, cost: $293,745, quantity: 1. The Lenco BEAR is an armored rescue vehicle that provides its occupants with ballistic protection beyond ballistic shields or personal body armor. It offers greater safety to community members and officers during high-risk incidents. It is capable of seating a driver and 10-12 passengers. City Council 31 — 10 5/3/2022 Copyright Lexipol,LLC 2022/04/13,All Rights Reserved. ***DRAFT*** Military Equipment-3 Published with permission by Santa Ana Police Department Santa Ana Police Department Santa Ana PD Policy Manual Military Equipment (b) Terradyne Guhrka,cost: $353,652.88, quantity: 1.The Terradyne Guhrkas is an armored rescue vehicle that provides its occupants with ballistic protection beyond ballistic shields or personal body armor, offering greater safety to community members and officers during high-risk incidents. The Terradyne is smaller than the BEAR, providing greater mobility in tight city streets. It is capable of seating a driver and seven (7) passengers. 2. Purpose: Used in response to critical incidents to enhance officers and community safety, improve scene containment and stabilization, and assist in resolving critical incidents. Additionally, the ARVs may be deployed as displays for community outreach events. 3. Authorized Use: The ARVs' use shall only be authorized by a Watch Commander or SWAT Commander based on the specific circumstances of a given critical incident. ARVs shall only be used by personnel trained in their deployment and in a manner consistent with Department policies/procedures. 4. Lifespan: Both ARVs have an estimated Iifespan of 25 years. 5. Fiscal Impact: (a) Lenco BEAR: The Lenco BEAR was purchased in 2005 using UASI grant funding. Annual maintenance cost: $6,600 (b) Terradyne Guhrka: The Terradyne Guhrka was purchased in 2021 using UASI grant funding. Annual maintenance cost: $6000 6. Training: All drivers/operators shall attend formalized instruction in vehicle operations, practical driving instruction, and deployment procedures. 7. Legal and Procedural Rules: SWAT Procedure Manual and Armored Vehicle Deployment for Patrol Procedure. SPECIALIZED TACTICAL EQUIPMENT (a) Long Range Acoustic Device (LRAD): The LRAD is a high-intensity directional acoustical array for long-range, crystal clear hailing, notification, and an unmistakable warning tone. The LRAD is primarily used as a communication device. 1. Description, cost, quantity, and capabilities: (a) LRAD 500x, cost: $42,776, quantity: 1. A compact, lightweight LRAD designed for applications ranging from fixed security installations to mid-sized vehicles and vessels, the LRAD 50OX-RE easily mounts and transports to provide law enforcement personnel unparalleled long-range communication and safe, scalable non-kinetic escalation of force. (b) LRAD 100x, cost: $10,703.56, quantity: 1. Self-contained, portable, and featuring an extended voice broadcast range out to 600 meters, the LRAD 100X ensures voice messages are clearly heard and understood. LRAD's optimized driver,waveguide, and power efficiency technologies enable the LRAD 100X to provide several hours of clear, continuous communication from a single battery charge. City Council 31 — 11 5/3/2022 Copyright Lexipol,LLC 2022/04/13,All Rights Reserved. ***DRAFT*** Military Equipment-4 Published with permission by Santa Ana Police Department Santa Ana Police Department Santa Ana PD Policy Manual Military Equipment 2. Purpose: To be used to issue dispersal orders during crowd and riot control situations or to address the public in the event of civil emergencies, natural disasters, evacuations, and police incidents (e.g., missing persons, perimeters for wanted suspects/K9 deployments, etc.). The LRAD may also be used to issue a warning tone. 3. Authorized Use: LRADs shall only be used by personnel trained in its deployment and used in a manner consistent with State and Federal law and training. 4. Lifespan: Both LRADs have an estimated lifespan of 25 years. 5. Fiscal Impact: The LRADs were purchased in 2007 and 2014, respectively, using UASI grant funding. Annual maintenance cost of approximately $300. 6. Training: All operators receive training before operating any LRADs in the field. 7. Legal and Procedural Rules: The Department shall only utilize the LRAD for official law enforcement purposes and pursuant to State and Federal law. (b) Tactical Robot: A remotely controlled, tracked, robot equipped with cameras and two-way audio communication capabilities. 1. Description, cost, quantity, and capabilities: Transcend Vantage tactical robot, cost: $10,000, quantity: 1. A remotely operated tactical robot providing officers with the ability to observe the interior of a structure without entering. This capability increases the safety of community members, officers, and suspects by providing the operator with the ability to observe and locate subjects without the risk of a face-to-face confrontation. Additionally, the remote, two- way, communication capability allows operators to de-escalate situations by negotiating the surrender of barricaded subjects. 2. Purpose: To be used during tactical incidents to safely search a structure without exposing officers and/or community members to the risk of a face-to- face confrontation. 3. Authorized Use: The tactical robot shall only be deployed by Department personnel trained in its use, and with the approval of the SWAT Commander, Watch Commander, or their designee. 4. Lifespan: The robot's Iifespan is approximately 10 years. 5. Fiscal Impact: Annual maintenance cost of approximately $500. 6. Training: All operators shall receive initial training before deploying the robot in the field. 7. Legal and Procedural Rules: The Department shall only utilize the robot for official law enforcement purposes and pursuant to State and Federal Law. (c) Unmanned Aerial System (UAS): An unmanned aircraft and the associated equipment necessary to control it remotely. 1. Description, cost, quantity, and capabilities: City Council 31 — 12 5/3/2022 Copyright Lexipol,LLC 2022/04/13,All Rights Reserved. ***DRAFT*** Military Equipment-5 Published with permission by Santa Ana Police Department Santa Ana Police Department Santa Ana PD Policy Manual Military Equipment (a) DJI M300 with HT20, cost: $45,000, quantity: 1. UAS that has 45 minutes of flight time, in all weather, has an IR camera, zoom camera, and light. Has video recording capabilities. (b) LOKI MK2 Dual UAV, cost: $9,750, quantity: 1. LOKI is the world's first purpose-built tactical sUAS. Designed and built in conjunction with several of the world's top counter-terror units, LOKI Mk2 solves virtually all of the problems associated with the tactical use of commercial UAS systems. LOKI is intended for close-quarter, indoor, and outdoor tactical scouting missions, and features a highly sensitive Night-Day + IR sensor camera giving it the ability to fly and see in complete darkness. (c) DJI Mavic 3 Enterprise Advanced, cost: $6,900 each, quantity: 2. A highly versatile yet compact tool that packs a whole lot of performance upgrades. With high-resolution thermal and visual cameras,the M2EA supports up to 32x digital zoom and is capable of centimeter-level positioning accuracy with the RTK module. (d) Autel EVO II PRO, cost: $2,000, quantity: 1. The EVO II Pro features a 6K 1" sensor camera which enables the ability to capture stunning detail, not previously possible on an aerial drone of this size. Aperture can be adjusted from f/2.8 to f/11 which provides the light control that you need, while ISO ranges up to 6,400 for video and 12,800 for stills. (e) DJI AIR 2S, cost: $1,000 each, quantity: 4. DJI Air 2S has the ability to perceive its environment in four directions: up, down, forward, and backward. The algorithms for Advanced Pilot Assistance Systems (APAS 4.0) have been further improved, allowing DJI Air 2S to actively avoid obstacles in more complex scenarios and at high speeds. (f) DJI Mavic Mini 2, cost: $650 each, quantity: 5. Utilizing DJI's OcuSync 2.0 2.4/5.8 GHz wireless transmission technology, the Mini 2 can be operated from up to 6.2 miles away while still providing you with video of what the drone sees. The Mini 2 can also be flown as high as 2.5 miles and withstand 19 to 24 mph winds. 2. Purpose: To be deployed when its view would assist officers or incident commanders with the following situations, which include but are not limited to: (a) Major collision investigations. (b) Search for missing persons. (c) Natural disaster management. (d) Crime scene photography. (e) SWAT, tactical, or other public safety and life preservation missions. (f) In response to specific requests from local,State, or Federal fire authorities for fire response and/or prevention. 3. Authorized Use: Only assigned operators who have completed the required training shall be permitted to operate any UAS during approved missions. City Council 31 — 13 5/3/2022 Copyright Lexipol,LLC 2022/04/13,All Rights Reserved. ***DRAFT*** Military Equipment-6 Published with permission by Santa Ana Police Department Santa Ana Police Department Santa Ana PD Policy Manual Military Equipment 4. Lifespan: All UAS equipment has an estimated lifespan of 3-5 years. 5. Fiscal Impact: The Department is in the process of identifying a funding source for the UAS program, including an application for grant funding. The estimated annual cost of the UAS program maintenance is $15,000. 6. Training: All Department UAS operators will be licensed by the Federal Aviation Administration for UAS operation. In addition, each operator must attend ongoing monthly training. 7. Legal and Procedural Rules: The Department will only deploy the UAS for official law enforcement purposes, and in a manner that respects the privacy of our community, pursuant to State and Federal law. Unmanned Aerial System (UAS) Operations Policy. LESS-LETHAL DEVICES (a) 40MM Launchers and Munitions: 40MM Launchers are utilized by Department personnel as a less-lethal tool to deploy less-lethal impact munitions. 1. Description, cost, quantity, and capabilities: (a) LMT Tactical Single Shot Launcher,#1425, cost: $1,000, quantity: 85. The 40MM Single Launcher is a tactical single-shot launcher that features an expandable ROGERS Super Stoc and an adjustable Integrated Front Grip (IFG)with a light rail. It will fire standard 40mm less-lethal ammunition, up to 4.8 inches in cartridge length. It will launch a 40MM less-lethal round up to 131 feet. (b) DEFENSE TECHNOLOGY, 40MM EXACT IMPACT SPONGE, #6325, cost: $20, quantity: 750. A less lethal 40mm lightweight plastic and foam projectile fired from a single or multi-round purpose-built 40mm launcher with a rifled barrel at 325 FPS. The 30-gram foam projectile delivers 120 ft/ lbs.of energy on impact. The 40mm Exact Impact Sponge Round provides accurate and effective performance when fired from the approved distance of not less than ten (10) feet and as far as 131 feet from the target. (c) DEFENSE TECHNOLOGY, 4OMM DIRECT IMPACT CS CRUSHABLE FOAM ROUND, #6322, cost: $18, quantity: 96. A less lethal 40MM lightweight plastic and crushable foam projectile fired from a single or multi-round purpose-built 40mm launcher with a rifled barrel at 295 FPS. The 39-gram crushable foam projectile delivers 120 ft/lbs of energy upon impact in addition to the dispersion of 5 grams of CS irritant. The 40mm Direct Impact CS Round provides accurate and effective performance when fired from the approved distance of not less than ten (10) feet and as far as 120 feet from the target. Only trained members of the Department's SWAT Team are authorized to deploy the 40mm Direct Impact CS round. (d) DEFENSE TECHNOLOGY, SPEDE-HEAT 40MM LONG-RANGE, CS, #6282, cost: $21, quantity: 56. The SPEDE-HEAT CS Long-Range Munitions delivers one chemical canister of CS agent from a 40 mm launcher at a range of up to 150 yards. The Spede-Heat is a pyrotechnic City Council 31 — 14 5/3/2022 Copyright Lexipol,LLC 2022/04/13,All Rights Reserved. ***DRAFT*** Military Equipment-7 Published with permission by Santa Ana Police Department Santa Ana Police Department Santa Ana PD Policy Manual Military Equipment round designed specifically for outdoor use in violent crowd control situations. It is a high-volume continuous burn that expels its payload in approximately 20-40 seconds from a single source. The Spede-Heat family may be used to conceal tactical movement or to disburse a violent/ riotous crowd. Only trained members of the Department's SWAT Team are authorized to deploy the 40mm Spede-Heat round. (e) DEFENSE TECHNOLOGY, POWDER CS FERRETT 40MM ROUND, #2292, cost: $19, quantity:60. A less lethal 40MM round used to penetrate barriers, such as windows, hollow core doors,wallboard,and thin plywood. Upon impacting the barrier, the nose cone ruptures and instantaneously delivers a small chemical payload inside a structure or vehicle. The 40mm Ferret is primarily used to dislodge barricaded subjects from confined areas in a tactical deployment situation. Its purpose is to minimize the risks to all parties through pain compliance, temporary discomfort, and/or incapacitation of potentially violent or dangerous subjects. Only trained members of the Department's SWAT Team are authorized to deploy the 40mm Direct Barricade Penetrator round. (f) DEFENSE TECHNOLOGY, 40MM ROUND MUZZLE BLAST, with CS, #6042, cost: $20, quantity: 52. The 40 mm Muzzle Blast CS Round is widely used as a crowd management tool for the immediate and close deployment of chemical agents. It can also be employed in tactical operations such as barricaded subjects for area denial, area contamination, and a means of contaminating crawl spaces and attics. In addition, it is an excellent device for deploying chemical-laden CS powder at close ranges for indoor or outdoor operations as a pain compliance round. It has a maximum effective range of 30 feet /9.1 meters. Only trained members of the Department's SWAT Team are authorized to deploy the 40mm Muzzle Blast round. (g) DEFENSE TECHNOLOGY, 40MM SKAT SHELL, MULTIPLE PROJECTILE ROUND CS, #6172, cost: $28, quantity: 56. The Skat Shell 40mm multiple chemical projectile round delivers multiple CS canisters from a 40mm launcher. It is designed for outdoor use and has a maximum effective range of 80-100 yards. It is designed as a less-lethal option for disbursing violent crowds actively engaging in criminal behavior. Only trained members of the Department's SWAT Team are authorized to deploy the 40mm Skat Shell round. 2. Purpose: To limit the escalation of conflict where the employment of lethal force is prohibited or undesirable. 3. Authorized Use: Situations where the deployment of less-lethal impact or chemical munitions are authorized include but are not limited to: (a) Self-destructive, dangerous, and/or combative individuals (b) Riot/crowd control and civil unrest incidents where the criminal behavior involved exceeds a failure to disburse or curfew violation. (c) Circumstances where a tactical advantage can be obtained City Council 31 — 15 5/3/2022 Copyright Lexipol,LLC 2022/04/13,All Rights Reserved. ***DRAFT*** Military Equipment-8 Published with permission by Santa Ana Police Department Santa Ana Police Department Santa Ana PD Policy Manual Military Equipment (d) Vicious animals (e) Training exercised or approved demonstrations (f) Tactical situations involving the deployment of the Department's SWAT Team 4. Lifespan: (a) LMT Single Shot Launcher: 25 years (b) All munitions listed above: 5 years 5. Fiscal Impact: Annual maintenance for the single-shot launchers is approximately $50 each. 6. Training: Personnel deploying less-lethal or chemical agents will be trained in their use and deployment before using them in the field. All training will be conducted by a POST-certified less-lethal or chemical agent instructor. 7. Legal and Procedural Rules: Use of Force Policy, Control Devices and Techniques Policy, First Amendment Assemblies Policy, 40MM Less Lethal Launcher Guidelines Procedure, and SWAT Procedure Manual. (b) 12 Gauge Less-Lethal Impact Munitions 1. Description,cost,quantity,and capabilities: DEFENSE TECHNOLOGY, 12- GAUGE BEAN BAG ROUND, cost: $5, quantity: 650. The Drag Stabilized 12- gauge round is a 12-gauge shell loaded with a 40-gram tear-shaped bag made from cotton and ballistic material blended and filled with #9 shot. The design utilizes four stabilizing tails and smokeless powder as the propellant. It has a maximum effective range of 75 feet. Only trained members of the Department's SWAT Team are authorized to deploy the 12-gauge bean bag round. 2. Purpose: To limit the escalation of conflict where the employment of lethal force is prohibited or undesirable. 3. Authorized Use: The round shall only be deployed by trained members of the Department's SWAT Team in situations that include, but are not limited to the following: (a) Self-destructive, dangerous, and/or combative individuals (b) Riot/crowd control and civil unrest incidents where the criminal behavior involved exceeds a failure to disburse or curfew violation. (c) Circumstances where a tactical advantage can be obtained (d) Vicious animals (e) Training exercised or approved demonstrations (f) Tactical situations involving the deployment of the Department's SWAT Team 4. Lifespan: 5 years 5. Fiscal Impact: Annual reordering of 100 rounds: $500 City Council 31 — 16 5/3/2022 Copyright Lexipol,LLC 2022/04/13,All Rights Reserved. ***DRAFT*** Military Equipment-9 Published with permission by Santa Ana Police Department Santa Ana Police Department Santa Ana PD Policy Manual Military Equipment 6. Training: Personnel deploying 12-gauge bean bags will be trained in their use and deployment before using them in the field. A POST-certified less-lethal instructor will conduct all training. 7. Legal and Procedural Rules: Use of Force Policy, Control Devices and Techniques Policy, First Amendment Assemblies Policy, 40MM Less Lethal Launcher Guidelines Procedure, and SWAT Procedure Manual. (c) PepperBall Launcher and Munitions: A less-lethal device that discharges projectiles designed to breach glass or projectiles containing chemical agents 1. Description, cost, quantity, and capabilities: (a) PepperBall TAC-SF Launcher, cost: $799 each, quantity: 2. Semi- automatic, 3-round burst shots or full auto action. Select-fire electronic firing system with a firing rate of 10-12 RPS. Compact lightweight modular design. Ambidextrous rotational safety switch. 30 Cubic inch high capacity high-pressure air system. Designed for use with high-pressure air. (b) PepperBall INERT Powder Projectiles, cost: $375 for a case of 375, quantity: 2 cases. Inert projectiles used for training purposes. (c) PepperBAll LIVE PAVA (OC), cost: $853 for a case of 375, quantity: 2 cases. The basic PepperBall projectile, it contains 2% PAVA, and is excellent for direct impact and area saturation, especially in confined, interior spaces. (d) PepperBall LIVE-X PAVA (OC), cost: $1,123 for a case of 375, quantity: 1 case. Our most potent and powerful concentration of PAVA pepper powder. One round of LIVE-XTM contains the equivalent to 10 regular PepperBall rounds. 2. Purpose: To limit the escalation of conflict where employment of lethal force is prohibited or undesirable. Situations for the use of PepperBall may include, but are not limited to: (a) Tactical situations involving the deployment of the Department's SWAT Team (b) Training exercises or approved demonstrations. (c) Potentially vicious animals. (d) Circumstances where a tactical advantage can be obtained. (e) Riot/crowd control and civil unrest incidents where the criminal behavior involved exceeds a failure to disburse or curfew violation. (f) Self-destructive, dangerous, and/or combative individuals. 3. Authorized Use: Only SWAT officers who have received certification in the use of chemical agents, less-lethal, and PepperBall are authorized to use PepperBall. 4. Lifespan: City Council 31 — 17 5/3/2022 Copyright Lexipol,LLC 2022/04/13,All Rights Reserved. ***DRAFT*** Military Equipment- 10 Published with permission by Santa Ana Police Department Santa Ana Police Department Santa Ana PD Policy Manual Military Equipment (a) PepperBall TAC-SF Launcher: 20 years (b) All PepperBall projectiles have a lifespan of 3 years. 5. Fiscal Impact: Annual maintenance for the PepperBall launchers is approximately $50. 6. Training: SWAT Team members are training in the use and deployment of chemical agents, less-lethal, and the PepperBall launcher. 7. Legal and Procedural Rules: The Department will only deploy PepperBall for law enforcement purposes and in accordance with State and Federal law. Use of Force Policy, Control Devices and Techniques Policy, and SWAT Procedure Manual. (d) Chemical Agent and Smoke Canisters: Canisters that disburse chemical agents and/or smoke when deployed. 1. Description, cost, quantity, and capabilities: (a) DEFENSE TECHNOLOGY, TRIPLE-CHASER SEPARATING CANISTER, CS, #1026, cost: $41, quantity: 46. The Triple-Chaser CS consists of three separate canisters pressed together with separating charges between each. When deployed, the canisters separate and land approximately 20 feet apart, allowing increased area coverage in a short period. This canister can be hand thrown or launched from a fired delivery system. The canister is 6.5 in. by 2.7 in. and holds an approximately 3.2 oz. of active agent payload. It has an approximate burn time of 20-30 seconds. (b) DEFENSE TECHNOLOGY, SPEDE-HEAT CONTINUOUS DISCHARGE CANISTER, CS, #1072, cost: $26, quantity: 60. The Spede-HeatTM CS canister is a high volume, continuous burn. It expels its payload in approximately 20-40 seconds. The payload is discharged through four gas ports on top of the canister, three on the side, and one on the bottom. This Iaunchable canister is 6.12 in. by 2.62 in. and holds approximately 2.9 oz. of active agent. (c) DEFENSE TECHNOLOGY, FLAMELESS TRI-CHAMBER CS CANISTER, #1032, cost $32, quantity: 60. The Tri-Chamber Flameless CS canister design allows the contents to burn within an internal can and disperse the agent safely with reduced risk of fire. The canister is designed primarily for indoor tactical situations to detect and/or dislodge a barricaded subject. This canister will deliver approximately.70 oz. of agent during its 20-25 seconds burn time. The Tri-Chamber Flameless canister can be used in crowd control and tactical deployment situations by Law Enforcement and Corrections but was designed with the barricade situation in mind. Its applications in tactical situations are primarily to detect and/or dislodge barricaded subjects. The purpose of the Tri- Chamber Flameless canister is to minimize the risks to all parties through pain compliance,temporary discomfort, and/or incapacitation of potentially violent or dangerous subjects. The Tri-Chamber Flameless canister City Council 31 — 18 5/3/2022 Copyright Lexipol,LLC 2022/04/13,All Rights Reserved. ***DRAFT*** Military Equipment- 11 Published with permission by Santa Ana Police Department Santa Ana Police Department Santa Ana PD Policy Manual Military Equipment provides the option of delivering a pyrotechnic chemical device indoors, maximizing the chemicals' effectiveness via heat and vaporization while minimizing or negating the chance of fire to the structure. (d) DEFENSE TECHNOLOGY, POCKET TACTICAL CANISTER, CS,#1016, cost: $23, quantity: 48. The Pocket Tactical CS Canister is small and lightweight. The 0.9 oz. of active agent will burn approximately 20-40 seconds. At 4.75 in. by 1.4 inches in size, it easily fits in most tactical pouches. Though this device is slightly over four inches in length, it produces a smoke cloud so fast it appears to be an enveloping screen produced by a full-size tactical canister. (e) DEFENSE TECHNOLOGY, INSTANTANEOUS BLAST CS CANISTER, #1042, cost: $42, quantity: 30. The Instantaneous Blast CS Canister is designed for indoor or outdoor use; this canister's powder is expelled upon initiation of a small internal detonator that has sufficient force to split the canister at six machined grooves on the outside surface. This 6.12 in. by 2.62 in. grenade will deliver approximately 1.5 oz. of active agent. (f) DEFENSE TECHNOLOGY, HAN-BALL CANISTER, CS, #1092, cost: $32, quantity: 45. The Han-BaIITM CS Canister is an outdoor use canister, expelling its payload in approximately 15-20 seconds. This launchable canister holds approximately 1.6 oz. of active agent, which is expelled through three ports around the ball's equator. (g) DEFENSE TECHNOLOGY, FLAMELESS TRI-CHAMBER SAF-SMOKE CANISTER, #1033, cost: $31, quantity: 34. The Tri-Chamber Flameless Saf-SmokeTM Canister design allows the contents to burn within an internal can and disperse the agent safely with reduced risk of fire. The grenade is designed primarily for indoor tactical situations to detect and/or dislodge a barricaded subject. (h) DEFENSE TECHNOLOGY, POCKET TACTICAL SAF-SMOKE CANISTER, #1017, cost: $22,quantity: 34. The Pocket Tactical Saf- SmokeTIM Canister is small and lightweight. The Saf-SmokeTM will burn for approximately 20-40 seconds. At 4.75 in. by 1.4 inches in size, it easily fits in most tactical pouches. This canister is normally used as a signaling or covering device. 2. Purpose: To limit the escalation of conflict where employment of lethal force is prohibited or undesirable. Situations for the use of the less-lethal canisters may include, but are not limited to: (a) Self-destructive, dangerous, and/or combative individuals. (b) Riot/crowd control and civil unrest incidents where the criminal behavior involved exceeds a failure to disburse or curfew violation. (c) Circumstances where a tactical advantage can be obtained. (d) Potentially vicious animals. (e) Training exercises or approved demonstrations. City Council 31 — 19 5/3/2022 Copyright Lexipol,LLC 2022/04/13,All Rights Reserved. ***DRAFT*** Military Equipment-12 Published with permission by Santa Ana Police Department Santa Ana Police Department Santa Ana PD Policy Manual Military Equipment (f) Tactical situations involving the deployment of the Department's SWAT Team 3. Authorized Use: Only SWAT officers who have received POST certified training in the use of chemical agents are authorized to use chemical agents. 4. Lifespan: 5 years from manufacturing date. 5. Fiscal Impact: No annual maintenance costs 6. Training: SWAT Team members utilizing chemical agent canisters are certified by POST less lethal and chemical agents instructors. 7. Legal and Procedural Rules: The Department will only deploy chemical agents for law enforcement purposes and in accordance with State and Federal law. Use of Force Policy, Control Devices and Techniques Policy, and SWAT Procedure Manual. SPECIALTY MUNITIONS (a) Breaching Shotguns and Munitions: Shotguns and specialty munitions utilized to access secured structures when no other means have proven successful. 1. Description, cost, quantity, and capabilities: (a) Remmington 870 Shotgun Modified for Breaching, cost: $500, quantity: 5. The breaching shotgun is a standard patrol issue shotgun that is shortened to improve maneuverability in a tactical environment. (b) DEFENSE TECHNOLOGY,TKO 12-GAUGE BREACHING ROUND, cost: $7, quantity: 100. The 12-Gauge TKO Breaching Round is a 12-Gauge shell loaded with a compressed zinc slug, utilizing smokeless powder as a propellant. It is a widely used method to breach door locks or hinges for entry during tactical operations. When properly deployed, the TKO can defeat door lock mechanisms, doorknobs, hinges, deadbolts, safety chains, and padlocks on both wooden or hollow core doors. Upon impact with the target, the zinc slug disintegrates into a fine powder eliminating fragmentation. 2. Purpose: Used to defeat locking mechanisms on doors or gates when mechanical breaching is ineffective or not feasible due to environmental factors. 3. Authorized Use: Breaching shotguns and munitions shall only be utilized by trained members of the Department's SWAT Team and only with the approval of the Incident Commander, SWAT Commander, or their designee during tactical incidents or training exercises. 4. Lifespan: (a) Remmington Breaching Shotguns: 25 years (b) TKO 12-Gauge Breaching Rounds: 5 years 5. Fiscal Impact: Annual maintenance of shotguns, approximately $300 City Council 31 — 20 5/3/2022 Copyright Lexipol,LLC 2022/04/13,All Rights Reserved. ***DRAFT*** Military Equipment- 13 Published with permission by Santa Ana Police Department Santa Ana Police Department Santa Ana PD Policy Manual Military Equipment 6. Training: All SWAT Team members deploying breaching shotguns and munitions shall receive initial training before utilizing them in the field. 7. Legal and Procedural Rules: The Department will only utilize breaching shotguns and munitions for official law enforcement purposes in accordance with State and Federal law. SWAT Procedure Manual (b) Explosive Breaching Capabilities: Resources capable of providing explosive breaching. 1. Description, cost, quantity, and capabilities: Currently the Department's SWAT Team trains with the Orange County Sheriffs Department (OCSD)Bomb Squad, providing the Department's SWAT Team with an explosive breaching capability. All explosives and associated equipment are purchased and maintained by the OCSD Bomb Squad and their designated Bomb Technicians. 2. Purpose: To gain access/entry into hardened structures where manual breaching is not possible/practical due to the circumstances present at the critical incident. 3. Authorized Use: Explosive breaching shall only be authorized by the Incident Commander or SWAT Commander, in conjunction with OCSD Bomb Squad personnel. Additionally, explosive breaching shall only be utilized during critical incidents when all other breaching means have been exhausted or when other breaching means would likely result in a failure to gain access into the structure and the failure to gain access would likely result in the loss of a community member or officer's life.Additionally,the use of explosive breaching is authorized for training purposes. 4. Lifespan: Not applicable 5. Fiscal Impact: There is no fiscal impact on the City or Department. 6. Training: The Department's SWAT Team members will train the deployment of explosive breaching with the OCSD Bomb Squad annually. 7. Legal and Procedural Rules: The Department shall only utilize explosive breaching for official law enforcement purposes and pursuant to State and Federal law. (c) Noise Flash Diversionary Devices (NFDD): A device used to distract or divert a dangerous person's attention. 1. Description, cost, quantity, and capabilities: COMBINED TACTICAL SYSTEMS, 7290M MINI FLASH-BANG, cost: $38, quantity: 33. A non-bursting, non-fragmenting multi-bang device that produces a thunderous bang with intense bright light. Ideal for distracting dangerous suspects during assaults, hostage rescue, room entry, or other high-risk arrest situations. 2. Purpose: A diversionary device is ideal for distracting dangerous suspects during assaults, hostage rescue, room entry, or other high-risk arrest situations. To produce atmospheric overpressure and brilliant white light and, as a result, City Council 31 — 21 5/3/2022 Copyright Lexipol,LLC 2022/04/13,All Rights Reserved. ***DRAFT*** Military Equipment-14 Published with permission by Santa Ana Police Department Santa Ana Police Department Santa Ana PD Policy Manual Military Equipment can cause short-term (6 - 8 seconds) physiological/psychological, sensory deprivation to give officers a tactical advantage. 3. Authorized Use: Diversionary Devices shall only be used by trained members of the Department's SWAT Team during situations that include but are not limited to the following: (a) By officers who have been trained in their proper use. (b) In hostage and barricaded subject situations. (c) In high-risk warrant (search/arrest) services where there may be extreme hazards to officers. (d) During other high-risk situations where their use would enhance officer safety. (e) During training exercises. 4. Lifespan: Until deployed 5. Fiscal Impact: No annual maintenance 6. Training: Prior to use, officers must attend diversionary device training conducted by Post certified instructors. 7. Legal and Procedural Rules: The Department will only utilize NFDDs for official law enforcement purposes and pursuant to State and Federal law. SWAT Procedure Manual, Use of Force Policy. FIREARMS AND AMMUNITION (a) Rifles: Shoulder-fired firearms, with long spirally grooved barrels, intended to cause projectiles to spin, improving accuracy over a long distance. 1. Description, cost, quantity, and capabilities: (a) DANIEL DEFENSE DDM4 V7 223/5.56 PATROL RIFLE equipped with an Aimpoint optic, tactical light, and sling, cost: $1,810, quantity: 107. The DDM4 V7 AR15 style firearm features M-LOK attachment technology with the Daniel Defense MFR 15.0 rail. Built around a Cold Hammer Forged, 16-inch barrel, the V7 has a DD improved Flash Suppressor to reduce flash signature. The mid-length gas system provides smooth and reliable cycling under any condition and reduces both perceived recoil and wear on moving parts.With the M-LOK attachment points that run along 7 positions and an uninterrupted 1913 Picatinny rail on top, the V7 has plenty of room for the sights, optics, and accessories the user may require. (b) DANIEL DEFENSE DDM4 V7 S 223/5.56 SWAT RIFLE equipped with a holographic sight, tactical light, and sling, cost: $1,300, quantity: 35. The DDM4 V7S AR15 style firearm features the MFR 10.0 M-LOK rail and is built around a free-floating, Cold Hammer Forged 11.5-inch barrel. The V7S delivers optimal maneuverability, reliability, accuracy, and terminal ballistics using a wide variety of ammunition. Its carbine length gas system provides smooth and reliable cycling under harsh conditions and reduces City Council 31 — 22 5/3/2022 Copyright Lexipol,LLC 2022/04/13,All Rights Reserved. ***DRAFT*** Military Equipment- 15 Published with permission by Santa Ana Police Department Santa Ana Police Department Santa Ana PD Policy Manual Military Equipment perceived recoil. With the M-LOK attachment points that run along 7 positions and an uninterrupted 1913 Picatinny rail on top, the V7S has plenty of room for sights, optics, and accessories the user may require. Pairing an 11.5-inch barrel and the MFR Rail also ensures compatibility with a wide variety of muzzle devices and sound suppressors. The independently ambi GRIP-N-RIP Charging Handle accommodates left- and right-handed shooters.This rifle also comes with the ergonomic Daniel Defense Buttstock and Pistol Grip. (c) REMINGTON 700 XCR COMPACT TACTICAL RIFLE.308, cost: $2,000, quantity: 6. Remington's Model 700 XCR Compact Tactical Rifle features a 416 stainless steel barreled action with Black TriNyte PVD coating that provides a diamond-hard layer of defense against the elements. The 700 XCR Compact Tactical has an X-Mark Pro externally adjustable trigger, OD Green stock with black webbing, wide tactical-style barrel fluting for rapid cooling, hinged floorplate magazine, and dual front swivel studs and rear stud. 2. Purpose: Used as precision weapons to address threats that exceed the capability of the Department's standard-issue handgun. 3. Authorized Use: Only members POST certified in the use of the rifle are authorized to deploy them in the field. 4. Lifespan: (a) DDM4 7 Patrol Rifle: 15 years (b) DDM4 7 S SWAT Rifle: 10 years (c) Remington 700 XCR: 15 years 5. Fiscal Impact: Annual maintenance for each rifle is approximately $50 6. Training: Prior to using a rifle, officers must be certified by POST instructors in the operation of the rifle. Additionally, all members that operate any rifle are required to pass a range qualification two times a year. 7. Legal and Procedural Rules: Use of Force Policy, Firearms Policy, Officer Involved Shootings and Deaths Policy, Firearms Procedures, and SWAT Procedure Manual (b) Rifle Ammunition: Ammunition specifically designed for use in Department rifles. 1. Description, cost, quantity, and capabilities: (a) SPEER GOLD DOT.223 CALIBER 62 GRAIN RIFLE ROUND, cost: $260 per case of 500, quantity: 70 cases. Remington ammo made by Speer is reloadable, features nickel-plated brass cases and Boxer primers and this is a non-corrosive round. The Gold Dot LE ammunition goes through a process of joining the jacket and core one molecule at a time, thanks to this Speer eradicates the potential for the leading cause of bullet failure (jacket/core separation). This process will guarantee extraordinary weight retention through barriers as strong as auto-glass. In addition to City Council 31 — 23 5/3/2022 Copyright Lexipol,LLC 2022/04/13,All Rights Reserved. ***DRAFT*** Military Equipment-16 Published with permission by Santa Ana Police Department Santa Ana Police Department Santa Ana PD Policy Manual Military Equipment its remarkable strength, Gold Dot rifle ammunition asserts remarkable accuracy.With exact tolerances and unparalleled bullet uniformity ofjacket thickness. (b) FEDERAL / WINCHESTER.223/5.56 TRAINING AMMUNITION, cost: $170 per case of 500, quantity; 130 cases. Federal and Winchester ammunition features a lead core 55-grain full metal, non-magnetic,jacket. Non-corrosive boxer primer and new virgin brass casings can be reloaded up to seven times. (c) FEDERAL / WIN CHESTER.223/5.56 FRANGIBLE TRAINING AMMUNITION, cost: $290 per case of 500, quantity; 60 cases. Federal and Winchester Frangible 223 Remington ammunition is loaded with a 55 grain Reduced Hazard Training (RHT) bullet. BallistiClean features frangible Reduced Hazard Training bullets that break-up immediately on contact with metal targets, significantly reducing ricochet and backlash danger. BallistiClean loads feature a copper-plated primer and a "N7 (non-toxic) headstamp to clearly identify BallistiClean as a training round at a glance,eliminating confusion with duty rounds.With this Federal ammunition range operators have no hazardous waste disposal problems and it meets or exceeds all OSHA and EPA standards. (d) FEDERAL GOLD MEDAL.308 168GR RIFLE ROUND, cost: $398 per case of 500, quantity: 24 cases. The Federal Gold Medal.308 Winchester ammunition is new production ammo that features a 168 Grain Sierra MatchKing Hollow Point Boat Tail bullet, a non-corrosive boxer primer, and the.308 Winchester ammunition is brand new never fired virgin brass casing that can be reloaded up to seven times for those shooters that reload their.308 Winchester ammunition. Sierra MatchKing Boat-tail bullet with Federal's proprietary delivery system. Federal's Gold Medal.308 Winchester ammo offers a muzzle speed of 2650 feet per second and muzzle energy of 2619 foot pounds. 2. Purpose: To be used in Department rifles to address lethal threats to the community and Department personnel with greater accuracy, enhancing community safety. 3. Authorized Use: Only members who have received POST certified training in the use of the rifle are authorized to utilize rifle ammunition. 4. Fiscal Impact: The Department budgets $70,000 annually for all Department firearm ammunition. 5. Lifespan: The ammunition listed above does not have an expiration date. 6. Training: Prior to using a rifle, officers must be certified by POST instructors in the operation of the rifle. Additionally, all members that operate any rifle are required to pass a range qualification two times a year. 7. Legal and Procedural Rules: Use of Force Policy, Firearms Policy, Officer Involved Shootings and Deaths Policy, Firearms Procedures, and SWAT Procedure Manual City Council 31 — 24 5/3/2022 Copyright Lexipol,LLC 2022/04/13,All Rights Reserved. ***DRAFT*** Military Equipment- 17 Published with permission by Santa Ana Police Department Santa Ana Police Department Santa Ana PD Policy Manual Military Equipment 707.6 MAINTENANCE OF SUPPLY LEVELS When stocks of military equipment have reached significantly low levels or have been exhausted, the Department may order up to 10% of stock in a calendar year without city council approval to maintain essential availability for the Department's needs. The Department is authorized to acquire additional stock of items listed here from other law enforcement agencies or CalOES in the event of an emergency when approved by the Chief of Police or designee. 707.7 APPROVAL The Chief of Police or the authorized designee shall obtain approval from the governing body by way of an ordinance adopting the military equipment policy. As part of the approval process, the Chief of Police or the authorized designee shall ensure the proposed military equipment policy is submitted to the governing body and is available on the department website at least 30 days prior to any public hearing concerning the military equipment at issue (Government Code § 7071). The military equipment policy must be approved by the governing body prior to engaging in any of the following (Government Code § 7071): (a) Requesting military equipment made available pursuant to 10 USC § 2576a. (b) Seeking funds for military equipment, including but not limited to applying for a grant, soliciting or accepting private, local, state, or federal funds, in-kind donations, or other donations or transfers. (c) Acquiring military equipment either permanently or temporarily, including by borrowing or leasing. (d) Collaborating with another law enforcement agency in the deployment or other use of military equipment within the jurisdiction of this department. (e) Using any new or existing military equipment fora purpose, in a manner,or by a person not previously approved by the governing body. (f) Soliciting or responding to a proposal for, or entering into an agreement with, any other person or entity to seek funds for, apply to receive, acquire, use, or collaborate in the use of military equipment. (g) Acquiring military equipment through any means not provided above. 707.8 COORDINATION WITH OTHER JURISDICTIONS Military equipment used by any member of this jurisdiction shall be approved for use and in accordance with this policy. Military equipment used by other jurisdictions that are providing mutual aid to this jurisdiction shall comply with their respective military equipment use policies in rendering mutual aid. 707.9 ANNUAL REPORT Upon approval of a military equipment policy,the Chief of Police or the authorized designee should submit a military equipment report to the governing body for each type of military equipment City Council 31 — 25 5/3/2022 Copyright Lexipol,LLC 2022/04/13,All Rights Reserved. ***DRAFT*** Military Equipment-18 Published with permission by Santa Ana Police Department Santa Ana Police Department Santa Ana PD Policy Manual Military Equipment approved within one year of approval, and annually thereafter for as long as the military equipment is available for use (Government Code § 7072). The Chief of Police or the authorized designee should also make each annual military equipment report publicly available on the department website for as long as the military equipment is available for use. The report shall include all of the following information: (a) A summary of how the military equipment was used and the purpose of its use. (b) A summary of any complaints or concerns received concerning the military equipment. (c) The results of any internal audits, any information about violations of the military equipment use policy, and any actions taken in response. (d) The total annual cost for each type of military equipment, including acquisition, personnel, training, transportation, maintenance, storage, upgrade, and other ongoing costs, and from what source funds will be provided for the military equipment in the calendar year following submission of the annual military equipment report. (e) The quantity possessed for each type of military equipment. (f) If the Department intends to acquire additional military equipment in the next year, the quantity sought for each type of military equipment. 707.10 COMMUNITY ENGAGEMENT Within 30 days of submitting and publicly releasing the annual report, the Department shall hold at least one well-publicized and conveniently located community engagement meeting, at which the Department should discuss the report and respond to public questions regarding the funding, acquisition, or use of military equipment. City Council 31 — 26 5/3/2022 Copyright Lexipol,LLC 2022/04/13,All Rights Reserved. ***DRAFT*** Military Equipment-19 Published with permission by Santa Ana Police Department Planning and Building Agency santa-ana.org/pb Item # 32 City of Santa Ana 20 Civic Center Plaza, Santa Ana, CA 92701 Staff Report May 3, 2022 TOPIC: Outdoor Dining AGENDA TITLE: Request for Direction Related to Outdoor Dining RECOMMENDED ACTION Accept informational report and direct staff to prepare an ordinance allowing and regulating outdoor dining citywide. BACKGROUND AND OVERVIEW To assist Santa Ana businesses with maintaining economic viability and public health safety measures during the COVID-19 pandemic, on May 28, 2020, the City of Santa Ana approved Executive Order No. 5-2020, authorizing restaurants and retail businesses to expand dining and retail operations onto public sidewalks and public and private parking spaces. This included the installation of food islands/parklets on City streets within Downtown Santa Ana. The City also identified certain roadways for full road closures to establish Cafe & Retail Zones on a temporary basis and further made available for expanded dining and retail activity. To that end, Santa Ana Municipal Code ("SAMC") requirements for these type of activities were provisionally suspended. To assist Santa Ana merchants, the City also developed the City of Santa Ana: A Guide for Outdoor Business Operations -Take it Outside' to guide businesses through the process in how to obtain a permit for outdoor dining. Since the adoption of Executive Order No. 5-2020, the City facilitated over 29 permits, including nine parklets, for expanded outdoor dining areas. With the desire to create an attractive, high quality, and efficient combined dining experience, the City worked in tandem with contractors Choura and VX Design to design, construct, and install nine parklets in Downtown. The effort included the design and construction of wood-finished decks, shade sails, solar-powered bistro lights, outdoor furniture, and hand sanitizing stations. To further compliment this effort, with a $500,000 grant from the County of Orange's First Supervisorial District, the City of Santa Ana created the Safe Outdoor Dining Program. Utilizing the same approved contractors, over 20 restaurants along 1st and 17th Streets and outside of the downtown district were eligible to receive outdoor dining patios. As with City Council 32 — 1 5/3/2022 Outdoor Dining May 3, 2022 Page 2 the custom parklets, the City built the outdoor dining patios to meet the highest City expectations and standards. These outdoor dining patios were completed with wood- finished decks, umbrellas, bistro lights, outdoor furniture, and commercial planters. To date, businesses continue to utilize the City's provisions allowing the parklets and outdoor dining patios. More importantly, the City sustained its commitment to the merchant community to deliver a high quality outdoor dining program that promotes economic development to businesses and reassure safety for residents and visitors during the pandemic. Undertaking the effort to rethink outdoor dining on and on-street dining opportunities with an emphasis on design and placemaking would activate our local downtown streets and would create an enhanced dining atmosphere citywide. DISCUSSION As COVID-19 restrictions are being lifted and local businesses have begun returning to normal operations, the City has an opportunity to consider making outdoor dining permanent and develop standards for an outdoor dining that is beneficial for all businesses. Accordingly, staff recommends that City Council direct staff to review and prepare for consideration an ordinance amending the SAMC to establish expanded outdoor dining standards. The direction to modify the SAMC will allow staff the opportunity to work in coordination with other agencies involved in the reviewing and approving of outdoor dining spaces to analyze how the current program worked during the pandemic. Based on lessons learned and feedback from community members, business owners, and industry stakeholders, staff can develop a program that continues to promote economic viability of the food and beverage industry, which verifying its appropriateness of its use of private and public property areas. The public outreach would ensure evaluation of potential impacts and support by businesses citywide. Transitioning to a permit program would simplify the application process for those businesses that are eligible and interested in participating. In addition, it would create a path for those outdoor dining areas installed using grant funds during the pandemic, the ability to remain in place. FISCAL IMPACT There is no fiscal impact associated with this action. Submitted By: Minh Thai, Executive Director of Planning and Building Agency Approved By: Kristine Ridge, City Manager City Council 32 — 2 5/3/2022 Parks, Recreation, and Community Services www.santa-ana.org/parks Item # 33 City of Santa Ana 20 Civic Center Plaza, Santa Ana, CA 92701 Staff Report May 3, 2022 TOPIC: Joint School Collaboration Standing Subcommittee with the Santa Ana Unified School District AGENDA TITLE: Appoint Two to Three Members of the City Council to the Joint School Collaboration City Council Standing Subcommittee with the Santa Ana Unified School District RECOMMENDED ACTION Appoint two to three members of the City Council to the Joint School Collaboration City Council Standing Subcommittee with the Santa Ana Unified School District for terms expiring on December 15, 2022. DISCUSSION At the April 19, 2022 meeting, the City Council adopted a resolution to establish a standing subcommittee, the Joint School Collaboration City Council Subcommittee with the Santa Ana Unified School District ("SAUSD"). The purpose of the Joint School Collaboration City Council Standing Subcommittee is to discuss issues of mutual interest between the City and SAUSD, focusing on youth services. Topics include joint use of SAUSD and City facilities, library facilities, and educational programs, among others. The Subcommittee will create and approve its own by-laws that will provide further detail relating to its scope of work of advising the City Council. Provisions of these by-laws will include, among other parameters, a recurring meeting schedule. Make-Up of the Subcommittee The Joint School Collaboration City Council Standing Subcommittee will consist of representatives from the City Council and the SAUSD Governing Board as follows: • Two or three members of the City Council will be appointed by a majority of the entire City Council at a public meeting. • Up to two members of the SAUSD Governing Board will be appointed by a majority of the entire SAUSD Governing Board at a public meeting. City Council 33 — 1 5/3/2022 Joint School Collaboration Standing Subcommittee with the Santa Ana Unified School District May 3, 2022 Page 2 Additionally, each member of the subcommittee will serve for a two-year term commencing with the first meeting of the newly installed City Council following a general election. Since this subcommittee was established on April 19, 2022, the terms of each selected subcommittee member will expire on December 15, 2022 to coincide with the upcoming election. Standing committees are subject to the various meeting requirements of the Brown Act. Agendas for standing committees must be posted, minutes must be taken, and the meetings must be open and accessible to the public, among other requirements. Action Required At this time, staff is requesting that the City Council, by a majority vote, appoint two to three councilmembers to serve on the Joint School Collaboration City Council Standing Subcommittee. Once members are appointed to the subcommittee, staff will schedule the first subcommittee meeting. ENVIRONMENTAL IMPACT There is no environmental impact associated with this action. FISCAL IMPACT There is no fiscal impact associated with this action. Submitted By: Lisa Rudloff, Executive Dir. of Parks, Recreation and Community Services Approved By: Kristine Ridge, City Manager City Council 33 — 2 5/3/2022 Community Development Agency santa-ana.org/cd Item # 34 City of Santa Ana 20 Civic Center Plaza, Santa Ana, CA 92701 Staff Report May 3, 2022 TOPIC: Fiscal Year 2022-2023 Annual Action Plan and Budgets for CDBG, HOME and ESG Programs AGENDA TITLE: Public Hearing —Approve the Fiscal Year 2022-2023 Annual Action Plan and budgets for the Community Development Block Grant, HOME Investment Partnerships Grant, and Emergency Solutions Grant, and authorize submission to the United States Department of Housing and Urban Development RECOMMENDED ACTION 1. Hold a public hearing to receive resident and stakeholder comments on funding priorities and needs for activities funded with the Community Development Block Grant, HOME Investment Partnerships Grant, and Emergency Solutions Grant programs for the Fiscal Year 2022-23 Annual Action Plan. 2. Approve the Fiscal Year 2022 - 2023 Annual Action Plan and authorize the submission of the Fiscal Year 2022 - 2023 Annual Action Plan to the United States Department of Housing and Urban Development. 3. Approve the Fiscal Year 2022-2023 budgets for the Community Development Block Grant Program in the total amount of$8,294,360 that includes $5,640,635 from Grant Year 2022 allocation and a re-allocation of $2,653,725 in prior year program funds and program income; HOME Investment Partnerships grant in the amount of $1,706,231 from the Grant Year 2022 allocation and a re-allocation of $9,428,513 in prior year program funds; and Emergency Solutions Grant in the amount of$489,141 from the Grant Year 2022 allocation. All proposed activities' budgets will be proportionally increased or decreased from the estimated funding levels to match actual allocation amounts. 4. Direct the City Attorney to finalize and authorize the City Manager to execute memorandums of understanding with various city departments and agreements with non-profit public service providers awarded funds as part of the approved Community Development Block Grant program budget for a two-year term beginning July 1, 2022 through June 30, 2024, subject to non-substantive changes approved by the City Manager and City Attorney, and direct the Risk Manager or designee to determine the necessary insurance requirements applicable for each project. City Council 34 — 1 5/3/2022 Fiscal Year 2022-2023 Annual Action Plan and Budgets for CDBG, HOME and ESG Programs May 3, 2022 Page 2 5. Direct the City Attorney to finalize and authorize the City Manager to execute a memorandum of understanding with the Santa Ana Police Department and agreements with non-profit homeless service providers awarded funds as part of the approved Emergency Solutions Grant program budget for a term beginning July 1 , 2022 through June 30, 2023, subject to non-substantive changes approved by the City Manager and City Attorney, and direct the Risk Manager or designee to determine the necessary insurance requirements applicable for each project. DISCUSSION On Tuesday, April 19, 2022, the City Council requested to continue these recommended actions to the next meeting to allow for further discussion, specifically on the CDBG public service awards recommended by the Community Development Commission. As previously discussed, representatives from each organization were invited to present their proposed public service programs for funding consideration at two Community Development Commission public hearings held on January 25 and 27, 2022 from 3:00 p.m. to 7:00 p.m. on both days. The Commission recommended the following funding awards summarized below: Commission Public Service Organizations Recommended 2022-2024 Award AIDS Services Foundation of OC dba Radiant Health $60,000 Centers—HIV Care Services America on Track—Brighter Futures for Children of $60,000 Prisoners Boys & Girls Club of Santa Ana— College Bound $60,000 Casa de la Familia— Santa Ana Family Justice Center $60,000 Community Action Partnerships of OC—Economic $60,000 Empowerment- Your Money Your Goals Community Health Initiative Orange County—Provides outreach, education, enrollment, and case management $60,000 services to vulnerable populations Community Legal Aid SoCal—Provides free, holistic legal $60,000 assistance to survivors of domestic violence Delhi Center/Public Law Center—Family Economic $80,000 Success Initiative Program Delhi Center— Teens Engaged in Learning and Leadership $80,000 Program Fristers— Wraparound Programming for Adolescent Parents $60,000 and Children Girl's Inc. of Orange County—Literacy Lab $60,000 Human Options—Assisting Domestic Violence Victims $60,000 City Council 34 — 2 5/3/2022 Fiscal Year 2022-2023 Annual Action Plan and Budgets for CDBG, HOME and ESG Programs May 3, 2022 Page 3 Hurtt Family Clinic— Santa Ana Mental Health Program $60,000 Lutheran Social Services of So. Cal.— Victims Intervention $60,000 Program MOMs of OC—Healthy Beginnings and Brighter Futures for $80,000 Expecting Mothers Nati's House (dba Neutral Ground)— Gang Prevention $100,000 Nati's House (dba Neutral Ground)— Summer Night Lights $60,000 OC Human Relations Council— Community-Based $60,000 Alternative Dispute Resolution OC Children's Therapeutic Arts Center— WILLARD $70,000 Neighborhood Crime Prevention and Intervention Public Law Center—Affordable Housing &Homelessness $80,000 Prevention StandUp for Kids— On Campus Mentoring for Homeless $60,000 Youth Taller San Jose Hope Builders—Business Applications $80,000 The Cambodian Family—Plan Ahead Youth Program $100,000 WISEPIace— Steps to Independence $60,000 Working Wardrobes—Jobs for Santa Ana Seniors $60,000 TOTAL $1,690,000 On April 21 and April 25, 2022, staff reached out to the City Council to receive input on the CDBG public service awards recommended by the Community Development Commission: Councilmember Penaloza provided the following request.- 0 Accept the awards recommended by the Community Development Commission. Councilmember Hernandez provided the following request: 1. Replace $220,000 of CDBG funding with General Funds for the following nonprofits: • Natis' House Gang Prevention program - $100,000. • Nati's House Summer Night Lights program - $60,000. • Casa De La Familia - $60,000. 2. Increase funding to: • America on Track by $40,000 for a new total of $100,000. • Orange County Therapeutic Arts Center by $30,000 for a new total of $100,000. • Hurtt Family Clinic by $40,000 for a new total of$100,000. • Public Law Center by $10,000 for a new total of $90,000. • WISEPIace by $40,000 for a new total of $100,000. City Council 34 — 3 5/3/2022 Fiscal Year 2022-2023 Annual Action Plan and Budgets for CDBG, HOME and ESG Programs May 3, 2022 Page 4 Councilmember Lopez provided the following request: 1. Replace $160,000 of CDBG funding with General Funds for the following nonprofits: • Natis' House Gang Prevention program - $100,000. • Nati's House Summer Night Lights program - $60,000. 2. Increase funding to: • Orange County Therapeutic Arts Center by $10,000 for a new total of $80,000. • Public Law Center by $20,000 for a new total of $100,000. Once the City receives the actual CDBG allocations for FY 2022-2023 and FY 2023- 2024 from HUD, the approved CDBG public service allocation will be increased or decreased in proportion to the actual grant allocation. Should the increase in funding be enough to fund additional nonprofits at the minimum funding level, funds will be allocated to the next highest scoring organization(s). Any remainder will be distributed to already high-performing organizations in proportion to their actual grant allocation. FISCAL IMPACT See the April 19, 2022 staff report. EXHIBIT(S) 1. Staff Report from April 19, 2022 Submitted By: Steven Mendoza, Assistant City Manager Approved By: Kristine Ridge, City Manager City Council 34 — 4 5/3/2022 Planning and Building & Finance and Management Services Agencies santa-ana.org/pb Item # 35 City of Santa Ana 20 Civic Center Plaza, Santa Ana, CA 92701 Staff Report May 3, 2022 TOPIC: Ordinance Amendment No. 2022-01 - Commercial Cannabis Regulatory and Tax Updates AGENDA TITLE: Public Hearing - Ordinance Amendment No. 2022-01 to Update Chapters 18, 21, And 40 of the Santa Ana Municipal Code Addressing Medicinal Cannabis Retail, Consumption Lounges and Temporary Events, Measure BB Waitlist Termination, Retail Facility Relocation, Commercial Cannabis Eligible Areas, Commercial Cannabis Tax Rate Reductions for Commercial Cannabis Cultivation, Distribution, and Manufacturing, and Adopt Language Addressing Proposed Tax Treatment of Microbusinesses and Shared Manufacturing, and Make Other Administrative Amendments of a Complimentary Nature RECOMMENDED ACTION 1 . Approve first reading of an ordinance amending Chapters 18, 21 , and 40 of the Santa Ana Municipal Code addressing medicinal cannabis retail, consumption lounges and temporary events, Measure BB Waitlist termination, retail facility relocation, commercial cannabis eligible areas, commercial cannabis tax rate reductions for commercial cannabis cultivation, distribution, and manufacturing, and adopt language addressing proposed tax treatment of microbusinesses and shared manufacturing, and make other administrative amendments of a complimentary nature. 2. Adopt a resolution modifying various non-retail commercial cannabis tax rates. 3. Adopt a resolution establishing a map of commercial cannabis eligible areas in the City. DISCUSSION Background The City of Santa Ana permits a variety of types of cannabis business activity, which include retail sales of medicinal and adult-use cannabis, and cannabis cultivation, distribution, manufacturing, and testing. These cannabis business activities were permitted through adoption of multiple ordinances beginning with Measure BB (Ordinance City Council 35 — 1 5/3/2022 Ordinance Amendment No. 2022-01 - Commercial Cannabis Regulatory and Tax Updates May 3, 2022 Page 2 NS-2684) in November 2014 ending with Ordinance NS-2944 in May 2018. In November 2018, Santa Ana voters approved Measure Y (Ordinance NS-2962), which established commercial cannabis business license taxes for adult-use cannabis retail sales, cannabis cultivation, distribution, manufacturing, and testing. The most recent commercial cannabis ordinance updates were adopted by the City Council in September 2019 (Ordinance NS-2973). These updates amended various sections of Chapters 18, 21 , and 40 of the Santa Ana Municipal Code (SAMC)to address horizontal and vertical integration of cannabis businesses, to streamline and modernize regulations in response to State changes allowing microbusinesses and shared manufacturing, and to establish consistency among various SAMC sections addressing employee badge requirements and minimum purchasing age. Ongoing changes to State cannabis laws and evolving market demands prompt the City to regularly revisit its ordinances and tax collection to ensure that Santa Ana: (1) maintain its competitive position in the region; (2) remain compliant with applicable State laws; and (3) streamline and equalize its implementation of non-retail commercial cannabis taxation. In response to these changes, the City is proposing to update the SAMC in various chapters and sections to address medicinal cannabis retail, consumption lounges and temporary events, Measure BB Waitlist termination, retail facility relocation, commercial cannabis eligible areas, commercial cannabis tax rate reductions for commercial cannabis cultivation, distribution, and manufacturing, and adopt language addressing proposed tax treatment of microbusinesses and share. These updates are intended to foster an environment in which commercial cannabis businesses continue to operate safely and in accordance with all applicable local and State regulations while maintaining Santa Ana's top position in the regional cannabis industry. Proposed Amendments— Financial (SAMC Chapter 21) Table 1 (Proposed Amendments to Chapter 21) describes the finance-related ordinance amendments. Additional details are provided in the subsections that follow. Table 1: Proposed Financial Amendments Item Impact Amend (SAMC Amendment: Sections 21-127, 21- (1) Amend SAMC Chapter 21 (Licenses) provisions relating to 133, and 21-135) Article XII (Medical Marijuana) - Section 21-127- to reflect definitional changes, and Article XIII (Commercial Cannabis) - Section 21-133 — to adopt a separate business license tax rate category for consumption lounges and temporary consumption/ special events and to reduce cannabis tax rates for commercial cannabis cultivation, distribution, and manufacturing activities; (2) by further amendment of Section 21-133 to administratively simplify the taxation of shared manufacturing activities to City Council 35 — 2 5/3/2022 Ordinance Amendment No. 2022-01 - Commercial Cannabis Regulatory and Tax Updates May 3, 2022 Page 3 Table 1: Proposed Financial Amendments Item Impact maintain Santa Ana's competitive advantage visa via these commercial cannabis business activities, and to also relax and equalize square footage assessment treatment as between co- located cannabis distribution and manufacturing businesses who are not horizontally/vertically integrated and those that are; and (3) also amend Section 21-135 to equalize the tax treatment of microbusinesses to insure fair treatment. The recommended Commercial Cannabis Tax Rate Adjustments, including a $2,000 basic tax rate per license, are described in detail in Exhibit 4. Impacts: • Reduction of commercial cannabis business license tax rates for commercial cannabis cultivation, distribution, and manufacturing activities is estimated to result in a reduction of non-retail commercial cannabis business tax revenue in the range of approximately $730,000 to $920,000. Current Potential Potential FY 2022-23 Revenue Revenue Revenue Reduction Reduction Projections (Lower Range) (Upper Range) CULTIVATION $1,250,000 $312,500 $387,000 DISTRIBUTION $1,150,000 $287,500 $371,000 MANUFACTURING 130 000 $129,750 159 000 Total _ 2 0.000 729 750 917 000 • The foregoing non-retail commercial cannabis figures do not include potential offsetting revenues which may be anticipated from future shared manufacturing and microbusiness revenues and from the enhanced natural growth of Santa Ana's non- retail commercial cannabis business community which will be encouraged by the rate reductions, and the simplification and equalization of tax treatments for cultivation, distribution, manufacturing, shared manufacturing, and microbusinesses. At present, however, the City is lacking in sufficient information to reasonably project such additional revenues. • Likewise, the City may anticipate future increased revenues from primary manufacturers and participating shared City Council 35 — 3 5/3/2022 Ordinance Amendment No. 2022-01 - Commercial Cannabis Regulatory and Tax Updates May 3, 2022 Page 4 Table 1: Proposed Financial Amendments Item Impact manufacturers taking advantages of Santa Ana's proposed favorable and administratively streamlined treatment of shared manufacturers and the proposed relaxation and equalization of the tax treatment as between manufactures and distributors who are co-located, regardless of whether they are horizontally or vertically integrated or not. • Similarly, there will be an increased likelihood of formation of microbusinesses based on Santa Ana's going-forward equalization of microbusiness tax treatment, so that microbusinesses will not have to include the annual $2,000 basic tax rate assessment for each licensed category of commercial cannabis business they choice to engage in, but instead they will be liable to only pay once for the primary commercial cannabis activity they choose to engage in. This effectively affords microbusinesses the same net administrative tax treatment as other categories of commercial cannabis business. Consumption Lounges & Temporary Consumption/Special Events and Shared-Use Manufacturing — Elimination of Alternate Square Footage Tax Assessment Consumption Lounges & Temporary Consumption/Special Events are locations where an underlying retail cannabis business licensee is already subject to a square footage assessment. Likewise, Shared Manufacturing premises are places where multiple shared manufacturers (also known as sub-manufacturers) rotate on a variable schedule and share space and equipment provided by a primary commercial cannabis manufacturing business, the alternate square footage method of assessment is made too cumbersome to apply and the need to impose it is mitigated by the fact that the primary manufacturing business owning and controlling the manufacturing premises is already subject to the assessment. Therefore, staff recommends that the City Council establish both the Consumption Lounge & Temporary Consumption/Special Events and Shared Use Manufacturing square footage tax rates at zero ($0) dollars, effectively eliminating the Alternate Square Footage Tax Assessment method as a component in computing taxes owed by shared manufacturers operating at primary manufacturing locations within the City. Effective elimination of the alternate tax will remove the principle administrative tax impediment to facilitating consumption and shared manufacturing within the City. Microbusinesses — Elimination of De facto Assessment of Multiple Basic Tax Rate Assessments City Council 35 — 4 5/3/2022 Ordinance Amendment No. 2022-01 - Commercial Cannabis Regulatory and Tax Updates May 3, 2022 Page 5 The City's Business License Tax Code dealing with cannabis businesses establishes an annual Basic Tax Rate assessment of $2,000 per each licensed commercial cannabis activity engaged in at a single location in the City. This requirement poses a challenge for microbusinesses, which were not contemplated as a commercial cannabis category to be authorized to do business in the City at the time the Basic Tax Rate assessment was adopted for commercial cannabis businesses pursuant to Voter Ballot Measure Y. The Basic Tax Rate assessment was primarily intended as the means - together with the Alternate Square Footage Tax - of assuring a minimum level of City revenue from commercial cannabis businesses. Microbusinesses are required by the state to engage in a minimum of three commercial cannabis activities, and thus are required by the City to obtain business license for each of these activities. (No administratively reasonable methodology exists or is likely to become available for combining all categories of commercial cannabis assessment into one business license account.) However, the requirement for multiple Basic Tax Rate assessments can be seen to have a negative impact on the formation of microbusinesses within the City. To address this issue, staff recommends that the City Council adopt a special proviso for microbusinesses allowing them to pay the annual Basic Tax Rate only upon their predominate commercial cannabis activity, and thus allow them to be exempted from the requirement on all of their other licensed activities engaged in at a single location within the City. Proposed Amendments— Regulatory (SAMC Chapters 18 and 40) In addition to the proposed changes listed in Table 1, the City is proposing to update and streamline certain sections of Chapter 18 (Medicinal Marijuana) and Chapter 40 (Commercial Cannabis Business Activities Other Than Medicinal Marijuana). Table 2 (Proposed Amendments to Chapters 18 and 40) describes the regulatory-framework ordinance amendments. Table 2: Proposed Regulatory Amendments Item Amendment and Impact Repeal and Readopt Amendment: Medicinal Cannabis Removes medicinal cannabis retail regulations from Chapter 18 by Retail Regulations deleting Article XIII and readopting as Article II of Chapter 40. (SAMC Article XIII of Chapter 18) Impacts: • Creates a single SAMC chapter addressing all commercial cannabis (medicinal and adult-use) business activities, including retail, cultivation, distribution, manufacturing, and testing. • Enhances internal consistency of commercial cannabis regulations by consolidating all regulations into a single chapter within the SAMC. City Council 35 — 5 5/3/2022 Ordinance Amendment No. 2022-01 - Commercial Cannabis Regulatory and Tax Updates May 3, 2022 Page 6 Table 2: Proposed Regulatory Amendments Item Amendment and Impact Community Benefits Amendment: and Sustainable Updates community benefit and sustainable business practices Business Practices requirement by codifying requirements and providing options to satisfy. (SAMC Sec. 40-1) Impacts: • Addresses the termination date of existing commercial cannabis operating agreements, which are set to expire December 31, 2022. • Codifies requirement for all commercial cannabis businesses to submit and have a Community Benefit and Sustainable Business Practices Plan on file with the City. • Allows the City to require proof of satisfaction of the community benefit and sustainable business practices plan. • Provides businesses an option to allow the City to provide community benefits by executing an operating agreement and paying additional operating fees to the City based on gross receipts. Commercial Cannabis Amendment: Eligible Areas (SAMC Establishes an updated commercial cannabis eligible areas map to Secs. 40-5, 40-6, and maintain a buffer between commercial cannabis businesses and 40-105) sensitive land uses, such as schools, parks, and residential zones. I m pacts: • Updates the existing map of commercial cannabis eligible areas adopted March 18, 2020, and requires adoption of the new map by resolution of the City Council. • Maintains a buffer between commercial cannabis businesses and sensitive land uses. • Creates consistency between ordinance and adopted map. Relocation of Amendment: Commercial Cannabis Allows relocation of pending/selected and existing commercial cannabis Retail Facilities retail locations within Santa Ana. (SAMC Secs. 40-7 and 40-106) 1 m pacts: • Addresses facilities impacted by changes in market conditions and/or impacted by projects such as the Costa Mesa (SR-55) Freeway widening. • Facilitates the opening of final and remaining retailer"slots." • Allows the City to achieve its full revenue-generating potential of the commercial cannabis ordinance. • Requires new locations to be separated from any other pending/selected or waitlisted location by 500 feet so as to not negatively impact any other location, subject to full compliance with all zoning, buffer, and separation requirements. City Council 35 — 6 5/3/2022 Ordinance Amendment No. 2022-01 - Commercial Cannabis Regulatory and Tax Updates May 3, 2022 Page 7 Table 2: Proposed Regulatory Amendments Item Amendment and Impact Consumption Amendment: Lounges as an Establishes a means by which cannabis retailers may apply to construct Ancillary Component and operate a consumption lounge. of Retail (SAMC Secs. 40-5 and 40-8) Impacts: • Consistent with State law, allows cannabis consumption lounges as an ancillary component to retail activities subject to full compliance with State licensing, local permitting, environmental and public health, and building and fire safety regulations. • Allows the City to achieve its full revenue-generating potential of the commercial cannabis ordinance. • Maintains Santa Ana's competitive edge and leadership position within the regional cannabis industry. Temporary Cannabis Amendment: Special Events (SAMC Establishes a means by which cannabis retailers may apply to conduct Sec. 40-8) special events that include cannabis sales and consumption. I m pacts: • Allows up to a total of six (6) special events per year annually total among all operators in the City. • No more than two(2)events could be permitted in a single month, and a single operator could be permitted to conduct a maximum of one (1) independent event per calendar year, except that multiple operators may form a single event and file a single application. • Activities would be required to satisfy all applicable State licensing, local permitting, environmental and public health, and building and fire safety regulations. • Allows the City to achieve its full revenue-generating potential of the commercial cannabis ordinance. • Maintains Santa Ana's competitive edge and leadership position within the regional cannabis industry. Various Amendments: Administrative Updates various sections of Chapters 21 and 40 to establish internal Amendments for consistency in terminology and regulations, update background check Internal Consistency requirements, and require plan submittal and opening for all remaining (SAMC Secs. 40-2, 40- pending cannabis retail businesses. 9, 40-9.2, 40-10, 40- 101, 40-103, 40-110, Impacts: 40-111, and 21-127) • Edits title of Chapter 40 and updates definitions to address amendments described above. City Council 35 — 7 5/3/2022 Ordinance Amendment No. 2022-01 - Commercial Cannabis Regulatory and Tax Updates May 3, 2022 Page 8 Table 2: Proposed Regulatory Amendments Item Amendment and Impact • Updates application selection process for commercial cannabis businesses and addresses consumption lounges. • Modifies various sections to remove references to now-defunct Article XIII of Chapter 18. • Clarifies and enhances background check requirements for those involved in commercial cannabis businesses in Santa Ana • Requires all pending medicinal and adult-use retail locations to submit construction plans by December 31, 2022 and open within 180 days of permit issuance. Among the proposed amendments, the number of permitted retail locations and relocation of pending/selected and existing retailers, termination of the Measure BB Waitlist, changes to the buffer requirements from sensitive land uses, and consumption lounges and temporary events represent substantive changes that are described in further detail in the subsections below. These amendments are intended to address evolution in market conditions for cannabis businesses in Santa Ana and maintain the City's competitive position in the regional cannabis industry. Number of Permitted Retail Locations, Retail Relocation, and Termination of the Measure 88 Waitlist Existing ordinance regulations permit up to 20 medicinal and 30 adult-use cannabis retail locations; however, such facilities may be co-located in a single facility. The proposed amendments would allow an additional five (5) retail locations, for a total of 35 storefronts in the City. If approved, the amendments would allow all 35 retail licenses to sell both medicinal and adult-use cannabis. There are currently 27 operating storefront retailers in the City. Of these, 20 sell medicinal and adult-use cannabis, and 7 sell adult-use only cannabis. In addition, there are 1 pending/selected medicinal-only and 2 pending/selected adult-use retailers. The amendment would incentivize the pending/unopened retailers to open sooner and provide the retailers greater revenue-generating potential through both medicinal and adult-use retail cannabis sales. The amendments would also allow existing and pending/selected retailers to relocate subject to full compliance with all zoning, buffer, and separation requirements from other existing or pending/selected locations. This amendment is intended to address the SR- 55 widening project, which will result in physical impacts to at least one retailer, as well as evolving market conditions as the industry matures in Santa Ana. Currently, relocation is prohibited, and those businesses that have relocated have done so pursuant to various agreements with the City. The amendments would standardize the process for all entities City Council 35 - 8 5/3/2022 Ordinance Amendment No. 2022-01 - Commercial Cannabis Regulatory and Tax Updates May 3, 2022 Page 9 and further incentivize the pending/selected businesses that have not yet opened to properly locate and open. Lastly, the amendments would terminate the Measure BB Waitlist, which has consistently shrunk since 2015 from 575 entities to its current five (5). Pursuant to Measure BB, each year waitlisted entities must notify the City of their desire to remain on the Waitlist, and the City updates the Waitlist annually between April and May. The amendments would set forth a process by which the City may notify the waitlisted entities of the intended termination and allow them to apply for the five (5) new retail locations under the proposed ordinance. In addition, as with the 2018 process for new adult-use retailers, those waitlisted entities would be subject to a merit-based scoring of their application and would receive "bonus" points for having been on the Measure BB Waitlist. This method will ensure consistency with prior processes and create a fair opportunity for those waitlisted entities to submit competitive applications to operate new retail locations in the City. Buffer Requirement Modification All commercial cannabis businesses were initially subject to specific, codified regulations for separation from sensitive land uses (schools, parks, and residential zones) under Measure BB for medicinal cannabis retail sales, and subsequently by Ordinance No. NS- 2929, which created Chapter 40 of the Santa Ana Municipal Code for all other commercial cannabis business activities. The regulations allowed commercial cannabis business activity in the City's light and heavy (M1 and M2) industrial zoning districts and required a 1 ,000-foot separation from these sensitive land uses; no accompanying map was officially adopted to illustrate these parameters. Following redevelopment of industrial properties east of the Costa Mesa (SR-55) Freeway, the City Council adopted a map of commercial cannabis eligible areas on March 20, 2018 in which commercial cannabis business activities could locate subject to full compliance with applicable local, County, and State regulations. The map, however, is currently in conflict with existing ordinance language requiring the 1 ,000-foot buffer from residential zones. Among the actions proposed for City Council consideration to address this conflict is adoption of a resolution establishing new map largely based on a new 600-foot buffer from schools, parks, or properties zoned for residential purposes. The new map would expand the available properties for commercial cannabis businesses east and west of SR-55 and in the industrial areas near Harbor Boulevard and the San Diego (I-405) Freeway. The proposed ordinance would also be modified to reflect the map, rather than specify the buffer in text. Modification to the map could take place with future resolutions as needed, without requiring an amendment to the overall ordinance. City Council 35 — 9 5/3/2022 Ordinance Amendment No. 2022-01 - Commercial Cannabis Regulatory and Tax Updates May 3, 2022 Page 10 Original State regulations did not specify exact zoning requirements but had set a default buffer of 600 feet from sensitive land uses such as schools, parks, or properties zoned for residential purposes. However, local agencies were permitted to reduce that buffer to zero through adoption of local ordinances. In 2021 , the State revised its regulations to completely eliminate the default 600-foot buffer. Table 3 below illustrates how the proposed modification would increase the availability of industrial properties and buildings in cannabis eligible areas. Table 3: Analysis of Buffer Modification* Buffer Approx. Cannabis Approx. Cannabis Approx. Cannabis Eligible Building Eligible Zone Eligible Number of Square Footage Acreage Buildings 1,000 feet (current) 41,695,434 957 762 600 feet (proposed) 57,893,609 1,329 1,147 Difference +16,198,175 +372 +385 Approx. Change +18% +18% +34% *Analysis based on available GIS data in 2021 Consumption Lounges and Temporary Events State law was modified in 2019 to create a framework allowing cannabis consumption lounges and temporary (special) events with cannabis consumption. Cannabis consumption lounges are permitted to be opened and operated by businesses holding a retailer license. The proposed amendments would allow the City's commercial cannabis retail businesses to submit applications to operate consumption lounges on the same site as and physically contiguous to a cannabis retailer. In addition, standards would be in place to allow up to a total of six temporary consumption special events per year in the City, with regulations paralleling those for consumption lounges to minimize community impacts. Several development and operating standards are included to ensure the health and safety of visitors to retailers and to minimize impacts onto surrounding properties. Among these, lounges will need to be designed so that a patron need not enter a consumption lounge in order to access a retail-only portion of the facility, and the lounges may only be accessible to those aged 21 or older. Lounges and special events may also offer food and non-alcoholic beverages, but the sale or consumption of alcohol or tobacco products will be prohibited. In addition, smoking cannabis will be prohibited in open-air areas, and consumption or smoking of cannabis products shall not be visible from any public place, public right-of- way, or area where minors may be present. If the consumption lounge or event contains an outdoor area, the outdoor area shall be oriented so as to eliminate visibility from any adjacent public place, public right-of-way, area where minors may be present, or adjacent business, tenant space, or building. As with all other commercial cannabis businesses, City Council 35 — 10 5/3/2022 Ordinance Amendment No. 2022-01 - Commercial Cannabis Regulatory and Tax Updates May 3, 2022 Page 11 odor control and ventilation systems must be in place to eliminate any odors. Lastly, all facilities or event operators must abide by odor control response measures specified in the ordinance. Orange County Grand Jury and Orange County Advocacy Alliance On June 3, 2021 , the Orange County Grand Jury (OCGJ) issued an investigate report with findings and recommendations regarding the City's licensed retail adult-use cannabis program and regulatory framework. Subsequent staff reports were presented on the matter to the City Council, most recently on September 7, 2021 . Following the September 7 meeting, the City issued a letter on September 13, 2021 to the Honorable Erick Larsh, Presiding Judge, with the City' responses to six findings and three recommendations. The proposed ordinance will maintain the City's commercial cannabis regulatory framework in keeping with these findings and response. Moreover, the proposed amendments to community benefit and sustainable business practice requirements reflect the OCGJ's recommendation to further streamline and unify such obligations by the licensed commercial cannabis businesses operating in Santa Ana, and enable more routine and accurate reporting of such engagements. Most recently, the Orange County Advocacy Alliance (OCAA) issued a letter to the City Council urging a modification to commercial cannabis tax rates as "the number one priority to create a sustainable, competitive, and profitable cannabis business marketplace." The proposed tax code amendments to reduce certain non-retail commercial cannabis tax rates reflect not just OCAA's sentiments, but also feedback received by dozens of business operators and research that the Planning and Building and Finance and Management Services agencies' staff performed between 2020 and 2022 into competitive jurisdictions' commercial cannabis tax rates. Community Benefits and Sustainable Business Practices In response to recommendations from the OCGJ investigative report and industry feedback, the City is also proposing modifications to its community benefit and sustainable business practice requirements that would clarify and streamline obligations, options, and reporting. The proposed amendments would sunset the requirement for individual operating agreements but would require all commercial cannabis businesses to maintain a community benefit and sustainable business practices plan on file with the City. Staff met with a focused group of industry representatives on April 21, 2022 to obtain insight on the proposed code amendments. Representatives recommended modifications to the required community benefits and sustainable business practices to reflect current labor trends and industry practices. In addition, representatives expressed a desire to City Council 35 — 11 5/3/2022 Ordinance Amendment No. 2022-01 - Commercial Cannabis Regulatory and Tax Updates May 3, 2022 Page 12 standardize reporting to the City. Following this engagement, staff crafted more tailored community benefit and sustainable business practice options in the proposed ordinance. All commercial cannabis businesses will be required to report community benefit and sustainable business practice obligations on a twice-yearly basis as a condition of maintaining the regulatory safety permit in good standing and as a condition of annual renewal. The annual reporting will require descriptions of the following components: 1. Action — a thorough breakdown of all stated commitments/obligations and the actions taken by the business to satisfy those commitments/obligations. 2. Value — A detailed, quantitative description of the value of the commitments/obligations, either as money spent or time/resources committed by the business and its staff. 3. Community Benefit Value — A qualitative description of the resulting value of the commitments/obligations' quantitative impacts, otherwise known as the "local multiplier effect" when one dollar is spent locally. 4. Local Engagement — A detailed narrative of engagement by business owners with local organizations, community groups, and civic/government organizations. Examples include coordination with the City's Economic Development Division, the Santa Ana WORK Center, job fairs, local educational institutions' skills training, and local community and not-for-profit organizations. A final component of the ordinance (Section 11) requires that the City return with recommendations to the City Council to revisit any staff recommendations for adoption of social equity policies or a social equity program. These policies or programs would consider measures to assist or prioritize applications submitted by individuals with previous cannabis-related criminal histories, members of disadvantaged communities, local applicants, and/or other individuals or entities identified at the time requiring assistance with application processes and/or filing fees, local tax payments, and other related components of the commercial cannabis application and buildout process in the City. The tax revenues generated by commercial cannabis consumption lounges would be utilized to further these goals and for the development and maintenance of social equity programs administered by the City. Programs may include workforce training, education, and development within the Santa Ana community in the cannabis industry. ENVIRONMENTAL IMPACT In accordance with the California Environmental Quality Act (CEQA), these actions are exempt from further CEQA analysis pursuant to CEQA Guidelines Section 15061(b)(3), as the proposed amendments address business activities already permitted in the City and will not result in any significant physical effect on the environment. A Notice of Exemption, Environmental Review (ER) No. 2022-15, will be filed for these actions. FISCAL IMPACT City Council 35 — 12 5/3/2022 Ordinance Amendment No. 2022-01 - Commercial Cannabis Regulatory and Tax Updates May 3, 2022 Page 13 There is a projected fiscal impact associated with approval of the recommended actions as they will reduce the projected commercial cannabis revenues for cultivation, distribution, and manufacturing already incorporated within the City's 2022-23 budget by between approximately $730,000 and $920,000. However, other elements of the staff recommendations contained within this Staff Report relating to shared manufacturing, microbusinesses, notably consumption lounges and temporary events, and allowing all retailers to sell both medicinal and adult-use cannabis, will likely provide some degree of offsetting revenues. Staff, however, lacks reasonable data on which to make reliable revenue projections. Likewise, the addition of five (5) potential added retail sales locations, while encouraging in terms of future revenue, cannot as yet be counted as a reliable projected revenue for the approaching 2022-23 fiscal year due to the lead times involved in bringing such locations into operation. Failure to adopt the above recommended action items, however, would have a negative impact on a significant number of established cannabis businesses as well as pending commercial cannabis applicants awaiting adoption of those recommended items before committing to entering the approval, permitting, and licensing process and who will defer or cancel their decision to enter the Santa Ana market, thus causing the hoped for revenues to not be realized. EXHIBIT(S) 1 . Ordinance 2. Resolution modifying various commercial cannabis tax rates 3. Resolution establishing a map of commercial cannabis eligible areas in the City 4. Recommended Commercial Cannabis Tax Rate Adjustments table Submitted By: Minh Thai, Executive Director of Planning and Building Agency and Kathryn Downs, Executive Director of Finance and Management Services Agency Approved By: Kristine Ridge, City Manager City Council 35 — 13 5/3/2022 Exhibit 1 ORDINANCE NO. NS-XXX AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA ANA READOPTING AND AMENDING CERTAIN SECTIONS OF ARTICLE XIII OF CHAPTER 18 OF THE SANTA ANA MUNICIPAL CODE PERTAINING TO MEDICINAL MARIJUANA RETAIL AND CHAPTER 40 OF THE MUNICIPAL CODE PERTAINING TO COMMERCIAL CANNABIS RETAIL BUSINESSES TO MODIFY THE MAXIMUM NUMBER OF RETAIL BUSINESSES, SEPARATION, AND ZONING REQUIREMENTS; TERMINATE THE MEDICINAL RETAIL WAITLIST; ALLOW AND REGULATE RETAIL FACILITY RELOCATION, CANNABIS CONSUMPTION LOUNGES, AND TEMPORARY CONSUMPTION/SPECIAL EVENTS; AND AMEND BACKGROUND CHECK AND BADGE REQUIREMENTS; AND AMENDING CERTAIN SECTIONS OF ARTICLES XII AND XIII OF CHAPTER 21 OF THE SANTA ANA MUNICIPAL CODE PERTAINING TO THE TAX TREATMENT OF COMMERCIAL CANNABIS MICROBUSINESSES AND SHARED MANUFACTURING BUSINESSES TO REDUCE THE TAX RATES FOR COMMERCIAL CANNABIS CULTIVATION, DISTRIBUTION, AND MANUFACTURING / SHARED MANUFACTURING AND TO ADOPT A SEPARATE TAX RATE CATEGORY FOR CANNABIS CONSUMPTION LOUNGES, AND TEMPORARY CONSUMPTION/SPECIAL EVENTS THE CITY COUNCIL OF THE CITY OF SANTA ANA HEREBY ORDAINS AS FOLLOWS: Section 1. The City Council of the City of Santa Ana hereby finds, determines and declares as follows: A. On November 4, 2014, Santa Ana voters approved Santa Ana's Medical Marijuana Regulatory Program ordinance ("Measure BB") which was codified in Chapters 18 and 21 of the Santa Ana Municipal Code. Such regulations govern medicinal marijuana and the retail sale thereof. B. In 2015, the Governor signed into law Senate Bill 643, Assembly Bill 266, and Assembly Bill 243, collectively referred to as the Medical Marijuana Regulation and Safety Act, further amended in 2016 as the Medical Cannabis Regulation and Ordinance No. NS-XXX Page 1 of 73 City Council 35 — 14 5/3/2022 Exhibit 1 Safety Act, which established regulations and a state licensing system for medical cannabis cultivation, manufacturing, delivery, and dispensing. C. In November 2016, the voters of the State of California approved Proposition 64, the California Marijuana Legalization Initiative, also known as the Adult Use of Marijuana Act. D. In 2017, the Governor signed into law Senate Bill 94 also known as Medicinal and Adult-Use Cannabis Regulation and Safety Act. E. On November 9, 2017, the City Council created Chapter 40 of the Santa Ana Municipal Code (Ordinance No. NS-2929), allowing adult-use commercial cannabis retail businesses in the city, and amended certain sections of Chapters 18 and 21 of the Santa Ana Municipal Code to ensure consistency with State law and Chapter 40. F. Since November 2014, the City of Santa Ana has permitted the retail sale of cannabis for medicinal purposes and since January 2018 for adult-use purposes. On March 20, 2018, the City Council adopted Ordinance NS-2941 and NS-2942, allowing and regulating commercial cannabis testing laboratories. G. On April 17, 2018, the City Council adopted Ordinance NS-2944 allowing and regulating commercial cannabis cultivation, distribution, and manufacturing activities. H. On November 6, 2018, the voters of the City of Santa Ana approved Measure Y (Ordinance NS-2962), establishing a tax on commercial cannabis business activities except medicinal cannabis retail sales, which continue to be subject to taxes under Measure BB. I. On September 3, 2019, the City Council adopted Ordinances NS-2972 and NS-2973 amending certain sections of chapters 18, 21 , and 40 of the Santa Ana Municipal Code allowing vertical and horizontal integration of cannabis businesses; updating ownership transfers procedural standards and requirements, security deposits, and various administrative processes; updating and streamlining regulatory components; reducing cannabis testing taxes to two percent of gross receipts; and adopting a canopy measurement and square footage allocation service fee. J. The State of California continues to update its regulations on commercial cannabis business licensing, resulting in the need for local jurisdictions to update and amend local commercial cannabis ordinances from time to time. K. It is the desire of the City Council to combine and unify the regulations for medicinal cannabis retail and all other types of commercial cannabis business Ordinance No. NS-XXX Page 2 of 73 City Council 35 — 15 5/3/2022 Exhibit 1 activities, currently contained in Chapters 18 and 40 of the Santa Ana Municipal Code, respectively, for clarity and cohesion. L. The City Council recognizes those entities that have remained on the Medicinal Cannabis Waitlist pursuant to Santa Ana Municipal Code Section 18-617.1 (d), (e), and (f), and those entities that were scored as part of the merit-based selection process in Section 40-9. M. Commercial cannabis businesses form an integral part of the Santa Ana economy, contributing revenues and community benefits through business engagement with the Santa Ana community. N. The City Council of the City of Santa Ana intends that nothing in this article shall be deemed to conflict with federal law as contained in the Controlled Substances Act, nor to otherwise permit any activity that is prohibited under that Act or other applicable law. O. The City of Santa Ana has a compelling interest in ensuring that cannabis is not sold, cultivated, manufactured, tested, consumed, or distributed in an illicit manner, in protecting the public health, safety and welfare of its residents and businesses, in preserving the peace and quiet of the neighborhoods in which these uses may operate, and in providing access of cannabis to residents. P. The City Council has held a duly noticed public hearing on April 19, 2022 in connection with consideration and adoption of this ordinance. Section 2. This Ordinance is adopted pursuant to the authority granted by the California Constitution and State law, including but not limited to: Article XI, Section 7 of the California Constitution, the Compassionate Use Act of 1996 (California Health and Safety Code Section 11362.5), the Medical Marijuana Program (California Health and Safety Code Section 11362.7 et seq.), the Medical Marijuana Regulation and Safety Act (AB 266, AB 243, and SB 643; hereafter "MMRSA"), the Adult Use of Marijuana Act (Proposition 64), and the Medical and Adult Use Cannabis Regulation and Safety Act (SB 94; hereafter "MAUCRSA"). Section 3. Pursuant to the California Environmental Quality Act ("CEQA") and the State CEQA Guidelines, the adoption of this ordinance is exempt from CEQA review pursuant to California Code of Regulations section 15061(b)(3), which is applicable if it can be seen with certainty that there is no possibility that the project may have a significant effect on the environment. As a result, a Notice of Exemption will be filed upon the adoption of this ordinance. Section 4. All provisions of the Santa Ana Municipal Code which are repeated herein are repeated solely in order to comply with the provisions of Section 418 of the City Charter. Any such restatement of existing provisions of the Code is not intended, Ordinance No. NS-XXX Page 3 of 73 City Council 35 — 16 5/3/2022 Exhibit 1 nor shall it be interpreted, as constituting a new action or decision of the City Council, but rather such provisions are repeated for tracking purposes only in conformance with the Charter. Section 5. The title of Chapter 40 of the Santa Ana Municipal Code is hereby amended to read in its entirety as follows: Chapter 40 - REGULATION OF COMMERCIAL CANNABIS BUSINESS ACTIVITIES OTHER THAN MEDICINAL CANNABIS RETAIL CT-I4/ITTrIT� Section 6. Article I of Chapter 40 of the Santa Ana Municipal Code is hereby amended to read in its entirety as follows: Sec. 40-1. Purpose and intent, intent, and community benefits required. A. The purpose and intent of this article is to regulate commercial cannabis business activities, as defined in this article, in order to ensure the health, safety and welfare of the residents of the City of Santa Ana by establishing regulations necessary for commercial cannabis business operating in the City of Santa Ana to obtain and maintain a Regulatory Safety Permit ("RSP"). Any commercial cannabis businesses operating in the City of Santa Ana shall at all times be in compliance with current State Law and this article. All commercial cannabis facilities shall operate in accordance with the regulations in this article and with the conditions of approval associated with the applicable zone for the parcel of real property upon which the commercial cannabis activities are conducted. Any commercial cannabis business shall qualify for and receive a Regulatory Safety Permit from the City of Santa Ana as provided by this article and operate only in a zone in compliance with Santa Ana Municipal Code before commencing with any commercial cannabis business activity. Any commercial cannabis business without a Regulatory Safety Permit is in violation of this article. The regulations in this article, in compliance with the Compassionate Use Act, the Medicinal Marijuana Program Act, SB 94, AB 133, Proposition 64, and the California Health and Safety Code (collectively referred to as "State Law") do not interfere with the right to use adult-use cannabis or medicinal cannabis as authorized under State Law, nor do they criminalize the possession of cannabis as authorized under State Law. B. Any person operating a medicinal marijuana collective/cooperative (as defined in Ghapte� Article 11 of this Cede Chapter) as of December 14, 2017, or who has a RSP application pending to operate a medicinal collective/cooperative, and has met all of the requirements of Chapter Article 11, shall be allowed to apply for a Regulatory Safety Permit for the sale of Adult-Use cannabis r Feyii-ed that they eRtef i RtA the G9MMornial GaRRahio OpeFatiRg AgFeemon+ with the Ordinance No. NS-XXX Page 4 of 73 City Council 35 — 17 5/3/2022 Exhibit 1 aR appreyed GE)MMernial Gappahic R, SiReSS Community Benefits Required. 1 . Effective January 1 , 2023, all commercial cannabis businesses operating in the City shall be required to provide community benefits through a Community Benefits and Sustainable Business Practices Plan in a format acceptable by the City as reviewed and verified from time to time as a component of issuance of a regulatory safety permit (RSP). Each commercial cannabis business operating in the City shall commit to: a) Hiring a minimum percentage of staff from the Santa Ana community, including volunteers, employees, and managers; b) Local sourcing of construction materials and cannabis products from within Santa Ana; jg� Pay prevailing industry wages; d) Other community benefit commitments that promote health and sustainability of the community, including, but not limited to: a. Transit incentives to reduce individual/private automobile use; b. Healthy living incentives, including but not limited to health club memberships, nutritional counseling, adequate break times, onsite physical health and ergonomic trainings, and other measures intended to promote healthy living of staff; c. Constructing the facility with "green"technologies intended to reduce waste, electricity use, and water use; d. Engaging the local artist community; and e. Any other measures designed to promote the community benefits principles outlined in this subsection. 2. Documentation of the aforementioned community benefits shall be submitted to the Code Enforcement Division on an annual basis, including as part of a renewal application for an RSP during the annual renewal process. Said documentation shall detail said business's community benefits obligations as mandated by this Chapter and shall be evaluated for satisfaction by the Executive Director of the Planning and Building Agency or his or her designee. Failure to provide the requested documentation shall result in a suspension or revocation of an RSP, or delay or denial of an RSP renewal application, as applicable. Ordinance No. NS-XXX Page 5 of 73 City Council 35 — 18 5/3/2022 Exhibit 1 3. City Option to Satisfy Community Benefits and Sustainable Business Practices. a) A commercial cannabis business may opt to allow the City to satisfy community benefits obligations through execution of an operating agreement in a form to the satisfaction of the City Manager, City Attorney, and Executive Directors of the Planning and Building and Community Development agencies. b) Said operating agreement shall detail the City's program to provide community benefits supported by the commercial cannabis business' opting in to reimburse the City through reimbursement of expenses based on a percentage of gross receipts established by the City. c) The operating agreement shall be binding and enforceable, and fully executed prior to issuance of the RSP. All terms shall be satisfied and reviewed on an annual basis as part of the annual RSP renewal process. Sec. 40-2. Definitions. The definitions are incorporated herein as fully set forth and are applicable to this article. All definitions are intended to comply with those set forth by the State of California for all commercial cannabis business activities. 1 . "Applicant" means a person who is required to file an application for a permit under this article, including an individual owner, managing partner, officer of a corporation, or any other operator, manager, employee, or agent of a commercial cannabis business. 2. "Adult-Use" means cannabis or cannabis products that are intended to be used for non-medicinal purposes by a person twenty-one (21) years of age or older. 3. "Adult-Use Cannabis Retailer Operating Agreement" or "Operating Agreement" means the agreement entered into by and between the City and the commercial cannabis business operator which will specify terms for local hiring and sourcing, community benefit plans, and fees to compensate for authorized impacts on City services. 4. "Adult-Use cannabis retail business" means an Adult-Use retail business that obtains a Regulatory Safety Permit and engages in the delivery or sale of Adult-Use cannabis, or an Adult-Use cannabis product, except as related Business and Professions Code Section 19319, or Health and Safety Code Sections 11362.1 through 11362.45, as amended from time to time, excepting medicinal cannabis retail. 5. "Authorized City of Santa Ana representative" means any police officer, city employee, contractor or agent of the city designated by the director of any city department which has the authority and responsibility to enforce provisions as set forth in this article. 6. "Business owner" means any of the following: Ordinance No. NS-XXX Page 6 of 73 City Council 35 — 19 5/3/2022 Exhibit 1 a) A person with an aggregate ownership interest of twenty (20) percent or more in the person applying for a license or a licensee, unless the interest is solely a security, lien, or encumbrance. b) The chief executive officer of a nonprofit or other entity. c) A member of the board of directors of a nonprofit. d) An individual who will be participating in the direction, control, or management of the person applying for a license. 7. "Cannabis" or "cannabis product" means all parts of the Cannabis sativa Linnaeus, Cannabis Indica, or Cannabis Ruderalis, whether growing or not; the seeds thereof; the resin, whether crude or purified, extracted from any part of the plant; and every compound, manufacture, salt, derivative, mixture, or preparation of the plant, its seeds, or resin. "Cannabis" also means the separated resin, whether crude or purified, obtained from marijuana. "Cannabis" also means marijuana as defined by Section 11018 of the California Health and Safety Code as enacted by Chapter 14017 of the Statutes of 1972. "Cannabis" does not include the mature stalks of the plant, fiber produced from the stalks, oil or cake made from the seeds of the plant, any other compound, manufacture, salt, derivative, mixture, or preparation of the mature stalks (except the resin extracted therefrom), fiber, oil, or cake, or the sterilized seed of the plant which is incapable of germination. For the purpose of this chapter, "cannabis" does not mean industrial hemp as that term is defined by Section 81000 of the California Food and Agricultural Code or Section 11018.5 of the California Health and Safety Code. 8. "City" means the City of Santa Ana, a charter city and municipal corporation. 9. "Commercial cannabis activity" means the cultivation, possession, manufacture, distribution, processing, storing, laboratory testing, packaging, labeling, transportation, delivery or sale of cannabis and cannabis products as provided for this Chapter. Permitted commercial cannabis activities are listed in Land Use Table 40-5 of this Chapter and are allowed in the Commercial Cannabis Eligible Areas Map as adopted and modified from time to time by resolution of the City Council. 10."Commercial cannabis business" means a business that obtains a Regulatory Safety Permit and engages in the cultivation, possession, manufacture, processing, storing, laboratory testing, labeling, distribution, delivery, or sale of adult-use cannabis, medicinal cannabis or an adult-use cannabis or medicinal cannabis product, except as related Business and Professions Code Section 19319, or Health and Safety Code Sections 11362.1 through 11362.45, as amended from time to time. 11 ."Cultivation" means to plant, grow, harvest, dry, cure, grade or trim cannabis, as defined by California Business and Professional Code Section 26001 , as amended from time to time. Ordinance No. NS-XXX Page 7 of 73 City Council 35 — 20 5/3/2022 Exhibit 1 12."Customer" means a natural person twenty-one (21) years of age or over. 13."Delivery" means the commercial transfer of cannabis or cannabis products from a retail cannabis business to a customer up to an amount determined to be authorized by the State of California, or any of its departments or divisions. "Delivery" also includes the use by a retail cannabis business of any technology platform owned, controlled, and/or licensed by the retail cannabis business, or independently licensed by the State of California under the State law (as amended from time to time), that enables anyone to arrange for or facilitate the commercial transfer by a licensed retail cannabis business of cannabis or cannabis products. For the purposes of this article, "delivery" does not include distribution or purchase of cannabis from a licensed cultivator, and cannabis products from a licensed manufacturer, for sale to a licensed cannabis retail business. 14."Delivery employee" means an individual employed by a licensed retail cannabis business who delivers cannabis goods from the permitted retail premises to a customer at a physical address. 15."Display" means cannabis goods that are stored in the licensed retail business during the hours of operation. 16."Distribution" means the procurement, sale, and transport of cannabis or cannabis products between Licensees. 17."Edible cannabis product" means manufactured cannabis that is intended to be used, in whole or in part, for consumption. An edible cannabis product is not considered food as defined by Section 109935 of the California Health and Safety Code or a drug as defined by Section 109925 of the California Health and Safety Code. 18.7ree sample" means any amount of commercial cannabis goods provided to a purchaser of cannabis without cost or payment or exchange of any other thing of value. 19."Labor Peace Agreement" means a legally binding agreement between an employer and a labor organization in which the employer agrees to remain neutral in the event its employees wish to unionize, as described more fully in Business and Professions Code 26001(x), as amended from time to time. 20."License/Licensee" means a license issued by the State and includes both an A- license (Adult-Use) and an M-license (Medicinal), and the holder of such license. 21 ."Manufacturer" means a Licensee that conducts the production, preparation, propagation, or compounding of cannabis or cannabis products either directly or indirectly or by extraction methods, or independently by means of chemical synthesis, or by a combination of extraction and chemical synthesis at a fixed location that packages or repackages cannabis or cannabis products or labels or relabels its container. Ordinance No. NS-XXX Page 8 of 73 City Council 35 — 21 5/3/2022 Exhibit 1 22."Manufacturing" means all aspects of the extraction and/or infusion processes, including processing, preparing, holding, storing, packaging, or labeling of cannabis products. Manufacturing also includes any processing, preparing, propagating, holding, or storing of components and ingredients. 22.5. "Shared Manufacturing" means manufacturers who work in a shared-use facility. Shared-use facilities are places where multiple shared manufacturers engaging in cannabis extraction using butter or cooking oils, infusion, and/or packaging and labeling rotate on a schedule and share space and equipment. All or part of manufacturing premises may be registered as a shared-use facility. 23 "Medicinal cannabis patient" is a person whose physician has recommended the use of cannabis to treat a serious illness, including cancer, anorexia, AIDS, chronic pain, spasticity, glaucoma, arthritis, migraine, or any other illness for which cannabis provides relief. 24. "Microbusiness" means a commercial cannabis business that cultivates cannabis on an area less than ten thousand (10,000) square feet and acts as a licensed distributor, Level 1 manufacturer, and retailer. 25. "Nursery" means a commercial cannabis Licensee that produces only clones, immature plants, seeds, and other agricultural products used specifically for the planting, propagation, and cultivation of cannabis. 26. "Medicinal/medical cannabis" or "Medicinal cannabis product," means cannabis or a product containing cannabis, including, but not limited to, concentrates, and extractions, intended to be sold for use by medicinal cannabis patients in California pursuant to the Compassionate Use Act of 1996, found at Section 11362.5 of the California Health and Safety Code. Medicinal cannabis retail is regulated by this Chapter 49 and Chapter 21 of the Santa Ana Municipal Code. 27. "Outdoor cultivation" means the cultivation of cannabis outside a permanent enclosed building. Outdoor cultivation is prohibited within the City of Santa Ana. 28. "Ownership interest" means an interest held by a person who is an owner as defined by State of California commercial cannabis regulations or who has a financial interest in the commercial cannabis business of twenty (20) percent or more. 29. "Package" and "Packaging" means any container or wrapper that may be used for enclosing or containing any cannabis goods for final retail sale. "Package" and "packaging" does not include a shipping container or outer wrapping used solely for the transport of cannabis goods in bulk quantity to a Licensee. 30."Person" includes any individual, firm, partnership, joint venture, association, corporation, limited liability company, estate, trust, business trust, receiver, syndicate, or any other group or combination acting as a unit, and the plural as well as the singular. Ordinance No. NS-XXX Page 9 of 73 City Council 35 — 22 5/3/2022 Exhibit 1 31."Premises" means the designated structure(s) and land specified in the application that are in possession of and used by the applicant or Licensee to conduct the commercial cannabis activity. 32."Primary Caregiver" has the same meaning as that term is defined in Section 11362.7 of the Health and Safety Code, as amended from time to time. 33."Private Residence" shall have the same definition as that contained in Health and Safety Code section 11362.2(5) and also means a lawfully established structure, suitable for human occupancy as required by section 17922 and 17958 of the California Health and Safety Code. A recreational vehicle does not constitute a lawfully established structure for the purposes of this article. 34."Private security officer" has the same meaning as that term as defined in the State of California Business and Professions Code section 7574.01. 35."Purchase" means obtaining cannabis goods in exchange for consideration. 36."Purchaser" means a person who is engaged in a transaction with a Licensee for purposes of obtaining cannabis goods. 37."Qualified patient" has the same meaning as such term is defined in California Health and Safety Code section 11362.5, as amended from time to time, and means a person whose physician has recommended the use of cannabis to treat a serious illness, including cancer, anorexia, AIDS, chronic pain, spasticity, glaucoma, arthritis, migraine, or any other illness for which cannabis provides relief. 38."Responsible person" means any of the following: a) A person who causes a Code violation to occur. b) A person who maintains or allows a Code violation to continue by way of his or her action or failure to act. c) A person whose agent, employee, or independent contractor causes a Code violation by its failure to act. d) A person who is the owner of, and/or a person who is a lessee or sub lessee with the current right of possession of, real property where property-related Code violation occurs. e) A person who is the on-site manager of a business who normally works daily at the site when the business is open and is responsible for the activities of such premises. 39."Retail business" means a premises where cannabis, cannabis products, or devices for the use of cannabis or cannabis products are offered, either individually or in any Ordinance No. NS-XXX Page 10 of 73 City Council 35 — 23 5/3/2022 Exhibit 1 combination for retail sale, including an establishment that delivers cannabis or cannabis products as part of a retail sale. 39.1 For the purposes of this Chapter, "Consumption lounge" means a facility for the onsite retail sale and consumption or smoking of cannabis or cannabis products that is a licensed premises that is a physical location from which commercial cannabis activities are conducted, as defined by Business and Professions Code Section 26070 as amended from time to time. For the purposes of this definition, "consumption"and "smoking"shall also include inhalation, vaping, and/or ingestion. 39.2 For the purposes of this Chapter, "Temporary Consumption" and "Special Event" shall mean an event that may be single- or multi-day where people can sell and consume cannabis subject to full compliance with local, County, and State licensing requirements. 40."Regulatory Safety Permit (RSP)" means a permit issued by the City pursuant to this article to a commercial cannabis business. 41 ."Sell," "sale," and "to sell" include any transaction whereby, for any consideration, title to cannabis is transferred from one (1) person to another, and includes the delivery of cannabis goods pursuant to an order placed for the purchase of the same and soliciting or receiving an order for the same, but does not include the return of cannabis goods by a Licensee to the Licensee from whom such cannabis goods were purchased. 42."State" means the State of California. 43."Testing Facility" or "Testing Laboratory" defined in the Business and Professions Code section 26001 , as amended from time to time, means a laboratory, facility, or entity in the State that offers or performs tests of cannabis or cannabis products and that is both of the following: a) Accredited by an accrediting body that is independent from all other persons involved in commercial cannabis activity in the State; and, b) Licensed by the Bureau of Cannabis Control. 44."Wholesale" means the sale of cannabis goods to a distributor for resale to one (1) or more retail cannabis businesses. Sec. 40-3. Compliance with state and local licensing requirements. A. Any commercial cannabis business as defined by the State of California and the City of Santa Ana shall operate in conformance with all regulations and standards set forth in this article to assure that the operations of any commercial cannabis business as defined by the State of California and allowed by the City of Santa Ana are in Ordinance No. NS-XXX Page 11 of 73 City Council 35 — 24 5/3/2022 Exhibit 1 compliance with local and State law and are established to mitigate any adverse secondary effects from its operations. B. Commercial cannabis businesses shall be required to obtain a Regulatory Safety Permit (RSP) from the City of Santa Ana and a State license, and shall comply with any applicable State licensing requirements, such as operational standards and locational criteria. C. Co-location of commercial cannabis businesses proposed on any one (1) site shall occur only if authorized by the State and the City of Santa Ana and only if allowed pursuant to the City's Zoning Code. Any commercial cannabis activity not specifically permitted by this article is prohibited. Sec. 40-4. Maximum number of regulatory safety permits for commercial cannabis retail businesses. A. The total number of cannabis retail businesses in operation shall be determined based on the number of locations which have been issued a Regulatory Safety Permit by the City of Santa Ana. In no case shall the City of Santa Ana allow more than thirty-five (35) the-t#ap- e o g commercial cannabis retail businesses to operate within City limits, regardless of the location's compliance with any other Section specified in this article--. B. Until the Waitlist, as specified in Section 40-107.1, is terminated, the maximum number of medicinal cannabis retail businesses, including collectives or cooperatives, is twenty (20). X111 of Chapter 4 8); morlinin�l n�nn�hic rot;;il hi sinosses) Sec. 40-5. Zoning compliance and regulatory safety permit requirements. Commercial cannabis activities are expressly prohibited in all zones in the City of Santa Ana; however, specific commercial cannabis businesses are allowed in the Industrial zoning districts (M-1 , M-2), as specified on the adopted Commercial Cannabis Eligible Areas Map. The allowed current permit types are described in Table 40-5 and the City of Santa Ana's zoning ordinance as a requisite for obtaining a Regulatory Safety Permit. No commercial cannabis business may operate in the City of Santa Ana without a Regulatory Safety Permit. This Land Use Table 40-5 shall be used to determine whether a commercial cannabis business is permitted — "P," or not permitted — 'X." Any commercial cannabis business in the City of Santa Ana shall also operate in compliance with the City's zoning ordinance. Ordinance No. NS-XXX Page 12 of 73 City Council 35 - 25 5/3/2022 Exhibit 1 If a Zoning District is not listed in the Land Use Table in this section then the use is expressly not permitted. 1 City of Santa Ana Municipal Code Table 40-5 Light and Heavy Commercial (M1 and M2) Cannabis I Zoning Districts, Regulatory Business Land Use as Indicated on A4-2 Safety Activities Use Classification the Commercial 7-ane Permit Cannabis Eligible Required Type Areas Map �e rCultivator/NurseryTlndoor only _? Yes Cultivator/Nursery Outdoor or mixed- light X X NA Indoor e" — Type 5A (Cultivation; Indoor; Large) Cultivator/Nursery ems, as defined X P X-P CIA Yes and amended by the State, Perm itted beginning January 1, 2023) Manufacturing (including "shared Manufacturing P Yes manufacturing") Medicinal Retail Retail __t(S^"^""��Chapte P P Yes 4-84 Retail Adult-Use Retail P p Yes Adult-Use and/or Testing Laboratory Medicinal P R Yes Industrial Ordinance No. NS-XXX Page 13 of 73 City Council 35 — 26 5/3/2022 Exhibit 1 Distribution Freight/Transport P �P Yes P-only as part of part a vertically- 9; _2 vertin-ally integrated/co- located business htesated Cultivation/Retail/ in full c in f"" Microbusiness Manufacturing/ conformance Yes Distribution With the rTtb the requirements of requirements of this afd Chapter this-,+tir-Ae ana 48 Chapter8, Consumption Consumption Lounge, as an Lounge ancillary P P Yes component to Retail Sec. 40-6. Location and Separation requirements for all commercial cannabis re businesses. A. Commercial cannabis businesses may only operate within an Industrial zoning district (M-1 , M-2) in accordance with the Commercial Cannabis Areas Map as adopted by resolution of the City Council. B. No commercial cannabis retail business shall be located within five hundred (500)feet of another retail cannabis business, except for permitted co-location. (1 999) foot of aRy, (4) S hnnl (I.!_42) as d-�.P by CeGtOGn 112-6--2 768- of the ueIth and safet! E)de; E)F (2Rarrk; er (3) F=X tiRg ReSidt-QAti.All _;z s in plane nn I ever er�L'�T , foot of �nnthor rot�il nAnnAhic h,iciness ovnont fnr permitted nn_Inn�tinn Sec. 40-7. SepaFat�e -req +Kex4entsfer non-retail Tt�+;�r,nfaGW testing iabeFJtoFye rr•and rlistrihUtign\ r^ rr•e re+i-2l r2nn2hic �-hsinesses Relocation of commercial cannabis retail businesses (medicinal and/or adult-use). Ordinance No. NS-XXX Page 14 of 73 City Council 35 - 27 5/3/2022 Exhibit 1 (a) Relocation of an existing or pending medical marijuana collective, medical marijuana cooperative, and/or adult-use cannabis retail business as defined in this Chapter is permitted within the City of Santa Ana subject to the following: (1) The medical marijuana collective, medical marijuana cooperative, and/or adult-use cannabis retail business must hold a valid RSP, business license, and the appropriate State commercial cannabis license, or be on a selected or eligible list with a pending RSP; (2) The existing RSP holder and existing location must be in good standing, including but not limited to full compliance with all requirements of the Santa Ana Municipal Code, no active code enforcement and/or building safety violations, violations of regulations imposed by the State of California and County of Orange, and have no outstanding business license fees and taxes, except those subject to and performing under a Finance and Management Services Agency approved Payment plan agreement. (3) The proposed new location of the medical marijuana collective, medical marijuana cooperative, and/or adult-use cannabis retail business is in full compliance with the zoning and separation requirements for commercial cannabis retail businesses as outlined in Sections 40-5 and 40-6 of the Santa Ana Municipal Code. (4) The proposed new location of the medical marijuana collective, medical marijuana cooperative, and/or adult-use cannabis retail business must comply with separation requirements of this Chapter except that the proposed new location must also satisfy said separation requirements from any location identified on the Qualified Registration Applicant List ("Waitlist"), as defined in Section 40-107.1 . (b) Every medical marijuana collective, medical marijuana cooperative, and/or adult-use cannabis retail business wishing to relocate shall be required to concurrently: (1) File an application for an RSP and (2) Submit all required construction plans for plan check by the City, subject to the requirements of this Chapter and other applicable chapters of the Santa Ana Municipal Code, and open within 180 days of construction permit issuance. An extension may be issued for a period of time as may be reasonably required to affect upgrades, modifications, repairs, or other property issue mitigations as approved by the Director of Planning and Building or his or her designee. (c) Upon issuance of the RSP for the new location, the previous location's RSP and certificate of occupancy immediately becomes null and void and the location must cease to operate. (d) Within 60 days of issuance of the RSP for the new location, the applicant must provide the City documentation demonstrating that any State-issued commercial cannabis retailer license associated with the previous location has been cancelled, rescinded, or updated to reflect the new location. Ordinance No. NS-XXX Page 15 of 73 City Council 35 — 28 5/3/2022 Exhibit 1 (4,999) foot of anyi (4) 9GhGGI (K 42) As-; dlefi.pedl by CetiGR I 124 � 7GS2 Gf thia HiaA-Tth and Gdeo e tearrk; er (3) F=X tiRgReSdbAti.;31 Z noc in place nn rnb I�Ieyeer�L'�T TT , Sec. 40-8. General provisions for commercial cannabis activities in the City of Santa Ana. 1 . Regulatory Safety Permit Required. (a) Each commercial cannabis business shall obtain a Regulatory Safety Permit (RSP) specific to the business activity or activities defined by the State pertaining to that activity. The only allowed current activity types pursuant to this article are for commercial cannabis retail sales and cultivation, distribution, manufacturing, and testing laboratories/facilities. Co-location is permitted pursuant to Section 40-9. (b) It shall be unlawful for any person, as defined by this ordinance, to engage in, conduct or carry on, in or upon any premises within the City of Santa Ana any commercial cannabis business without a RSP. A commercial cannabis business shall register and obtain a RSP from the City of Santa Ana prior to operation. The RSP applicant shall pay an annual non-refundable application fee in an amount established by the City Council. (c) A copy of the RSP shall be displayed at all times in a place visible to the public. (d) A RSP shall be valid for a period of one (1) year from the date of issuance, unless sooner revoked. No permit granted herein shall confer any vested right to any person or business for more than the above-referenced period. 2. Maintenance of Records and Reporting. All records shall be maintained by the commercial cannabis business for a period of five (5) years and shall be made available by the commercial cannabis business to an authorized City of Santa Ana representative upon request. If they are not produced as requested, the City may seek a search warrant, subpoena, or court order. In addition to all other formats that the commercial cannabis business may maintain, these records shall be stored by the business at the location in a printed format in a fireproof safe or filing cabinet. Any loss, damage or destruction of the records shall be reported to the Police Department within twenty-four (24) hours of the loss, destruction or damage. (a) The business shall obtain and maintain a valid Seller's Permit from the California Department of Tax and Fee Administration (CDTFA). Ordinance No. NS-XXX Page 16 of 73 City Council 35 — 29 5/3/2022 Exhibit 1 (b) Financial records include, but are not limited to: bank statements, sales invoices, receipts, tax records, and all records required by the CDTFA under Title 18 California Code of Regulations section 1968. (c) Personnel records, including each employee's full name, address, phone number, social security, or individual tax payer identification number, date of beginning employment, and date of termination of employment if applicable. (d) Training records, including, but not limited to, the content of the training provided and the names of the employees that received the training. (e) Contracts with other businesses regarding commercial cannabis business activity. (f) Permits, licenses, and other local authorizations to conduct the commercial cannabis business activity. (g) Security records, as outlined in the Operational Standards for All Commercial Cannabis Business Activities. (h) Proof of building ownership or landlord letter acknowledging business type. (i) Proof of insurance. 3. Operational Standards for All Commercial Cannabis Business Activities. (a) The location, interior and exterior, shall be monitored at all times by web-based closed circuit television for security purposes. The camera and recording system must be of adequate quality, color rendition and resolution to allow the ready identification of any individual committing a crime anywhere on or adjacent to the location. The recordings shall be maintained unaltered in a secure location for a period of not less than ninety (90) days. The Police Department may request the recordings in connection with an investigation. (b) All controlled access areas, security rooms and all points of ingress/egress to limited access areas and all point of sale (POS) areas shall have fixed camera coverage capable of identifying activity occurring within a minimum of twenty (20) feet. (c) The surveillance system storage device or cameras shall be transmission control protocol/TCP capable of being accessed through the internet by the police department or their designee on request. (d) If applicable, the applicant shall conduct and pay for any required CEQA reviews and analyses, and pay for all costs, including those of the City, associated with project review under CEQA. (e) Commercial cannabis businesses shall create and maintain an active account within the State's track and trace system prior to commencing any commercial Ordinance No. NS-XXX Page 17 of 73 City Council 35 — 30 5/3/2022 Exhibit 1 cannabis retail activity. In the event of system failure, the business shall keep a hard copy record and transfer the information to the track and trace system within twenty-four (24) hours of the system being available. (f) No physical modification of the licensed premises is allowed without written prior permission by the City of Santa Ana and payment of any additional fees required by the City. (g) Commercial cannabis business businesses shall provide adequate off-street parking and comply with the City of Santa Ana Municipal Code parking requirements in order to service customers without causing negative impact. (h) The commercial cannabis business shall provide adequate disabled access parking per the requirements in the California Building Code. (i) The commercial cannabis business shall minimize nuisances such as trash, litter, and graffiti. 0) Any and all signage, packaging, and facilities shall not be "attractive," as it is defined by the State, to minors. (k) Commercial cannabis business facilities shall be required to provide an air treatment system that ensures off-site odors shall not result from its operations. This requirement at a minimum means that the facility shall be designed to provide sufficient odor absorbing ventilation and exhaust systems so that any odor generated inside the location is not detected outside the building, in any adjacent tenant suites, on adjacent properties or public rights-of-way, or within any other unit located within the same building as the facility if the use occupies only a portion of a building. (I) The commercial cannabis business shall comply with all State regulations regarding: i. Testing, labeling and storage of all cannabis products. ii. Use of appropriate weighing devices. iii. Electrical and plumbing regulations subject to periodic and unannounced inspections to ensure compliance. iv. State deadlines for applying for a State license and receiving a State license within six (6) months after the date the State begins issuing licenses. This may be waived if the State has longer delays in issuing licenses of the type the commercial cannabis business seeks. (m)The commercial cannabis business shall maintain a comprehensive general liability combined single occurrence insurance policy issued by an "A" rated Ordinance No. NS-XXX Page 18 of 73 City Council 35 — 31 5/3/2022 Exhibit 1 insurance carrier in an amount no less than two million dollars ($2,000,000.00), with primary coverage, naming the City of Santa Ana as additional insured. (n) No free samples of any cannabis or cannabis product may be distributed at any time. (o) All agents, private security officers or other persons acting for or employed by a collective shall display a larni.pateGI an identification badge at least two (2) inches by two (2) inches in size, issued by the City. The badge, at a minimum, shall include the employee's first and last name, date of most recent Live Scan, expiration date of Live Scan results after the one-year period, and a color photo of the employee that shows the full front of the employee's face. (p) All private security officers acting for or employed by a commercial cannabis business shall be licensed by the State and issued a security/patrol services business license from the City of Santa Ana. (q) The commercial cannabis business shall have a centrally monitored fire and burglar alarm system which shall include all perimeter entry points and perimeter windows and the building or portion of the building where the business is located shall contain a fireproof safe or fireproof filing cabinet and include a safety and security plan. (r) The commercial cannabis business shall ensure a licensed alarm company operator or one (1) or more of its registered alarm agents installs, maintains, monitors and responds to the alarm system. The alarm company shall obtain a City of Santa Ana business license. (s) The commercial cannabis business shall provide the name and phone number of an on-site staff person to the police department and the Code Enforcement Division of the Planning and Building Agency for notification if there are operational problems with the establishment. (t) The commercial cannabis business must obtain and maintain a valid City business license at all times as a condition for receiving, renewing, and maintaining its regulatory safety permit. (u) Occupancy shall not exceed that required under the Uniform Building Code and Uniform Fire Code, and the maximum occupancy load shall be posted at the main entrance. (v) For any commercial cannabis business with two (2) or more employees, the business owner shall attest that he/she has entered into a labor peace agreement and provide a copy of the agreement to the City. (w)Each commercial cannabis business owner, operator(s) and employees shall complete a criminal background check and wear a visible photo ID at all times Ordinance No. NS-XXX Page 19 of 73 City Council 35 — 32 5/3/2022 Exhibit 1 during operating hours. Owners, operator(s), employees, managers or volunteers may not have been: i. convicted of, or pleaded guilty/no-contest to a felony within the past four (4) years or currently on formal probation or parole; ii. convicted of an infraction or misdemeanor drug charge within the past four (4) years or required to registered as a controlled substance offender pursuant to Health and Safety Code section 1590 as part of their sentence for any other charge(s); iii. an owner or operator of property or a business in which the applicant knew, or should have known, that an unlicensed cannabis location was present within the past four (4) years. If a collective owner(s), operator(s) or employees has a pending criminal infraction, misdemeanor or felony case involving a drug charge, the applicant must provide written documentation from the prosecuting entity of their intent to either prosecute or dismiss the matter. If the prosecuting entity indicates that a pending criminal case involving the applicant is actively being prosecuted, the applicant will not be disqualified; however, their application will be put on hold pending final adjudication of that case. (x) All signage for the commercial cannabis business must comply with Article XI of Chapter 41 of the Santa Ana Municipal Code. (y) Inspections by an authorized City of Santa Ana representative may be conducted anytime during the business's regular business hours. 4. Additional Operational Standards for Adult-Use Cannabis Retail Business. (a) At all times the Adult-Use cannabis retail business is open, it shall provide at least one (1) private security guard who is licensed, possesses a valid Department of Consumer Affairs "security guard card," and has a valid business license from the City of Santa Ana as a security/private patrol service. (b) The private security guard and adult-use retail cannabis business personnel shall monitor the site and the immediate vicinity of the site to ensure that patrons immediately leave the site and do not consume cannabis in the vicinity of the retail business or on the property or in the parking lot. (c) Exterior signage shall comply with Article XI of Chapter 41 of the Santa Ana Municipal Code. Interior signage or advertising may not be visible from the exterior. Retail cannabis businesses must comply with the advertising and marketing provisions of Business and Professions Code §§ 26150-26155. (d) There shall be no on-site sales of alcohol or tobacco products, (excluding rolling papers and lighters) and no on-site consumption of alcohol or tobacco by patrons. Ordinance No. NS-XXX Page 20 of 73 City Council 35 — 33 5/3/2022 Exhibit 1 Food may not be consumed on site, except as permitted by Section 40-8 (10) of this chapter. (e) Hours of operation shall be limited to: 7:00 a.m. to 4Q_.-Qg 11:00 p.m. daily. No licensed retail business shall be open to the public between the hours of 10:-01 11 :01 p.m. and 6:59 a.m. of any day. (f) The Adult-Use cannabis retail business shall notify patrons of the following both verbally and through posting of a sign in a conspicuous location: i. Secondary sale, barter or distribution of adult-use cannabis is a crime and can lead to arrest. ii. That loitering on and around the retail site is prohibited by California Penal Code § 647(e) and that patrons must immediately leave the site and not consume cannabis in the vicinity of the retail site or on the property or in the parking lot. iii. A warning that patrons and/or employees may be subject to prosecution under federal cannabis laws. iv. That the use of cannabis may impair a person's ability to drive a motor vehicle or operate machinery. (g) No one under the age of twenty-one (21) shall be allowed to enter an Adult-Use cannabis facility unless the licensed Adult-Use cannabis facility holds a medicinal use cannabis RSP issued by the City and retail license issued by the State, and the licensed premises for the adult-use cannabis license and medicinal cannabis license are the same in accordance with Business and Professions Code section 26140. (h) If non-cannabis food is distributed, the retail business shall comply with all relevant State laws, County and City ordinances pertaining to the preparation, distribution and sale of food. (i) All Adult-Use cannabis retail businesses shall establish and implement a program to incentivize the recycling of used containers. Failure to establish and implement a program to incentivize the recycling of used containers will result in a violation of the terms of the required commercial cannabis Operating Agreement requiring sustainable building or business practices. 0) Adult-Use cannabis retail businesses shall also record on the video surveillance system point-of-sale areas and areas where cannabis goods are displayed for sale. (k) Adequate signage shall clearly state who has inspected any cannabis product for pesticides, or other regulated contaminants, distributed at this location. Ordinance No. NS-XXX Page 21 of 73 City Council 35 — 34 5/3/2022 Exhibit 1 (1) Shipments of cannabis goods may only be accepted during regular business hours. (m)lnventory shall be secured using a lockable storage system during non-business hours. (n) No cannabis product shall be visible from the exterior of the business. (o) All required labelling shall be maintained on all product, as required by State law, at all times. (p) Educational tours of adult-use retail cannabis businesses shall be allowed. (q) A permitted commercial cannabis retail business shall have one hundred eighty (180) days after construction permit issuance by the City of Santa Ana to operate. A permitted commercial cannabis retail business that ceases to operate for more than ninety (90) calendar days shall be deemed "abandoned" and the permit shall be forfeited. A permitted commercial cannabis business may temporarily suspend operations for a period of time as may be reasonably required to affect upgrades, modifications, repairs, or other property issue mitigations as approved by the Director of Planning and Building or his or her designee. For the purposes of this section, "operate" shall mean that the gross receipts fees charged for the business exceed the fee per square foot calculations by the end of the one hundred eighty (180) day period. A pending commercial cannabis retail business shall be required to concurrently: (1) File an application for an RSP and (2) Submit all required construction plans for plan check by the City by December 31 , 2022, subject to the requirements of this Chapter and other applicable chapters of the Santa Ana Municipal Code, and open within 180 days of construction permit issuance. An extension may be issued for a period of time as may be reasonably required to affect upgrades, modifications, repairs, or other property issue mitigations as approved by the Director of Planning and Building or his or her designee. Failure to a r--p-molete RSP appliGat+e44 satisfy these requirements by that deadline will disqualify the applicant from the RSP Eligibility List and the Waitlist doomed in ci ihcon+inn ��+�. Relocation is permitted pursuant to Section 40-7 of this Chapter. (r)A licensee that is authorized to make retail sales may donate cannabis or cannabis products and the use of equipment in compliance with any State compassionate use, equity, or other similar program in accordance with Section 26071 to the Business and Professions Code. 5. Additional Operational Standards for Commercial Cannabis Retail Delivery Services. (a) Commercial cannabis retail deliveries may be made only from a commercial cannabis retail business permitted by the City in compliance with this article, and in compliance with all State regulations. Ordinance No. NS-XXX Page 22 of 73 City Council 35 — 35 5/3/2022 Exhibit 1 (b) All employees who deliver cannabis shall have valid identification and a copy of the commercial cannabis retail business' Regulatory Safety Permit and State license at all times while making deliveries. (c) All commercial cannabis retail businesses shall maintain proof of vehicle insurance for any and all vehicles being used to transport cannabis goods as required by State law. (d) Deliveries may only take place during normal business hours of the commercial cannabis retail business. (e) During delivery, the delivery employee shall maintain a physical or electronic copy of the delivery request and shall make it available upon request by the licensing authority and law enforcement officers. The delivery request documentation shall comply with State law. (f) A licensed delivery employee shall not leave the State of California while possessing cannabis products. (g) A commercial cannabis retail business shall maintain a list of all deliveries, including the address delivered to, the amount and type of product delivered, and any other information required by the State. (h) A manifest with all information required in this section shall accompany any delivery person at all times during the delivery process and delivery hours. (i) Any delivery method shall be made in compliance with State law, as amended, including use of a vehicle that has a dedicated GPS device for identifying the location of the vehicle (cell phones and tablets are not sufficient). (j) Each delivery request shall have a receipt prepared by the commercial cannabis retail business with the following information: i. Name and address of the commercial cannabis retail business. ii. The name of the employee who delivered the order. iii. The date and time the delivery request was made. iv. The complete delivery addresses. V. A detailed description of the cannabis goods requested for delivery including the weight or volume, or any accurate measure of the amount of cannabis goods requested. vi. The total amount paid for the delivery including any fees or taxes. (k) At the time of the delivery, the date and time delivery was made, and the signature of the person who received the delivery. Ordinance No. NS-XXX Page 23 of 73 City Council 35 — 36 5/3/2022 Exhibit 1 (1) No cannabis delivery vehicle shall display signs, decals or any other form of advertisement with the exception of a maximum four-inch by four-inch decal. (m) Inspections by an authorized City of Santa Ana representative may be conducted anytime during regular business hours. 6. Additional Operational Standards for Commercial Cannabis Testing Facilities or Laboratories. (a) A licensed cannabis testing facility or laboratory business, its owners and employees may not hold an interest in any other cannabis business except another testing laboratory business. (b) Inspections by an authorized City of Santa Ana representative may be conducted anytime during the business's regular business hours. (c) Educational tours of cannabis testing facility/laboratory businesses shall be allowed. 7. Additional Operational Standards for Commercial Cannabis Manufacturing Facilities. (a) A licensed commercial cannabis manufacturing facility may conduct all activities permitted by the State. This includes, but is not limited to: extractions, repackaging and relabeling, infusions and extractions. (b) Any manufacturing that will be conducted by the commercial cannabis business shall be included on the application. No additional manufacturing activity can be conducted without notifying the Executive Director of the Planning and Building Agency or his or her designee, after which a determination will be made if the new activity may commence with or without modification to the RSP or if a new RSP is required. (c) At all times, the commercial cannabis manufacturing facility will be compliant with all State regulations for cannabis manufacturing including Health and Safety Code § 11362.775, as amended from time to time. Signage shall be posted regarding the type(s) of chemicals being used at the manufacturing facility. (d) Cannabis manufacturing facilities shall not contain an exhibition or product sales area or allow for retail distribution of products at that location unless the facility is co-located with an approved commercial cannabis retail business with a RSP. (e) Extraction equipment and extraction process utilizing hydrocarbon solvents shall be located in a room or area dedicated to extraction. (f) All commercial cannabis manufacturing/processing facilities shall comply with any and all applicable safety guidelines adopted by the Orange County Fire Authority, the State of California, and/or the City of Santa Ana for cannabis plant processing and extraction. Ordinance No. NS-XXX Page 24 of 73 City Council 35 — 37 5/3/2022 Exhibit 1 8. Additional Operational Standards for Indoor Commercial Cannabis Cultivation Facilities. (a) There shall be no exterior evidence of cannabis cultivation from a public right-of- way. (b) The Building Official may require additional specific standards to meet the California Building Code and Fire Code, including, but not limited to, installation of fire suppression sprinklers. (c) Compliance with Section 13149 of Water Code as enforced by the State Water Resources Control Board is required. (d) All commercial cannabis cultivation facilities shall comply with any and all applicable safety guidelines adopted by the Orange County Fire Authority, the State of California, and/or the City of Santa Ana for cannabis carbon dioxide enrichment systems. (e) Cannabis cultivation facilities shall not contain an exhibition or product sales area or allow for retail distribution of products at that location unless the facility is co- located with an approved commercial cannabis retail business with a RSP. 9. Additional Operational Standards for Commercial Cannabis Distribution Facilities. (a) Inspections by an authorized City of Santa Ana representative may be conducted anytime during the business's regular business hours. (b) A distributor shall ensure that all cannabis goods stored in compliance with all applicable State regulations to ensure conformance to any and all applicable Track and Trace systems required by the State. (c) Employee breakrooms, eating areas, changing facilities, locker rooms and bathrooms shall be completely separated from the storage areas. 10.Additional Operational Standards for Commercial Cannabis Consumption Lounges. (a) Inspections by an authorized City of Santa Ana representative may be conducted anytime during the business's regular business hours. (b) Consumption lounges are permitted as an ancillary use to a commercial cannabis medicinal or adult-use retail business. (c) Consumption lounges must be on the same site as and physically contiguous to a commercial cannabis retail business. (d) Two (2) parking spaces per 1,000 square feet of gross building square footage shall be provided for any building expansion constructed for a consumption lounge. Ordinance No. NS-XXX Page 25 of 73 City Council 35 — 38 5/3/2022 Exhibit 1 (e) Consumption lounges shall be designed such that a patron need not enter a consumption lounge in order to access a retail-only portion of the facility. There shall be no connection between a consumption lounge and another tenant suite. (f) Medicinal or adult-use cannabis and cannabis products may be sold on the premises of a consumption lounge, subject to the following: i. The operator must hold a valid adult-use and/or medicinal retail business RSP. ii. Products shall be sold for on-site consumption only. Products may not be sold for off-site consumption. All cannabis products purchased and opened at the facility must be smoked or consumed on site and shall not be permitted to leave the facility unless in a resealed package that meets all State guidelines. iii. All products consumed or smoked on premises shall be sold at the consumption lounge. Operators shall not permit patrons to bring their own personal cannabis or cannabis products to the consumption lounge. (g) Cannabis may only be smoked within the indoor portion(s) of a consumption lounge as may be allowable under state law. Outdoor smoking is prohibited. (h) Food may be consumed in the consumption lounge; however, the sale or consumption of alcohol or tobacco products is prohibited. (i) Access to the consumption lounge shall be restricted to persons twenty-one (21) years of age or older, or as allowed by State law. (j) The consumption or smoking of cannabis products shall not be visible from any public place, public right-of-way, or area where minors may be present. If the consumption lounge contains an outdoor area, the outdoor area shall be oriented so as to eliminate visibility from any adjacent public place, public right- of-way, area where minors may be present, or adjacent business, tenant space, or building. (k) Commercial cannabis consumption lounges shall be required to provide an air treatment system that ensures off-site odors shall not result from its operations. The facility shall be designed to provide sufficient odor absorbing ventilation and exhaust systems so that any odor generated inside the location is not detected outside the building, in any adjacent tenant suites, on adjacent properties or public rights-of-way, or within any other unit located within the same building as the facility if the use occupies only a portion of a building. (I) Odor control response. Ordinance No. NS-XXX Page 26 of 73 City Council 35 — 39 5/3/2022 Exhibit 1 i. Within twenty-four (24) hours of any complaint concerning odors emanating from or originating at the facility, the operator shall respond to the complaint in question and shall timely file a written disclosure to the Planning and Building Agency documenting any and all actions taken and planned to address the odor complaint(s). The City, upon determination of the continued existing of detectable odor from the facility may require an operator to submit an implementation plan and/or a performance schedule, above and beyond this written disclosure filed within twenty-four (24) hours, to ensure the employment of measures to control the odor. ii. The Executive Director of the Planning and Building Agency shall have the authority to require an operator of a consumption lounge to amend any implementation plan and/or performance schedule submitted pursuant to this sub-section to cause compliance herewith. iii. Any failure to timely submit a written disclosure, a more detailed implementation plan and/or performance schedule or amendment thereto, to timely adhere to terms of either, or to complete any required improvements within the timeframe specified by the Executive Director of the Planning and Building Agency shall be grounds for revocation of the RSP. iv. Odors from a consumption lounge are identified as a public nuisance pursuant to the Santa Ana Municipal Code. The City may pursue all administrative, civil, and criminal remedies available in relation to any nuisance determined to exist with respect to the operation of a consumption lounge in violation of this sub-section. V. All consumption lounges shall be equipped with point-of-sale or similar equipment to distinguish sales of products made for onsite consumption from sales of retail products for offsite consumption. 11 .Additional Operational Standards for Temporary Consumption and/or Special Events. (a) Inspections by an authorized City of Santa Ana representative may be conducted anytime during the event. (b) Up to six (6) temporary consumption and/or special events are permitted per calendar year as an ancillary use to a commercial cannabis medicinal or adult- use retail business subject to review and approval of a Land Use Certificate (LUC), pursuant to Section 41-675 through 41-677 of the Santa Ana Municipal Code, and verification of any applicable required valid business licenses required pursuant to Chapter 21, Articles XII and XIII of this Code. (c) Once the sixth (6f") LUC application for a temporary consumption and/or special event is received per calendar year, the City shall stop accepting Ordinance No. NS-XXX Page 27 of 73 City Council 35 — 40 5/3/2022 Exhibit 1 additional applications unless an LUC application for a temporary consumption and/or special event is withdrawn or determined by the City to be incomplete. Once six (6)complete LUC applications are accepted, no new LUC applications for a temporary consumption and/or special event may be accepted for the remainder of the calendar year. (d) Applications for temporary consumption and/or special event LUCs must be submitted at least 30 days and no more than 60 days prior to the event date. (e) A single operator shall be permitted to conduct one (1) independent temporary consumption and/or special event LUC approved per calendar year, except that multiple operators may form a single event and file a single application. (f) No more than two (2) temporary consumption and/or special event LUCs shall be approved for any single month. (g) The event shall last no longer than 48 hours and in all cases shall begin no earlier than 8:00 a.m. and end no later than 10:00 p.m. (h) Location. Temporary consumption and/or special events: i. May be on the same site as a commercial cannabis medicinal or adult-use retail business. ii. May be offsite at a private or City-owned facility subject to approval by the operator of a valid adult-use and/or medicinal retail business RSP and by third-party landlord approval, if applicable. (i) Medicinal or adult-use cannabis and cannabis products may be sold on the premises during temporary consumption and/or special events, subject to the following: i. The operator must hold a valid adult-use and/or medicinal retail business RSP. ii. Products shall be sold for on-site consumption only. All cannabis products purchased and opened at the facility must be smoked or consumed on site and shall not be permitted to leave the facility. iii. All products consumed or smoked on premises shall be sold at the facility. Operators shall not permit patrons to bring their own personal cannabis or cannabis products to the event. (j) Cannabis may only be smoked within the enclosed portion(s) of a temporary consumption site as may be allowable under state law, subject to sufficient odor control and ventilation equipment. Open-air smoking is prohibited. Ordinance No. NS-XXX Page 28 of 73 City Council 35 — 41 5/3/2022 Exhibit 1 (k) Food may be consumed; however, the sale or consumption of alcohol or tobacco products is prohibited. (1) Access to the temporary consumption and/or special event shall be restricted to persons twenty-one (21) years of age or older. (m)The consumption or smoking of cannabis products shall not be visible from any Public right-of-way or area where minors may be present. If the temporary consumption and/or special event takes place in an outdoor area, the outdoor area shall be oriented to eliminate visibility from any adjacent public place, Public right-of-way, area where minors may be present, or adjacent business, tenant space, or building, and shall be oriented to minimize odor intrusion onto adjacent tenant spaces and properties. (n) All events shall be required to provide an air treatment system that ensures off- site odors shall not result from its operations. The site shall be designed to provide sufficient odor absorbing ventilation and exhaust systems so that any odor generated inside the location is not detected outside the building, in any adjacent tenant suites, on adjacent properties or public rights-of-way, or within any other unit located within the same building as the facility if the use occupies only a portion of a building. Outdoor smoking, including vaping and the use of other electronic inhalation devices, must take place within ventilated enclosures subject to the satisfaction of the Planning and Building Agency and Orange County Fire Authority. (o) Odor control response. i. Odors from a temporary consumption or special events are identified as a public nuisance pursuant to the Santa Ana Municipal Code. The City may pursue all administrative, civil, and criminal remedies available in relation to any nuisance determined to exist with respect to the operation of a consumption lounge in violation of this Chapter. ii. Upon receipt of any complaint concerning odors emanating from or originating at the temporary consumption and/or special event, the Planning and Building Agency may suspend or revoke the LUC. (p) All temporary consumption or special events shall be equipped with point-of- sale or similar equipment to distinguish sales of products made for onsite consumption from sales of retail products for offsite consumption. Sec. 40-9. Commercial cannabis selection process. 1 . Commercial Cannabis — Registration Application and Regulatory Safety Permit Required. Ordinance No. NS-XXX Page 29 of 73 City Council 35 — 42 5/3/2022 Exhibit 1 a. Existing medicinal cannabis business operators, or those with pending applications for a medicinal RSP, who desire to operate an adult cannabis retail business shall apply for the cannabis Regulatory Safety Permit ("RSP") on or before December 14, 2017. The Director of Planning and Building shall review such application and issue the RSP, without consideration of the merit based point system, so long as they satisfy all other requirements of this Chapter 'tea Chapter49. b. The Regulatory Safety Permit ("RSP") selection process will be conducted in two (2) phases, Phase 1 (Registration Application) and Phase 2 (Regulatory Safety Permit Application). Registration Applications will be reviewed by the Director of Planning and Building or designees(s) for completeness and compliance, and if eligible, will be notified in writing to enterE ^n Q°9�;�ta; f ^ ("RSP") E ility List" ar�eA'ter into the Phase 2 Regulatory Safety Permit Application process. In Phase 2, the City of Santa Ana has established a merit based point system for adult-use commercial cannabis retail businesses to objectively award permits as described in the Regulatory Safety Permit Application. 2. Phase 1 — Registration Application. a. Following the adoption of this article, the Director of Planning and Building shall prepare commercial cannabis business registration application forms and a related administrative policy. Each commercial cannabis business interested in operating pursuant to this article may submit an application together with a non-refundable processing fee in an amount established by the City Council. b. The Registration Application period shall be thirty (30) calendar days from the date the applications are released. Following the application period, the Director of Planning and Building or designee(s) shall stop accepting applications and review all applications received in Phase 1. Each application that is complete and in compliance with the application requirements in Phase 1 shall be plaG8d ^n +"^ "RSPPEliigi i'�Loc+�;a'�notified in writing whether they are a"RSP Eligible Applicant" or not. Each complete and compliant applicant eR the RSPEligibility L+-t may then choose to file an application for a RSP in Phase 2. c. The requirements for Phase 1 include, but are not limited to: i. All application documents required in the City's Phase 1 Registration Application package. ii. Application was submitted during the application period. iii. Application forms are filled out completely. iv. Phase 1 application fee is paid. Ordinance No. NS-XXX Page 30 of 73 City Council 35 — 43 5/3/2022 Exhibit 1 V. A signed statement that the proposed location of the commercial cannabis business on the application meets the zoning criteria established in this article including, but not limited to, any and all sensitive use separation criteria required by this article. vi. Proof of site control for commercial cannabis retail businesses submitting Phase 1 applications on or after July 1, 2018. �nV.4 h b9th f_Q'Y eaGh }cierR MG 6tFate6 G MPIia •GA_Q avTtt,hn minimum Fe9 1IFe eRts (abePo) and be plan nn the RSP Eligibility Lost andtaRtiaF rote trne Phase 2 application ann-c FeVTie-W PFE)GecS. {e-)-(d) The Director of Planning and Building or his or her designee(s) shall review each application upon submission and ensure that the application is complete. Incomplete applications will be promptly rejected and the applicant shall be notified in writing of the deficiencies. The applicant shall be given an opportunity to cure any incomplete or deficient application prior to the conclusion of the application processing term, if such time period is applicable. 3. Phase 2— Regulatory Safety Permit Application. (a) Each complete and compliant applicant i.deptified GR the RSP Eligibility List may choose to complete and file a RSP application to the Director of Planning and Building. The application shall be filed together with a nonrefundable fee as established by resolution of the City Council, to defray the cost of investigation required by this article. (b) The RSP application period shall be open for thirty (30) calendar days and may run concurrently with the Phase 1 review period. Following the RSP application period, the Director of Planning and Building or designee(s) shall stop accepting applications and review all applications received in Phase 2. (c) The Director of Planning and Building or designee(s) will review all application documents required in the City's Phase 2 application package plus the additional requirements in subsection (d) below. The Director of Planning and Building or his or her designee(s) will use a merit based point system to review and rank each of applications from the most to the least points and objectively award the top applicants a RSP. A complete description of the merit based point system and all merit based point considerations shall be included with the application forms. (d) Phase 2 requirements include, but are not limited to: i. All application documents required in the City's Phase 2 RSP application package. Ordinance No. NS-XXX Page 31 of 73 City Council 35 — 44 5/3/2022 Exhibit 1 ii. Phase 2 application fee is paid and a comprehensive background check is completed on all owners, employees, volunteers, managers, security guards, and/or agents. iii. The Building Official or designee has inspected all structures in which the use is located to determine that all applicable standards and requirements are met. If a building permit is required for site improvements, Permit issuance will be deferred until a certificate of occupancy or other building permit approval is issued. Additionally, the Building Official has determined that there are no notices of nuisance or other code compliance issues recorded or on the property. iv. The Planning Manager or designee has issued zoning clearance documenting compliance with the following: a. The use is permitted; b. All land use permits, if any, have been approved and all conditions of approval have been met or are in good standing; and, c. No zoning violations exist on the property. (e) The Director of the Planning and Building Agency or his or her designee(s) shall review each application upon submission and ensure that the application is complete. Incomplete applications will be promptly rejected and the applicant shall be notified that business day of the deficiencies. The applicant shall be given an opportunity to cure any incomplete or deficient application prior to the conclusion of the application processing term, if such time period is applicable. 3.1 Commercial Cannabis — Registration Application and Regulatory Safety Permit for Additional Commercial Cannabis Business Activities on the Same Premises (Co- Location). (a) An existing commercial cannabis business with an RSP may co-locate additional non-retail commercial cannabis business activities (cultivation, distribution, and/or manufacturing) by applying for a new RSP for the additional use(s). The new RSP must meet the all requirements of the Santa Ana Municipal Code except that background checks (live scans) shall only be required for any new staff as outlined in Section 40-8. A single RSP that lists any and all approved cannabis business activity/activities may be renewed annually thereafter. (b) New or pending RSP applicants wishing to co-locate additional non-retail (cultivation, distribution, and/or manufacturing) uses may submit a new RSP for any of the non-retail commercial cannabis business activities. The additional RSP must meet the all requirements of the RSP except that background checks (live scans) shall only be required for any new staff as outlined in Section 40-8. A single Ordinance No. NS-XXX Page 32 of 73 City Council 35 — 45 5/3/2022 Exhibit 1 RSP that lists any and all approved cannabis business activity/activities may be renewed annually thereafter. (c) New commercial cannabis business applicants — co-location. 1. New commercial cannabis retail applicants wishing to co-locate additional non- retail (cultivation, distribution, and/or manufacturing) uses shall submit separate RSPs for the proposed retail activity and another RSP for any of the non-retail (cultivation, distribution, and/or manufacturing) commercial cannabis business activities. Each RSP application will be evaluated independently and must meet any applicable requirements of the RSP as outlined in Sections 40- 8 and 40-9, including, but not limited to, merit evaluation and additional separation requirements for the retail RSP. A single RSP that lists any and all approved cannabis business activity/activities may be renewed annually thereafter. 2. New non-retail commercial cannabis applicants wishing to co-locate additional non-retail (cultivation, distribution, and/or manufacturing) uses may submit a single RSP for the proposed activity or activities. The RSP application must meet any applicable requirements of the RSP as outlined in Sections 40-8 and 40-9. A single RSP that lists any and all approved cannabis business activity/activities may be renewed annually thereafter. 4. Regulatory Safety Permit Annual Renewal. (a) Applications for the renewal of a permit shall be filed with the Director of Planning and Building or designee(s) at least sixty (60) calendar days before the expiration of the current permit. Temporary permits will not be issued. Any permittee allowing their permit to lapse or which permit expired during a suspension shall be required to submit a new application, pay the corresponding original application fees and be subject to all aspects of the selection process. (b) Any person desiring to obtain a renewal of their respective permit shall file a written application under penalty of perjury on the required form with the Director of Planning and Building or his or her designee(s) who will conduct a review. The application shall be accompanied by a nonrefundable filing fee established by the City Council to defray the cost of the review required by this article. An applicant shall be required to update the information contained in their original permit application and provide any new and/or additional information as may be reasonably required by the Director of Planning and Building or designee(s) in order to determine whether said permit should be renewed based on compliance with all applicable provisions of the Santa Ana Municipal Code. (c) Compliance with Section 40-1 (C) to provide for community benefits is required for all commercial cannabis businesses seeking renewal of the RSP. Ordinance No. NS-XXX Page 33 of 73 City Council 35 — 46 5/3/2022 Exhibit 1 5. Appeal of Denial of Regulatory Safety Permit/Denial of RSP Renewal. The Executive Director of the Planning and Building Agencv Gity MaRa o, or his or her designee(s) will review all Regulatory Safety Permit applications and renewal requests, along with all other relevant information, and determine if a RSP should be granted and/or renewed based on compliance with all applicable provisions of the Santa Ana Municipal Code. If the Executive Director of the Planning and Building Agency City M determines that the permit shall not be granted and/or renewed, the reasons for denial shall be provided in writing to the applicant. No such denial shall become effective until the applicant for the regulatory safety permit and/or renewal has been notified in writing by certified mail of the right to appeal the denial decision pursuant to the provisions of Chapter 3 of this Code. If a timely appeal is filed, the denial shall be effective only upon decision of a hearing officer as provided for in Chapter 3 of the Santa Ana Municipal Code. Otherwise, the denial shall become effective after the timely appeal period has passed. The matter may be subject to judicial review under the provisions of California Code of Civil Procedure Sections 1094.5 and 1094.6. Sec. 40-9.1. Non-retail commercial cannabis business (cultivation, manufacturing, distribution, and testing facility/laboratory) selection process. 1. Non-Retail Commercial Cannabis Businesses — Registration Application (Phase 1) and Regulatory Safety Permit (Phase 2) Required. a. Every Non-Retail Commercial Cannabis Business shall apply for the Phase 1 (Registration Application) and Phase 2 (Regulatory Safety Permit Application) in the manner described in Section 40-9, except that the Director of the Planning and Building Agency or his or her designee may accept Phase 1 and Phase 2 applications for a Non-Retail Commercial Cannabis Business concurrently, and shall review such applications and issue the Regulatory Safety Permit Application without consideration of the merit based point system, insofar as the applications satisfy all other requirements of this article and GhapteF 18. b. Applications for a Non-Retail Commercial Cannabis Business shall be accepted during normal City Hall business hours and are not subject to the thirty (30) day Phase 1 or Phase 2 application periods. Sec. 40-9.2. Commercial cannabis consumption lounge selection process. (a) After the adoption of this Ordinance, the Executive Director of the Planning and Building Agency shall prepare application forms and a related administrative policy. Each commercial cannabis retail business interested in operating a consumption lounge pursuant to this article may submit an RSP application together with a non- refundable processing fee in an amount established by the City Council. The Director or his or her designee shall determine whether each RSP application demonstrates compliance with this article as prescribed by Section 40-9 of this Chapter. Each RSP application that is in compliance with this article shall be placed Ordinance No. NS-XXX Page 34 of 73 City Council 35 — 47 5/3/2022 Exhibit 1 on the "Qualified Consumption Lounge Applicant List" and the Director shall notify the applicant in writing that it is a "Qualified Consumption Lounge Applicant." (c) Qualified Consumption Lounge Applicants shall be notified by the City that they may submit any/all required documentation and plan drawings to complete the City's plan check and permitting process to construct a consumption lounge. Upon notification of placement on the Qualified Consumption Lounge Applicant List, applicants shall have 180 days to complete the plan check and construction process, and be issued a certificate of occupancy, unless an extension is granted by the Executive Director of the Planning and Building Agency to resolve required building or site upgrades, modifications, repairs, or other property issue mitigations tied directly to construction of the lounge. Sec. 40-10. Audits - Commercial Cannabis Businesses. Annual audits. No later than September 30 of every year, each licensed commercial cannabis business, except commercial cannabis businesses licensed and operating solely as shared manufacturers, shall be liable to file with the City an independent audit or financial review of its operations of the previous calendar year. Provided, however, that licensed commercial cannabis businesses which operate as microbusiness, or that operate on a vertically or horizontally integrated basis as established in Chapter 21 , Article XI I I of this Code, or that are co-located on shared premises may file a consolidated independent audit or financial review. The form and contents of the document shall be specified by the Executive Director of Finance and Management Services, or his or her designee(s). The Executive Director of Finance and Management Services, or his or her designee(s) may waive this requirement for certain licensed commercial cannabis businesses in accordance with guidelines established by the Finance and Management Services Agency. Sec. 40-11. Inspection and enforcement responsibilities. The Code Enforcement Division of the Planning and Building Agency may enter and inspect the location of any commercial cannabis business between the hours of 7.00 a.m. and 10.00 p.m., or at any reasonable time, to ensure compliance with this article. In addition, any police officer may enter and inspect the location of any commercial cannabis business and the recordings and records maintained as required by this article, except that the inspection and copying of private medical records shall be made available to the police department only pursuant to a properly executed search warrant, subpoena, or court order. It is unlawful for any owner, responsible person, landlord, lessee, member including, but not limited to, a member engaged in the management), or any other person having any responsibility over the operation of the commercial cannabis business to refuse to allow, impede, obstruct or interfere with an inspection, review or copying of records and closed-circuit monitoring authorized and required under this article, including, Ordinance No. NS-XXX Page 35 of 73 City Council 35 — 48 5/3/2022 Exhibit 1 but not limited to, the concealment, destruction, and falsification of any recordings, records, or monitoring. Sec. 40-12. Violation and enforcement. 1 . Violation/enforcement. Each and every violation of this article shall constitute a separate violation and shall be subject to all remedies and enforcement measures authorized by this Code. Additionally, as a nuisance per se, any violation of this article shall be subject to injunctive relief, revocation of the commercial cannabis business Regulatory Safety Permit, revocation of the certificate of occupancy for the location, disgorgement and payment to the City of any and all monies unlawfully obtained, costs of abatement, costs of investigation, attorney fees, and any other relief or remedy available at law or equity. The City may also pursue any and all remedies and actions available and applicable under local and State laws for any violations committed by the commercial cannabis business and persons related or associated with the business. 2. Suspension or revocation. When an authorized City of Santa Ana representative finds that any person holding a Regulatory Safety Permit under the provisions of Chapter 40 has violated the provisions of this chapter or is found guilty of conduct which would form the basis of denial of the Regulatory Safety Permit as set forth in A,R��' this Chapter 44�, s/he may revoke or suspend the permit. No such revocation shall become effective until the Regulatory Safety Permit holder has been notified in writing by certified mail of the right to appeal the revocation decision pursuant to the provisions or Chapter 3 of this Code. If a timely appeal is filed, the revocation shall be effective only upon decision of a hearing officer as provided for in Chapter 3 of the Santa Ana Municipal Code. Otherwise, the revocation shall become effective after the timely appeal period has passed. 3. State License Suspension/Revocation. Revocation or suspension of a Licensee's State issued commercial cannabis business permit or license by the State shall constitute a violation of this article and result in revocation of the Licensee's RSP. Sec. 40-13. Transfer of ownership. 1. Upon the transfer of any interest in a commercial cannabis business, the Regulatory Safety Permit shall be null and void. Any person, firm or entity desiring to own and operate the commercial cannabis business shall make a new Regulatory Safety Permit application. Prior to or concurrent with the submission of said application the transferee shall obtain all required business licenses, post all required security deposits, acquire all necessary, certificates, permits or other licenses allowing the doing of any act which the person paying or holding the same would not otherwise be entitled to do; and any permit, license, variance or other instrument of approval or evidence that any conditions exist as required by any other section of this Code or by any statute or code provisions of the state must first be obtained or complied with Ordinance No. NS-XXX Page 36 of 73 City Council 35 — 49 5/3/2022 Exhibit 1 before the doing of any act or thing for which it is required. A fee as established by resolution of the City Council shall be payable for each such application involving transfer of any interest in an existing commercial cannabis retail business. The provisions of this section shall apply to any person, firm, or entity applying for a Regulatory Safety Permit for premises previously used as such establishment. 2. Any such transfer of any interest in an existing commercial cannabis business or any application for an extension or expansion of the building or other place of business of the commercial cannabis retail business shall require inspection and compliance with section 40-11 of this article. 3. The owner or operator of a commercial cannabis business shall be responsible for notifying the City of any intention to rename, change management, or convey the business to another person/entity. Notification to the City must be made a minimum of sixty (60) days prior to such transfer. Sec. 40-14. Limitations on the city's liability. To the fullest extent permitted by law, the City shall not assume any liability whatsoever, with respect to approving any Regulatory Safety Permits pursuant to this article or the operation of any commercial cannabis business approved pursuant to this chapter. As a condition of approval of a Regulatory Safety Permit as provided in this chapter, the applicant or its legal representative shall: 1. Execute an agreement indemnifying the City from any claims, damages, injuries or liabilities of any kind associated with the registration or operation of the commercial cannabis business or the prosecution of the applicant or business or its members for violation of federal or State laws; 2. Maintain insurance in the amounts and types that are acceptable to the City Attorney or his or her designee; 3. Name the City as an additionally insured on all City required insurance policies; 4. Agree to defend, at its sole expense, any action against the City, its agents, officers, and employees related to the approval of a Regulatory Safety Permit; and, 5. Agree to indemnify and reimburse the City for any court costs and attorney fees that the City may be required to pay as a result of any legal challenge related to this ordinance and/or the City's approval of a Regulatory Safety Permit. The City may, at its sole discretion, participate at its own expense in the defense of any such action, but such participation shall not relieve the operator of its obligation hereunder. Sec. 40-15. Fees and taxes. All commercial cannabis businesses shall pay applicable fees and taxes, which shall include one (1) or more of the following: Ordinance No. NS-XXX Page 37 of 73 City Council 35 — 50 5/3/2022 Exhibit 1 1. Application Fees. The business owner shall submit a non-refundable fee to cover the cost of processing an application for the commercial cannabis business. These fees may be divided into two (2) fees according to Registration Application Fee (Phase 1) and RSP Application Fee (Phase 2). 2. Regulatory Safety Permit Renewal Fees. The business owner shall submit a non- refundable fee to cover the cost of processing an application renewal annually. 3. Business License Taxes. The business owner shall at all times maintain a current and valid City of Santa Ana business license and shall pay all business license taxes, deposits, charges, fees, deficiencies, penalties, interest, and other associated assessments as may be required pursuant to ordinances of the City of Santa Ana and/or the Santa Ana Municipal Code. 4. Operating Agreement Fees. 5. Additional cannabis-specific gross receipts, excise taxes, or other municipal tax approved by the voters of the City of Santa Ana. 6. All required state taxes including sales and use taxes, business/franchise or income taxes, payroll taxes, etc. 7. All required federal taxes. Section 7. Article XIII of Chapter 18 of the Santa Ana Municipal Code (Medicinal Marijuana Collectives/Cooperatives) is hereby deleted in its entirety, renamed "Reserved," and re-adopted and amended as Article II of Chapter 40 of the Santa Ana Municipal Code to read as "Regulation of Commercial Cannabis Medicinal Retail Activities" as follows: ARTICLE II. — REGULATION OF COMMERCIAL CANNABIS MEDICINAL RETAIL ACTIVITIES Sec. 40-100. Purposes and intent. It is the purpose and intent of this article to regulate the collective distribution of medical marijuana in order to ensure the health, safety and welfare of the residents of the City of Santa Ana. The regulations in this article, in compliance with the Compassionate Use Act, the Medical Marijuana Program Act, and the California Health and Safety Code (collectively referred to as "State Law")do not interfere with a patient's right to use medical marijuana as authorized under State Law, nor do they criminalize the possession or cultivation of medical marijuana by specifically defined classifications of persons, as authorized under State Law. Under State Law, only qualified patients, persons with identification cards, and primary caregivers may cultivate medical marijuana collectively. Medical marijuana collectives shall comply with all provisions of the Santa Ana Municipal Code ("Code"), State Law, the 2008 California Attorney General Guidelines for the Security and Non-Diversion of Marijuana Grown for Medical Use, and all other applicable Ordinance No. NS-XXX Page 38 of 73 City Council 35 — 51 5/3/2022 Exhibit 1 local and state laws. Nothing in this article purports to permit activities that are otherwise illegal under state or local law. Sec. 40-101. Definitions. (a) "Cultivation" and/or "Cultivate" shall mean the planting, growing, harvesting, drying, curing, grading or trimming of one (1) or more marijuana plants or any part thereof, as set forth in Business and Professions Code § 26001(1) as amended from time to time. (b) "Medical marijuana collective" or "cooperative" or "collective" means any facility otherwise known as a commercial cannabis medicinal retail or retailer, or location where medical marijuana is made available and/or distributed by or to one (1) or more of the following: a primary caregiver, a qualified patient or a person with an identification card in strict accordance with California Health and Safety Code § 11362.5 et seq., as sometimes amended. This term shall include any legal form of business recognized in the State of California. A "medical marijuana collective" shall not include the following uses, as long as the location of such uses are otherwise regulated by this Code or applicable law: a clinic licensed pursuant to Chapter 1 of Division 2 of the Health and Safety Code, a health care facility licensed pursuant to Chapter 2 of Division 2 of the Health and Safety Code, a residential care facility for persons with chronic life-threatening illness licensed pursuant to Chapter 3.01 of Division 2 of the Health and Safety Code, a residential care facility for the elderly licensed pursuant to Chapter 3.2 of Division 2 of the Health and Safety Code, a residential hospice or a home health agency licensed pursuant to Chapter 8 of Division 2 of the Health and Safety Code, as long as such use complies strictly with applicable law including, but not limited to, Health and Safety Code Section 11362.5 et seq. (c) "Identification card" shall have the same definition as that contained in Health and Safety Code § 11362.7 et seq., as sometimes amended. (d) "Manager" means any person responsible for the establishment, organization, supervision, or oversight of the operation of a Collective, including, but not limited to, members who perform the functions of president, vice-president, director, operating officer, financial officer, secretary, or treasurer. Ability to control one (1) or more of the following functions shall be prima facie evidence that such person is a manager: (1) To hire, select, or separate employees or staff, including volunteers; (2) To acquire facilities, furniture, equipment or supplies other than occasional replenishment of stock; (3) To disburse funds of the business other than occasional expenditures for replenishment of stock; or Ordinance No. NS-XXX Page 39 of 73 City Council 35 — 52 5/3/2022 Exhibit 1 (4) To make, or participate in making, policy decisions relative to the operations of the business. (e) "Marijuana" shall have the same definition as that contained in Health and Safety Code § 11018 as sometimes amended. (f) "Medical marijuana" shall have the same definition as that contained in Health and Safety Code § 11362.5 et seq., as sometimes amended. (g) "Primary caregiver" shall have the same definition as that contained in Health and Safety Code §§ 11362.5 and 11362.7, as sometimes amended. (h) "Qualified patient" shall have the same definition as that contained in Health and Safety Code § 11362.5 as sometimes amended. (i) "Private Residence" shall have the same definition as that contained in Health and Safety Code §§ 11362.2(5) and 17922. A recreational vehicle does not constitute a lawfully established structure for the purposes of this article. (j) "Premises" means a single, legal parcel of property. Where contiguous legal parcels under common ownership or control, such contiguous legal parcels shall constitute a single "premises" for purposes of this chapter. (k) "Parcel" means property assigned a separate parcel number by the Orange County Assessor. (1) "Marijuana Products" shall have the same definition as that contained in Health and Safety Code § 11018.1. (m)"Marijuana Accessories" shall have the same definition as that contained in Health and Safety Code § 11018.2. (n) "Personal Cultivation" shall mean the planting, growing, harvesting, drying, curing, grading or trimming of marijuana plants for personal use within a private residence or accessory structure to a private residence. (o) "Commercial Cultivation" shall mean the planting, growing, harvesting, drying, curing, grading or trimming of marijuana plants in any structure other than a private residence. (p) "Outdoor Cultivation" shall mean the planting, cultivating, growing, harvesting, drying, curing, grading or trimming of marijuana plants in any location within the City of Santa Ana that is not within a fully enclosed and secure structure. (q) "Fully enclosed and secure structure" means a space within a building, greenhouse or other structure which has a complete roof enclosure supported by connecting walls extending from the ground to the roof, which is secure against Ordinance No. NS-XXX Page 40 of 73 City Council 35 — 53 5/3/2022 Exhibit 1 unauthorized entry, provides complete visual screening, and which is accessible only through one (1) or more lockable doors. (r) "Delivery" means the commercial transfer of medical cannabis or medical cannabis products from a dispensary, up to an amount determined to be authorized by the State of California, or any of its departments or divisions, to qualified patients and their caregivers. "Delivery" also includes the use by a dispensary of any technology platform owned, controlled, and/or licensed by the dispensary, or independently licensed by the State of California under the State law (as amended from time to time), that enables anyone to arrange for or facilitate the commercial transfer by a licensed dispensary of medical cannabis or medical cannabis products. For the purposes of this article, "delivery" does not include distribution or purchase of cannabis from a licensed cultivator, and cannabis products from a licensed manufacturer, for sale to a licensed dispensary or a wholesale establishment. (s) "Dispensary" means a premises where medical cannabis or medical cannabis products, or devices for the use of medical cannabis or medical cannabis products are offered, either individually or in any combination, for retail sale, including an establishment that delivers, pursuant to Business and Professions Code § 19340, medical cannabis and medical cannabis products as part of a retail sale. (t) "Responsible person" means any of the following: (1) A person who causes a Code violation to occur. (2) A person who maintains or allows a Code violation to continue, by his or her action or failure to act. (3) A person whose agent, employee, or independent contractor causes a Code violation by its action or failure to act. (4) A person who is the owner of, and/or a person who is a lessee or sub lessee with the current right of possession of, real property where a property-related Code violation occurs. (5) A person who is the on-site manager of a business who normally works daily at the site when the business is open and is responsible for the activities of such premises. For the purposes of this section "person" includes a natural person or legal entity, and the owners, majority stockholders, corporate officers, trustees, and general partners of a legal entity. (u) "Distribution" means the procurement, sale and transport of cannabis and cannabis products between entities licensed pursuant to the Medicinal and Adult- Ordinance No. NS-XXX Page 41 of 73 City Council 35 — 54 5/3/2022 Exhibit 1 Use of Cannabis Regulation and Safety Act, and any subsequent State of California legislation regarding the same. (v) "Testing Facility" or "Testing Laboratory" defined in the Business and Professions Code § 26001, as amended from time to time, means a laboratory, facility, or entity in the State that offers or performs tests of cannabis or cannabis products and that is both of the following: (1) Accredited by an accrediting body that is independent from all other persons involved in commercial cannabis activity in the State; and, (2) Licensed by the Bureau of Cannabis Control. Sec. 40-102. Scope of article. The operating standards established in this article apply to any site, facility, location, use, cooperative or business currently operating in the City of Santa Ana, or which commences operations after the effective date of this article, that distributes, dispenses, stores, sells, exchanges, processes, delivers, or gives away, medical marijuana to qualified patients, health care providers, patients' primary caregivers, or physicians, pursuant to Health & Safety Code § 11362.5 (adopted as Proposition 215, the "Compassionate Use Act of 1996") or any state regulations adopted in furtherance thereof. Any collective in the City of Santa Ana shall operate in conformance with the operating standards set forth in section 12 C512 40-103 of this Code to assure that the operations of the collective are in compliance with California law and to mitigate the adverse secondary effects from operations of dispensaries. Sec. 40-103. Operating Standards. (a) At all times the collective is open, a collective shall provide at least one (1) security guard who is licensed as a security/private patrol service, possesses a valid department of consumer affairs "security guard card", and has a valid Santa Ana Business License. In the event that the security guard is employed by an outside security guard company; such security guard company shall maintain a valid Santa Ana Business License as a security/private patrol service. (b) The security guard and collective personnel shall monitor the site and the immediate vicinity of the site to assure that patrons immediately leave the site and not consume medical marijuana in the vicinity of the collective or on the property or in the parking lot-, except as permitted by Section 40-8 (10) of the Santa Ana Municipal Code. (c) Exterior signage shall comply with Article XI of Chapter 41. Interior signage or advertising may not be visible from the exterior. Collectives and dispensaries must comply with the advertising and marketing provisions of Business and Professions Code §§ 26150-26155. (d) No recommendations from a doctor for medical marijuana shall be issued on-site. Ordinance No. NS-XXX Page 42 of 73 City Council 35 — 55 5/3/2022 Exhibit 1 (e) There shall be no on-site sales of alcohol or tobacco products, and no on-site consumption of alcohol, tobacco or marijuana by patrons. Food may not be consumed on site, except as permitted by Section 40-8 (10) of the Santa Ana Municipal Code. (f) Hours of operation shall be limited to: 7:00 a.m. to 11:00 p.m. daily. No licensed dispensary/collective shall be open to the public between the hours of 11 :01 p.m. and 6:59 a.m. of any day. (g) The property shall provide an air treatment system with sufficient odor absorbing ventilation and exhaust systems so that odor generated inside the location is not detected outside the building, anywhere on adjacent property or public rights-of-way, or within any other unit located within the same building as the collective if the use only occupies a portion of a building. (h) A collective shall only dispense medical marijuana to qualified patients and their caregivers as defined by California Health and Safety Code § 11362.5 (Proposition 215). This shall include possession of an original valid doctor's recommendation, not more than one (1) year old, for medical marijuana use by the patient. (i) A collective shall notify patrons of the following through posting of a sign in a conspicuous location: (1) Use of medical marijuana shall be limited to the patient identified on the doctor's recommendation. Secondary sale, barter or distribution of medical marijuana is a crime and can lead to arrest. (2) That loitering on and around the collective site is prohibited by California Penal Code § 647(e) and that patrons must immediately leave the site and not consume medical marijuana in the vicinity of the collective or on the property or in the parking lot. (3) Forgery of medical documents is a felony crime. (4) A warning that patrons may be subject to prosecution under federal marijuana laws. (5) That the use of medical marijuana may impair a person's ability to drive a motor vehicle or operate machinery. (j) A collective shall not provide marijuana to any individual in an amount not consistent with personal medical use. (k) All agents, private security officers or other persons acting for or employed by a collective shall display a lamipate an identification badge at least two (2) inches by two (2) inches in size, issued by the City. The badge, at a minimum, shall include the employee's first and last name, date of most recent Live Scan, expiration date Ordinance No. NS-XXX Page 43 of 73 City Council 35 — 56 5/3/2022 Exhibit 1 of Live Scan results after the one-year period, and a color photo of the employee that shows the full front of the employee's face. (1) No one under eighteen (18) years of age shall be permitted to enter establishment, unless such person is a qualified patient and is accompanied by his or her primary caregiver, licensed attending physician, parent(s) or documented legal guardian. (m) A collective shall provide the name and phone number of an on-site staff person to the police department and the code enforcement division of the planning and building agency for notification if there are operational problems with the establishment. (n) Each collective/cooperative owner, operator(s) and employees shall complete a criminal background check and wear a visible photo ID at all times during operating hours. Owners, operator(s), employees, managers or volunteers may not have been: i. convicted of, or pleaded guilty/no-contest to a felony within the past four (4) years or currently on formal probation or parole; ii. convicted of an infraction or misdemeanor drug charge within the past four (4) years or required to registered as a controlled substance offender pursuant to Health and Safety Code section 1590 as part of their sentence for any other charge(s); iii. an owner or operator of property or a business in which the applicant knew, or should have known, that an unlicensed cannabis location was present within the past four (4) years. If a collective owner(s), operator(s) or employees has a pending criminal infraction, misdemeanor or felony case involving a drug charge, the applicant must provide written documentation from the prosecuting entity of their intent to either prosecute or dismiss the matter. If the prosecuting entity indicates that a pending criminal case involving the applicant is actively being prosecuted, the applicant will not be disqualified, however, their application will be put on hold pending final adjudication of that case. (o) Marijuana shall not be grown or cultivated at collective sites, except that cuttings of the marijuana plant may be kept or maintained on-site for distribution to qualified patients and primary caregivers as follows: (1) The cuttings shall not be utilized by a collective as a source for the provision of marijuana for consumption on-site, however, upon provision to a qualified patient or primary caregiver, that person may use the cuttings to cultivate marijuana plants off-site for their own use and they may also return marijuana from the resulting mature plant for distribution by the collective. Ordinance No. NS-XXX Page 44 of 73 City Council 35 — 57 5/3/2022 Exhibit 1 (2) For the purposes of this paragraph, the term "cutting" shall mean a rootless piece cut from a marijuana plant, which is no more than six (6) inches in length, and which can be used to grow another plant in a different location. (p) A collective shall comply with applicable provisions of the California Health and Safety Code §§ 11362.5 through 11362.83, inclusive. (q) If food is distributed, the collective shall comply with all relevant state laws and city and/or county ordinances pertaining to the preparation, distribution and sale of food. (r) The location, interior and exterior, shall be monitored at all times by web-based closed-circuit television for security purposes. The camera and recording system must be of adequate quality, color rendition and resolution to allow the ready identification of any individual committing a crime anywhere on or adjacent to the location. The recordings shall be maintained for a period of not less than ninety (90) days. The police department may request the recordings in connection with an investigation. (s) The location shall have a centrally monitored fire and burglar alarm system which shall include all perimeter entry points and perimeter windows and the building or the portion of the building where the collective is located shall contain a fireproof safe or fireproof filing cabinet and include a safety and security plan. (t) Reserved. (u) Reserved. (v) If the collective operator is not the owner of the property where the collective is to operate, the operator shall provide evidence that the property owner(s) consent to the operation of a collective on the property. (w) Collectives must obtain and maintain a valid city business license at all times as a condition for receiving, renewing, and maintaining their regulatory safety permit. (x) Occupancy shall not exceed that required under the Uniform Building Code and Uniform Fire Code, and the maximum occupancy load shall be posted at the main entrance. Sec. 40-104. Reserved. Sec. 40-105. Zones permitted. ('`GIl Medicinal cannabis retail business permitted zones. ",tee—c�ect+bshall nr.ea V.4ithiR A- R-9-SiGGR�tiaI (R 'I D 2 D �[� RE, GR) Zeno PFEA96,60AR'@1 (P) Z , o DeVeIG�meR� eGifin PaR (SP) er AgFOG611tural ) zeRe. A Gell e Medicinal Ordinance No. NS-XXX Page 45 of 73 City Council 35 — 58 5/3/2022 Exhibit 1 cannabis retail business may only operate in an Industrial zone (M-1 , M-2) in accordance with this Section 40-6 in Article I of this Chapter. Sec. 40-106. Separation requirements between medicinal cannabis retailers. (a) No medicinal cannabis retailer shall be located within five hundred (500) feet of another medicinal cannabis retailer/medical marijuana collective or cooperative niithiA nno the nrl (4,000) foot of any• /�\ Cnhnnl t2Ra*-. (3) ewe t+a ZGR8. Sec. 40-107.1 Cooperative/collective registration required. (a) `thin 30 days-afteF the-adGPt+en of this Ghapt^ the The Director of Planning and Building shall prepare Cooperative/Collective registration application forms and a related administrative policy. Each collective interested in operating pursuant to this article may submit an application together with a non-refundable processing fee in an amount established by the City Council. Within 60 days after the adoption of this article, the Director shall stop accepting applications and process all applications received. (b) The Director or his or her designee shall determine whether each application demonstrates compliance with this article. Each application that is in compliance with this article shall be placed on the "Qualified Registration Applicant List" and the Director shall notify the applicant in writing that it is a "Qualified Registration Applicant." (c) Once all applications are processed, the Director shall hold an independent selection process ("lottery") in an open and public location and select 20 applications. The 20 applications chosen through the independent selection process (lottery) will be placed on the "Regulatory Safety Permit ("RSP") Eligibility List." Each applicant on the RSP Eligibility List may then choose to file an application for a RSP pursuant to section 40- 107.2. All Aapplicants identified on the RSP Eligibility List following the February 5, 2015 independent selection process (lottery) Est Submita-r--empleted RSP thap August 5, 29169 shall be required to concurrently: (1) File an application for an RSP and (2) Submit all required construction plans for plan check by the City by December 31, 2022, subject to the requirements of this Chapter and other applicable chapters of the Santa Ana Municipal Code, and open within 180 days of construction permit issuance. An extension may be issued for a period of time as may be reasonably required to affect upgrades, modifications, repairs, or other property issue mitigations as approved by the Director of Planning and Building or his or her designee. Failure to submit pleted RSP appl+Eat+ea satisfy these requirements Ordinance No. NS-XXX Page 46 of 73 City Council 35 - 59 5/3/2022 Exhibit 1 by that deadline will disqualify the applicant from the RSP Eligibility List and the Waitlist described in subsection (d). Relocation is permitted pursuant to Section 40-7 of this Chapter. (d) Qualified Registration Applicants will appear on the "Qualified Registration Applicant List" in the order that they are selected during the independent selection process (lottery). This list is the Waitlist. The Waitlist will become active if (1) an applicant on the RSP Eligibility List is disqualified from that List; (2) a location appearing on the RSP Eligibility List becomes available; or (3) a location not appearing on the RSP eligibility list becomes available. A Qualified Registration Applicant's ability to move from the Waitlist to the RSP Eligibility List is determined by the applicant's proposed medical marijuana collective location and the applicant's position on the Waitlist. (e) A Qualified Registration Applicant that moves from the Waitlist to the RSP Eligibility List must submit a completed RSP application within three (3) months following issuance of a written notice advising the applicant of that opportunity. Failure to submit a completed RSP application by that deadline will disqualify the applicant from the RSP Eligibility List and the Waitlist. (f) The Director shall maintain the Waitlist and update it on an annual basis. A Qualified Registration Applicant on that Waitlist must submit a written request each year to maintain its status on the waitlist. The DiT8Efer '"'�riay--pla^e new appliGaRto „R the \A/Aitlict in the order in yVhinh the neyV r19gistratieR appliGatinnc are reneiVed (g) Upon the effective date of this Ordinance on July 1, 2022, the City shall terminate the Waitlist by providing written notice to all individuals and/or entities on the Waitlist at least 180 calendar days in advance of the Waitlist's termination. The notice shall contain details about each individual's and/or entity's position on the Waitlist and information about any upcoming applications being accepted for new commercial cannabis adult-use or medicinal retail selection processes as per the process outlined in Section 40-9, subject to the processes and procedures promulgated in Article I of this Chapter. No new medicinal retail applications shall be accepted following termination of the Waitlist. (h) In no event shall the City begin accepting applications for new commercial cannabis retail businesses before the 180-day written notification to all affected individuals and/or entities on the Waitlist. (i) Upon termination of the Waitlist, any operating adult-use commercial cannabis retailer with a valid RSP may also sell medicinal retail cannabis in full accordance with any State licensing requirements. (j) Relocation of an existing and licensed medical marijuana collective or medical marijuana cooperative as defined in Article 11 of this Chapter that is operating in full compliance with the provisions of this Article is permitted subject to Section 40-7 in Article I of Chapter 40 of the Santa Ana Municipal Code. Ordinance No. NS-XXX Page 47 of 73 City Council 35 — 60 5/3/2022 Exhibit 1 Sec. 40-107.2. Medical marijuana collective—Regulatory permit application process. (a) Any medical marijuana collective desiring a regulatory safety permit required by this article shall, prior to initiating operations and after receiving notice of its successful registration under section 40-107.1 as being on the RSP eligibility list, must complete and file a regulatory safety permit application to the director of the planning and building agency or designee on a form supplied by the planning and building agency. The application shall be filed together with a nonrefundable fee as established by resolution of the city council, to defray the cost of investigation required by this article. The application shall contain all of the following: (1) The address of the property where the proposed medical marijuana collective(s) will operate; (2) A site plan describing the property with fully dimensioned interior and exterior floor plans including electrical, mechanical, plumbing, and disabled access compliance pursuant to Title 24 of the State of California Code of Regulations and the federally mandated Americans with Disabilities Act; (3) Exterior photographs of the entrance(s), exits(s), street frontage(s), parking, front, rear and side(s) of the proposed property; (4) Photographs depicting the entire interior of the proposed property; (5) If the property is being rented or leased or is being purchased under contract, a copy of such lease or contract; (6) If the property is being rented or leased, written proof that the property owner, and landlord if applicable, were given notice that the property will be used as a medical marijuana collective, and that the property owner, and landlord if applicable, agree(s) to said operations; (7) The name, address, telephone number, title and function(s) of each manager, employee, volunteer, etc.; (8) For each manager, employee, volunteer, a fully legible copy of one (1) valid government issued form of photo identification, such as state driver's license or identification card; (9) If the medical marijuana collective is a corporation, a certified copy of the collective's secretary of state articles of incorporation, certificate(s) of amendment, statement(s) of information and a copy of the collective's bylaws; (10) If the medical marijuana collective is an unincorporated association, a copy of the articles of association; Ordinance No. NS-XXX Page 48 of 73 City Council 35 — 61 5/3/2022 Exhibit 1 (11) The name and address of the applicant's current agent for service of process; (12) A copy of the applicant's board of equalization seller's permit; (13) A copy of the medical marijuana collective operating standards, listed in section 40-103, containing a statement dated and signed by the responsible party on-site stating under penalty of perjury, that they read, understand and shall ensure compliance with the aforementioned operating standards. (b) The director of the planning and building agency or designee shall have sixty (60) calendar days in which to investigate the application and background of the applicant. The department of building safety and housing, the fire department and the Orange County Health Department shall inspect the premises proposed to be devoted to the collective establishment and shall make separate recommendations to the director of the planning and building agency or designee or designee concerning compliance with the foregoing provisions. (c) The director of the planning and building agency or designee, after receiving the application and aforementioned recommendations, shall grant the permit if s/he finds: (1) The required fee has been paid. (2) The application conforms in all respects to the provisions of this article. (3) The applicant has not knowingly made a material misrepresentation in the application. (4) The applicant has fully cooperated in the investigation of the application. (5) The applicant has not had a regulatory safety permit or other similar license or permit denied or revoked for cause by this city or any other city located in or out of this state within the five (5) years prior to the date of application. (6) The collective as proposed by the applicant would comply with all applicable laws including, but not limited to, health, zoning, fire and safety requirements. (7) The applicant has demonstrated compliance with the California Department of Justice, Office of the Attorney General, "Guidelines for the Security and Non- Diversion of Marijuana Grown for Medical Use" standards. (d) Failure of an applicant listed on the RSP eligibility list to obtain a certificate of occupancy within six (6) months of submitting a completed RSP application will result in disqualification from the RSP eligibility list and waitlist. This sub-section applies to RSP applications submitted after April 5, 2016. Sec. 40-107.3. Medical marijuana collective—Regulatory permit annual renewal. Ordinance No. NS-XXX Page 49 of 73 City Council 35 — 62 5/3/2022 Exhibit 1 (a) Applications for the renewal of a permit shall be filed with the director of the planning and building agency or designee at least sixty (60) calendar days before the expiration of the current permit. Temporary permits will not be issued. Any permittee allowing his or her permit to lapse or which permit expired during a suspension shall be required to submit a new registration application and pay the corresponding original application fees. (b) Any person desiring to obtain a renewal of his/her respective permit shall file a written application under penalty of perjury on the required form with the chief of police who shall conduct an investigation. The application shall be accompanied by a nonrefundable filing fee established by separate resolution of the city council to help defray the cost of the investigation required by this article. An applicant shall be required to update the information contained in his/her original permit application and provide any new and/or additional information as may be reasonably required by the director of the planning and building agency or designee in order to determine whether said permit should be renewed. Sec. 40-107.4. Maintenance of records. A medical marijuana collective shall maintain records at the location accurately and truthfully documenting: (1) The full name, address, and telephone number(s) of the owner, landlord and/or lessee of the location; (2) The full name, address, and telephone number(s) of all members who are engaged in the management of the collective and the exact nature of each member's participation in the management of the collective; (3) The full name, address, and telephone number(s) of all patient members to whom the collective provides medical marijuana, a copy of a government-issued identification card for all patient members; (4) The full name, address, and telephone number(s) of all primary caregiver members to whom the collective provides medical; (5) All receipts of the collective, including but not limited to all contributions, reimbursements, and reasonable compensation, whether in cash or in kind, and all expenditures incurred by the collective for the cultivation of medical marijuana; and (6) Proof of compliance with the California Attorney General Guidelines for the Security and Non-Diversion of Marijuana Grown for Medical Use. These records shall be maintained by the collective for a period of five (5) years and shall be made available by the collective to the police department and/or community preservation division upon request. If they are not produced as requested the city may seek a search warrant, subpoena, or court order. In addition to all other formats that the Ordinance No. NS-XXX Page 50 of 73 City Council 35 — 63 5/3/2022 Exhibit 1 collective may maintain, these records shall be stored by the collective at the location in a printed format in its fireproof safe. Any loss, damage or destruction of the records shall be reported to the police department within twenty-four (24) hours of the loss, destruction or damage. Sec. 40-107.5. Audits — Cooperatives/Collectives. Annual audits. No later than September 30 of every year, each licensed medical marijuana collective shall be liable to file with the city an independent audit or financial review of its operations of the previous calendar year. Provided, however, that licensed collectives which operate on a vertically or horizontally integrated basis as established in Chapter 21, Article XII of this Code, or that are co-located on shared premises may file a consolidated audit or independent financial review. The form and contents of the document shall be specified by the executive director of finance and management services, or his/her designee(s). The Executive Director of Finance and Management Services, or his or her designee(s) may waive this requirement for certain licensed collectives in accordance with guidelines established by the Finance and Management Services Agency. Sec. 40-107.11. Cooperative/Collective regulatory safety permit. (a) Every medical marijuana collective shall obtain a regulatory safety permit from the police department. The applicant shall pay a non-refundable fee in an amount established by the city council. It shall be unlawful for any person, association, partnership or corporation to engage in, conduct or carry on, in or upon any premises within the city a medical marijuana collective without the required permit. (b) A copy of the regulatory safety permit shall be displayed at all times in a place visible to the public. (c) A regulatory safety permit shall be valid for a period of one (1) year, unless sooner revoked. No permit granted herein shall confer any vested right to any person or business for more than the above-referenced period. (d) A Regulatory Safety Permit shall not be issued to an individual or a business entity associated with an individual who must comply with California Health & Safety Code Section 11590. This subsection is applicable to all new registration applications received after April 5, 2016. Sec. 40-108. Inspection and enforcement responsibilities. The code enforcement division of the planning and building agency may enter and inspect the location of any collective between the hours of 7.00 a.m. and 11.00 p.m., or at any reasonable time, to ensure compliance with this article. In addition, a designated unit within the police department may enter and inspect the location of any collective and the recordings and records maintained as required by this article, except that the inspection Ordinance No. NS-XXX Page 51 of 73 City Council 35 — 64 5/3/2022 Exhibit 1 and copying of private medical records shall be made available to the police department only pursuant to a properly executed search warrant, subpoena, or court order. It is unlawful for any owner, responsible person, landlord, lessee, member (including but not limited to a member engaged in the management), or any other person having any responsibility over the operation of the collective to refuse to allow, impede, obstruct or interfere with an inspection, review or copying of records and closed-circuit monitoring authorized and required under this article, including but not limited to, the concealment, destruction, and falsification of any recordings, records, or monitoring. Sec. 40-109. Applicability to existing medical marijuana operations. Any existing medical marijuana collective, dispensary, operator, establishment, or provider that does not comply with the requirements of this article must immediately cease operation until such time, if any, when it complies fully with the requirements of this article. No medical marijuana collective, dispensary, operator, establishment, or provider that existed prior to the enactment of this article shall be deemed to be a legally established use under the provisions of this article, and such medical marijuana collective, dispensary, operator, establishment, or provider shall not be entitled to claim legal nonconforming status. Sec. 40-110. Compliance with this article and state law. (a) It is unlawful for any person to: i. Cause, permit or engage in the giving away of marijuana, or ii. Own, establish, operate, use or permit the establishment or operation of a medical marijuana collective or cooperative, or to participate as an employee, contractor, agent, responsible person or volunteer of a collective or cooperative, except as provided in this article, and pursuant to any and all other applicable local and state laws. iii. The prohibition in subsection (ii) above includes, renting, leasing, or otherwise permitting a medical marijuana business to occupy or use a location, vehicle, or other mode of transportation. (b) It is unlawful for any person to cause, permit or engage in any activity related to medical marijuana except as provided in Health and Safety Code § 11362.5 et seq., and pursuant to any and all other applicable local and state laws. (c) It is unlawful for any person to knowingly make any false, misleading or inaccurate statements or representations in any forms, records, filings or documentation required to be maintained, filed or provided to the City under this article, or to any other local, state or federal government agency having jurisdiction over any of the activities of collectives. Ordinance No. NS-XXX Page 52 of 73 City Council 35 — 65 5/3/2022 Exhibit 1 (d) It shall be the sole responsibility of the members engaged in the management of the collective to ensure that the collective is at all times operating in a manner compliant with all applicable state laws and this article. Nothing in this article shall be construed as authorizing any actions which violate state law with regard to the cultivation, transportation, provision, and sale of medical marijuana. (e) Cultivation of Marijuana. (1) Personal Cultivation. Individuals twenty-one (21) years of age or older may plant, cultivate, harvest, dry, or process up to six (6) living marijuana plants for personal (non-commercial) use in a private residence or accessory structure to a single private residence in the City of Santa Ana and must comply with the following requirements: i. The marijuana cultivation area shall be located indoors within a private residence or accessory structure on a single parcel of property; ii. No more than six (6) living marijuana plants is permitted for indoor personal cultivation; iii. Marijuana in excess of twenty-eight and one-half (28.5) grams produced by plants kept for indoor personal cultivation must be kept in a locked space on the grounds of the private residence not visible from the public right-of way. iv. There shall be no exterior visibility or evidence of marijuana cultivation outside the private residence from the public right-of-way, including but not limited to any marijuana plants, equipment used in the growing and cultivation operation, or any light emanating from the cultivation; or V. The cultivation may not violate any California Building, Electrical or Fire Codes or any other health and safety standards. (2) Commercial Cultivation. Commercial cultivation of marijuana or cannabis is prohibited anywhere in the City except as allowed and regulated in Article I of Chapter 40 of the Santa Ana Municipal Code. (3) Outdoor Cultivation. Outdoor cultivation of marijuana or medical marijuana is prohibited anywhere in the City. No person, including a qualified patient or primary caregiver, shall engage, permit, or participate in the outdoor cultivation of marijuana in the City. (4) Reserved. (5) Public Nuisance Prohibited. (i) It is hereby declared to be unlawful and a public nuisance for any person owning, leasing, occupying, or having charge or possession of any parcel within the City to create a public nuisance in the course of cultivating marijuana plants Ordinance No. NS-XXX Page 53 of 73 City Council 35 — 66 5/3/2022 Exhibit 1 or any part thereof in any location, indoor or outdoor, except as allowed and regulated in Chapter 40 of the Santa Ana Municipal Code. A public nuisance may be deemed to exist, if such activity produces: (1) Odors which are disturbing to people of reasonable sensitivity residing or present on adjacent or nearby property or areas open to the public; (2) Repeated responses to the parcel by law enforcement personnel; (3) A repeated disruption to the free passage of persons or vehicles in the neighborhood, excessive noise which is disturbing to people of normal sensitivity on adjacent or nearby property or areas open to the public; (4) Any other impacts on the neighborhood which are disruptive of normal activity in the area including, but not limited to, grow lighting visible outside the dwelling, excessive vehicular traffic or parking occurring at or near the dwelling, and excessive noise emanating from the dwelling. (5) Outdoor and Commercial growing and cultivation of marijuana, except as allowed and regulated in Chapter 40 of the Santa Ana Municipal Code. (f) A permitted medical marijuana dispensary may deliver medical marijuana only to a qualified patient or caregiver. Medical marijuana delivery services by dispensaries possessing regulatory safety permits must comply with Business and Professions Code §19340. Delivery of cannabis from a dispensary permitted pursuant to this Chapter can only be made in a city or county that does not expressly prohibit it by ordinance. Delivery services by dispensaries not in possession of regulatory safety permits is expressly prohibited. (g) Non-Retail Commercial Cannabis Businesses for Medicinal and Adult-Use Cannabis as defined in GhapteFs 48- d-4Q e Article I of Chapter 40 of the Santa Ana Municipal Code (SAMC) are permitted subject to the regulations and standards contained within Chapter 40 of the SAMC. Sec. 40-111. Violation and enforcement. A. Violation/enforcement. Each and every violation of this article shall constitute a separate violation and shall be subject to all remedies and enforcement measures authorized by this Code. Additionally, as a nuisance per se, any violation of this article shall be subject to injunctive relief, revocation of the collective's registration, revocation of the certificate of occupancy for the location, disgorgement and payment to the city of any and all monies unlawfully obtained, costs of abatement, costs of investigation, attorney fees, and any other relief or remedy available at law or equity. The city may also pursue any and all remedies and actions available and applicable under local and state laws for any violations committed by the collective and persons related or associated with the collective. Ordinance No. NS-XXX Page 54 of 73 City Council 35 - 67 5/3/2022 Exhibit 1 B. Suspension or revocation. When the chief of police finds that any person holding a regulatory safety permit under the provisions of this chapter 4-9 has violated the provisions of this chapter or is found guilty of conduct which would form the basis of denial of the regulatory safety permit as set forth in Cfrtir--'TG7 111 of this chapter 4-9, s/he may revoke or suspend the permit. No such revocation shall become effective until the regulatory safety permit holder has been notified in writing by certified mail of the right to appeal the revocation decision pursuant to the provisions of of Chapter 3. If a timely appeal is filed, the revocation shall be effective only upon decision of the city council. Otherwise, the revocation shall become effective after the timely appeal period has passed. Sec. 40-112. Transfer of ownership. A. Upon the transfer of any interest in a collective/cooperative, the regulatory safety permit shall be null and void. Any person, firm or entity desiring to own or operate the collective/cooperative shall make a new application. Prior to or concurrent with the submission of said application the transferee shall obtain all required business licenses, post all required security deposits, acquire all necessary, certificates, permits or other licenses allowing the doing of any act which the person paying or holding the same would not otherwise be entitled to do; and any permit, license, variance or other instrument of approval or evidence that any conditions exist as required by any other section of this Code or by any statute or code provisions of the state must first be obtained or complied with before the doing of any act or thing for which it is required. A fee as established by resolution of the city council shall be payable for each such application involving transfer of any interest in an existing collective/cooperative. The provisions of section 18-617.1 and 18-617.2 shall apply to any person, firm, or entity applying for a regulatory safety permit for premises previously used as such establishment. B. Any such transfer of any interest in an existing collective/cooperative or any application for an extension or expansion of the building or other place of business of the collective/cooperative shall require inspection and compliance with section 18- 618. C. The owner or operator of a collective/cooperative shall be responsible for notifying the city of any intention to rename, change management, or convey the business to another person/entity. Notification to the city must be made a minimum of sixty (60) days prior to such transfer. Section 8. Section 21-127 of Article XII of Chapter 21 of the Santa Ana Municipal Code is hereby amended to read in full as follows: Sec. 21-127. - Marijuana collectives/cooperatives—Annual business license tax assessment. (a) Annual business license tax assessment for marijuana collectives/cooperatives. Ordinance No. NS-XXX Page 55 of 73 City Council 35 — 68 5/3/2022 Exhibit 1 (1) Every collective/cooperative whether it is organized or conducted as a "not for profit" business, a "non-profit" business, or a "for-profit" business, shall pay an annual business license tax in accordance with Chapter 21 and the sections and subsections hereunder. (2) For the purposes of this article, a marijuana collective/cooperative is defined in section 40-101(b) and is considered to be a business as that term is defined in section 21-3. (3) For the purposes of this article, a collective/cooperative is not considered to be a religious or charitable organization. (4) "Medical marijuana collective/cooperative" or "collective/cooperative" shall mean any activity regulated or permitted by chapter 4-9 40. (5) For the purposes of this article, a marijuana collective/cooperative is not considered to be a business or person having a "specified exemption" or "specified exclusion" from business license taxation as set forth in sections 21-48 and 21-49. (6) For the purposes of this article, a "nonprofit organization" shall mean any institution or organization that is exempted from taxes measured by income or gross receipts pursuant to Article XIII, Section 26 of the California Constitution as codified under Chapter 4 (commencing with Section 23701) of Part 11 of Division 2 of the Revenue and Taxation Code and Section 37101 (c) of the Government Code or Sub-Chapter F (commencing with Section 501) of Chapter 1 of Subtitle A of the Internal Revenue Code of 1986. An institution or organization operating as a collective/cooperative and claiming a gross receipts assessment business license tax exemption under this section shall have the burden of furnishing to the collector such information as the collector may require to validate the claim of exemption including but not limited to such a determination by the California Franchise Tax Board or any other information requested by the collector. (7) For the purposes of this article, "gross receipts" shall mean any transfer of title or possession, exchange or barter, conditional or otherwise, in any manner or by any means whatsoever, of tangible personal property for a consideration including any monetary consideration for marijuana whatsoever, including, but not limited to, membership dues, reimbursements provided by members, regardless of form, or the total amount of cash or in-kind contributions, including all operating costs related to the growth, cultivation or provision of marijuana or any transaction related thereto. "Gross receipts" shall also include without limitation anything else of value obtained by a collective/cooperative. The term "gross receipts" shall also include the total amount of the sale price of all sales, the total Ordinance No. NS-XXX Page 56 of 73 City Council 35 — 69 5/3/2022 Exhibit 1 amount charged or received for the performance of any act, service or employment of whatever nature it may be, whether or not such service, act or employment is done as a part of or in connection with the sale of goods, wares, merchandise, for which a charge is made or credit allowed, including all refunds, cash credits and properties of any amount or nature, any amount for which credit is allowed by the seller to the purchaser without any deduction therefrom, on account of the cost of the property sold, the cost of materials used, the labor or service cost, interest paid or payable, losses, or any other expense whatsoever; provided that cash discounts allowed or payment on sales shall not be included. "Gross receipts" shall also include the amount of any federal, manufacturer's or importer's excise tax included in the price of property sold, even though the manufacturer or importer is also the retailer thereof and whether or not the amount of such tax is stated as a separate charge. "Gross receipts" shall not include the amount of any federal tax imposed on or with respect to retail sales whether or not the amount of such tax is stated as a separate charge. "Gross receipts" shall not include the amount of any federal tax imposed on or with respect to retail sales whether imposed upon the retailer or the consumer and regardless of whether or not the amount of federal tax is stated to customers as a separate charge, or any California state, city or city and county sales or use tax required by law to be included in or added to the purchase price and collected from the consumer or purchaser, or such part of the sales price of any property previously sold and returned by the purchaser to the seller which is refunded by the seller by way of cash or credit allowances given or taken as part payment on any property so accepted for resale. "Gross receipts" shall be calculated without any deduction on account of any of the following: (i) The cost of tangible property sold or bartered; (ii) The cost of materials or products used, labor or service cost, interest paid, losses, or other expense; or (iii) The cost of transportation of the marijuana, or other property or product. (b) Business license tax rates for marijuana collectives/cooperatives. (1) Every collective/cooperative, excepting a qualified "nonprofit organization," whether it is organized or conducted as a "not for profit" business, a "non- profit" business, or a "for-profit" business, shall pay a separate business license tax at a rate of up to ten (10) percent of the gross receipts generated or otherwise received for each branch establishment or separate property location of the business. The gross receipts tax shall be initially set at a rate of five (5) percent. The maximum tax rate shall not exceed ten (10) percent Ordinance No. NS-XXX Page 57 of 73 City Council 35 — 70 5/3/2022 Exhibit 1 of gross receipts. This tax shall not be adjusted for inflation pursuant to section 21-121. (2) Notwithstanding the maximum tax rate of ten (10) percent of gross receipts imposed under subsection (b)(1), the city council may in its discretion at any time by ordinance implement a lower gross receipts tax rate for all marijuana collectives/cooperatives, as defined in such ordinance, subject to the maximum rate of ten (10) percent of gross receipts. The city council may by ordinance increase any such gross receipts tax rate from time to time, not to exceed the maximum gross receipts tax rate established under subsection (b)(1). (3) Effective January 1 , 2018, the gross receipts tax initially set at a rate of five (5) percent pursuant to subsection (b)(1), shall be increased to a rate of six (6) percent. The maximum tax rate shall not exceed ten (10) percent of gross receipts. This tax rate shall not be adjusted for inflation pursuant to section 21-121. (4) As part of the gross receipts tax imposed by this article, each collective/cooperative shall pay a minimum basic rate of two thousand dollars ($2,000.00) annually for each separate branch location or separate property location of the business. (c) Modification, repeal oramendment. The city council may repeal the ordinance codified in this article, or amend it in a manner which does not result in an increase in the tax or taxes imposed herein, without further voter approval. The city council may likewise by ordinance adopt and add additional provisions to any other article of this chapter and relate them to this article, or amend any existing provisions of any article of this chapter as they may already relate to this article in any manner which does not result in an increase in the tax or taxes imposed herein, without further voter approval. If the city council repeals said ordinance or any provision of this article, it may subsequently reenact it without voter approval, as long as the reenacted ordinance or section does not result in an increase in the tax or taxes imposed herein. (d) Administration—Rules, regulations, and guidelines, interpretation/clarification. In order to aid in the city's collection of taxes due under this article and to ensure that all marijuana collectives/cooperatives are taxed consistently to the best of the city's ability, the collector, with the concurrence of the city attorney, may promulgate rules, regulations, and guidelines, to implement and administer this article including, but not limited to rules, regulations, and guidelines harmonizing other provisions of this chapter with the provisions of this article in any manner not inconsistent with the intent of this article and which does not result in an increase in the tax or taxes imposed herein. The collector may also, with the concurrence of the city attorney, interpret or clarify the methodology of the tax, or any definition applicable to the tax, so long as Ordinance No. NS-XXX Page 58 of 73 City Council 35 — 71 5/3/2022 Exhibit 1 such interpretation or clarification (even if contrary to some prior interpretation or clarification) is not inconsistent with the language of this article. (e) Occasional transactions—Exemptions. (1) The provisions of this article shall not apply to persons having no fixed place of business within the city who come into the city for the purpose of transacting a specific item of marijuana collective/cooperative business at the request of a specific patient, client or customer, provided that such person does not come into the city for the purpose of transacting business on more than five (5) days during any calendar year. (2) For any person not having a fixed place of business within the city who comes into the city for the purpose of transacting collective/cooperative activities, the business tax payable by such person may be apportioned by the collector in accordance with this chapter. (f) Reporting and remittance. Beginning as set forth in subsection (k) below, and monthly thereafter, each marijuana collective/cooperative (except qualified nonprofit organizations exempt from taxes measured by income or gross receipts) required to pay a tax based on gross receipts under this article, shall report to the city any gross receipts received during the preceding monthly reporting period and shall likewise remit to the city the taxes due and owing during said period. For purposes of this section, month shall mean calendar month, and taxes shall begin to accrue on the date that a person or entity first receives a business license or other permit to operate as a collective/cooperative. The payment of the two thousand dollars ($2,000.00) minimum basic rate gross receipts tax required annually for each separate branch location or separate property location of the business in accordance subsection (b)(3), shall be made annually prior to the beginning of the fiscal year beginning April first of the current year and expiring on the 31st day of March of the following year. In the case of a new collective/cooperative the minimum basic rate gross receipts tax shall be paid in advance prior to any new business activity being undertaken. Every new licensee shall pay in advance an amount equal to one-quarter ('14) of the annual minimum basic rate gross receipts tax, for each quarter and fraction of a quarter remaining during the period for which the new license is issued. (g) Delinquent date—Penalty. Any individual or entity who fails to pay the taxes required by this article when due shall be subject to penalties and interest as set forth in accordance with this chapter. The collector is not required to send a delinquency or other notice or bill to any person subject to the provisions of this chapter and failure to send such notice or bill shall not affect the validity of any tax or penalty due under the provisions of this chapter. (h) Payment of tax does not authorize unlawful business. Ordinance No. NS-XXX Page 59 of 73 City Council 35 — 72 5/3/2022 Exhibit 1 (1) The payment of a business tax required by this article, and its acceptance by the city, shall not entitle any person to carry on any collective/cooperative unless the person has complied with all of the requirements of this Code and all other applicable laws, nor to carry on any collective/cooperative in any building or on any premises in the event that such building or premises are situated in a zone or locality in which the conduct of such collective/cooperative is in violation of any law. (2) No tax paid under the provisions of this article shall be construed as authorizing the conduct or continuance of any illegal or unlawful business, or any legal business in an illegal manner, or any business in violation of any ordinance of the city. Nothing in this article implies or authorizes that any activity connected with the distribution or possession of marijuana is legal unless otherwise authorized and allowed by California and federal law. Nothing in this section shall be applied or construed as authorizing the sale of marijuana. (i) Business license tax certificate—Required. There are imposed upon all persons engaged in transacting and carrying on any collective/cooperative business activity in the city taxes in the amounts prescribed in this article. It shall be unlawful for any person, either for him or herself or for any other person, to commence, transact or carry on any business in the city without first having procured a business license from the city under this chapter and having paid the taxes set forth in this article, and without complying with any and all applicable provisions contained in this chapter. The carrying on of any collective/cooperative without complying with all the provisions of this article shall constitute a separate violation of this chapter for each and every day that such collective/cooperative is so carried on. (j) Classification of business license assessment type—Term and renewal. The business license issued to marijuana collectives/cooperatives shall be classed as a gross receipts assessment type, issued for the same term of license as set forth in subsection 21-71(c) and shall be subject to renewal in accordance with sections 21- 72(c), 21-73(c), and 21-77. (k) Operative date. Upon the approval by the majority of the voters of the city at the November 4, 2014 general election, the taxes imposed by this article shall become operative and shall be applied by the collector upon all marijuana col lectives/cooperatives. (1) Operative date of increased gross receipts tax rate. The gross receipts tax set initially at a rate of five (5) percent pursuant to subsection (b)(1) shall be increased to a rate of six (6) percent effective January 1 , 2018, pursuant to subsection (b)(3). Section 9. Section 21-133 of Article XIII of Chapter 21 of the Santa Ana Municipal Code is hereby amended to read in full as follows: Ordinance No. NS-XXX Page 60 of 73 City Council 35 — 73 5/3/2022 Exhibit 1 Sec. 21-133. Commercial cannabis businesses—Annual business license tax assessment. Every person engaged in a "commercial cannabis business" or "commercial cannabis activity" shall pay an annual business license tax as outlined below. This Article shall not apply, except with respect to medical marijuana cooperatives/collectives (also referred to as medicinal cannabis retail businesses) which are vertically and/or horizontally integrated with commercial cannabis businesses, to medical marijuana cooperatives/collectives which are governed by Article XII of this Chapter, or to personal cultivation as defined in section 40-101(b) of this Code. (a) For each branch establishment or separate property location of a commercial cannabis business transacted and carried on in the city, and for each separate type of commercial cannabis business conducted at the same location, the higher of the two (2) following tax rates shall be due to the City for each monthly reporting period: (1) Up to ten percent (10%) of each dollar of gross receipts received or generated for each monthly reporting period. (2) Up to $35.00 per square foot (annual tax rate) prorated monthly to one- twelfth (1/12th) of the annual tax rate amount. (b) These tax rates shall not be adjusted for inflation pursuant to section 21-121 of this Chapter. (c) Notwithstanding the tax rates imposed herein under subsection (a), the City Council may, in its discretion, at any time by resolution, implement any lower tax rate it deems appropriate, and may by resolution increase such tax rate from time to time, not to exceed the maximum rates established by subsection (a). (d) As of the operative date of this Article, the business license gross receipts tax rates and square footage tax rates application to specific commercial cannabis business activities shall be established as follows: Ordinance No. NS-XXX Page 61 of 73 City Council 35 — 74 5/3/2022 Exhibit 1 Commercial Cannabis Business Gross Receipts Gross Square Activity Tax Rate Footage Tax Rate Adult-use Cannabis Retail Business (including Delivery, but not including Consumption Lounges and 8% $ 25.00 Temporary Consumption and/or Special Events) (effective beginning December 21, 2018) Consumption Lounges and Temporary Consumption and/or 8% $ 0.00 Special Events) (effective — beginning July 1 , 2022) Cultivation (effective December21, 2018 6% $ 10.00 through June 30, 2022) Cultivation (effective beginning July 1, 2022) 4% $ 7.00 Distribution (effective December21, 2018 6% $ 4.00 through June 30, 2022) Distribution 4% $ 3.00 (effective beginning July 1 , 2022) Manufacturing (effective December21, 2018 6% $ 10.00 through June 30, 2022) Manufacturing 4% $ 7.00 (effective beginning July 1, 2022) Shared Manufacturing 4% $ 0.00 (effective beginning July 1 , 2022) — Testing Facility or Testing Laboratory (effective December 21, 5% $ 1 .50 2018 through June 30, 2019) Ordinance No. NS-XXX Page 62 of 73 City Council 35 — 75 5/3/2022 Exhibit 1 Commercial cannabis businesses not having a fixed place of business within the city but conducting regular, non-incidental commercial cannabis business activities within the city shall be subject to the gross receipts tax rate(s) as set out in the table above based on the category/categories of commercial cannabis activity conducted. However, such out-of-town commercial cannabis businesses shall not be subject to any gross square footage tax rate(s). (e) As part of the annual gross receipts/square footage tax(es) imposed by this Article, each commercial cannabis business located within the city shall pay a minimum basic rate of two thousand dollars ($2,000.00) annually for each branch establishment or separate property location of the commercial cannabis business transacted and carried on in the city, and for each separate type of commercial cannabis business conducted at the same location. Commercial cannabis businesses having no fixed place of business within the city shall be exempted from this requirement. Provided that commercial cannabis microbusinesses shall pay a minimum basic rate of two thousand dollars ($2,000.00) annually for each branch establishment or separate property location of the commercial cannabis business transacted and carried on in the city, but not for each separate type of commercial cannabis business conducted at the same location. (f) In the event the City should in the future permit additional categories of commercial cannabis business activity, as may from time to time be licensed by the State of California, such categories of commercial cannabis activates shall be subject to the same maximum tax rates as imposed herein. The City may by ordinance of the City Council initially set the required gross receipts/gross square footage tax rates based on category of cannabis business activity at lesser rates as may be deemed appropriate by the City Council. (g) For purposes of this Article, a commercial cannabis business is not considered to be a business or person having a "specified exemption" or"specified exclusion"from business license taxation as set forth in sections 21-48 and 21-49 of this Chapter. (h) For purposes of this Article any person claiming an exemption from the gross receipts tax rate component of the combined gross receipts/square footage tax imposed under this Article on the basis of a claim of being a qualified "nonprofit organization" shall have the burden of substantiating their claim to the same extent and in the same manner as a marijuana collective/cooperative in accordance with section 21-127(a)(6) of this Chapter. (i) Cannabis businesses shall not pass the taxes imposed by this Article through to an adult-use cannabis retail business customer or commercial cannabis business customer in any fashion except as part of the basic product sales and/or service price. Ordinance No. NS-XXX Page 63 of 73 City Council 35 — 76 5/3/2022 Exhibit 1 (j) Definitions. For purposes of this Article, the following terms have the following meanings: (1) "Adult-Use cannabis retail business" as defined in section 40-2(4) of this Code. (2) "Commercial Cannabis Activity" as defined in section 40-2(9) of this Code. (3) "Commercial cannabis business" as defined in section 40-2(10) of this Code excluding medical marijuana collectives/cooperatives also referred to as medicinal cannabis retail sales. (4) "Cultivation" as defined in section 40-2(11) of this Code. (5) "Delivery" as defined in section 40-2(13) of this Code. (6) "Distribution" as defined in section 40-2(16) of this Code. (7) "Gross receipts" — section 21-3 of this Chapter notwithstanding, "gross receipts" for the purposes of this Article shall mean: (A) Transfer of title or possession, exchange or barter, conditional or otherwise, in any manner or by any means whatsoever, of tangible personal property for a consideration including any monetary consideration for cannabis, including, but not limited to, membership dues, reimbursements provided by members, regardless of form, or the total amount of cash or in-kind contributions, including all operating costs related to the growth, cultivation, manufacturing, distribution, testing, or provision of cannabis or any transaction related thereto. (B) Anything else of value obtained by an a cannabis business; (C) The total amount of the sale price of all sales and services; (D) The total amount charged or received for the performance of any act, service or employment of whatever nature it may be, whether or not such service, act or employment is done as a part of or in connection with the sale of goods, wares, or merchandise (whether at wholesale or retail), for which a charge is made or credit allowed, including all refunds, cash credits and properties of any amount or nature; (E) Any amount for which credit is allowed by the seller to the purchaser without any deduction therefrom, on account of the cost of the property sold, the cost of materials used, the labor or service cost, interest paid or payable, losses, or any other expense whatsoever; provided that cash discounts allowed or payment on sales shall not be included; Ordinance No. NS-XXX Page 64 of 73 City Council 35 — 77 5/3/2022 Exhibit 1 (F) The amount of any federal manufacturer's or importer's excise tax included in the price of property sold, even though the manufacturer or importer is also the retailer thereof; (G) The amount of any California state cannabis excise tax or state cannabis cultivation tax included in the price of the product; (H) "Gross receipts" shall not include the following: i. The amount of any federal tax imposed on or with respect to retail or wholesale sales or the sale of services whether imposed upon the cannabis business or the consumer whenever the amount of federal tax is authorized by law to be stated and passed through to customers as a separate charge. ii. Any California state, county, or city sales or use tax, including any add-on, district, or transaction and use tax, required by law to be included in or added to the purchase price and collected from the consumer or purchaser, or such part of the sales price of any property previously sold and returned by the purchaser to the seller which is refunded by the seller by way of cash or credit allowances given or taken as part payment on any property so accepted for resale; or iii. The amount of the sale price of business personal property (all property owned or leased by a cannabis business operator used in the operation cannabis business activities, including but not limited to: furniture, fixtures, and business equipment); real property, including land, buildings and other improvements. iv. The amount of equity contributions, investments, and/or loan proceeds to cannabis business' operation, and/or proceeds from the sale or transfer of cannabis business' retail or commercial cannabis business. v. The amount of interparty sales and/or transfers of goods within a single vertically and/or horizontally integrated cannabis business, where the sales or transfers goods are between two or more commercial cannabis business licensees (excluding testing facilities or testing laboratories), or one or more said commercial cannabis business licensee(s) and one or more medicinal cannabis retail business licensee(s), as set forth in accordance with section 21-131.2 and/or section 21-142. (1) "Gross receipts" shall be calculated without any deduction on account of any of the following: Ordinance No. NS-XXX Page 65 of 73 City Council 35 — 78 5/3/2022 Exhibit 1 i. The cost of tangible or intangible property sold or bartered; ii. The cost of materials or products used, labor or service cost, interest paid, losses, or other expense; iii. The cost of transportation of cannabis, or other property or product; iv. The amount of any federal or state income or franchise taxes; and v. Any other business costs or expenses, unless otherwise specifically exempted. (8) "Gross Square foot" or "gross square footage" for the purposes of this Article shall mean: (A) In the case of commercial cannabis businesses licensed by the state to engage in an adult-use cannabis retail business, the gross number of square feet comprising the adult-use cannabis retail property location as confirmed by the corresponding "approved building set" or "approved certificate of occupancy" on file with the City of Santa Ana Planning and Building Agency, whichever is the greater of any square footage indicated, whether such adult-use cannabis retail business is part of an on-site vertically or horizontally integrated cannabis business or not. (B) In the case of commercial cannabis businesses licensed by the state to engage in cultivation, the aggregate number of square feet comprising all areas of the premises under "canopy", whether such sum is greater or lesser than the gross square footage as stated in the "approved building set" or "approved certificate of occupancy", and whether such commercial cannabis cultivation business is part of an on-site vertically integrated cannabis business or not. "Canopy" shall mean the designated area(s) of a premise that will contain mature plants at any point in time. Canopy shall be calculated in square feet and measured using clearly identifiable boundaries of all area(s) that will contain mature plants at any point in time, including all of the space(s) within the boundaries. Canopy may be noncontiguous, but each unique area included in the total canopy calculation shall be separated by an identifiable boundary which includes interior walls, shelves, greenhouse walls, hoop house walls, garden benches, hedgerows, fencing, garden beds, or garden plots; and if mature plants are being cultivated using a shelving system, the Ordinance No. NS-XXX Page 66 of 73 City Council 35 — 79 5/3/2022 Exhibit 1 surface area of each level shall be included in the total canopy calculation. Canopy shall be subject to independent measurement and calculation by duly authorized employees or agents of the City at the time of application for a Santa Ana Business License and annually thereafter at the time of the renewal of such license, or more often as may be deemed necessary in the discretion of the collector. Whenever an independent canopy measurement and calculation is required under the terms of this Article or whenever the collector in his or her discretion determines that the independent measurement and calculation of a licensee's canopy is desirable to effectuate the proper assessment or collection of the business license taxes required to be paid under the terms of this Chapter, or for any other purposes related to the express aims of this Article then a canopy measurement shall be performed and a corresponding service fee shall be applicable in the amount as specified by resolution of the City Council. (C) In the case of commercial cannabis businesses licensed by the state to engage in distribution or manufacturing and that are not occupying the same premises with another cannabis business, the gross number of square feet as confirmed by the corresponding "approved building set" or "approved certificate of occupancy" on file with the City of Santa Ana Planning and Building Agency, whichever is the greater of any square footage indicated. (D) In the case of commercial cannabis businesses licensed by the state to engage in distribution or manufacturing and occupying the same premises with another cannabis business, the gross number of square feet allocated by the commercial cannabis business owner/operator respectively for either distribution use or for manufacturing use, whether the combined sum of all uses is less than, equal to, or greater than the gross square footage as stated in the "approved building set" or "approved certificate of occupancy". The number of square feet allocated ("Allocated Square Footage") shall be subject to independent measurement and calculation by duly authorized employees or agents of the City at the time of application for a Santa Ana Business License and annually thereafter at the time of the renewal of such license, or more often as may be deemed necessary in the discretion of the collector. Whenever an independent allocated square footage measurement and calculation is required under the terms of this Article or whenever the collector Ordinance No. NS-XXX Page 67 of 73 City Council 35 — 80 5/3/2022 Exhibit 1 in his or her discretion determines that the independent measurement and calculation of a licensee's allocated square footage is desirable to effectuate the proper assessment or collection of the business license taxes required to be paid under the terms of this Chapter, or for any other purposes related to the express aims of this Article then an Allocated Square Footage measurement shall be performed and a corresponding service fee shall be applicable in the amount as specified by resolution of the City Council. (E) In the case of commercial cannabis businesses licensed by the state to engage in testing facilities or testing laboratory businesses, the gross number of square feet comprising such commercial cannabis business' property location as confirmed by the corresponding "approved building set" or "approved certificate of occupancy" on file with the City of Santa Ana Planning and Building Agency, whichever is the greater. (9) "Manufacturing" as defined in section 40-2(22) of this Code. (10) "Microbusiness" as defined in section 40-2(24) of this Code. (11) "Consumption Lounge" as defined in section 40-2(39.1) of this Code. "Retail businesses" as defined in section 40-2(40) of this Code. (13) "Shared manufacturing" as defined in section 40-2(22.5) of this Code. (14) `Temporary Consumption" and "Special Events" as defined in section 40- 2(39.2) of this Code. "Testing Facility" or "Testing Laboratory" as defined in section 40-2(44) of this Code. "Wholesale" as defined in section 40-(46) of this Code. (k) Modification, repeal or amendment. The City Council may repeal the ordinance codified in this Article, or amend it in a manner which does not result in an increase in the tax or taxes imposed herein, without further voter approval. The City Council may likewise by ordinance adopt and add additional provisions to any other Article of this Chapter and relate them to this Article, or amend any existing provisions of any Article of this Chapter as they may already relate to this Article in any manner which does not result in an increase in the tax or taxes imposed herein, without further voter approval. If the City Council repeals said ordinance or any provision of this Article, it may subsequently reenact it without voter approval, as long as the Ordinance No. NS-XXX Page 68 of 73 City Council 35 — 81 5/3/2022 Exhibit 1 reenacted ordinance or section does not result in an increase in the tax or taxes imposed herein. (1) Administration—Rules, regulations and guidelines. In order to aid in the city's collection of taxes due under this Article and to ensure that all commercial cannabis businesses are taxed consistently to the best of the city's ability, the collector, with the concurrence of the city attorney, may promulgate rules, regulations, and guidelines, to implement and administer this Article including, but not limited to rules, regulations, and guidelines harmonizing other provisions of this Chapter with the provisions of this Article in any manner not inconsistent with the intent of this Article and which does not result in an increase in the tax or taxes imposed herein. The collector may also, with the concurrence of the city attorney, interpret or clarify the methodology of the tax, or any definition applicable to the tax, so long as such interpretation or clarification (even if contrary to some prior interpretation or clarification) is not inconsistent with the language of this Article. (m) Occasional transactions—Exemptions. (1) The provisions of this Article shall not apply to persons having no fixed place of business within the city who come into the city for the purpose of transacting a specific item of commercial cannabis business at the request of a specific client or customer, incidental to a commercial cannabis business principally established elsewhere, provided that such person does not come into the city for the purpose of transacting such business on more than three (3) days during any calendar year. (2) For any person not having a fixed place of business within the city who comes into the city for the purpose of transacting commercial cannabis business activities, the business license tax(es) payable by such person may be apportioned by the collector in accordance with this Chapter. (n) Reporting and remittance. (1) Beginning as set forth in subsection (r) below, and monthly thereafter, each commercial cannabis business required to pay a tax or taxes based on gross receipts under this Article (except qualified nonprofit organizations exempt from taxes measured by income or gross receipts), shall report to the city any gross receipts received during the preceding monthly reporting period. In addition, each cannabis business (including qualified nonprofit organizations) required to pay a tax or taxes based on square footage shall report to the city the gross square footage of the cannabis business' property location. Every cannabis business shall then compute the business license taxes at both the gross receipts rate and the gross square footage rate - prorated monthly to one-twelfth (1/12th) of the annual tax rate amount - and shall then remit to the city the amount of Ordinance No. NS-XXX Page 69 of 73 City Council 35 — 82 5/3/2022 Exhibit 1 the higher of the two tax calculations due and owing during said period in accordance with section 21-133, subsection (d). In the case of a qualified nonprofit organization only the gross square footage computation shall be made and the amount of such calculation shall represent the amount due and owing during said period. All reporting and remitting made shall be done in accordance with instructions from the collector and shall be made using forms provided or approved by the collector. (2) For purposes of this section, month shall mean calendar month and shall include any fraction of a month. Taxes shall begin to accrue on the date that a person or entity first receives a business license or other city permit to operate as a commercial cannabis business or upon the operative date of this Article should a person or entity already possess a commercial cannabis business license or other city permit to operate as a commercial cannabis business. (3) The payment of the two thousand dollars ($2,000.00) minimum basic rate gross receipts tax required annually for each separate branch location or separate property location of the business in accordance with this section, shall be made annually prior to the beginning of the fiscal year beginning April first of the current year and expiring on the 31st day of March of the following year. In the case of a new commercial cannabis business the minimum basic rate gross receipts tax shall be paid in advance prior to any new business activity being undertaken. Every new licensee shall pay in advance an amount equal to one-quarter (114) of the annual minimum basic rate gross receipts tax, for each quarter and fraction of a quarter remaining during the period for which the new license is issued. (o) Delinquent date—Penalty. Any individual or entity who fails to pay the taxes required by this Article when due shall be subject to penalties and interest as set forth in accordance with this Chapter. The collector is not required to send a delinquency or other notice or bill to any person subject to the provisions of this Article and failure to send such notice or bill shall not affect the validity of any tax or penalty due under the provisions of this Article. (p) Business license tax certificate/receipt—Required. There are imposed upon all persons engaged in transacting and carrying on any commercial cannabis business activity in the city taxes in the amounts prescribed in this Article. It shall be unlawful for any person, either for him or herself or for any other person, to commence, transact or carry on any business in the city without first having procured a business license from the city under this Chapter and having paid the taxes set forth in this Article, and without complying with any and all applicable provisions contained in this Chapter. The carrying on of any commercial cannabis business activity without complying with all the provisions of this Article shall constitute a separate violation Ordinance No. NS-XXX Page 70 of 73 City Council 35 — 83 5/3/2022 Exhibit 1 of this Chapter for each and every day that such commercial cannabis activity is so carried on. (q) Classification of business license assessment type—Term and renewal. The business license issued to commercial cannabis businesses shall be classed as a gross receipts assessment type, issued for the same term of license as set forth in subsection 21-71(c) of this Chapter and shall be subject to renewal in accordance with sections 21-72(c), 21-73(c), and 21-77. (r) Operative date. Upon the approval by the majority of the voters of the city at the November 6, 2018 general election, the taxes imposed by this Article shall become operative and shall be applied by the collector upon all commercial cannabis businesses. (s) Operative date of decreased gross receipts tax rate. The gross receipts tax set initially at a rate of five (5%) percent for testing facilities or testing laboratories pursuant to subsection (d) above shall be decreased to a rate of one (1%) percent by resolution of the City Council [Santa Ana City Council Resolution No, 2019-068 as hereinabove provided for in accordance with subsection (c), which reduced rate, under the terms of said City Council resolution, shall become retroactively effective July 1, 2019. (t) Operative date of decreased gross receipts tax rate. The gross receipts tax set initially at a rate of six (6%) percent for cultivation, manufacturing, and distribution pursuant to subsection (d) above shall be decreased to a rate of four (4%) percent by resolution of the City Council [Santa Ana City Council Resolution No, 2022-XXXI as hereinabove provided for in accordance with subsection (c), which reduced rate, under the terms of said City Council resolution, shall become effective July 1, 2022. (u) Operative date of decreased square footage tax rate. The square footage tax set initially at a rate of ten ($10) dollars per square foot for cultivation and manufacturing, and four ($4) dollars per square foot for distribution pursuant to subsection (d) above shall be decreased to a rate of seven (7%) dollars per square foot for cultivation and manufacturing, and to a rate of two ($2) dollars per square foot for distribution, and to a rate of zero ($0) dollars per square foot for shared manufacturing by resolution of the City Council [Santa Ana City Council Resolution No, 2022-XXXI as hereinabove provided for in accordance with subsection (c), which reduced rates, under the terms of said City Council resolution, shall become effective July 1 , 2022. Section 10. Section 21-135 of Article XI I I of Chapter 21 of the Santa Ana Municipal Code is hereby amended to read in full as follows: Sec. 21-135. - Single property location; multiple state licenses; separate city business licenses. Ordinance No. NS-XXX Page 71 of 73 City Council 35 — 84 5/3/2022 Exhibit 1 Sections 21-7, 21-8, and 21-9 of this chapter notwithstanding, separate city business licenses, issuable to commercial cannabis businesses pursuant to this article, shall be required for each separate type of commercial cannabis business activity transacted and carried on at a single city property location for which a commercial cannabis business may seek licensure by the state, or for which a state license has been approved or issued. Provided, however, that commercial cannabis business activity transacted and carried on at a single city property location for which a commercial cannabis business may seek licensure by the state as a microbusiness, or for which a state license has been approved or issued as a microbusiness, shall in such case be required to obtain a separate city business license business for each of the commercial cannabis activities transacted and carried on. Section 11. Social Equity. Within two (2) years of the effective date of this Ordinance on July 1, 2022, the City Council shall revisit any staff recommendations for adoption of social equity policies or a social equity program. Such policies or the program shall consider measures to assist or prioritize applications submitted by individuals with previous cannabis-related criminal histories, members of disadvantaged communities, local applicants, and/or other individuals or entities identified at the time requiring assistance with application processes and/or filing fees, local tax payments, and other related components of the commercial cannabis application and buildout process in the City. The tax revenues generated by commercial cannabis consumption lounges shall be utilized to further these goals and for the development and maintenance of social equity programs administered by the City. Such programs may include workforce training, education, and development within the Santa Ana community in the cannabis industry. Section 12. If any section, subsection, sentence, clause, phrase or portion of this ordinance is for any reason held to be invalid or unconstitutional by the decision of any court of competent jurisdiction, such decision shall not affect the validity of the remaining portions of this ordinance. The City Council of the City of Santa Ana hereby declares that it would have adopted this ordinance and each section, subsection, sentence, clause, phrase or portion thereof irrespective of the fact that any one or more sections, subsections, sentences, clauses, phrases, or portions be declared invalid or unconstitutional. Section 13. This Ordinance shall become effective July 1 , 2022. Section 14. The Clerk of the Council shall certify the adoption of this ordinance and shall cause the same to be published as required by law. Ordinance No. NS-XXX Page 72 of 73 City Council 35 — 85 5/3/2022 Exhibit 1 ADOPTED this day of , 2022. Vicente Sarmiento Mayor APPROVED AS TO FORM Sonia R. Carvalho, City Attorney By: - ! John M. Funk Assistant City Attorney AYES: Councilmembers: NOES: Councilmembers: ABSTAIN: Councilmembers: NOT PRESENT: Councilmembers: CERTIFICATE OF ATTESTATION AND ORIGINALITY I, DAISY GOMEZ, Clerk of the Council, do hereby attest to and certify that the attached Ordinance No. NS- to be the original ordinance adopted by the City Council of the City of Santa Ana on , 2022 and that said ordinance was published in accordance with the Charter of the City of Santa Ana. Date: Clerk of the Council City of Santa Ana Ordinance No. NS-XXX Page 73 of 73 City Council 35 — 86 5/3/2022 Exhibit 2 RESOLUTION NO. 2022-XXX A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA ADDING A COMMERCIAL CANNABIS TAX CATEGORY AND ESTABLISHING RELATED GROSS RECEIPTS AND SQUARE FOOTAGE TAX RATES FOR CONSUMPTION LOUNGES AND TEMPORARY CONSUMPTION/SPECIAL EVENTS AND REDUCING THE COMMERCIAL CANNABIS GROSS RECEIPTS AND SQUARE FOOTAGE TAX RATES FOR CULTIVATION ACTIVITIES, DISTRIBUTION ACTIVIES, AND MANUFACTURING ACTIVITIES (INCLUDING SHARED MANUFACTURING) BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SANTA ANA AS FOLLOWS: Section 1. The City Council of the City of Santa Ana hereby finds, determines and declares as follows: A. In November2016, the California Marijuana Legalization Initiative, also known as the Adult Use of Marijuana Act (AUMA or Proposition 64) was approved by the voters of the State of California. The AUMA legalized specified personal use and cultivation of marijuana for adults 21 years of age or older. B. In 2017, the Governor signed into law Senate Bill 94 also known as Medicinal and Adult-Use Cannabis Regulation and Safety Act (MAUCRSA) establishing state regulations and licensing for retail sales, manufacturing, distribution, delivery and testing of adult-use (also called recreational) marijuana. C. On November 21 , 2017, the City Council created Chapter 40 of the Santa Ana Municipal Code, allowing adult-use commercial cannabis retail businesses in the city, and amended certain sections of Chapters 18 and 21 of the Santa Ana Municipal Code to ensure consistency with State law and Chapter 40. Since 2014, the City has allowed medicinal marijuana collectives/cooperatives to operate within the City pursuant to regulations set forth in Chapter 18 and Chapter 21 of the Santa Ana Municipal Code. D. In 2018, the City Council adopted Ordinance Nos. NS-2941 and NS-2942, allowing and regulating commercial cannabis businesses. E. A general business license tax based on the gross receipts derived from commercial cannabis businesses and gross square footage serves to generate essential funds for protecting vital City services and facilities and places such businesses on more Resolution No. 2022-XXX Page 1 of 5 City Council 35 — 87 5/3/2022 Exhibit 2 equal footing with existing City businesses, including medical marijuana businesses which already pay a business license tax. F. The City Council is authorized to impose general and special taxes in order to fund municipal services and facilities, subject to requisite voter approval as set forth in Government Code section 53720 et seq. G. The voters of the City of Santa Ana approved Measure Y (Ordinance No. NS-2962) on November 6, 2018, for the purpose of fixing the rate of taxation for commercial cannabis businesses including delivery, distribution, manufacturing, cultivation, testing and retail sales of cannabis and related products. The taxes required to be paid under this article are declared to be required pursuant to the taxing power of the City of Santa Ana solely for the purpose of obtaining revenue and are not regulatory permit fees. H. On September 3, 2019, the City Council adopted Ordinance No. NS-2972 amending certain sections of chapters 21 of the Santa Ana Municipal Code allowing vertical and horizontal integration of cannabis businesses; updating ownership transfers procedural standards and requirements, security deposits, and various administrative processes; updating and streamlining regulatory components; reducing cannabis testing taxes to two percent of gross receipts; and adopting a canopy measurement and square footage allocation service fee. I. The City of Santa Ana desires to remain at the forefront of commercial cannabis by allowing and regulating commercial cannabis business activities, routinely updating and amending its ordinances, and establishing commercial cannabis gross receipts tax rates that are competitive and provide for the needs of the Santa Ana community. J. The City of Santa Ana has a compelling interest in ensuring that cannabis is not sold in an illicit manner, in protecting the public health, safety and welfare of its residents and businesses, in preserving the peace and quiet of the neighborhoods in which these businesses may operate, and in providing access to safe and tested cannabis to residents. To ensure safe and tested cannabis, the City desires to see the establishment and successful operation of cultivation, distribution, and manufacturing (including shared manufacturing) facilities in the City. K. Section 21-133(d) of Article XIII of Chapter 21 of the Santa Ana Municipal Code establishes current initial commercial cannabis gross receipts tax and square footage tax rates as follows: Resolution No. 2022-XXX Page 2 of 5 City Council 35 — 88 5/3/2022 Exhibit 2 Commercial Cannabis Business Gross Receipts Gross Square Activity Tax Rate Footage Tax Rate Adult-use Cannabis Retail Business (including Delivery, but not including Consumption Lounges and Temporary 8% $ 25.00 Consumption and/or Special Events) (effective beginning December 21, 2018) Consumption Lounges and Temporary Consumption and/or 8% $ 0.00 Special Events) (effective beginning July 1, 2022) Cultivation (effective December 21, 2018 6% $ 10.00 through June 30, 2022) Cultivation 4% (effective beginning July 1, 2022) $ 7.00 Distribution (effective December 21, 2018 6% $ 4.00 through June 30, 2022) Distribution 4% $ 3.00 (effective beginning July 1, 2022) Manufacturing (effective December 21, 2018 6% $ 10.00 through June 30, 2022) L. Section 21-133(c) of Article XIII of Chapter 21 of the Santa Ana Municipal Code allows the City Council by resolution to implement any lower tax rate it deems appropriate. Section 2. The City Council hereby establishes: (1)the consumption lounge and temporary consumption/special events gross receipts tax rate; (2) the commercial cannabis cultivation gross receipts tax rate; (3) the manufacturing (including shared manufacturing) gross receipts tax rate; and (4) the distribution gross receipts tax rate at four (4%) percent, lowering it from six (6%) percent. The reduced four (4%) percent gross receipts tax rate for cultivation activities, manufacturing (including shared manufacturing) activities, and distribution activities shall become effective July 1 , 2022. Section 3. The City Council hereby establishes: (1)the consumption lounge and temporary consumption/special events square footage tax rate at zero ($0) dollars per square foot; (2) the commercial cannabis square footage tax for cultivation activities and manufacturing activities at seven ($7) dollars per square foot, and for shared Resolution No. 2022-XXX Page 3 of 5 City Council 35 — 89 5/3/2022 Exhibit 2 manufacturing activities at zero ($0) dollars per square foot, lowering it from ten ($10) dollars per square foot; and (3) the commercial cannabis square footage tax for distribution activities at three ($3) per square foot, lowering it from four ($4) per square foot. The reduced seven ($7) per square foot tax rate for cultivation activities and manufacturing activities, the reduced zero ($0) per square foot tax rate for consumption lounge and temporary consumption/special events and shared manufacturing, and the reduced three ($3) per square foot tax rate for distribution activities shall become effective July 1, 2022. Section 4. 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 day of , 2022. Vicente Sarmiento Mayor APPROVED AS TO FORM: Sonia R. Carvalho, City Attorney By: John M. Funk Senior Assistant City Attorney AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers Resolution No. 2022-XXX Page 4 of 5 City Council 35 — 90 5/3/2022 Exhibit 2 CERTIFICATE OF ATTESTATION AND ORIGINALITY I, Daisy Gomez, Clerk of the Council, do hereby certify the attached Resolution No. 2022 - to be the original resolution adopted by the City Council of the City of Santa Ana on , 2022. Date: Clerk of the Council City of Santa Ana Resolution No. 2022-XXX Page 5 of 5 City Council 35 — 91 5/3/2022 Exhibit 3 RESOLUTION NO. 2022-XXX A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA ESTABLISHING A MAP OF COMMERCIAL CANNABIS ELIGIBLE AREAS IN WHICH COMMERCIAL CANNABIS BUSINESSES AS DEFINED AND REGULATED BY CHAPTERS 21 AND 40 OF THE SANTA ANA MUNICIPAL CODE MAY OPERATE BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SANTA ANA AS FOLLOWS: Section 1. The City Council of the City of Santa Ana hereby finds, determines, and declares as follows: A. On December 9, 2014, following voter approval, the City Council adopted Ordinance No. NS-2864 to regulate the establishment, operation, and taxation of medical marijuana collectives and cooperatives in the City. The ordinance was originally known as and subsequently became referred to as "Measure BB." B. In November 2016, the California Marijuana Legalization Initiative, also known as the Adult Use of Marijuana Act (AUMA or Proposition 64) was approved by the voters of the State of California. The AUMA legalized specified personal use and cultivation of marijuana for adults 21 years of age or older. C. In 2017, the Governor signed into law Senate Bill 94, also known as Medicinal and Adult-Use Cannabis Regulation and Safety Act (MAUCRSA), establishing state regulations and licensing for retail sales, manufacturing, distribution, delivery and testing of adult-use (also called recreational) marijuana. D. On November 21, 2017, the City Council created Chapter 40 of the Santa Ana Municipal Code, allowing adult-use commercial cannabis retail businesses in the city, and amended certain sections of Chapters 18 and 21 of the Santa Ana Municipal Code to ensure consistency with State law and Chapter 40. Since 2014, the City has allowed medicinal marijuana collectives/cooperatives to operate within the City pursuant to regulations set forth in Chapter 18 and Chapter 21 of the Santa Ana Municipal Code. E. In 2018, the City Council adopted Ordinance Nos. NS-2941 and NS-2942, allowing and regulating commercial cannabis testing laboratories, and Ordinance No. NS- 2944, allowing commercial cannabis cultivation, manufacturing, and distribution activities. F. The City of Santa Ana desires to remain at the forefront of commercial cannabis by allowing and regulating commercial cannabis business activities, routinely updating and amending its ordinances, and establishing commercial cannabis gross Resolution No. 2022-XXX Page 1 of 4 City Council 35 — 92 5/3/2022 Exhibit 3 receipts tax rates that are competitive and provide for the needs of the Santa Ana community. G. Measure BB and subsequent ordinances specified that commercial cannabis business activity is permitted in the City's light and heavy industrial zoning districts (M1 and M2) and must be located 1,000 feet from schools, parks, and properties zoned for residential uses. Proposition 64 subsequently set a minimum separation of 600 feet but allowed local jurisdictions to adopt lower or higher separation requirements. H. Following redevelopment of industrial properties east of the Costa Mesa (SR-55) Freeway, the City Council adopted a map of commercial cannabis eligible areas on March 20, 2018 in which commercial cannabis business activities could locate subject to full compliance with applicable local, County, and State regulations. I. Since the last adoption of the map, the increasing demand for industrial properties in Santa Ana following the COVID-19 pandemic has reduced the availability of commercial cannabis eligible properties in the industrial zoning districts, creating strain on cannabis business applicants, other business types, tenants, and property owners. A reduction of the 1 ,000-foot buffer to 600 feet would result in an increase of 28percent in the approximate square footage, 37percent increase of acreage of commercial cannabis eligible sites, and a 40percent increase in the approximate number of commercial cannabis eligible buildings. J. The City of Santa Ana desires to maintain commercial cannabis businesses in locations adequately buffered from sensitive land uses such as schools, parks, and properties zoned for residential uses, while maintaining a sufficient amount of properties eligible to apply for and operate a commercial cannabis business. K. The City of Santa Ana has a compelling interest in ensuring that cannabis is not sold in an illicit manner, in protecting the public health, safety and welfare of its residents and businesses, in preserving the peace and quiet of the neighborhoods in which these businesses may operate, and in providing access to safe, locally produced and retailed, and tested cannabis to residents and visitors. L. In view of the foregoing, the City Council now wishes to establish a new map of areas in which commercial cannabis business, as defined and regulated by Chapters 21 and 40 of the Santa Ana Municipal Code, may operate. M. On May 3, 2022, the City Council conducted a duly noticed public hearing to consider the proposed map included here as Attachment A. Section 2, The City Council hereby establishes the map of commercial cannabis eligible areas, included here as Attachment A, and referenced in Santa Ana Municipal Code Sections 40-2, 40-5, and 40-6. This map reflects a minimum 600-foot distance from properties containing schools, parks, and properties zoned for residential uses. Resolution No. 2022-XXX Page 2 of 4 City Council 35 — 93 5/3/2022 Exhibit 3 Section 3. 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 day of , 2022. Vicente Sarmiento Mayor APPROVED AS TO FORM: Sonia R. Carvalho, City Attorney By: John Funk Senior Assistant City Attorney AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers Resolution No. 2022-XXX Page 3 of 4 City Council 35 — 94 5/3/2022 Exhibit 3 CERTIFICATE OF ATTESTATION AND ORIGINALITY I, DAISY GOMEZ, Clerk of the Council, do hereby certify the attached Resolution No. 2022 - to be the original resolution adopted by the City Council of the City of Santa Ana on , 2022. Date: Clerk of the Council City of Santa Ana Resolution No. 2022-XXX Page 4 of 4 City Council 35 — 95 5/3/2022 ui 0 0 co 1 M w � Q 0 ��� � � co L� _ P M o 16 Q o e° MI J Q GJ Q /fit/GNV2J.- �P c � O Jp �x � L m d P�� W o O co LO a� o o co U 1S NIvW w - 1S NIVN .lbMab 0218 AvM(I 0 ig w E w LI t S b3MOl� �LL ~W L co = or Fie > 1S 101Sl�lB Q9� �C/) I o nw J �� co rya m E of 1' L o of N O •� >w F — - EF Fie Q ON ° O aw a 1S lllb?J Q =� 00 o f° W in m N co w v O 0 Q � 0 o o 1S vry CO M31n�1 l dJ LL um z T. _Vu um uico a ui 191P 4n�8 2�0-82�dH a a� ®'�-� o > n •� R I co J o c ,W z w O -o •i Q w R O w r �E M N m N (n LL _ O N w N J 2 co �2 oll ¢ N Z -- F m / Centennial Exhibit 3 Regional Park Godinez Fundamental High School Mitchell Child Development L Center r _ I x- WARNER AV � E ER TR M AV S G S O �-- w r,A 01 �I U 2 s-_ Thorpe _ J Fundamental f Segerstrom High MACARTHUR BL e Calvary Chapel High Greenvi Fundame 0 500 1,000 Maranatha Element Christian Feet Academy Map Creation Date:3/8/2022 City of Santa Ana-GIS Section Imo]} SUNFLOWER AV ----- ---------------- ---------------------- Note:No Adult-use cannabis retail business shall be located within 500 feet of another retail cannabis business,except for permitted co-location. Legend Schools Parks _ Commercial Cannabis Retail 600 ft Buffer from Schools,Parks,and Residential Zoning Classifications (Medicinal & Adult-Use) Zoning Areas Suitable f EaiM1-Light lndustriaCity Council L 600 ft Bufferf5 — 97 Zoning Availabilit#/ $ of 3 M2-Heavy Industrial Note:final verification of eligible applications will be based on information provided via written communication for renewals or for new registration applications. M o o N .a '�•'� a v o a O " _ i ao C ov CL CL E J V o �O C: MD MD 0 w z � Q ♦-0 E E 0 U p N N O w CL N C 1S N I�/IN w = o N s CL M N C o fn O aJ bIJY c L •V CL O_ c w O m rn Q�E � TW (n C y _ 6_ O �LL c m O R y C _0 c V o is AMO-ij E y M _ T DW � o U a J = m v on U) �= O�1 z o U (0 p C C N w �C z o O O M N N (U zo villa Fundamental Intmd Santa at Roosevelt Prentice Ana Zoo Park i Communit Center Paryk Roosevelt Elem Hemr I _ I I I Pacific Standardd F eld I 1 1Par�Clc MC FADDEN AV Al KEgemy - a Q 3 z Madison Century High z Q Elem Mad' n !_. Par EDINGERAV Occidle ental — - Exercise Park �. — _ `t �� •• L. ; - I WARNER AV e 0 500 1,000 Mnnrna Note:No Adult-Use cannabis retail business shall be located within 500 feet Feet of another retail cannabis business,except for permitted co-location. Map Creation Date:3/8/2022 City of Santa Ana-GIS Section Legend Schools Parks Commercial Cannabis Retail 600 ft Buffer from Schools,Parks,and Residential Zoning Classifications (Medicinal & Adult-Use) Zoning Areas Suitable f '� �M,-LightlndustriaCity Council 600 ft Buffers — 99 Zoning Availabilit#/ a of 3 M2-Heavy Industrial I I Note:final verification of eligible applications will be based on information provided via written communication for renewals or for new registration applications. Exhibit 4 Recommended Commercial Cannabis Tax Rate Adjustments Table Commercial Cannabis Business Activity Gross Receipts Tax Gross Square Rate Footage Tax Rate Consumption Lounges and Temporary Consumption and/or Special 8% $ 0.00 Events) (effective beginning July 1, 2022) Cultivation (effective December 21, 2018 through June 30, 2022) 6% $ 10.00 Cultivation (effective beginning July 1, 2022) 4% $ 7.00 Distribution (effective December 21, 2018 through June 30, 2022) 6% $ 4.00 Distribution (effective beginning July 1, 2022) 4% $ 3.00 Manufacturing (effective December 21, 2018 through June 30, 2022) 6% $ 10.00 Manufacturing (effective beginning July 1, 2022) 4% $ 7.00 Shared Manufacturing (effective beginning July 1, 2022) 4% $ 0.00 Retail Retail Microbusinesses 8% $ 25.00 (Tax rates apply proportionally to microbusiness' activities Cultivation, Cultivation & Mfg. corresponding to Retail/Cultivation/Manufacturing/Distribution - Distribution & $ 10.00 effective September 3, 2019 through June 30, 2022) Mfg. Distribution 6% $ 4.00 Retail Microbusinesses t $ 25.00 (effective beginning July 1, 2022) Retail Cultivation & Mfg. 8% $ 7.00 t$2,000 Basic Tax Rate assessment to be reduced for All Others Distribution microbusinesses to a single levy on a microbusiness'dominant 4% $ 3.00 gross receipts activity. Shared Mfg. $ 0.00 Note: *Shared manufacturers work in a shared-use facility operated by a commercial cannabis manufacturer. Shared manufacturers can: • Extract cannabis using butter or cooking oils • Make cannabis products through infusion • Package and label cannabis City Council Exhibit 435 — 100 5/3/2022 Exhibit 4 • Microbusiness are a single commercial cannabis businesses license type allowing for at least three of the following activities at one location: 1. Cultivation—up to 10,000 total square feet 2. Manufacturing—use of non-volatile solvents, mechanical extraction or infusion 3 Distribution or distribution transport-only 4 Adult Use Retail—storefront or non-storefront. # #-Santa Ana restricts to storefront retail, and only for pre-existing adult use retailers seeking to expand into a microbusiness. City Council Exhibit 435 — 101 5/3/2022 DRAFT A RESOLUTION OF THE COUNCIL OF THE CITY OF SANTA ANA APOLOGIZING TO CHINESE IMMIGRANTS AND THEIR DESCENDANTS FOR ACTS OF FUNDAMENTAL INJUSTICE AND DISCRIMINATION, SEEKING FORGIVENESS AND COMMITTING TO THE RECTIFICATION OF PAST POLICIES AND MISDEEDS WHEREAS, Chinese Americans have a long and rich history in the United States, California, Orange County and Santa Ana; and WHEREAS, the many contributions of Chinese Americans, both past and present, should be acknowledged and celebrated; and WHEREAS, since the late 19th century, the United States Congress, the State of California, and the City of Santa Ana enacted adverse laws specifically targeting Chinese people on the basis of race, most notably with the federal passage of the Chinese Exclusion Act of 1882, the first federal law ever passed excluding a group of immigrants solely on the basis of race or nationality. The Chinese Exclusion Act set the precedent for racist foreign and national policy that led to broader exclusion laws; and WHEREAS, Chinese immigrants were met with virulent racism, xenophobia and the violence of anti-Chinese sentiment in Santa Ana and denied equal protection under the law; and WHEREAS, during this period, growth in the Chinese population, combined with economic regression and pervasive anti-Chinese sentiments lead to the use of government authority to remove Chinese Americans in Santa Ana; and WHEREAS, the policies, resolutions, and other actions of the City of Santa Ana and President George A. Edgar (Mayor) and the Board of Trustees (City Council) A.C. Tiede, John Cubbon, George L. Wright, and James Sleeper directly contributed to the xenophobic discrimination and racial violence faced by Chinese immigrants with the support and encouragement of City Attorney Colonel W.F. Heathman and Orange County District Attorney Horace Head; and WHEREAS, the City made plans to remove Chinese residents and merchants in Santa Ana's Chinatown as part of an urban renewal effort to gain control of those properties for the building of the new City Hall and on May 25, 1906, the Board of Trustees passed a resolution and issued an order to the Fire Marshal to deliberately set fire to Chinatown leading to the destruction of homes and businesses and the displacement of Santa Ana's Chinese community; and City Council 36 — 1 Resoluti'MP2 -xxx Page 1 of 3 WHEREAS, on May 25, 1906, a mass rally of 1 ,000 citizens gathered to watch and celebrate as the area known as Chinatown on 2nd, Main, and Bush Street was burned to the ground; and WHEREAS, the Chinese Exclusion Laws were repealed in 1943 and subsequent federal legislation officially banned racial bias in immigration and citizenship, a fundamental step in the struggle for racial equality and justice in the United States; WHEREAS, the recent rise in anti-Asian violence and racial discrimination demonstrates that xenophobia remains deeply rooted in our society and that Chinese and Asian-Americans are still stereotyped as perpetual foreigners; and WHEREAS, the story of Chinese immigrants and the dehumanizing atrocities committed against them in the 19th and early 20th century should not be minimized in the telling of Santa Ana's history; and WHEREAS, the City must acknowledge and take responsibility for the legacy of discrimination against early Chinese immigrants as part of our collective consciousness that helps contribute to the current surge in anti-Asian and Pacific Islander hate; and WHEREAS, a genuine apology for the City's role in this history and legacy is an important and necessary step in the process of racial reconciliation; and WHEREAS, an apology for grievous injustices cannot erase the past, but admission of the historic wrongdoings committed can aid us in solving the critical problems of racial discrimination facing America today; NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Santa Ana Section 1. Apologizes to all Chinese immigrants and their descendants who came to Santa Ana and were the victims of systemic and institutional racism, xenophobia, and discrimination; Section 2. Acknowledges acts of fundamental injustice, terror, cruelty, and brutality, including the dismantling and destruction of the City's Chinatown; Section 3. Recognizes the contributions and resilience of the Chinese community and their commitment to fostering reconciliation and friendship; and Section 4. Resolves to rectify the lingering consequences of the discriminatory policies of the City of Santa Ana, and to use this resolution as a teaching moment for the public to move forward. towards justice for all. ADOPTED this day of May, 2022. City Council 36 — 2 Resoluti'MP2 -xxx Page 2 of 3 Vicente Sarmiento Mayor APPROVED AS TO FORM: Sonia R. Carvalho, City Attorney By: AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers CERTIFICATION OF ATTESTATION AND ORIGINALITY I, DAISY GOMEZ, Clerk of the Council, do hereby attest to and certify the attached Resolution No. 2022-XXX to be the original resolution adopted by the City Council of the City of Santa Ana on Date: Clerk of the Council City of Santa Ana City Council 36 — 3 Resoluti'MP2 -XXX Page 3 of 3 Housing Authority santa-ana.org/cd Item # 3 City of Santa Ana 20 Civic Center Plaza, Santa Ana, CA 92701 Staff Report May 3, 2022 Topic: Quarterly Report for Housing Choice Voucher Program AGENDA TITLE: Quarterly Report for the Housing Choice Voucher Program for the Period of January 1 , 2022 to March 31, 2022 RECOMMENDED ACTION Receive and file the Quarterly Report for the Housing Choice Voucher Program for the period of January 1 , 2022 to March 31, 2022. DISCUSSION The January 1 , 2022 to March 31 , 2022 Quarterly Report for the Housing Choice Voucher (HCV) Program provides statistics for the day-to-day activities of the Santa Ana Housing Authority. The report is divided into three (3) sections: Applicants, Participants, and Production. Applicants The Santa Ana Housing Authority accepted applications from July 1, 2015 through July 30, 2015 and received a total of 16,375 applications. A random lottery procedure was applied and the Santa Ana Housing Authority accepted 5,000 of the 16,375 applications to establish a 2015 HCV Waiting List. As of March 16, 2022, the Housing Authority has selected all the applicants from the 2015 Waiting List. After almost 7 years we have exhausted our 2015 Waiting List. As a result, our Housing Authority will begin accepting new Section 8 applications beginning Monday, May 2nd at 7.30AM until Tuesday, May 31st at 11 :59PM. Applicants may apply anytime during this period by going to the City's website at santa-ana.org/housing. In accordance with our HCV Program Administrative Plan, a local preference will be given to residents who live or work in Santa Ana and U.S. military veterans. After the Waiting List closes on May 31st, the Housing Authority will randomly select 7,500 applications to place on the 2022 HCV Waiting List using a lottery process. City Council 3 - 1 5/3/2022 Quarterly Report for Housing Choice Voucher Program May 3, 2022 Page 2 Participants 1.Family Size At the end of the reporting period, there were 2,812 __ households receiving rental assistance from the 4 P�Pla_ ` 1 2% Housing Authority. 7% Al PeaRW_ 1 1 Ptvs�n 4396 Chart 1 illustrates participating families, sorted by 14% number of family members. Over three-fourths (84%) of families receiving assistance have three (3) or fewer z P. members. 27% 2.Family Type Chart 2 illustrates the family type for program Other participants. Over half (70%) of participating 16% households have elderly and/or disabled members. Family , Disabled ["Other" consists of households that are non-elderly, 14% 42% non-disabled, with no minor children.] . Elderly 28 Chart 3 depicts participants by percentage of Orange 3.Income as Percentage of Median County median income. As of December 31, 2021, the Below 50% Below 80% County Median of Median family of four. 10% 1% Approximately 89/0 of families on the program earn less than 30% of the median income, which is $40,350 per / year for a family of four (4). -- Participants' incomes come from a variety of sources, as 4.Source of Income illustrated in Chart 4. A total of 37% of participating % _ 64 families have income from employment. Participating 70 60% families pay a portion of their monthly rent based upon 50% 37% their income and the payment standard for their 40% unit. The Housing Authority pays the difference 30% between the tenant's portion and the contract rent. This 20% 7% of With Any With anv With any With any City Council 3 - 2 Wages Welfare 5/3)02022°therIncome Quarterly Report for Housing Choice Voucher Program May 3, 2022 Page 3 payment is the Housing Assistance Payment (HAP). The average HAP for January 1 , 2022 to March 31, 2022 was $1,353. Production HQS Inspections: At least once every two (2) years, 5.HQS Inspections the Housing Authority must inspect each assisted-unit to ensure it meets HUD's Housing Quality Standards 150 105 (HQS) in compliance with the federal regulations. From 100 41 61 January 1 , 2022 to March 31 , 2022 a total of 207 50 inspections and re-inspections of our assisted-units ° Jan Feb Mar were performed of which 20 inspections failed. Chart 5 Inspection Months illustrates the number of inspections performed on a monthly basis during the reporting period. Recertifications / Interims: 6.Re-exams and Interims Each year, the Housing Authority must re-certify every assisted-family to verify the family is still eligible for no assistance. In addition, when a participant's income 200 99 44 mow changes, an interim examination must be ioo A ■ performed. During the reporting period, a total of 709 recertifications and interims were conducted. Chart 6 Jan Feb Mar illustrates the number of recertifications and interims ■Re-exams ■Interims performed. Other Change of Unit: These actions are completed when a family moves to a different rental unit. Twenty (20) change of unit actions were processed during the reporting period. New Admissions: This action is completed when a family is admitted to the HCV Program. Seventy six (76) new admissions were processed during the reporting period. End of Participation: This action is completed when the family is no longer interested in participating in the program, the family becomes deceased, the family is no longer eligible for the program, or the family is terminated from the program due to program violations. Twenty-seven (27) end of participations were processed during the reported period. Expired Vouchers: City Council 3 - 3 5/3/2022 Quarterly Report for Housing Choice Voucher Program May 3, 2022 Page 4 This action is completed when an applicant is unable to locate a unit within the timeframe of the voucher and all extensions have been exhausted or no extension is requested. There were nineteen (19) expired vouchers processed during the reporting period. FISCAL IMPACT There is no fiscal impact associated with this action. Submitted By: Judson Brown, Housing Division Manager Approved By: Steven A. Mendoza, Assistant City Manager/Executive Director City Council 3 - 4 5/3/2022