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Item 17 - Food Distribution/Supply Programs
City Manager Office www.santa-ana.org/cm Item # 17 or City of Santa Ana 20 Civic Center Plaza, Santa Ana, CA 92701 Staff Report March 1, 2022 TOPIC: Food Distribution/Supply Programs AGENDA TITLE: Approve Agreements with Delhi Center, Elks Building Association of Santa Ana, United Across Borders Foundation, Latino Health Access, and OneOC for Food Distribution/Supply Programs for a One -Year Term in an Aggregate Amount Not to Exceed $900,000 (Revive Santa Ana Program) RECOMMENDED ACTION Authorize the City Manager to execute agreements with Delhi Center, Elks Building Association of Santa Ana, United Across Borders Foundation, Latino Health Access, and OneOC to operate food distribution and food supply programs for a one-year term beginning March 1, 2022 and expiring February 28, 2023, in a total shared aggregate amount not to exceed $900,000, subject to non -substantive changes approved by the City Manager and City Attorney. DISCUSSION Revive Santa Ana is a comprehensive COVID-19 pandemic recovery initiative designed to deliver both short-term and long-term health, financial, educational and other support to the Santa Ana community. It is funded by a federal American Rescue Plan Act allocation of $128.3 million, additional housing funding of $21.5 million, and $10.6 million in federal funds from the state for emergency rental assistance. The City Council approved the use of the first portion of money on July 20, 2021. On January 14, 2022, the City Manager's Office issued a Request for Proposals (RFP) for contractors to operate food distribution and food supply programs throughout the city. The RFP was advertised on the City's online bid management and publication system, with bids due on February 7, 2022 (Exhibit 1). Five non-profit organizations submitted proposals and all five proposals were responsive. Staff recommends awarding agreements to all five non-profit agencies as listed below (Exhibit 2-6). Food Distribution/Supply Programs March 1, 2022 Page 2 Organization Funding Amount Requested Per Year Proposed Award Delhi Center $249,997 $218,574 Elks Lode $188,760 $165,034 United Across Borders Foundation $250,000 $218,576 Latino Health Access $125,000 $109,288 One0c MPNA Green $215,631.16 $188,528 Total $1,029,388.16 $900,000 The Delhi Center, Latino Health Access, and United Across Borders Foundations are proposing to offer traditional food distribution events. These proposed programs will operate weekly and will provide low-income community members with access to free food, diapers and other essential supplies. The Santa Ana Elks Lodge is proposing to offer weekly hot meals at their facility with the option for meal delivery for those individuals with limited mobility. MPNA-Green is proposing to provide $300 food vouchers for Santa Ana households that have been impacted by COVID-19. Additional program details including detailed budgets and scope of work for each of the proposed programs are outlined in the agreements (Exhibits 2-6). ENVIRONMENTAL IMPACT There is no environmental impact associated with this action. FISCAL IMPACT Funds are available for expenditure in Fiscal Year 2021-22. Any remaining balances not expended at the end of the fiscal year will be carried forward to the following fiscal year. Fiscal Accounting Unit - Fund Accounting Unit — Amount Year Account No. Description Account No. (Project No.) Description 2021-22 18103013-Various American ARPA-CMO, Food $900,000 Rescue Plan Act Distribution Programs (Project No. 221322) Total $900,000 EXHIBIT(S) 1. RFP No. 22-009A Food Distribution / Food Supply Programs 2. Agreement — Delhi Center 3. Agreement — Elks Lodge 4. Agreement — United Across Borders Foundation 5. Agreement — Latino Health Access 6. Agreement - OneOc Food Distribution/Supply Programs March 1, 2022 Page 3 Submitted By: Kristine Ridge, City Manager Approved By: Kristine Ridge, City Manager REQUEST FOR PROPOSALS (RFP) FOR REVIVE: SANTA ANA FOOD SUPPLY/ DISTRIBUTION PROGRAMS RFP NO.: 22-009A CITY OF SANTA ANA City Manager's Office 20 Civic Center Plaza-M31 Santa Ana, CA 92701 DAISY PEREZ RFP ADMINISTRATOR (714) 647-5219 OFFICE DPEREZC&-SANTA-ANA.ORG City of Santa Ana RFP 22-009A Page 1 NOTICE INVITING PROPOSALS NOTICE IS HEREBY GIVEN that proposals will be received from qualified organizations for REVIVE: SANTA ANA FOOD SUPPLY AND DISTRIBUTION PROGRAMS. Responses to this request for proposals (RFP) will be accepted no later than Monday, February 7, 2022 at 5:00 p.m. Proposals shall be submitted electronically through the planetbids website. No other form of submittal will be accepted. It is the responsibility of proposers to ensure that any proposal submitted has been uploaded to planetbids prior to this proposal due date and time. Proposals shall not be mailed or sent via telegraphic, electronic or facsimile means. All notifications, updates and addenda will be posted on the planetbids https://www.planetbids.com/portal/portal.cfm?companyid=20137. Proposers shall be responsible for monitoring the site to obtain information regarding this solicitation. Failure to respond to required updates may result in a determination of a nonresponsive proposal. The City reserves the right to reject any or all proposals, or waive any irregularities or technical deficiencies in any proposal. City of Santa Ana RFP 22-009A Page 2 CITY OF SANTA ANA REQUEST FOR PROPOSALS REVIVE: SANTA ANA FOOD SUPPLY/DISTRIBUTION PROGRAMS RFP NO.: 22-009A TABLE OF CONTENTS I. GENERAL II. PROPOSAL TERMS AND CONDITIONS A. EXAMINATION B. DILIGENCE MATERIAL C. PROPOSAL VALIDITY D. PRE -CONTRACTUAL EXPENSES E. PROPOSAL INFORMATION F. EVIDENCE OF FINANCIAL CAPABILITY G. CITY RIGHT TO REJECT H. EXECUTION OF AGREEMENT I. LICENSES & PERMITS J. INSURANCE K. PAYMENT INFORMATION PACKET 4 5 III. INSTRUCTIONS TO PROPOSERS 7 A. POINT OF CONTACT B. JOINT OFFERS/SUBCONSULTANTS C. REQUEST FOR INFORMATION OR CLARIFICATION D. ADDENDA E. PRE -PROPOSAL MEETING F. ERRORS IN PROPOSAL G. PROTESTS IV. SUBMITTAL REQUIREMENTS 8 A. GENERAL B. PROPOSAL CONTENTS V. PROPOSAL REVIEW (CONSULTANT SELECTION) 11 A. EVALUATION AND RATING B. SELECTION VI. AWARD OF AGREEMENT A. REQUEST FOR COUNCIL ACTION B. EXECUTION OF AGREEMENT 12 VII. IMPLEMENTATION 12 A. KICK-OFF MEETING B. NOTICE TO PROCEED VIII. PUBLIC RECORDS 12 IX. APPENDIX 13 ATTACHMENT 1: SCOPE OF WORK ATTACHMENT 2: SAMPLE AGREEMENT ATTACHMENT 3: SUBMITTALS (CERTIFICATIONS, STATEMENTS, SCHEDULES) ATTACHMENT 4: ADDITIONAL INFORMATION City of Santa Ana RFP 22-009A Page 3 GENERAL Revive Santa Ana is a comprehensive COVID-19 pandemic recovery initiative designed to deliver both short-term and long-term health, financial, educational and other support to the Santa Ana community. It is funded by a federal American Rescue Plan Act allocation of $128.3 million, additional housing funding of $21.5 million, and $10.6 million in federal funds from the state for emergency rental assistance. The Santa Ana city council approved the use of the first portion of money on July 20, 2021. The City is issuing a request for proposals to award up to $1,000,000 (minimum: $50,000/maximum $250,000) in federal grant funds to qualified non-profit organizations that have the expertise and experience in providing food supply and/or food distribution programs in the city of Santa Ana. This is a reimbursement chant opportunity. Organizations awarded grants will need to expend funds in qualified, eligible categories and then request reimbursement from the city with appropriate documentation of expenses. Request for proposal timeline (subject to change at the discretion of the city): RFP Release: Friday, January 14, 2022 Pre -Proposal Zoom Meeting: Monday, January 31, 2022 10:00 AM PST Please See Below For Zoom Meeting Information Deadline for Requests for Information Proposal Due: Projected Award: Projected Agreement Start Date: Projected Agreement End Date Wednesday, February 2, 2022 5:00 PM PST Monday, February 7, 2022 5:00 PM PST Tuesday, March 1, 2022 March 1, 2022 February 29, 2024 The City has established a proposal review committee to evaluate proposers based on the response to the RFP, which includes adherence to outlined directions and format, and the city evaluation criteria set forth below. The results from the evaluation committee will be provided to the executive director and/or city manager for final consideration for recommendation to the city council for awarding a grant. City of Santa Ana RFP 22-009A Page 4 Zoom Meeting Information City Of Santa Ana Is Inviting You To A Scheduled Zoom Meeting. Topic: Revive Pre -Proposal Zoom Meeting (D. Perez) Time: Jan 31, 2022 10:00 AM Pacific Time (US And Canada) Join Zoom Meeting https://us02web.zoom.us/i/84808506542?pwd=cFVWSlYrVXVJTVpJUE1 aSTVubG1 kQT09 Meeting ID: 848 0850 6542 Passcode:739213 One tap mobile +16699006833„84808506542#,,,,*739213# US (San Jose) +12532158782„84808506542#,,,,*739213# US (Tacoma) Dial by your location +1 669 900 6833 US (San Jose) +1 253 215 8782 US (Tacoma) +1 346 248 7799 US (Houston) +1 312 626 6799 US (Chicago) +1 929 205 6099 US (New York) +1 301 715 8592 US (Washington DC) Meeting ID: 848 0850 6542 Passcode:739213 Find your local number: https://us02web.zoom.us/u/kc7MEbOSW5 II. PROPOSAL TERMS AND CONDITIONS By submitting a Proposal, the PROPOSER acknowledges that it has thoroughly examined and accepts the Terms and Conditions of this RFP as described below: A. EXAMINATION PROPOSER represents that it has thoroughly examined and become familiar with the services and responsibilities outlined in this RFP, and that it is capable of effectively and efficiently performing quality work to achieve the CITY's objectives. Any attachments referenced herein or any interpretations, clarifications or amendments subsequently posted in the relation to this RFP are fully incorporated. B. DILIGENCE MATERIAL Diligence Material, if provided, is subject to the following disclaimer: Neither the CITY or any of its agents, advisors, or representatives: has made or makes any representation or warranty, express or implied, as to the accuracy or completeness of the Diligence Material. Without limiting the generality of the foregoing, the Diligence Material may include certain assumptions, statements, estimates and projections provided by or with respect to the CITY. Such assumptions, statements, estimates, and projections reflect various assumptions made by the CITY, which assumptions may or may not prove to be correct. No representations are made by the CITY as to the accuracy of such City of Santa Ana RFP 22-009A Page 5 assumptions, statements, estimates, or projections. C. PROPOSAL VALIDITY Services, pricing and warranties indicated in a respondent's Proposal must be valid for a period of 120 days after the submission of the Proposal. D. PRE -CONTRACTUAL EXPENSES Santa Ana shall not be liable for any pre -contractual expenses incurred by PROPOSERS in the preparation of its proposal. E. PROPOSAL INFORMATION It is understood and agreed upon by the PROPOSER in submitting a Proposal that the CITY has the right to withhold all information regarding this process until after Agreement award, including but not limited to: the number received; competitive technical information; competitive price information; and the CITY evaluation concerns about competing Proposals. Information releasable after award is subject to the disclosure requirements of the Public Records Act, California Government Code Section 6250. F. EVIDENCE OF FINANCIAL CAPACITY Proposer may be requested to submit its most recent audited financial statement, evidencing PROPOSER's financial capacity to fully perform the required services, including provision of equipment and personnel expenses over a ninety (90) day period. If said financial statement does not reflect full ninety (90) day operational capacity, PROPOSER may include a letter of credit as evidence of supplemental capacity. G. CITY RIGHT TO REJECT The CITY reserves the right to reject any or all proposals submitted and no representation is made hereby that any agreement will be awarded pursuant to this RFP or otherwise. The CITY reserves the right to accept or reject the combined or separate components of this proposal in part or in its entirety or to waive any minor inconsistency, informality or technical defect in the proposal. The CITY reserves the right to reject, replace and approve any and all subcontractors. All subcontractor(s) shall be identified in the response to the RFP. Subcontractors shall be the responsibility of the successful PROPOSER and the CITY shall assume no liability of such subcontractors. H. EXECUTION OF AGREEMENT The CITY and the selected PROPOSER(S) 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. City of Santa Ana RFP 22-009A Page 6 LICENSES & PERMITS The selected PROPOSER shall be required to obtain a CITY of Santa Ana Business license within ten (10) business days of selection and must provide a copy to the CITY Project Manager or designee prior to commencing any work in Santa Ana. Additionally, PROPOSER will be responsible for obtaining any licenses/permits required by the Scope of Work. J. INSURANCE The selected PROPOSER shall provide the required evidence of insurance coverage as set forth in the standard agreement within ten (10) business days after receipt of notice of award. K. PAYMENT INFORMATION PACKET The selected PROPOSER shall return a completed payment information packet within ten (10) business days after the successful PROPOSER has received notice that the agreement has been awarded. The packet is available on the CITY's website: https://www.santa- ana.org/doing-business-city# INSTRUCTIONS TO PROPOSERS A. POINT OF CONTACT The selected PROPOSER will assume responsibility for all services in its proposal. The selected PROPOSER shall identify a sole point of contact with the greatest knowledge in regard to the required service operations and contractual matters, including payment of any and all charges resulting from the Agreement. B. JOINT OFFERS/SUBCONSULTANTS Where two or more PROPOSERS desire to submit a single Proposal in response to this RFP, they should do so on a prime -sub consultant basis. The CITY intends to contract with a single organization and not with multiple organizations doing business as a joint venture. Should the use of sub consultants be offered, the PROPOSER shall provide the same assurances of competence for the sub consultant plus the demonstrated ability to manage and supervise the subcontracted work. Sub consultants shall not be allowed to further subcontract with others for work under the Agreement. The provisions of the Agreement shall apply to all sub consultants in the same manner as the PROPOSER. C. REQUEST FOR INFORMATION OR CLARIFICATION Any requests for clarification or other questions concerning this RFP must be submitted via PlanetBidsby or before the "Deadline for Requests for Information" date noted in the RFP Timeline under Section I. General. No verbal requests or responses will be accepted. Significant interpretations or clarifications will be addressed via addenda to this RFP, which will be released and posted on PlanetBids under the "Addenda/Emails" tab, as indicated in Section III.D. City of Santa Ana RFP 22-009A Page 7 �U18787:1101070 Any changes in the RFP from the date of release to date of submittal will result in an addendum or amendment. Notification of such addendum or amendment shall be posted through the City's electronic bid management system at http://www.planetbids.com/portal/portal.cfm?CompanylD=20137 PROPOSERS shall be responsible for monitoring the site to obtain information regarding this solicitation. E. PRE -PROPOSAL MEETING If stated in the timeline, a pre -proposal meeting will occur on the date and time identified herein. The meeting will include discussion of the project scope and a question -and - answer session. Significant interpretations or clarifications will be addressed via addenda to this RFP. F. ERRORS IN PROPOSAL If, prior to the opening of Proposals, a PROPOSER discovers an error in the Proposal, the PROPOSER may submit a replacement Proposal prior to the time and date set as the deadline for submitting Proposals. The replacement Proposal shall clearly indicate that it supersedes the prior Proposal. After the close of the RFP Period, an erroneous Proposal may not be replaced or modified; but the PROPOSER may request the CITY release the PROPOSER due to an error in the Proposal. The CITY may release the PROPOSER if the integrity of the Proposal process is not jeopardized, the error was a result of excusable neglect, and the PROPOSER is not advantaged. If the CITY releases the PROPOSER, the Proposal will be deemed rejected and the PROPOSER shall be prohibited from performing all or any portion of this project. A PROPOSER'S error in adding numerical items contained in the Proposal shall not constitute a material error. Rather, the CITY will rely upon the amount assigned to each item of the Proposal. G. PROTESTS PROPOSERS with concerns or rebuttal of any staff determination of non -responsiveness or non -responsibility may submit, in writing within five (5) business days, to the RFP Administrator, any concerns regarding the RFP process or staff determination. Such writing shall be considered by the City Manager or his designated representative, and may be acted upon within five (5) business days. If no action is taken within such time, there shall be no change to the staff determination. The exercise by PROPOSER of its right to submit written concerns shall be a condition precedent to seeking judicial review of any award of a contract hereunder. SUBMITTAL REQUIREMENTS A. GENERAL ELECTRONIC SUBMITTAL Proposers are required to submit all elements City of Santa Ana RFP 22-009A Page 8 identified in section IV. B. Proposal Contents via the PlanetBids website. The City is not responsible for any technical difficulties, such as unavailable internet connection, website failure, etc. It is the responsibility of the proposer to ensure that any proposal submitted has been uploaded to PlanetBids prior to this proposal due date and time. 2. DEADLINE: Proposals are due to the City of Santa Ana, at the date, time, and location set forth above in the Notice Inviting Proposals. PROPOSAL CONTENTS A responsive proposal shall contain the following documentation: 1. COVER LETTER: Proposals shall include a letter signed by a principal or authorized representative who can make legally binding commitments for the entity. Include type of business entity. 2. TABLE OF CONTENTS: Proposals shall include a listing, by page number and all other contents of the Proposal that are listed below. 3. STATEMENT OF QUALIFICATIONS: a) Organization and Team Experience: Proposal shall include 1) Organizational Chart, (1 page max) 2) Profile of the organization's experience (1 page max) 3) Resumes of team that will be providing services (1 page max per resume) b) Relevant Program/Service Experience: (1 page max) Proposal shall include a list of programs/services, which your organization has provided within the last five (5) years. Program/Service information should include program descriptions. Federal Funding: (1 page max) Proposal shall include a listing that contains the items below of Federal grants received (directly or from a Pass -through Agency) within the past five (5) years. -Name of Federal Awarding Agency -Name of Grant -Grant Agreement Number -Federal Catalog Number -Project Period -Award Amount -Scope of work 4. SCOPE OF WORK: (5 page max) 1. Proposal shall include details of food supply and/or food distribution services 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 City of Santa Ana RFP 22-009A Page 9 2. Proposal shall include details of the target population 3. Proposal shall include details of the unmet need 4. Proposal shall include details of collaborations with local organizations 5. Proposal shall include details of innovation in program/service delivery 5. DATA COLLECTING, REPORTING AND COMPLIANCE: (2 pages max) The proposal shall include details on how the organization will comply with the State and Local Fiscal Recovery Funds, Compliance and Reporting responsibilities for the following categories: 2: Negative Economic Impacts 2.1 Household Assistance: Food Programs Proposers will have to comply with and demonstrate Evidence of Use and Project Demographic Distribution. See link for guidance book: https://home.treasurV.gov/system/files/136/SLFRF-Compliance-and- Reporting-Guidance.pdf 2. The proposal shall include details on how the organization will service people in a Qualified Service Tract (QCT) (See link for below for map). If service is not in a QCT, how will the organization support their determination that the pandemic resulted in disproportionate public health or economic outcomes to the specific population, household, or geographic area served. https://www.huduser.gov/portal/sadda/sadda gct.html 3. The proposal shall include details on how the organization will comply with 2 CFR part 200 (Uniform Administrative Requirements). See link for below for regulations. https://www.ecfr.gov/current/title-2/subtitle-A/chapter-I I/part-200?toc=1 6. BUDGET PROPOSAL: (2 page max) The proposal shall include a line item budget proposal for services for the entirety of the program period (proposals may be for up to a two-year period). In addition, please describe your organization's ability to support cashflow needs between reimbursement of expenditures, estimated 90- 120 days (invoicing is anticipated to be bi-monthly or quarterly). 7. CERTIFICATIONS/STATEMENTS: The following forms, included in Attachment 3 in the Appendix of this RFP shall be signed and included as part of the proposal submittal package: Attachment 3-1: Non -Collusion Affidavit Attachment 3-2: Non -Lobbying Certification City of Santa Ana RFP 22-009A Page 10 Attachment 3-3: Non -Discrimination Certification Attachment 3-4: Agreement Statement Attachment 3-5: Organizational Status Documentation IV. PROPOSAL REVIEW (CONSULTANT SELECTION) A. EVALUATION AND RATING The CITY has established a proposal review committee to evaluate proposals based on the response to the RFP, which includes adherence to outlined directions and format, and the CITY evaluation criteria set forth above. A final score will be calculated for each submitted proposal and used to rank the PROPOSERS. The criteria for evaluating the proposals submitted will take the following items into consideration: Statement of Qualifications 25% Scope of work 25% Data Collection, Reporting and Compliance 25% Budget 25% The CITY reserves the right to request clarification and/or request additional information from PROPOSERS, if necessary. Such clarifications and/or additional information shall be submitted by the PROPOSERS as an Addendum to the Proposal upon request of the Contract Officer. However, since PROPOSERS may not request to provide additional input, PROPOSERS are advised to submit complete information in the Proposal. Based on the evaluation results, the CITY may make a recommendation to award a grant or create a finalist list for further evaluation. PROPOSERS with a score insufficient to make the finalist list will not proceed in the evaluation process. The threshold for the finalist list will be determined by the evaluation committee. Factors used for the threshold determination are the number of proposals and initial scores of the proposals. For example, the lowest score of the top three scores will set the threshold and any score under that will not make the finalist list. The CITY may hold interviews and finalists may be asked to participate in an interview session and/or supplemental questionnaire. Exact date and time will be provided to the finalist(s) seven days prior to the assigned interview session and/or due date of the supplemental questionnaire. If an interview session and/or supplemental questionnaire is performed, the finalist will be ranked in order to determine which proposal(s) is(are) in the best interest to the CITY. B. SELECTION The CITY will recommend award of the agreement to the PROPOSER(S) who will provide the best quality and value to the CITY. CITY reserves the right to negotiate the final terms of the agreement. CITY reserves the right to begin negotiations and enter into an agreement without interview or further discussions. PROPOSER(S) will be asked to sign a tentative agreement that will be subject the City final approval. If in the negotiation process, the CITY and PROPOSER(S) cannot agree on final terms, the City reserves the City of Santa Ana RFP 22-009A Page 11 right to begin negotiations with the next highest ranked proposer and/or reject any/all proposals. V. AWARD OF AGREEMENT A. REQUEST FOR COUNCIL ACTION Following evaluation and rating by the proposal review committee, the Executive Director will recommend award of an agreement to the PROPOSER(S) providing the best quality and value to the CITY. B. EXECUTION OF AGREEMENT A standard agreement is included as Attachment 2, in the Appendix of this RFP. "PROPOSER" will hereinafter be referred to as "Consultant" in standard agreement. The term of the agreement will begin after the agreement is fully executed, and all required bonds, insurance documents and contents of the payment information packet have been received and approved. VI. IMPLEMENTATION A. KICK-OFF MEETING A kick-off meeting may be held after award of contract. Consultant and its team will meet with City of Santa Ana staff to conduct introductions, discuss scope of services, and implementation process. B. NOTICE TO PROCEED Following the kick-off meeting, a formal Notice to Proceed (NTP) may be issued after the agreement is fully executed, and all insurance documents and contents of the Payment Information Packet have been received and approved. VII. PUBLIC RECORDS All responses to the RFP shall become property of the CITY, and proposals will become public record after award of agreement. PROPOSER information identified as proprietary information shall be maintained confidential, to the extent allowed under the California Public Records Act. The City of Santa Ana, City Attorney Office will make the determination on whether information identified as proprietary meets confidentiality requirements. City of Santa Ana RFP 22-009A Page 12 Appendix ATTACHMENT 1 SCOPE OF WORK CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR REVIVE: SANTA ANA FOOD SUPPLY/DISTRIBUTION PROGRAMS RFP NO.: 22-009A Revive Santa Ana is a comprehensive COVID-19 pandemic recovery initiative designed to deliver both short-term and long-term health, financial, educational and other support to the Santa Ana community. It is funded by a federal American Rescue Plan Act allocation of $128.3 million, additional housing funding of $21.5 million, and $10.6 million in federal funds from the State for emergency rental assistance. The Santa Ana City Council approved the use of the first portion of money on July 20, 2021. The CITY is issuing a Request for Proposals to award $1,000,000 Federal grant funds to qualified non- profit organizations that have the expertise and experience in providing the following programs for Santa Ana Residents: • Food Distribution Programs • Food Supply Programs This is a reimbursement grant opportunity. Organizations awarded grants will need to expend funds in qualified, eligible categories and then request reimbursement from the City with appropriate documentation of expenses. City of Santa Ana RFP 22-009A Page 13 Appendix ATTACHMENT 2 AGREEMENT -SAMPLE (non -substantive changes may occur) AGREEMENT BETWEEN THE CITY OF SANTA ANA AND FOR USE OF AMERICAN RESCUE PLAN ACT (ARPA) FUNDS This Agreement is hereby made and entered into this day of , 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 , a California domestic nonprofit corporation ("CONTRACTOR" ). RFC;ITAI S- 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. CONTRACTOR has been selected by the CITY to receive ARPA SLFRF Funds in order to provide food distribution and/or food supply programs, in accordance with the Scope of Work attached hereto as Exhibit A and incorporated herein by reference ("said program"). CONTRACTOR 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. CONTRACTOR 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 CONTRACTOR 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 CONTRACTOR: ARPA PROGRAM PROVISIONS A. Scope of Work. CONTRACTOR 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 City of Santa Ana RFP 22-009A Page 14 described in the Scope of Work attached hereto as Exhibit A. CONTRACTOR'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 the date first written above and continue through February 29, 2024 ("Term"), unless terminated earlier pursuant to the terms of this Agreement. This Agreement shall also cover any and all services provided by the CONTRACTOR to the CITY since the date the ARPA SLFRF 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 dollars ($ ) ("ARPA SLFRF Funds") during the Term of the Agreement. CONTRACTOR agrees to use said ARPA SLFRF Funds to administer said program as outlined in Exhibit A. D. Disbursement of Funds. Said ARPA SLFRF Funds shall be disbursed by CITY to CONTRACTOR 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. CONTRACTOR 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 SLFRF Funds, or return the entire request to CONTRACTOR, 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 SLFRF Funds to CONTRACTOR, or to completely terminate this Agreement, in the CITY's sole discretion, if there is a reduction in ARPA SLFRF 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 CONTRACTOR'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 CONTRACTOR. (3) Reversion of Assets. CONTRACTOR 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 CONTRACTOR to the CITY within thirty (30) days of the expiration or earlier termination of the Agreement. No expense of CONTRACTOR will be reimbursed by CITY if incurred after the end of the Term of the Agreement. E. Grant Program Requirements. (1) CONTRACTOR acknowledges that the source of funding for said program is the federal ARPA, and that payments from the ARPA SLFRF Funds are only to be used to make necessary expenditures incurred due to the public health emergency with respect to COVID-19. (2) CONTRACTOR acknowledges that ARPA provisions allow the use of ARPA SLFRF Funds to respond to, mitigate, and recover from the COVID-19 public health emergency, and will not use City of Santa Ana RFP 22-009A Page 15 these funds for any other uses. (3) CONTRACTOR shall follow the process and determination of eligibility for participants in said program as outlined in Exhibit A. F. Performance Monitorina. (1) CONTRACTOR 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 CONTRACTOR'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 CONTRACTOR 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 CONTRACTOR 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. CONTRACTOR shall provide adequate cooperation to any inspector or other CITY representative to permit the same to determine CONTRACTOR's conformity with the terms of this Agreement. If any services performed by CONTRACTOR are not in conformance with the terms of this Agreement, the CITY shall have the right to require CONTRACTOR 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 CONTRACTOR for any costs incurred by the CITY because of CONTRACTOR's failure to perform. (6) CONTRACTOR 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 CONTRACTOR's performance under this Agreement at any time, upon reasonable notice to CONTRACTOR. G. Audit. (1) CONTRACTOR 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 CONTRACTOR, 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 CONTRACTOR. City of Santa Ana RFP 22-009A Page 16 (3) CONTRACTOR 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 CONTRACTOR for direct and/or administrative costs were not made in compliance with the applicable cost principles, regulations, or the provisions of this Agreement. (4) CONTRACTOR agrees to comply with the requirements of OMB Uniform Guidance 2 CFR Part 200. CONTRACTOR 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, CONTRACTOR 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 CONTRACTOR and all documents related to this Agreement shall be maintained and kept available at CONTRACTOR'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 CONTRACTOR does not make the above -referenced documents available within the City of Santa Ana, California, CONTRACTOR 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. CONTRACTOR agrees that all materials, reports or products in any form, including electronic, created by CONTRACTOR for which CONTRACTOR 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. CONTRACTOR 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. CONTRACTOR agrees to comply with the closeout procedures detailed in 2 CFR §200.343, including the following: (1) CONTRACTOR 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) CONTRACTOR 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 CONTRACTOR 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. City of Santa Ana RFP 22-009A Page 17 II. CONTRACTOR'S OBLIGATIONS A. Representations and Warranties. (1) Authority. CONTRACTOR 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. CONTRACTOR 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 CONTRACTOR has been fully authorized by all requisite actions on the part of CONTRACTOR. (2) Experience. CONTRACTOR is qualified to provide the administrator services for said program detailed herein. (3) Familiarity With Services Required. By executing this Agreement, CONTRACTOR 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 CONTRACTOR'S knowledge, CONTRACTOR'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 CONTRACTOR is a party or by which it is bound. (5) No Bankruptcy. CONTRACTOR is not the subject of any current or threatened bankruptcy proceeding. (6) No Pending Legal Proceedings. CONTRACTOR is not the subject of a current or threatened litigation that would or may materially affect CONTRACTOR'S performance under this Agreement. (7) Proposal Veracity. All provisions of and information provided in CONTRACTOR's proposal submitted to CITY, including any exhibits, are true and correct in all material respects. (8) No Pending Investigation. CONTRACTOR 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. CONTRACTOR agrees to obtain and maintain all required licenses, registrations, accreditation and inspections from all agencies governing its operations. CONTRACTOR shall ensure that its staff shall also obtain and maintain all required licenses, registrations, accreditation and inspections from all agencies governing CONTRACTOR's operations hereunder. Such licensing requirements include obtaining a City business license, as applicable. C. Zoning. CONTRACTOR agrees that any facility/property used in furtherance of said program shall be specifically zoned and permitted for such use(s) and activities. Should CONTRACTOR fail to have the required land entitlement and/or permits, thus violating any local, state or federal rules and regulations relating thereto, CONTRACTOR shall immediately make good -faith efforts to gain compliance City of Santa Ana RFP 22-009A Page 18 with local, state or federal rules and regulations following written notification of said violation(s) from the CITY or other authorized citing agency. CONTRACTOR 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. CONTRACTOR 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 CONTRACTOR 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. CONTRACTOR is not required to maintain separate depository accounts for ARPA SLFRF Funds; provided however, the CONTRACTOR 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. CONTRACTOR agrees that if CONTRACTOR expends Seven Hundred Fifty Thousand Dollars ($750,000) or more in federal funds, CONTRACTOR 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. CONTRACTOR 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. F. Compliance with Law/Program Income. CONTRACTOR 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 SLFRF 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 CONTRACTOR shall be returned to CITY, unless otherwise provided for in this Agreement. CONTRACTOR 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. CONTRACTOR must review and sign Exhibit D "Debarment", which is attached hereto and incorporated herein by this reference. CONTRACTOR 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 CONTRACTOR shall be reported immediately to CITY. H. Confidentiality. Without prejudice to any other provisions of this Agreement, CONTRACTOR 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, CONTRACTOR shall submit to CITY or its representatives, all records requested, including audit, examinations, monitoring and verifications of reports submitted by CONTRACTOR, costs incurred and services rendered hereunder. I. Independent Contractor. CONTRACTOR 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 of Santa Ana RFP 22-009A Page 19 CITY J. Violation of Terms and Conditions. CONTRACTOR agrees that if CONTRACTOR violates any of the terms and conditions of this Agreement or any prior Agreement whereby ARPA SLFRF Funds were received by CONTRACTOR, or if CONTRACTOR reports inaccurately, or if on audit there is a disallowance of certain expenditures, CONTRACTOR agrees to remedy the acts or omissions causing the disallowance and repay CITY all amounts spent in violation thereof. If CONTRACTOR engaged in fraudulent activity to obtain and/or justify distribution or expenditure of the ARPA SLFRF Funds granted hereunder, CONTRACTOR shall be required to reimburse the CITY of all such funds that were obtained, distributed and/or spent under fraudulent circumstances. K. Fraud. CONTRACTOR shall immediately report all suspected or known instances and facts concerning possible fraud, abuse or criminal activity related to said program for the ARPA SLFRF Funds under this Agreement. L. Prohibited Use. CONTRACTOR 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. CONTRACTOR 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. CONTRACTOR shall sign a certification to that effect in a form as set forth in Exhibit E, attached hereto and by this reference incorporated herein. CONTRACTOR 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 CONTRACTOR 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. CONTRACTOR 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 CONTRACTOR. O. Labor Standards. The CONTRACTOR agrees to comply with the requirements of the Secretary of Labor in accordance with the Davis -Bacon Act as amended, the provisions of Contract City of Santa Ana RFP 22-009A Page 20 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 CONTRACTOR 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 CONTRACTOR 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. P. Equal Employment Opportunities. CONTRACTOR 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). CONTRACTOR 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. CONTRACTOR 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. CONTRACTOR 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 Reauirements. Cost PrinciDles. and Audit Reauirements for Federal Awards. The following requirements and standards must be complied with: 2 CFR Part 200 et al. CONTRACTOR 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 CONTRACTOR 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. Protect Expectations: CITY shall monitor the performance of CONTRACTOR against goals and performance standards required herein. The CONTRACTOR shall be responsible to accomplish the project expectations as set forth in Exhibit A, and report such results to the CITY. If City of Santa Ana RFP 22-009A Page 21 the CONTRACTOR estimates such goals will not be met, the CONTRACTOR 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 CONTRACTOR has not 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 CONTRACTOR in writing of its determination specifying in full detail the objections that it has to the CONTRACTOR's performance. If action to correct such substandard performance is not taken by the CONTRACTOR 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. CONTRACTOR agrees to comply with Executive Order 11246, which requires that during the performance of this Agreement, CONTRACTOR 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. CONTRACTOR agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the CONTRACTOR setting forth the provisions of this nondiscrimination clause. 2. CONTRACTOR 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. CONTRACTOR 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. CONTRACTOR agrees to comply with the Age Discrimination Act of 1975, which requires that during the performance of this Agreement, CONTRACTOR 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. CONTRACTOR agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the CONTRACTOR setting forth the provisions of this age discrimination clause. 5. CONTRACTOR 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 assistance or under any program or activity conducted by any executive agency or by the United States Postal Service. City of Santa Ana RFP 22-009A Page 22 B. Conflict of Interest. Pursuant to the conflict of interest requirements set forth in 24 CFR 570.611 and 2 CFR 200.112, CONTRACTOR 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 CONTRACTOR. Further, any conflict or potential conflict of interest of any officer of CONTRACTOR 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 CONTRACTOR to CITY regarding any changes or modifications to its board of directors and list of officers. C. Special Certification for Religious Entities. If CONTRACTOR is a religious entity, CONTRACTOR hereby agrees that in connection with the provision of the services CONTRACTOR shall provide with ARPA SLFRF Funds, in accordance with 24 CFR 570.2000): 1. CONTRACTOR 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. CONTRACTOR shall not discriminate against any person applying for the services CONTRACTOR 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. CONTRACTOR 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 CONTRACTOR 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 CONTRACTOR. 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 CONTRACTOR, 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. CONTRACTOR 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 CONTRACTOR. For the purposes of this 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: City of Santa Ana RFP 22-009A Page 23 TO CITY: City of Santa Ana Daisy Perez Assistant to the City Manager City Manager's Office 20 Civic Center Plaza P.O. Box 1988 Santa Ana, California 92702-1988 TO CONTRACTOR: F. Assignability. None of the duties of, or work to be performed by, CONTRACTOR under this Agreement shall be subcontracted or assigned to any agency, consultant, or person without the prior written consent of CITY. CONTRACTOR 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 CONTRACTOR pursuant to this Agreement. G. Indemnification/Hold Harmless. CONTRACTOR 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 CONTRACTOR, its officers, directors, employees, agents, subcontractors and suppliers arising out of CONTRACTOR'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. a. MINIMUM SCOPE AND LIMIT OF INSURANCE Coverage shall be at least as broad as: 1. Commercial General Liability (CGQ: 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 City of Santa Ana RFP 22-009A Page 24 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, 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. City of Santa Ana RFP 22-009A Page 25 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. 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. Termination. 1. This Agreement may be terminated on thirty (30) days' written notice by either party. In the event of such termination, CONTRACTOR 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 CONTRACTOR of Federal Laws governing the use of ARPA SLFRF Funds. In the event of such suspension or termination, CONTRACTOR 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 CONTRACTOR 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 CONTRACTOR, 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 CONTRACTOR, 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 maybe terminated due to the non-performance City of Santa Ana RFP 22-009A Page 26 of CONTRACTOR 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 asset forth in subparagraphs I(1) through 1(6), inclusive, CONTRACTOR agrees to immediately return to CITY upon CITY's demand and prior to any adjudication of CONTRACTOR'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 CONTRACTOR's authority to utilize funds, or may restrict CONTRACTOR'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, CONTRACTOR shall be permitted to de -scope accordingly. Where CITY has reasonable grounds to question CONTRACTOR'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 CONTRACTOR 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 CONTRACTOR 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 CONTRACTOR 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 CONTRACTOR. 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 City of Santa Ana RFP 22-009A Page 27 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. O. Federal Award Identification Information. Identification Information, including DUNS Number and as well as the applicable information for ARPA, are incorporated herein by this reference. P. Miscellaneous Provisions. CONTRACTOR's pertinent Federal Award Federal Award Identification Number (FAIN), included in Exhibit C attached hereto and 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 of Santa Ana RFP 22-009A Page 28 IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date and year first written above. ATTEST: DAISY GOMEZ Clerk of the Council APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney By: RYAN O. HODGE Assistant City Attorney CONTRACTOR: Name: Title: DUNS #: CITY OF SANTA ANA KRISTINE RIDGE City Manager City of Santa Ana RFP 22-009A Page 29 1ONMMII �Ir_l SCOPE OF WORK City of Santa Ana RFP 22-009A Page 30 EXHIBIT B FEE PAYMENT SCHEDULE City of Santa Ana RFP 22-009A Page 31 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 SLFRF Funds. C. Actions, directives, and policy and procedures issued by the CITY. D. CITY policies, as applicable. III. CONTRACTOR/CONTRACTOR DETERMINATION: In accordance with the requirements of 2 CFR 200.330 (CONTRACTOR and Contractor determination) and for the purpose of this CONTRACT, CONTRACTOR is determined to be a CONTRACTOR. City of Santa Ana RFP 22-009A Page 32 IV. FEDERAL AWARD IDENTIFICATION FAIN INFORMATION A. CONTRACTOR Name: CONTRACTOR'S Unique B. Identifier D-U-N-S : C. Federal Award Identification Number FAIN : D. Federal Award Date: E. Subaward Period of Performance: Total Amount of Federal F. Funds Obligated by the $ Action: Total Amount of Federal G. Funds Obligated to the $ CONTRACTOR: H. Total Amount of the Federal $ Award: Federal Award Project ARPA 1. Description: J. Federal Awarding Agency: U.S. Department of the Treasury K. Name of PTE: L. Contact Information for the Kristine Ridge, City Manager Awarding Official: Phone Number: (714) 647-5200 E-mail Address: kridqe(@santa-ana.org M. CFDA Number: CFDA Name: ARPA N. Whether Award is R&D: O Indirect Cost Rate for the Federal Award: City of Santa Ana RFP 22-009A Page 33 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 of Santa Ana RFP 22-009A Page 34 INSTRUCTIONS FOR CERTIFICATION 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 of Santa Ana RFP 22-009A Page 35 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 of Santa Ana RFP 22-009A Page 36 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 CONTRACTORs 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 of Santa Ana RFP 22-009A Page 37 CONTRACTOR warrants the following: 1. CONTRACTOR 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. CONTRACTOR will comply with all Federal statutes applicable to projects funded with community development funds, except that (a) CONTRACTOR does not assume CITY'S environmental responsibilities described at 24 CFR 570.604; and (b) CONTRACTOR does not assume CITY'S responsibility for initiating the review process under Executive Order 12372. City of Santa Ana RFP 22-009A Page 38 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; (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 - City of Santa Ana RFP 22-009A Page 39 (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 of Santa Ana RFP 22-009A Page 40 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 of Santa Ana RFP 22-009A Page 41 APPENDIX ATTACHMENT 3-1: NON -COLLUSION AFFIDAVIT CERTIFICATIONS CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR REVIVE: SANTA ANA FOOD SUPPLY/DISTRIBUTION PROGRAMS RFP NO.: 22-009A NON -COLLUSION AFFIDAVIT (Title 23 United States Code Section 112 and Public Contract Code Section 7106) To the CITY OF SANTA ANA CITY MANAGER'S OFFICE 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 false certification may subject the certifier to criminal prosecution. Organization Signed and Printed Name: Title Date City of Santa Ana RFP 22-009A Page 42 APPENDIX ATTACHMENT 3-2: NON -LOBBYING CERTIFICATION CERTIFICATIONS CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR REVIVE: SANTA ANA FOOD SUPPLY/DISTRIBUTION PROGRAMS RFP NO.: 22-009A The prospective participant certifies, by signing and submitting this bid or proposal, to the best of his or her knowledge and belief, that: 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 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. Organization Signed and Printed Name: Title Date City of Santa Ana RFP 22-009A Page 43 APPENDIX ATTACHMENT 3-3: NON-DISCRIMINATION CERTIFICATION CERTIFICATIONS CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR REVIVE: SANTA ANA FOOD SUPPLY/DISTRIBUTION PROGRAMS RFP NO.: 22-009A The undersigned consultant or corporate officer, during the performance of this contract, certifies as follows: 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 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, City of Santa Ana RFP 22-009A Page 44 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 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 subconsultant 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: Title: Organization: Date: City of Santa Ana RFP 22-009A Page 45 APPENDIX ATTACHMENT 3-4: AGREEMENT STATEMENT CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR REVIVE: SANTA ANA FOOD SUPPLY/DISTRIBUTION PROGRAMS RFP NO.: 22-009A 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 standard agreement, with the exception of the following: Organization Signed and Printed Name: Title Date City of Santa Ana RFP 22-009A Page 46 APPENDIX ATTACHMENT 3-5: STATUS DOCUMENTION Include a copy of DUNS Status https://www.dnb.com/duns-number/lookup.html Include a copy of SAM.gov Status https://sam.gov/content/home Include a copy of 501(c)3 Status https://www.irs.gov/charities-non-profits/search-for-tax-exempt-organizations Include a copy of State of California Status https://businesssearch.sos.ca.gov/ City of Santa Ana RFP 22-009A Page 47 ATTACHMENT 4-1: ADDITIONAL INFORMATION CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR RFP NO.: 22-009A No additional information at this time. Information may be added to this section in the future as an addendum. City of Santa Ana RFP 22-009A Page 48 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 1 st day of March, 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 ("CONTRACTOR"). RFC:ITAI 4- 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. CONTRACTOR has been selected by the CITY to receive ARPA SLFRF Funds in order to provide food distribution and/or food supply programs, in accordance with the Scope of Work attached hereto as Exhibit A and incorporated herein by reference ("said program"). CONTRACTOR 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. CONTRACTOR 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 CONTRACTOR 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 CONTRACTOR: ARPA PROGRAM PROVISIONS A. Scope of Work. CONTRACTOR 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. CONTRACTOR'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 the date first written above and continue through February 28, 2023 ("Term"), unless terminated earlier pursuant to the terms of this Agreement. This Agreement shall also cover any and all services provided by the CONTRACTOR to the CITY since the date the ARPA SLFRF 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 TWO HUNDRED EIGHTEEN THOUSAND FIVE HUNDRED SEVENTY-FOUR dollars ($218,574) ("ARPA SLFRF Funds") during the Term of the Agreement. CONTRACTOR agrees to use said ARPA SLFRF Funds to administer said program as outlined in Exhibit A. D. Disbursement of Funds. Said ARPA SLFRF Funds shall be disbursed by CITY to CONTRACTOR 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. CONTRACTOR 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 SLFRF Funds, or return the entire request to CONTRACTOR, 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 SLFRF Funds to CONTRACTOR, or to completely terminate this Agreement, in the CITY's sole discretion, if there is a reduction in ARPA SLFRF 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 CONTRACTOR'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 CONTRACTOR. (3) Reversion of Assets. CONTRACTOR 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 CONTRACTOR to the CITY within thirty (30) days of the expiration or earlier termination of the Agreement. No expense of CONTRACTOR will be reimbursed by CITY if incurred after the end of the Term of the Agreement. E. Grant Program Requirements. (1) CONTRACTOR acknowledges that the source of funding for said program is the federal ARPA, and that payments from the ARPA SLFRF Funds are only to be used to make necessary expenditures incurred due to the public health emergency with respect to COVID-19. (2) CONTRACTOR acknowledges that ARPA provisions allow the use of ARPA SLFRF 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) CONTRACTOR shall follow the process and determination of eligibility for participants in said program as outlined in Exhibit A. F. Performance Monitoring. (1) CONTRACTOR 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 CONTRACTOR'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 CONTRACTOR 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 CONTRACTOR 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. CONTRACTOR shall provide adequate cooperation to any inspector or other CITY representative to permit the same to determine CONTRACTOR's conformity with the terms of this Agreement. If any services performed by CONTRACTOR are not in conformance with the terms of this Agreement, the CITY shall have the right to require CONTRACTOR 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 CONTRACTOR for any costs incurred by the CITY because of CONTRACTOR's failure to perform. (6) CONTRACTOR 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 CONTRACTOR's performance under this Agreement at any time, upon reasonable notice to CONTRACTOR. G. Audit. (1) CONTRACTOR 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 CONTRACTOR, 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 CONTRACTOR. (3) CONTRACTOR 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 CONTRACTOR for direct and/or administrative costs were not made in compliance with the applicable cost principles, regulations, or the provisions of this Agreement. (4) CONTRACTOR agrees to comply with the requirements of OMB Uniform Guidance 2 CFR Part 200. CONTRACTOR 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, CONTRACTOR 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 CONTRACTOR and all documents related to this Agreement shall be maintained and kept available at CONTRACTOR'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 CONTRACTOR does not make the above -referenced documents available within the City of Santa Ana, California, CONTRACTOR 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. CONTRACTOR agrees that all materials, reports or products in any form, including electronic, created by CONTRACTOR for which CONTRACTOR 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. CONTRACTOR 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. CONTRACTOR agrees to comply with the closeout procedures detailed in 2 CFR §200.343, including the following: (1) CONTRACTOR 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) CONTRACTOR 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 CONTRACTOR 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. CONTRACTOR'S OBLIGATIONS A. Representations and Warranties. (1) Authority. CONTRACTOR 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. CONTRACTOR 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 CONTRACTOR has been fully authorized by all requisite actions on the part of CONTRACTOR. (2) Experience. CONTRACTOR is qualified to provide the administrator services for said program detailed herein. (3) Familiarity With Services Required. By executing this Agreement, CONTRACTOR 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 CONTRACTOR'S knowledge, CONTRACTOR'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 CONTRACTOR is a party or by which it is bound. (5) No Bankruptcy. CONTRACTOR is not the subject of any current or threatened bankruptcy proceeding. (6) No Pending Legal Proceedings. CONTRACTOR is not the subject of a current or threatened litigation that would or may materially affect CONTRACTOR'S performance under this Agreement. (7) Proposal Veracity. All provisions of and information provided in CONTRACTOR's proposal submitted to CITY, including any exhibits, are true and correct in all material respects. (8) No Pending Investigation. CONTRACTOR 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. CONTRACTOR agrees to obtain and maintain all required licenses, registrations, accreditation and inspections from all agencies governing its operations. CONTRACTOR shall ensure that its staff shall also obtain and maintain all required licenses, registrations, accreditation and inspections from all agencies governing CONTRACTOR's operations hereunder. Such licensing requirements include obtaining a City business license, as applicable. C. Zoning. CONTRACTOR agrees that any facility/property used in furtherance of said program shall be specifically zoned and permitted for such use(s) and activities. Should CONTRACTOR fail to have the required land entitlement and/or permits, thus violating any local, state or federal rules and regulations relating thereto, CONTRACTOR 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. CONTRACTOR 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. CONTRACTOR 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 CONTRACTOR 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. CONTRACTOR is not required to maintain separate depository accounts for ARPA SLFRF Funds; provided however, the CONTRACTOR 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. CONTRACTOR agrees that if CONTRACTOR expends Seven Hundred Fifty Thousand Dollars ($750,000) or more in federal funds, CONTRACTOR 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. CONTRACTOR 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. F. Compliance with Law/Program Income. CONTRACTOR 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 SLFRF 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 CONTRACTOR shall be returned to CITY, unless otherwise provided for in this Agreement. CONTRACTOR 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. CONTRACTOR must review and sign Exhibit D "Debarment", which is attached hereto and incorporated herein by this reference. CONTRACTOR 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 CONTRACTOR shall be reported immediately to CITY. H. Confidentiality. Without prejudice to any other provisions of this Agreement, CONTRACTOR 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, CONTRACTOR shall submit to CITY or its representatives, all records requested, including audit, examinations, monitoring and verifications of reports submitted by CONTRACTOR, costs incurred and services rendered hereunder. I. Independent Contractor. CONTRACTOR 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. CONTRACTOR agrees that if CONTRACTOR violates any of the terms and conditions of this Agreement or any prior Agreement whereby ARPA SLFRF Funds were received by CONTRACTOR, or if CONTRACTOR reports inaccurately, or if on audit there is a disallowance of certain expenditures, CONTRACTOR agrees to remedy the acts or omissions causing the disallowance and repay CITY all amounts spent in violation thereof. If CONTRACTOR engaged in fraudulent activity to obtain and/or justify distribution or expenditure of the ARPA SLFRF Funds granted hereunder, CONTRACTOR shall be required to reimburse the CITY of all such funds that were obtained, distributed and/or spent under fraudulent circumstances. K. Fraud. CONTRACTOR shall immediately report all suspected or known instances and facts concerning possible fraud, abuse or criminal activity related to said program for the ARPA SLFRF Funds under this Agreement. L. Prohibited Use. CONTRACTOR 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. CONTRACTOR 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. CONTRACTOR shall sign a certification to that effect in a form as set forth in Exhibit E, attached hereto and by this reference incorporated herein. CONTRACTOR 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 CONTRACTOR 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. CONTRACTOR 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 CONTRACTOR. O. Labor Standards. The CONTRACTOR 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 CONTRACTOR 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 CONTRACTOR 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. P. Equal Employment Opportunities. CONTRACTOR 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). CONTRACTOR 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. CONTRACTOR 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. CONTRACTOR 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. CONTRACTOR 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 CONTRACTOR 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 CONTRACTOR against goals and performance standards required herein. The CONTRACTOR shall be responsible to accomplish the project expectations as set forth in Exhibit A, and report such results to the CITY. If the CONTRACTOR estimates such goals will not be met, the CONTRACTOR 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 CONTRACTOR has not 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 CONTRACTOR in writing of its determination specifying in full detail the objections that it has to the CONTRACTOR's performance. If action to correct such substandard performance is not taken by the CONTRACTOR 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. CONTRACTOR agrees to comply with Executive Order 11246, which requires that during the performance of this Agreement, CONTRACTOR 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. CONTRACTOR agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the CONTRACTOR setting forth the provisions of this nondiscrimination clause. 2. CONTRACTOR 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. CONTRACTOR 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. CONTRACTOR agrees to comply with the Age Discrimination Act of 1975, which requires that during the performance of this Agreement, CONTRACTOR 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. CONTRACTOR agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the CONTRACTOR setting forth the provisions of this age discrimination clause. 5. CONTRACTOR 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 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, CONTRACTOR 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 CONTRACTOR. Further, any conflict or potential conflict of interest of any officer of CONTRACTOR 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 CONTRACTOR to CITY regarding any changes or modifications to its board of directors and list of officers. C. Special Certification for Religious Entities. If CONTRACTOR is a religious entity, CONTRACTOR hereby agrees that in connection with the provision of the services CONTRACTOR shall provide with ARPA SLFRF Funds, in accordance with 24 CFR 570.2000): 1. CONTRACTOR 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. CONTRACTOR shall not discriminate against any person applying for the services CONTRACTOR 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. CONTRACTOR 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 CONTRACTOR 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 CONTRACTOR. 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 CONTRACTOR, 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. CONTRACTOR 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 CONTRACTOR. For the purposes of this 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 Daisy Perez Assistant to the City Manager City Manager's Office 20 Civic Center Plaza P.O. Box 1988 Santa Ana, California 92702-1988 TO CONTRACTOR: Delhi Center Jenny Rios, CEO 505 E. Central Ave. Santa Ana, CA 92706 714-481-9600 Jennyrios@delhicenter.org F. Assignability. None of the duties of, or work to be performed by, CONTRACTOR under this Agreement shall be subcontracted or assigned to any agency, consultant, or person without the prior written consent of CITY. CONTRACTOR 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 CONTRACTOR pursuant to this Agreement. G. Indemnification/Hold Harmless. CONTRACTOR 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 CONTRACTOR, its officers, directors, employees, agents, subcontractors and suppliers arising out of CONTRACTOR'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. 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. 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. 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. Termination. 1. This Agreement may be terminated on thirty (30) days' written notice by either party. In the event of such termination, CONTRACTOR 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 CONTRACTOR of Federal Laws governing the use of ARPA SLFRF Funds. In the event of such suspension or termination, CONTRACTOR 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 CONTRACTOR 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 CONTRACTOR, 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 CONTRACTOR, 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 CONTRACTOR 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, CONTRACTOR agrees to immediately return to CITY upon CITY's demand and prior to any adjudication of CONTRACTOR'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 CONTRACTOR's authority to utilize funds, or may restrict CONTRACTOR'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, CONTRACTOR shall be permitted to de -scope accordingly. Where CITY has reasonable grounds to question CONTRACTOR'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 CONTRACTOR 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 CONTRACTOR 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 CONTRACTOR 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 CONTRACTOR. 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. O. Federal Award Identification Information. CONTRACTOR'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) IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date and year first written above. ATTEST: DAISY GOMEZ Clerk of the Council APPROVED AS TO FORM: SONIA R. CHARVAL iO City At�orney r By: RYAN 0. HODGE Assistant CiL-y Attorrey CONTRACTOR: JENNY RIOS Chief Executive Officer DUNS #: 088513593 CITY OF SANTA ANA KRISTINE RIDGE City Manager EXHIBIT A DELHI CENTER RFP 22-009A for Food Distribution programs REVISED SCOPE OF WORK The revised award amount of $218,574 for the RFP 22-009A for Food Distribution Program at Delhi Center will be sufficient for the center to continue with its goal to increase its distribution of food from four hours once a week to twelve hours per day, 4-5 days per week, resulting in a significant increase in the number of residents that could be served. The registration, outreach and scheduling, and preparation and distribution functions will remain the same as originally proposed. The only difference in this process will be the reduction of the Customer Service Representative position from 40 hours per week to 29 hours per week (from 1.0 FTE to .725 FTE). This will be made possible by recruiting volunteers and by assigning existing staff to a few hours each week to assist with intake and registration, scheduling, and tracking demographics, which they have done in the past. Delhi Center will absorb the cost of printing, office supplies, and some of the smaller equipment items by making adjustments to other center expenses and making these a priority. Also, donations will be requested from partners and sponsors for specific items needed. Donations will also be sought for cleaning supplies as a result of the reduction in that budget line item. Food costs will be reduced from $300 per month to $200 per month and the truck rental will be reduced to only one time per month instead of twice a month as a result. Staff will work with partners to increase food drives and donations to make up for any food shortages. Finally, the cost allocated to space rental will be reduced from $30,000 to $20,525. All proposed program components will remain the same and the weekly food distribution strategy will continue. The expansion of the program will significantly increase the number of hours residents can access food, which will result in doubling the number of families served also as originally proposed. Delhi Center will dedicate 760 square feet of space for a permanent food pantry where food will be maintained and arranged much like a grocery store so residents can come in at greatly expanded time blocks to help feed their families consistently. In addition to the weekly food distribution, the food pantry could be open Monday through Thursday from 8:30 am to about 8:30 pm and possibly on weekends. Delhi Center will also continue to collaborate with a number of partners that provide a broad network of resources to improve service delivery to the community. This will help us recruit volunteers and secure donations of items that have been cut or reduced from the original budget. EXHIBIT B PERSONNEL COST DESCRIPTION Facility Manager (.50 FTE) 29,266 Coordinates scheduling of the facility and manages the master calendar; troubleshoots facility, equipment, and IT issues; assists with food collection and distribution Administrative Aide (.50 FTE) 22,328 Communicates with residents regarding weekly food distribution and special circumstances, tracks numbers served and submits reports to Second Harvest FT Custodian (.50 FTE) 22,542 Sets up and tears down tables and chairs for weekly food distribution, sanitizes and cleans the center daily, assists with stocking the food pantry and with food distribution Associate Director (.20 FTE) 20,326 Oversees center operations, manages volunteer recruitment, training, and supervision, manages grant compliance FT Customer Svc Rep (Vacant) 33,368 Conducts outreach, intake & registration, identifies resident (.725 FTE) needs, schedules residents for food pantry visits, tracks demographics and numbers served, provides customer service, maintains the panty fully stocked and assists with food distribution. PT Custodian (Vacant) (.75 FTE) 26,818 Assists with food collection, stocking the food pantry, cleaning and sanitizing on a daily basis, assists with food distribution TOTAL 154,648 ADMINISTRATIVE COST DESCRIPTION Scheduling App 240 $20 month Permits 320 Self -Serve Certificates ($10 per person x 7 staff); County of Orange food handling and storage feeding site permit ($250) TOTAL ADMINISTRATIVE $560 EQUIPMENT COST DESCRIPTION 1 single door refrigerator 14,000 Single door and double door refrigerators and freezers to 1 double door refrigerator maintain perishable food in the food pantry. Must be NSF or 1 single door freezer commercial grade and approved by the County of Orange 1 double door freezer Health Department 3 14" x 60" and 3 24" x 48" 1,577 NSF or commercial grade shelving units approved by the Chrome Shelf Kits with casters County of Orange Health Dept for food pantry storage Chrome Two Basket and One 752 Food pantry storage and display carts approved by the County Shelf Utility Cart 24" x 36" x 39" of Orange Health Dept for food pantry Flex Station "Fresh & Fast" 48" 816 Food pantry storage and display carts approved by the County x 23" x 75 3/4" of Orange Health Dept for food pantry TOTAL EQUIPMENT $17,145 SUPPLIES COST DESCRIPTION Cleaning and Sanitation 875 Disinfectant sprays and wipes, hand sanitizer, cleaning Supplies supplies, gloves, masks, grocery bags/boxes, trash bins, bags, recycle bins Miscellaneous Supplies 500 Box cutters, protective eyewear, heavy duty work gloves, etc Equipment 850 Heavy-duty pallet jack for moving pallets of food TOTAL SUPPLIES $2,225 FOOD PURCHASES COST DESCRIPTION CAPOC Food Bank 2,400 $200 per month; 5,000 pounds of food @ .06 per pound Truck Rental 1,200 Rental once a month to pick food from the CAPOC food bank to stock the food pantry for 12 months TOTAL $3,600 SPACE RENTAL COST DESCRIPTION 760 scl ft @ 3.29 per scl ft/month for 12 months 20,525 Dedicated space for food pantry, for $1,710.42 per month; includes a two -room suite with storage cabinets and sink to comply with county health department TOTAL SPACE RENTAL $20,525 TOTAL DIRECT COSTS 198,703 INDIRECT COSTS (10%) 19,870 TOTAL REQUESTED 218,573 Reimbursement Schedule Delhi is to submit an invoice requesting reimbursement of program expenses, along with a report outlining all program outcomes and performance metrics to the City on a quarterly basis as follows: Q1: March 1, 2022 - May 31, 2022 Reporting/Invoicing Due: June 30, 2022 Q2: June 1, 2022 - August 31, 2022 Reporting/Invoicing Due: September 30, 2022 Q3: September 1, 2022 - November 30, 2022 Reporting/Invoicing Due: December 31, 2022 Q4: December 1, 2022 - February 28, 2023 Reporting/Invoicing Due: March 31, 2023 EXHIBIT C APPENDIX ATTACHMENT 3-5: STATUS DOCUMENTiON Include a copy of DUNS Status hfti)s://www.dnb.com/duns-number/lookup.html Include a copy of SAM.gov Status hftps://sam.gov/content/hoti, Include a copy of 501(c)3 Status https://www. irs.gov/charities-non-profits/sea rch-for-tax-exempt-organizations Include a copy of State of California Status https://businesssearch.sos.ca.gov/ City of Santa Ana RFP 22-009A Page 47 Sr 11/10/21, 11:07 AM 1 Search Results D&B D-U-N-S Number Lookup See your company listed below? You can have your D-U-N-S Number emailed to you or view/update your company information. If you don't see your company's name in the search results, search again or request a new D-U-N-S Number by clicking the link at the bottom of the screen. DELHI CENTER 505 E Central Ave, Santa Ana, CA 92707-3503 714 361-8866 SINGLE LOCATION I ACTIVE Don't see your organization listed? Get a New D-U-N-S Number https:Nwww.dnb.com/duns-number/lookup.html 1/1 DELHI CENTER ALERTI This entity is only available FOR OFFICIAL USE ONLY. DUNS Unique Entity ID SAM Unique Entity ID CAGE / NCAGE 088513593 MQ6STJ7HPHW3 4GYB1 Purpose of Registration Registration Status Expiration Date All Awards Active Jan 27, 2022 Physical Address Mailing Address 505 E Central AVE 605 E. Central AVE Santa Ana, California 927073503 Santa Ana, California 92707-3603 United States United States ff6iness Information dw Doing Business as Division Name Division Number (blank) (blank) (blank) Congressional District State / Country of Incorporation URL California 46 California / United States http:www.delhicenter.org MPIN —2019 Registration Dates Activation Date Submission Date Initial Registration Date Jan 29, 2021 Jan 27, 2021 Jul 27, 2006 Entity Dates ' Entity Start Date Fiscal Year End Close Date Apr 1,1970 Dec 31 Immediate Owner CAGE Legal Business Name (blank) (blank) Highest Level Owner CAGE Legal Business Name (blank) (blank) Executive Compensation In your business or organization's preceding completed fiscal year, did your business or organization (the legal entity to which this specific SAM record, represented by a DUNS number, belongs) receive both of the following: 1. 80 percent or more of your annual gross revenues in U.S. federal contracts, subcontracts, loans, grants, subgrants, and/or cooperative agreements and 2. $25,000,000 or more in annual gross revenues from U.S. federal contracts, subcontracts, loans, grants, subgrants, and/or cooperative agreements? No Does the public have access to information about the compensation of the senior executives in your business or organization (the legal entity to which this specific SAM record, represented by a DUNS number, belongs) through periodic reports filed under section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m(a), 78o(d)) or section 6104 of the Internal Revenue Code of 1986? Not Selected Proceedings Questions Is your business or organization, as represented by the DUNS Number on this entity registration, responding to a Federal procurement opportunity that contains the provision at FAR 52.209-7, subject to the clause in FAR 52.209-9 in a current Federal contract, or applying for a Federal grant opportunity which contains the award term and condition described in 2 C.F.R. 200 Appendix XII? No Does your business or organization, as represented by the DUNS number on this specific SAM record, have current active Federal contracts and/or grants with total value (including any exercised/unexercised options) greater than $10,000,000? Not Selected Within the last five years, had the business or organization (represented by the DUNS number on this specific SAM record) and/or any of its principals, in connection with the award to or performance by the business or organization of a Federal contract or grant, been the subject of a Federal or State (1) criminal proceeding resulting in a conviction or other acknowledgment of fault; (2) civil proceeding resulting in a finding of fault with a monetary fine, penalty, reimbursement, restitution, and/or damages greater than $5,000, or other acknowledgment of fault; and/or (3) administrative proceeding resulting in a finding of fault with either a monetary fine or penalty greater than $5,000 or reimbursement, restitution, or damages greater than $100,000, or other acknowledgment of fault? Not Selected ISAM Search Authorization I authorize my entity's non -sensitive information to be displayed in SAM public search results: Yes Entity Types Business Types Entity Structure Entity Type Organization Factors Corporate Entity (Tax Exempt) Business or Organization (blank) Profit Structure Non -Profit Organization Other Entity Qualifiers Minority Institution Hispanic Servicing Institution Educational Institution Financial Information Accepts Credit Card Payments Debt Subject To Offset Department Code Yes No (blank) EFT Indicator CAGE Code 0000 4GYB1 Electronic Funds Transfer Account Type Routing Number Lock Box Number Checking " 0247 (blank) Financial Institution Account Number WELLS FARGO BANK NA * 10154 Automated Clearing House Phone (U.S.) Email Phone (non-U.S.) 7144819600 patrisia@delhicenter.org (blank) Fax (blank) Remittance Address DELHICENTER 505 E. Central AVE Santa Ana, California 92707 United States Taxpayer Information EIN • 0952 Tax Year (Most Recent Tax Year) 2019 Address 505 E Central AVE Santa Ana, California 92707 (Points of Contact Accounts Receivable POC 9 PATRISIA GONZALEZ, Director of Operations petrlsia@delhicenter.org 7144819600 Type of Tax Applicable Federal Tax NamelTitle of Individual Executing Consent Director Of Operations Signature PATRISIA GONZALEZ Taxpayer Name DELHICENTER TIN Consent Date Jan 27, 2021 M Lust updated by Patrisia Gaazalc on Jan 27, 2021 m 05:24 PM DELHI CENTER Electronic Business 9, Patrisia Gonzalez, Director of Operations patrisia@delhicenter.org 7144819600 Margarita Chavez margadta@delhicenter.org 7144819600 Government Business A Patrisia Gonzalez patrlsia@delhicenter.org 7144819600 Margarita Chavez margarita@delhicenter.org 7144819600 Past Performance A Margarita Chavez margarita@delhicenter.org 7144819600 Margarita Chavez margarita@delhicenter.org 7144819600 ISecurity Information Company Security Level (blank) I Service Classifications NAICS Codes Primary Yes 505 E. Central AVE. Santa Ana, California 92707 United States 505 E. Central AVE. Santa Ana, California 92707 United States 505 E. Central AVE. Santa Ana, California 92707 United States 505 E.CENTRAL AVE Santa Ana, California 927D7 United States 505 E. Central AVE. Santa Ana, California 92707 United States 505 E. Central AVE Santa Ana, California 92707 United States Highest Level Employee Security Level (blank) NAICS Codes NAICS Title 624110 Child And Youth Services 611420 Computer Training 624120 Services For The Elderly And Persons With Disabilities 624190 Other Individual And Family Services 624210 Community Food Services 624229 Other Community Housing Services 711130 Musical Groups And Artists Isize Metrics IGT Size Metrics Annual Revenue (from all IGTs) (blank) Worldwide Annual Receipts (in accordance with 13 CFR 121) Number of Employees (in accordance with 13 CFR 121) $7.00 11 Location Annual Receipts (in accordance with 13 CFR 121) Number of Employees (in accordance with 13 CFR 121) $7.00 11 Industry -Specific Barrels Capacity Megawatt Hours Total Assets (blank) (blank) (blank) htlps: /Lcam.go vieniil}d088513593IcoreDatu?slaters=Aeli t,e Last updated by Patrisia Gonzalez on Jan 27, 1021 at 05:24 PM DELHI CE1V!£R Fiectronic Data Interchange (EDI) Information This entity did not enter the EDI information 111 isaster Response This entity does not appear in the disaster response registry. blips: //sam.got9enii4M885! 3393/coreData'status=Active �O hntomai Revenue Service D*te: March 8, 2002 D eh Center 505 E Central Ave Santa Arta, CA 92707 Dear Sir or Madam: Department or the Treasury P. O. Box 2508 Cincinnati, OH 4S201 Person to Contact Steve Brown 31-07422 Cvstarner Service Represeniertive TOR Free Teieptmw Number. ber. Rio es.anrao pin EZT 877-828-SW Fax Number. 513.21"m Federal IdenU tOation Number: 555-2820"2 This t:tterIs In response to your request for a copy of Yourorganizatlon's determination letter, This leserwiil take the pis" of the copy you requested. Our records indicate that a determination letter issued in April WO granted your organization exemption from federal Income tax under section 601(a)(3) of Ow Internal Revenue Code. That fetter is still in effect Based On infotrnrttton subsequently subuttltted, we oasis(' led your organization as one that is not a private foundation wiliest the maaanIng of sectien SoWsi) of the Code because it is an organhMon deemed in sections 50%9)(1) and 170ft1)(A)(Q. This daftftabon was based on the assumption that your organdrattion's operations world continue as stated in the applicsom. If your orpanimoon s sources of support Or Its character, method or operations, or purposes have chweed, please tot us know so we can consider the affect of the change on the exempt status and foundation status of your argan"rxartion. Your organfation is reClUlred to file Form M, Return of Organization Exempt trwn Income Taut, only iT its gross receipts each year We nohr Ily more than 326,000. It s return is required, It must be flied by the 151,h day of the fifth month after the end of the orgartlzattort's ertrxrat accounting period The law imposes a penalty of $20 a day, up to a maximuwof St0,Qp0, when a return is filed late, unless there is reasonable cause for VW decay. All exempt orgartfzattiom (unless speca`rlcallY excluded) are liab a for taxes under the Federal insurance Corrlr9turtions Act (social security taxes) on fanvxteretion or i100 or more paid to each employee during a calendar year. Your arpanization Is riot liable for ttta tax unposed under Cie Federal Unemployment Tax Act (FUTA). , Qrgartizations that are not private foundabons are not subject to the excise taxes under Chapter 42 of the Code. However, those "anlzations are not autornaticalty exempt !torn cVmr federal excise taxes. Donors may deduct Oonbibuttons to your organization as provided In section 170 of the Code. Bequests, RVacies. devises, transfers, or oft to your organization or for its use are deductible for federal estate arid Sift tax purposes if they meet the applicable provisions of sections 2055, 2108. and 2522 of th o Code. '6k Secretary of State Certificate of Status I, SHIRLEY N. WEBER, Ph.D., Secretary of State of the State of California, hereby certify: Entity Name: DELHI CENTER File Number: C0579643 Registration Date: 09/10/1969 Entity Type: DOMESTIC NONPROFIT CORPORATION Jurisdiction: CALIFORNIA Status: ACTIVE (GOOD STANDING) As of April 12, 2021 (Certification Date), the entity is authorized to exercise all of its powers, rights and privileges in California. This certificate relates to the status of the entity on the Secretary of State's records as of the Certification Date and does not reflect documents that are pending review or other events that may affect status. No information is available from this office regarding the financial condition, status of licenses, if any, business activities or practices of the entity. IN WITNESS WHEREOF, I execute this certificate and affix the Great Seal of the State of California this day of April 13, 2021. SHIRLEY N. WEBER, Ph.D. Secretary of State Certificate Verification Number: ZVKBLNY To verify the issuance of this Certificate, use the Certificate Verification Number above with the Secretary of State Certification Verification Search available at bebizfile.sos.ca.covicertificationlindex. EXHIBIT D APPENDIX ATTACHMENT 3-1: NON -COLLUSION AFFIDAVIT CERTIFICATIONS CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR REVIVE: SANTA ANA FOOD SUPPLY/DISTRIBUTION PROGRAMS RFP NO.: 22-009A NON -COLLUSION AFFIDAVIT (Title 23 United States Code Section 112 and Public Contract Code Section 7106) To the CITY OF SANTA ANA CITY MANAGER'S OFFICE 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 false certification may subject the certifier to criminal prosecution. Organization Sign Title Date 2 h 12P-7� City of Santa Ana RFP 22-009A Page 42 30 EXHIBIT E APPENDIX ATTACHMENT 3-2: NON -LOBBYING CERTIFICATION CERTIFICATIONS CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR REVIVE: SANTA ANA FOOD SUPPLY/DISTRIBUTION PROGRAMS RFP NO.: 22-009A 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 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. Organization Delhi 001f ' _ Signed and Printed Name: Title ASSw4 ---P -Poec Date 'd 721 pyr-r- 141, City of Santa Ana RFP 22-009A Page 43 .y i 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 Treasury 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 Treasury, 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 Treasury within ten 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 Treasury immediately upon the decision to use such additional sites by submitting a revised "Place of Performance" form. Organization Authorized Signature Date 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): AGREEMENT BETWEEN THE CITY OF SANTA ANA AND ELKS BUILDING ASSOCIATION OF SANTA ANA FOR USE OF AMERICAN RESCUE PLAN ACT (ARPA) FUNDS This Agreement is hereby made and entered into this 1 st day of March, 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 Elks Building Association of Santa Ana, a California domestic nonprofit corporation ("CONTRACTOR"). RFrITAI R- 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. CONTRACTOR has been selected by the CITY to receive ARPA SLFRF Funds in order to provide food distribution and/or food supply programs, in accordance with the Scope of Work attached hereto as Exhibit A and incorporated herein by reference ("said program"). CONTRACTOR 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. CONTRACTOR 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 CONTRACTOR 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 CONTRACTOR: ARPA PROGRAM PROVISIONS A. Scope of Work. CONTRACTOR 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. CONTRACTOR'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 the date first written above and continue through February 28, 2023 ("Term"), unless terminated earlier pursuant to the terms of this Agreement. This Agreement shall also cover any and all services provided by the CONTRACTOR to the CITY since the date the ARPA SLFRF 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 SIXTY-FIVE THOUSAND THIRTY-FOUR dollars ($ 165,034) ("ARPA SLFRF Funds") during the Term of the Agreement. CONTRACTOR agrees to use said ARPA SLFRF Funds to administer said program as outlined in Exhibit A. D. Disbursement of Funds. Said ARPA SLFRF Funds shall be disbursed by CITY to CONTRACTOR 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. CONTRACTOR 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 SLFRF Funds, or return the entire request to CONTRACTOR, 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 SLFRF Funds to CONTRACTOR, or to completely terminate this Agreement, in the CITY's sole discretion, if there is a reduction in ARPA SLFRF 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 CONTRACTOR'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 CONTRACTOR. (3) Reversion of Assets. CONTRACTOR 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 CONTRACTOR to the CITY within thirty (30) days of the expiration or earlier termination of the Agreement. No expense of CONTRACTOR will be reimbursed by CITY if incurred after the end of the Term of the Agreement. E. Grant Program Requirements. (1) CONTRACTOR acknowledges that the source of funding for said program is the federal ARPA, and that payments from the ARPA SLFRF Funds are only to be used to make necessary expenditures incurred due to the public health emergency with respect to COVID-19. (2) CONTRACTOR acknowledges that ARPA provisions allow the use of ARPA SLFRF 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) CONTRACTOR shall follow the process and determination of eligibility for participants in said program as outlined in Exhibit A. F. Performance Monitoring. (1) CONTRACTOR 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 CONTRACTOR'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 CONTRACTOR 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 CONTRACTOR 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. CONTRACTOR shall provide adequate cooperation to any inspector or other CITY representative to permit the same to determine CONTRACTOR's conformity with the terms of this Agreement. If any services performed by CONTRACTOR are not in conformance with the terms of this Agreement, the CITY shall have the right to require CONTRACTOR 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 CONTRACTOR for any costs incurred by the CITY because of CONTRACTOR's failure to perform. (6) CONTRACTOR 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 CONTRACTOR's performance under this Agreement at any time, upon reasonable notice to CONTRACTOR. G. Audit. (1) CONTRACTOR 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 CONTRACTOR, 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 CONTRACTOR. (3) CONTRACTOR 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 CONTRACTOR for direct and/or administrative costs were not made in compliance with the applicable cost principles, regulations, or the provisions of this Agreement. (4) CONTRACTOR agrees to comply with the requirements of OMB Uniform Guidance 2 CFR Part 200. CONTRACTOR 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, CONTRACTOR 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 CONTRACTOR and all documents related to this Agreement shall be maintained and kept available at CONTRACTOR'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 CONTRACTOR does not make the above -referenced documents available within the City of Santa Ana, California, CONTRACTOR 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. CONTRACTOR agrees that all materials, reports or products in any form, including electronic, created by CONTRACTOR for which CONTRACTOR 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. CONTRACTOR 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. CONTRACTOR agrees to comply with the closeout procedures detailed in 2 CFR §200.343, including the following: (1) CONTRACTOR 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) CONTRACTOR 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 CONTRACTOR 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. CONTRACTOR'S OBLIGATIONS A. Representations and Warranties. (1) Authority. CONTRACTOR 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. CONTRACTOR 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 CONTRACTOR has been fully authorized by all requisite actions on the part of CONTRACTOR. (2) Experience. CONTRACTOR is qualified to provide the administrator services for said program detailed herein. (3) Familiarity With Services Required. By executing this Agreement, CONTRACTOR 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 CONTRACTOR'S knowledge, CONTRACTOR'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 CONTRACTOR is a party or by which it is bound. (5) No Bankruptcy. CONTRACTOR is not the subject of any current or threatened bankruptcy proceeding. (6) No Pending Legal Proceedings. CONTRACTOR is not the subject of a current or threatened litigation that would or may materially affect CONTRACTOR'S performance under this Agreement. (7) Proposal Veracity. All provisions of and information provided in CONTRACTOR's proposal submitted to CITY, including any exhibits, are true and correct in all material respects. (8) No Pending Investigation. CONTRACTOR 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. CONTRACTOR agrees to obtain and maintain all required licenses, registrations, accreditation and inspections from all agencies governing its operations. CONTRACTOR shall ensure that its staff shall also obtain and maintain all required licenses, registrations, accreditation and inspections from all agencies governing CONTRACTOR's operations hereunder. Such licensing requirements include obtaining a City business license, as applicable. C. Zoning. CONTRACTOR agrees that any facility/property used in furtherance of said program shall be specifically zoned and permitted for such use(s) and activities. Should CONTRACTOR fail to have the required land entitlement and/or permits, thus violating any local, state or federal rules and regulations relating thereto, CONTRACTOR 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. CONTRACTOR 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. CONTRACTOR 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 CONTRACTOR 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. CONTRACTOR is not required to maintain separate depository accounts for ARPA SLFRF Funds; provided however, the CONTRACTOR 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. CONTRACTOR agrees that if CONTRACTOR expends Seven Hundred Fifty Thousand Dollars ($750,000) or more in federal funds, CONTRACTOR 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. CONTRACTOR 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. F. Compliance with Law/Program Income. CONTRACTOR 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 SLFRF 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 CONTRACTOR shall be returned to CITY, unless otherwise provided for in this Agreement. CONTRACTOR 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. CONTRACTOR must review and sign Exhibit D "Debarment", which is attached hereto and incorporated herein by this reference. CONTRACTOR 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 CONTRACTOR shall be reported immediately to CITY. H. Confidentiality. Without prejudice to any other provisions of this Agreement, CONTRACTOR 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, CONTRACTOR shall submit to CITY or its representatives, all records requested, including audit, examinations, monitoring and verifications of reports submitted by CONTRACTOR, costs incurred and services rendered hereunder. I. Independent Contractor. CONTRACTOR 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. CONTRACTOR agrees that if CONTRACTOR violates any of the terms and conditions of this Agreement or any prior Agreement whereby ARPA SLFRF Funds were received by CONTRACTOR, or if CONTRACTOR reports inaccurately, or if on audit there is a disallowance of certain expenditures, CONTRACTOR agrees to remedy the acts or omissions causing the disallowance and repay CITY all amounts spent in violation thereof. If CONTRACTOR engaged in fraudulent activity to obtain and/or justify distribution or expenditure of the ARPA SLFRF Funds granted hereunder, CONTRACTOR shall be required to reimburse the CITY of all such funds that were obtained, distributed and/or spent under fraudulent circumstances. K. Fraud. CONTRACTOR shall immediately report all suspected or known instances and facts concerning possible fraud, abuse or criminal activity related to said program for the ARPA SLFRF Funds under this Agreement. L. Prohibited Use. CONTRACTOR 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. CONTRACTOR 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. CONTRACTOR shall sign a certification to that effect in a form as set forth in Exhibit E, attached hereto and by this reference incorporated herein. CONTRACTOR 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 CONTRACTOR 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. CONTRACTOR 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 CONTRACTOR. O. Labor Standards. The CONTRACTOR 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 CONTRACTOR 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 CONTRACTOR 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. P. Equal Employment Opportunities. CONTRACTOR 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). CONTRACTOR 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. CONTRACTOR 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. CONTRACTOR 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. CONTRACTOR 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 CONTRACTOR 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 CONTRACTOR against goals and performance standards required herein. The CONTRACTOR shall be responsible to accomplish the project expectations as set forth in Exhibit A, and report such results to the CITY. If the CONTRACTOR estimates such goals will not be met, the CONTRACTOR 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 CONTRACTOR has not 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 CONTRACTOR in writing of its determination specifying in full detail the objections that it has to the CONTRACTOR's performance. If action to correct such substandard performance is not taken by the CONTRACTOR 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. CONTRACTOR agrees to comply with Executive Order 11246, which requires that during the performance of this Agreement, CONTRACTOR 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. CONTRACTOR agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the CONTRACTOR setting forth the provisions of this nondiscrimination clause. 2. CONTRACTOR 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. CONTRACTOR 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. CONTRACTOR agrees to comply with the Age Discrimination Act of 1975, which requires that during the performance of this Agreement, CONTRACTOR 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. CONTRACTOR agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the CONTRACTOR setting forth the provisions of this age discrimination clause. 5. CONTRACTOR 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 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, CONTRACTOR 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 CONTRACTOR. Further, any conflict or potential conflict of interest of any officer of CONTRACTOR 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 CONTRACTOR to CITY regarding any changes or modifications to its board of directors and list of officers. C. Special Certification for Religious Entities. If CONTRACTOR is a religious entity, CONTRACTOR hereby agrees that in connection with the provision of the services CONTRACTOR shall provide with ARPA SLFRF Funds, in accordance with 24 CFR 570.2000): 1. CONTRACTOR 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. CONTRACTOR shall not discriminate against any person applying for the services CONTRACTOR 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. CONTRACTOR 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 CONTRACTOR 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 CONTRACTOR. 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 CONTRACTOR, 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. CONTRACTOR 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 CONTRACTOR. For the purposes of this 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 Daisy Perez Assistant to the City Manager City Manager's Office 20 Civic Center Plaza P.O. Box 1988 Santa Ana, California 92702-1988 TO CONTRACTOR: Santa Ana Elks Lodge #794 Lisa Darmousseh Exalted Ruler 1751 Lyon St. Santa Ana, CA 92705 714-547-7794 Exaltedruler794@yahoo.com F. Assignability. None of the duties of, or work to be performed by, CONTRACTOR under this Agreement shall be subcontracted or assigned to any agency, consultant, or person without the prior written consent of CITY. CONTRACTOR 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 CONTRACTOR pursuant to this Agreement. G. Indemnification/Hold Harmless. CONTRACTOR 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 CONTRACTOR, its officers, directors, employees, agents, subcontractors and suppliers arising out of CONTRACTOR'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. 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. 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. 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. Termination. 1. This Agreement may be terminated on thirty (30) days' written notice by either party. In the event of such termination, CONTRACTOR 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 CONTRACTOR of Federal Laws governing the use of ARPA SLFRF Funds. In the event of such suspension or termination, CONTRACTOR 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 CONTRACTOR 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 CONTRACTOR, 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 CONTRACTOR, 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 CONTRACTOR 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, CONTRACTOR agrees to immediately return to CITY upon CITY's demand and prior to any adjudication of CONTRACTOR'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 CONTRACTOR's authority to utilize funds, or may restrict CONTRACTOR'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, CONTRACTOR shall be permitted to de -scope accordingly. Where CITY has reasonable grounds to question CONTRACTOR'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 CONTRACTOR 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 CONTRACTOR 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 CONTRACTOR 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 CONTRACTOR. 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. O. Federal Award Identification Information. CONTRACTOR'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} IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date and year first written above. ATTEST: DAISY GOMEZ Clerk of the Council APPROVED AS TO FORM: SONIA R. CARVALHO City Att rn-4, n By: RYIO. H DGE Assistar t ity A40rney CONTRACTOR: LISA DARMOUSSEH Exalted Ruler/President DUNS #: 066405540 CITY OF SANTA ANA KRISTINE RIDGE City Manager EXHIBIT A Santa Ana Elks Lodge #794 Scope of Work Our culinary team will prepare one hot meal on Monday morning for curbside or walk up pick up between the hours of 11:OOam and 2:OOpm. The meals will be placed in large warming boxes to ensure that they stay hot and fresh. We will prepare up to 270 meals for distribution. Sample menu #1 • Garden salad cup with Italian dressing on the side • Grilled Chicken with sauce (picatta, BBQ, Hawaiian teriyaki) • Fresh vegetables • Cookie Sample menu #2 • Caesar Salad • Lasagna with sauce • Garlic toast • Cookie Sample menu #3 • Fresh fruit cup • Pot roast, gravy • Mashed Potatoes • Green beans • Cookie Drive up food distribution will be organized in a two-lane drive through. We will have staff attendants direct the cars through our parking lot and drive through in a safe manner. Elk volunteers will hand out the meals as the cars drive through. We will have a walk-up station for those without transportation. Those stations will be manned by Elk volunteers and staff attendants. We will have socially distanced distribution lines in our parking lot and patio to facilitate walk up meal distribution. We will collaborate with our partner organizations: Santa Ana Rotary Club, Lions Club international, American Legion Santa Ana post, and the Veterans Outpost of Santa Ana to deliver meals to those who are unable to come to our property. We will advertise the program with the assistance of our partner organizations. We will also advertise in local newspapers, to schools, colleges, and other local non-profit organizations. We propose a one-year program that is renewable for an additional year after evaluation by the Lodge and the City of Santa Ana. EXHIBIT B Santa Ana Elks Lodge #794 Revised Budget Proposal Food, packaging, and labor: $11.00 per meal In accordance with the Uniform Guidance, section, the Lodge will assess 10% of modified totaldirect costs (MTDC) as indirect costs (de minimis rate). Annual Cost of Food Distribution Program not to exceed: $165,034 The Lodge has adequate income from its banquet and corporate events activities to support thecash flow needs of the food distribution program for 90 to 180 days. Reimbursement Schedule The Santa Ana Elks Lodge is to submit an invoice requesting reimbursement of program expenses, along with a report outlining all program outcomes and performance metrics to the City on a quarterly basis as follows: Q1: March 1, 2022 - May 31, 2022 Reporting/Invoicing Due: June 30, 2022 Q2: June 1, 2022 - August 31, 2022 Reporting/Invoicing Due: September 30, 2022 Q3: September 1, 2022 - November 30, 2022 Reporting/Invoicing Due: December 31, 2022 Q4: December 1, 2022 - February 28, 2023 Reporting/Invoicing Due: March 31, 2023 2/7/22, 12:19 PM EXHIBIT C Fw: Requested DUNS Number From: Lisa Darmousseh (exaltedruler794@yahoo.com) To: nancynsbca@yahoo.com Date: Sunday, February 6, 2022, 02:47 PM PST Sent from Yahoo Mail on Android ----- Forwarded Message ----- From: "donotreply@dnb.com" <donotreply@dnb.com> To: "Exaltedruler794@yahoo.com" <Exaltedruler794@yahoo.com> Sent: Sun, Feb 6, 2022 at 2:19 PM Subject: Requested DUNS Number THIS IS AN AUTOMATED MESSAGE GENERATED BY THE D&B D-U-N-S REQUEST PORTAL. PLEASE DO NOT REPLY TO THIS MESSAGE. Thank you for your request for your company's existing DUNS Number. Your D-U-N-S Number is 066405540 for SANTAANA ELKS LODGE 1751 S LYON ST SANTAANA,CA UNITED STATES OF AMERICA If you have any questions about your DUNS Number, please contact us at: www.dnb.com/govtduns HE Sam.gov Status: Pending In'Cernai Revenue Service Department of the Treasury District Director Benevolent & Protective Order of Elks of the USA 794 212 Elk Lane Santa Ana, CA 92701-5011 EIN:95-0541115 Dear Taxpayer: EP/EO Customer Service MS 7043 300 North Los Angeles Street, Room 4310 Los Angeles, CA 90012 Person to Contact: L . Barragan Telephone Number: 213 - 8 94 - 2 3 3 6 Refer Reply to: EO ( 0 7 ) 9 7 Date: July 11, 1997 This letter is in response to your request for exempt status regarding the above named organization. Our records indicate that this organization was recognized to be exempt from Federal Income Tax under Internal Revenue Code Section 501(c)(8). Group exemption number 1156 has been assigned to the organization and its subordinates. The determination letter issued in October 1951 continues to be in effect. If you need further assistance, please contact our office at the above address or telephone number. Sincerely, L. Barragan Disclosure Assistant �F.ry w 4 California Secretary of State r Electronic Filing A P lFOR Corporation - Statement of Information i Secretary of State State of California Entity Name: ELKS BUILDING ASSOCIATION OF SANTP ANA Entity (File) Number: File Date; Entity Type Jurisdiction Document ID Detailed Filing Information 1. Entity Name: 2. Business Addresses: a. Street Address of Principal Office in California: b. Mailing Address: 3. Officers: a. Chief Executive Officer: C0063418 01 /25/2022 Corporation CALIFORNIA H143649 ELKS BUILDING ASSOCIATION OF SANTA ANA 1751 S. Lyon Street Santa Ana, California 92705 United States of America 1751 S. Lyon Street Santa Ana, California 92705 United States of America John Moore 1751 S. Lyon Street Santa Ana, California 92705 United States of America b. Secretary: Charles H Kuhns Jr. 1751 S. Lyon Street Santa Ana, California 92705 United States of America rn It Q0 co 2 C N E U O w Use bizfile.sos.ca.gov for online filings, searches, business records, and resources. os py a au �~ California Secretary of State a r Electronic Filing P C+.lFOB Officers (Cont'd): c. Chief Financial Officer: 4. Agent for Service of Process: William Capps 1751 S. Lyon Street Santa Ana, California 92705 United States of America Norman Fisher 1751 S. Lyon Street Santa Ana, California 92705 United States of America By signing this document, I certify that the information is true and correct and that I am authorized by California law to sign. Electronic Signature: Norman Fisher Use bizfile. sos. ca.gov for online filings, searches, business records, and resources. rn co la a.> E U O r) EXHIBIT D APPENDIX ATTACHMENT 3-1: NON -COLLUSION AFFIDAVIT CERTIFICATIONS CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR REVIVE: SANTA ANA FOOD SUPPLY/DISTRIBUTION PROGRAMS RFP NO.: 22-009A NON -COLLUSION AFFIDAVIT (Title 23 United States Code Section 112 and Public Contract Code Section 7106) To the CITY OF SANTA ANA CITY MANAGER'S OFFICE 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 false certification may subject the certifier to criminal prosecution. Organization Santa Ana Elks Lodge #794 Signed and Printed Name: Title Exalted Ruler Date 2/7122 Lisa Darmousseh 11 City of Santa Ana RFP 22-009A Page 42 EXHIBIT E APPENDIX ATTACHMENT 3-2: NON -LOBBYING CERTIFICATION CERTIFICATIONS CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR REVIVE: SANTA ANA FOOD SUPPLY/DISTRIBUTION PROGRAMS RFP NO.: 22-009A The prospective participant certifies, by signing and submitting this bid or proposal, to the best of his or her knowledge and belief, that: 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 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. Organization Santa Ana Elks Lodge #794 Signed and Printed Name: Title Exalted Ruler Date 2/7122 Lisa Darmousseh City of Santa Ana RFP 22-009A Page 43 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 Treasury 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 Treasury, 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 Treasury within ten 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 Treasury immediately upon the decision to use such additional sites by submitting a revised "Place of Performance" form. Organization Authorized Signature Date 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): AGREEMENT BETWEEN THE CITY OF SANTA ANA AND UNITED ACROSS BORDERS FOUNDATION FOR USE OF AMERICAN RESCUE PLAN ACT (ARPA) FUNDS This Agreement is hereby made and entered into this 1 st day of March, 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 United Across Borders Foundation, a California domestic nonprofit corporation ("CONTRACTOR"). RFC:ITAI 4- 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. CONTRACTOR has been selected by the CITY to receive ARPA SLFRF Funds in order to provide food distribution and/or food supply programs, in accordance with the Scope of Work attached hereto as Exhibit A and incorporated herein by reference ("said program"). CONTRACTOR 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. CONTRACTOR 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 CONTRACTOR 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 CONTRACTOR: ARPA PROGRAM PROVISIONS A. Scope of Work. CONTRACTOR 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. CONTRACTOR'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 the date first written above and continue through February 28, 2023 ("Term"), unless terminated earlier pursuant to the terms of this Agreement. This Agreement shall also cover any and all services provided by the CONTRACTOR to the CITY since the date the ARPA SLFRF 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 TWO HUNDRED EIGHTEEN THOUSAND FIVE HUNDRED SEVENTY-SIX dollars ($218,576) ("ARPA SLFRF Funds") during the Term of the Agreement. CONTRACTOR agrees to use said ARPA SLFRF Funds to administer said program as outlined in Exhibit A. D. Disbursement of Funds. Said ARPA SLFRF Funds shall be disbursed by CITY to CONTRACTOR 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. CONTRACTOR 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 SLFRF Funds, or return the entire request to CONTRACTOR, 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 SLFRF Funds to CONTRACTOR, or to completely terminate this Agreement, in the CITY's sole discretion, if there is a reduction in ARPA SLFRF 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 CONTRACTOR'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 CONTRACTOR. (3) Reversion of Assets. CONTRACTOR 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 CONTRACTOR to the CITY within thirty (30) days of the expiration or earlier termination of the Agreement. No expense of CONTRACTOR will be reimbursed by CITY if incurred after the end of the Term of the Agreement. E. Grant Program Requirements. (1) CONTRACTOR acknowledges that the source of funding for said program is the federal ARPA, and that payments from the ARPA SLFRF Funds are only to be used to make necessary expenditures incurred due to the public health emergency with respect to COVID-19. (2) CONTRACTOR acknowledges that ARPA provisions allow the use of ARPA SLFRF 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) CONTRACTOR shall follow the process and determination of eligibility for participants in said program as outlined in Exhibit A. F. Performance Monitoring. (1) CONTRACTOR 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 CONTRACTOR'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 CONTRACTOR 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 CONTRACTOR 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. CONTRACTOR shall provide adequate cooperation to any inspector or other CITY representative to permit the same to determine CONTRACTOR's conformity with the terms of this Agreement. If any services performed by CONTRACTOR are not in conformance with the terms of this Agreement, the CITY shall have the right to require CONTRACTOR 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 CONTRACTOR for any costs incurred by the CITY because of CONTRACTOR's failure to perform. (6) CONTRACTOR 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 CONTRACTOR's performance under this Agreement at any time, upon reasonable notice to CONTRACTOR. G. Audit. (1) CONTRACTOR 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 CONTRACTOR, 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 CONTRACTOR. (3) CONTRACTOR 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 CONTRACTOR for direct and/or administrative costs were not made in compliance with the applicable cost principles, regulations, or the provisions of this Agreement. (4) CONTRACTOR agrees to comply with the requirements of OMB Uniform Guidance 2 CFR Part 200. CONTRACTOR 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, CONTRACTOR 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 CONTRACTOR and all documents related to this Agreement shall be maintained and kept available at CONTRACTOR'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 CONTRACTOR does not make the above -referenced documents available within the City of Santa Ana, California, CONTRACTOR 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. CONTRACTOR agrees that all materials, reports or products in any form, including electronic, created by CONTRACTOR for which CONTRACTOR 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. CONTRACTOR 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. CONTRACTOR agrees to comply with the closeout procedures detailed in 2 CFR §200.343, including the following: (1) CONTRACTOR 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) CONTRACTOR 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 CONTRACTOR 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. CONTRACTOR'S OBLIGATIONS A. Representations and Warranties. (1) Authority. CONTRACTOR 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. CONTRACTOR 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 CONTRACTOR has been fully authorized by all requisite actions on the part of CONTRACTOR. (2) Experience. CONTRACTOR is qualified to provide the administrator services for said program detailed herein. (3) Familiarity With Services Required. By executing this Agreement, CONTRACTOR 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 CONTRACTOR'S knowledge, CONTRACTOR'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 CONTRACTOR is a party or by which it is bound. (5) No Bankruptcy. CONTRACTOR is not the subject of any current or threatened bankruptcy proceeding. (6) No Pending Legal Proceedings. CONTRACTOR is not the subject of a current or threatened litigation that would or may materially affect CONTRACTOR'S performance under this Agreement. (7) Proposal Veracity. All provisions of and information provided in CONTRACTOR's proposal submitted to CITY, including any exhibits, are true and correct in all material respects. (8) No Pending Investigation. CONTRACTOR 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. CONTRACTOR agrees to obtain and maintain all required licenses, registrations, accreditation and inspections from all agencies governing its operations. CONTRACTOR shall ensure that its staff shall also obtain and maintain all required licenses, registrations, accreditation and inspections from all agencies governing CONTRACTOR's operations hereunder. Such licensing requirements include obtaining a City business license, as applicable. C. Zoning. CONTRACTOR agrees that any facility/property used in furtherance of said program shall be specifically zoned and permitted for such use(s) and activities. Should CONTRACTOR fail to have the required land entitlement and/or permits, thus violating any local, state or federal rules and regulations relating thereto, CONTRACTOR 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. CONTRACTOR 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. CONTRACTOR 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 CONTRACTOR 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. CONTRACTOR is not required to maintain separate depository accounts for ARPA SLFRF Funds; provided however, the CONTRACTOR 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. CONTRACTOR agrees that if CONTRACTOR expends Seven Hundred Fifty Thousand Dollars ($750,000) or more in federal funds, CONTRACTOR 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. CONTRACTOR 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. F. Compliance with Law/Program Income. CONTRACTOR 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 SLFRF 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 CONTRACTOR shall be returned to CITY, unless otherwise provided for in this Agreement. CONTRACTOR 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. CONTRACTOR must review and sign Exhibit D "Debarment", which is attached hereto and incorporated herein by this reference. CONTRACTOR 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 CONTRACTOR shall be reported immediately to CITY. H. Confidentiality. Without prejudice to any other provisions of this Agreement, CONTRACTOR 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, CONTRACTOR shall submit to CITY or its representatives, all records requested, including audit, examinations, monitoring and verifications of reports submitted by CONTRACTOR, costs incurred and services rendered hereunder. I. Independent Contractor. CONTRACTOR 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. CONTRACTOR agrees that if CONTRACTOR violates any of the terms and conditions of this Agreement or any prior Agreement whereby ARPA SLFRF Funds were received by CONTRACTOR, or if CONTRACTOR reports inaccurately, or if on audit there is a disallowance of certain expenditures, CONTRACTOR agrees to remedy the acts or omissions causing the disallowance and repay CITY all amounts spent in violation thereof. If CONTRACTOR engaged in fraudulent activity to obtain and/or justify distribution or expenditure of the ARPA SLFRF Funds granted hereunder, CONTRACTOR shall be required to reimburse the CITY of all such funds that were obtained, distributed and/or spent under fraudulent circumstances. K. Fraud. CONTRACTOR shall immediately report all suspected or known instances and facts concerning possible fraud, abuse or criminal activity related to said program for the ARPA SLFRF Funds under this Agreement. L. Prohibited Use. CONTRACTOR 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. CONTRACTOR 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. CONTRACTOR shall sign a certification to that effect in a form as set forth in Exhibit E, attached hereto and by this reference incorporated herein. CONTRACTOR 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 CONTRACTOR 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. CONTRACTOR 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 CONTRACTOR. O. Labor Standards. The CONTRACTOR 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 CONTRACTOR 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 CONTRACTOR 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. P. Equal Employment Opportunities. CONTRACTOR 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). CONTRACTOR 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. CONTRACTOR 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. CONTRACTOR 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. CONTRACTOR 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 CONTRACTOR 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 CONTRACTOR against goals and performance standards required herein. The CONTRACTOR shall be responsible to accomplish the project expectations as set forth in Exhibit A, and report such results to the CITY. If the CONTRACTOR estimates such goals will not be met, the CONTRACTOR 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 CONTRACTOR has not 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 CONTRACTOR in writing of its determination specifying in full detail the objections that it has to the CONTRACTOR's performance. If action to correct such substandard performance is not taken by the CONTRACTOR 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. CONTRACTOR agrees to comply with Executive Order 11246, which requires that during the performance of this Agreement, CONTRACTOR 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. CONTRACTOR agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the CONTRACTOR setting forth the provisions of this nondiscrimination clause. 2. CONTRACTOR 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. CONTRACTOR 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. CONTRACTOR agrees to comply with the Age Discrimination Act of 1975, which requires that during the performance of this Agreement, CONTRACTOR 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. CONTRACTOR agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the CONTRACTOR setting forth the provisions of this age discrimination clause. 5. CONTRACTOR 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 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, CONTRACTOR 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 CONTRACTOR. Further, any conflict or potential conflict of interest of any officer of CONTRACTOR 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 CONTRACTOR to CITY regarding any changes or modifications to its board of directors and list of officers. C. Special Certification for Religious Entities. If CONTRACTOR is a religious entity, CONTRACTOR hereby agrees that in connection with the provision of the services CONTRACTOR shall provide with ARPA SLFRF Funds, in accordance with 24 CFR 570.2000): 1. CONTRACTOR 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. CONTRACTOR shall not discriminate against any person applying for the services CONTRACTOR 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. CONTRACTOR 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 CONTRACTOR 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 CONTRACTOR. 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 CONTRACTOR, 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. CONTRACTOR 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 CONTRACTOR. For the purposes of this 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 Daisy Perez Assistant to the City Manager City Manager's Office 20 Civic Center Plaza P.O. Box 1988 Santa Ana, California 92702-1988 TO CONTRACTOR: United Across Borders Foundation Erika Robles Executive Director & President 2112 E 4t" St, Unit 112 Santa Ana, CA 92705 714-888-8818 F. Assignability. None of the duties of, or work to be performed by, CONTRACTOR under this Agreement shall be subcontracted or assigned to any agency, consultant, or person without the prior written consent of CITY. CONTRACTOR 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 CONTRACTOR pursuant to this Agreement. G. Indemnification/Hold Harmless. CONTRACTOR 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 CONTRACTOR, its officers, directors, employees, agents, subcontractors and suppliers arising out of CONTRACTOR'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. 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. 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. 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. Termination. 1. This Agreement may be terminated on thirty (30) days' written notice by either party. In the event of such termination, CONTRACTOR 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 CONTRACTOR of Federal Laws governing the use of ARPA SLFRF Funds. In the event of such suspension or termination, CONTRACTOR 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 CONTRACTOR 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 CONTRACTOR, 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 CONTRACTOR, 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 CONTRACTOR 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, CONTRACTOR agrees to immediately return to CITY upon CITY's demand and prior to any adjudication of CONTRACTOR'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 CONTRACTOR's authority to utilize funds, or may restrict CONTRACTOR'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, CONTRACTOR shall be permitted to de -scope accordingly. Where CITY has reasonable grounds to question CONTRACTOR'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 CONTRACTOR 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 CONTRACTOR 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 CONTRACTOR 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 CONTRACTOR. 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. O. Federal Award Identification Information. CONTRACTOR'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) IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date and year first written above. ATTEST: DAISY GOMEZ Clerk of the Council APPROVED AS TO FORM: CONTRACTOR: ERIKA ROBLES President & Executive Director DUNS #: 086860761 CITY OF SANTA ANA KRISTINE RIDGE City Manager Exhibit A SCOPE OF WORK: 1. Proposal shall include details of food supply and/or food distribution services 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 United Across Borders Foundation has developed a tried-and-true approach to setting up well - run and orderly food distribution operations. We work with a wide range of partners, including Amazon Fresh, Giving Children Hope, Fundacion Sahuayo, Albertsons, Abound Food Organization, Food Finders, and we continue to develop relationships with new grocery stores, food banks, and corporations. Our partners reach out to us when they have donations; we collect the donations, store and/or distribute them at events targeted at Santa Ana's most at - risk, low-income communities. For these events, we coordinate all outreach, staffing and organization, and provide participants with additional information about social services and support in their communities. With support from the Revive Santa Ana funds, we will immediately double, if not triple, our ability to collect, store, and deliver food throughout Santa Ana. During the pandemic, we held one to two food distribution events each month, typically serving between 350-500 families at each event. With the support of the Revive Santa Ana grant, we will host at least one event per week in low-income communities throughout Santa Ana. Our proposed program has a duration of one year. Our deliverables for the Revive Santa Ana grant will be as follows: 1. Hold one to two large events per week, 10 to 18 events in the 12 month grant period in low-income Santa Ana communities. Based on our average event size of 400, we estimate serving a total of 17,000 families during our one-year time frame. Low-income communities will be identified using QCT data and relevant economic data from huduser.gov and justicemap.org. 2. Track our efforts by collecting data via pre -registration and registration while participants wait in line for their donated goods. Information will be collected both online and on paper, to accommodate the spectrum of capabilities of Santa Ana residents. 3. Track and count very low-income families and place them in our UABF Palanca Program. A family in the Palanca Program will be a family in dire need of our services and at great or imminent risk of malnutrition and/or eviction due to lack of income because of citizenship status, illness, disability, or other hardship as determined by UAB census data and/or registration form submitted. These families may opt into a food delivery program to either pick up items at smaller events for Palanca Program participants, or may opt to have them delivered through our Food Box Delivery program. We will engage at least 3,500 families/6,0000 residents be a part of our UABF Palanca Program. 4. We will identify and deliver meals to 1,500 seniors (over the age of 65), immunocompromised individuals, caretakers of people with disabilities who are living alone or unable to leave their home due to illness, lack of transportation, or difficulty with mobility. 5. We will provide diapers, formula, wipes or any other item that is donated from our sponsor Baby2Baby and serve 1000 infants per month or 12,000 infants at 1 year ending Over the years and particularly during the 2020-21 pandemic, we have developed relationships with various grocery stores, food banks, and corporations with surplus products. Our partners include Amazon Fresh, Northgate, Walmart, Giving Children Hope, and Food Finders. We are also in the process of establishing a partnership with the Second Harvest Bank as well as additional food donors. Our process for gathering donations, and the type and condition of donated products, varies from company to company. For example, Amazon Fresh reaches out to us when they have excess food that is fresh, not expired, and unopened, but for whatever reason was sent back or rejected by the consumer. We then go pick up the food, put it in storage or take it to a food distribution site. If we do not have storage but we have a place to do a food distribution, we distribute the goods right away. This in particular means meat, dairy, and other perishable products, which can be challenging to distribute rapidly Grant funding from Revive Santa Ana will allow us to buy a used forklift, and a large storage space, removing time pressures and ensuring that we can distribute all the donations we receive at locations where they will have the greatest positive impact. The tasks that will go in place for food distribution events are as follows: 1. Identify and map low-income communities in Santa Ana to target for food distribution events. 2. Partner with the City of Santa Ana, allied nonprofits, the Mexican consulate, and neighborhood leaders to help us secure locations, dates, and volunteers. 3. Collect food supply with our trucks on a continuous basis, including both scheduled pickups and the ability to provide short -notice pickups. 4. Deliver perishable food items to refrigerated storage location and non-perishable and other items to our other storage locations. 1. At each food distribution event, key leadership positions will be staffed by experienced Directors of Special Events named in our Organizational Structure Chart. These Directors will delegate staff and volunteers to the following roles: - Traffic Control Coordinator - Guides traffic to parking areas and facilitates quick drop-off and pickup for participants of vendors. Food Vendor Coordinator - Works with food vendors to make sure proper food handling permits are used - Artesania Vendor Coordinator - Works with merchandise vendors and tells them where to go Food Line Coordinator - Works with staff and volunteers to set up canopies and distribution areas, including separating products, coordinating storage and packaging. - Attendees Coordinator - Works with volunteers to organize the line of participants, ensuring that it stays orderly and does not obstruct public sidewalks or other areas. - Truck Unloading Coordinator - Works with a team to unload trucks and organize products for the Food Line Coordinator and their team. Event Coordinator - Coordinates among all coordinators to ensure areas are properly staffed, communication is clear, and the event is running smoothly. 91 2. Proposal shall include details of the target population UABF has a long history of serving undocumented residents, mixed status families, and immigrant communities in Santa Ana. We have provided food distribution events to low-income and working poor communities in the Logan, Townsend, Lacy, Minnie St, Myrtle, and Santa Anita neighborhoods, among others These communities have large proportions of members who work in low-income service industries and in agriculture, where workers are disproportionately undocumented, have precarious employment, experience low wages and discrimination, and lack benefits and safe working conditions. We are particularly targeting families who live in apartments and households with multiple families living in one home. Due to skyrocketing rents in recent years and the fact that Santa Ana has one of the highest rents and house prices of North Orange County cities, many residents must pay 60% or more of their income for their housing or "double up" with other families in a single unit, leading to overcrowding and its accompanying challenges.. High housing costs and low wages put families in precarious situations. Sometimes seniors have to choose between paying rent or paying for life saving medications, parents have to choose between paying rent and buying fresh foods, and college students and graduates must remain with their parents because they can't afford to rent on their own. By providing the basic needs of each family, a plate of fresh and healthy food on their table, it will help ease their burden. This then may allow young people to save for a car or for first -and -last months' rent to secure an apartment, allow families to pay their rent on time without the added stress or damage to their credit, and give seniors and disabled residents a much needed respite from their expenses. 3. Proposal shall include details of the unmet need To our knowledge, we are the largest organization providing food distributions focused in Santa Ana. We have nevertheless been unable to meet the needs of our community due to our lack of storage and delivery capacity. Through our social media engagement on Facebook, we are constantly receiving messages from communities in need asking us when our next event will be, if we could come to their side of town, if we will have more baby products like diapers and formula, and other requests for aid and support. During our events, to prevent having people wait in our long lines and not receive a groceries box, we often have to cut the lines off because of the demand being greater than the supply. With funding from Revive Santa Ana, we will to be able to meet unmet needs of 20 different neighborhoods in Santa Ana and serve thousands more people who need our services. As an example, the zip code 92707 was one of the hardest hit by the pandemic, with some of the highest rates of covid cases and deaths in all of California. Yet while benefits like stimulus checks and unemployment benefits have now ended, these communities are still trying to recover from the impacts of lost and disabled family members, health care costs, ongoing unemployment, and lost wages. or those who were undocumented, they had to face the economic downturn and health crisis largely without public assistance.. Many went through their savings while others fell into debt. Many residents opted to leave to another state or back to their homelands, contributing to the exodus of children from our schools. Some families lost their head of household, or another family member that contributed to the household costs. These communities need our continued support and we cannot leave them behind. 4. Proposal shall include details of collaborations with local organizations In our experience, the problems in our communities are intersectional, meaning that the challenges faced by different racial/ethnic, income, gender or other groups are overlapping and interconnected. In that understanding, we find it essential and imperative that we work with partners and allies in the community to provide services outside of our expertise or focus. - We partner with Latino Health Access to offer their "promotora" services to the community. UABF has worked with them and the OC Health Care Agency to provide free COVID tests and vaccines during our food distributions. - We partner with OCCCO PICO, a faith -based nonprofit that advocates for migrant rights. They bring education on issues affecting our Santa Ana residents as well as opportunities to get immigration help for free or at very low costs. - We partner with OC Trans Latina which represents the Iatinx trangender community in OC that is fighting for their rights to be respected and supported in their efforts to fight against discrimination and violence against themm. UABF also has partnered with the City of Santa Ana, Anaheim, La Habra, Fullerton, Buena Park, Orange, Costa Mesa during the pandemic to provide food, medical supplies, and other services to their respective residents. 5. Proposal shall include details of innovation in program/service delivery If our bid is approved, we will use the funds to expand, and doubling our capacities to serve more communities throughout Santa Ana. - The addition of additional infrastructure like a forklift and refrigerated storage will increase our ability to leverage existing donations. Freed from time pressures associated with perishable items like dairy or meat products, we will be able to distribute donations at the locations where they are most needed. Having a forklift will not only speed up our pickups and deliveries and reduce our need for manpower, but it will also enable us to do simultaneous deliveries and pickups at two different locations. Our biggest innovation is the creation of our UABF Dispensa Delivery program. This will be a program similar to Meals on Wheels that will allow us to deliver food directly to hard hit community members that are part of Palanca program through individual food deliveries or localized, smaller food distributions that take less manpower than our larger events. Not only will the Palanca program help us target the communities and individuals most in need, but it specifically accommodates the needs of individuals who continue to be most affected by the pandemic (including seniors, immunocompromised people, disabled people, caregivers, and young families). *VAV1=1kr:3 Storage Storage Rental: $120,000 ($10,000 per month) Liability Insurance: $1,000 Fumigation: $1,000 ($500 per year) Trash fees: $3,600 ($300 per month) Water fees: $3,600 ($300 per month) Storage Equipment New Forklift: $10,000 (one time) Electricity Monthly payment: $3,600 ($300 per month) Walk-in Freezer, Self Contained: $15,000 (one time) Transportation Truck gas cost: $7,200 ($300 per truck, per month for 2 trucks) Truck Maintenance: $4,000 ($1,000 every 3 months) Truck Insurance: $6,000 (2 trucks, $250 per month) Palanca Program Car Delivery Gas Cost: $2,400 (one year) Office and Office supplies Printing Cost: $3,000 ($250 per month) Zoom: $120 ($10 per month) Companie Cell Service: $1,800 ($150 per month for 2 phones) Staffing cost: Payroll for staffing: $ $14,200 Management and Compliance consultant $5,000 Grant Writer Joese Hernandez: $2,000 Workers Comp: $350 Accountant $606 Food Safety Training $4,200 ($150 per person, 28 people) Events Uniforms/T-shirts: $1,000 Food for staff/workers: $2,400 (Approx $200 per month) Social Media Marketing: $2,000 Park rental fees: $2,000 1W:/:11=11119=3 Canopies/tables: $2,500 Total = $218,576 United Across Borders Foundation has requested that the allowable percentage of funds be given to UAB to be used as start-up costs for our efforts to secure a storage location, make necessary purchases to set up our new and expanded operations (new truck and forklift), and allow us to partially fund our staffing needs. We are requesting $43,715 up front. Reimbursement Schedule UAB will be provided with an upfront payment of a portion their grant award ($40,000) to cover start up costs. UAB will then submit quarterly reimbursement requests as indicated below and deduct 25% of the advance each quarter ($10,000) from their quarterly reimbursement request. UAB is to submit an invoice requesting reimbursement of program expenses, along with a report outlining all program outcomes and performance metrics to the City on a quarterly basis as follows: Q1: March 1, 2022 - May 31, 2022 Reporting/Invoicing Due: June 30, 2022 Q2: June 1, 2022 - August 31, 2022 Reporting/Invoicing Due: September 30, 2022 Q3: September 1, 2022 - November 30, 2022 Reporting/Invoicing Due: December 31, 2022 Q4: December 1, 2022 - February 28, 2023 Reporting/Invoicing Due: March 31, 2023 EXHIBIT C c o o E2 U) a� u, v� o � � m a o -o � ao E c � ® C3 Z � ca cc a� > as -v U) _0 co m to aD lie Cd a a co 00 >- z a o w c� c N Lo t o L Y cn c o O � o E � UJ Z � W CDC H u- 0 V) a � +j V U .Z 0 00 ��a0) < • r av o ,0 LLJ a) U o0 0 LL ( ❑ w m W V9 =3 4J M Vf C" =3 ❑ p �E V D Q x -° cn o u . 00 ❑ 0000 0 4-J 4-+ V) O � 7+ 0 M O u N p i 4-0 LLI — ,x L � . � w m a_LLaQ Qj lIi INTERNAL REVENUE SERVICE P. O. BOX 2508 CINCINNATI, OH 45201 Date: MAR 12 2020 UNITED ACROSS BORDERS FOUNDATION 918 N CLEVELAND ST ORANGE, CA 92867 Dear Applicant: DEPARTMENT OF THE TREASURY Employer Identification Number: 83-4655166 DLN: 29053066321000 Contact Person: BENJAMIN L DAVIS ID# 31465 Contact Telephone Number: (877) 829-5500 Accounting Period Ending: June 30 Public charity Status: 170 (b) (1) (A) (vi) Form 990/990-EZ/990-N Required: Yes Effective pate of Exemption: April 22, 2019 Contribution Deductibility: Yes Addendum Applies: No We're pleased to tell you we determined you're exempt from federal income tax under Internal Revenue Code (IRC) Section 501(c)(3). Donors can deduct contributions they make to you under IRC Section 170. You're also qualified to receive tax deductible bequests, devises, transfers or gifts under Section 2055, 2106, or 2522. This letter could help resolve questions on your exempt status. Please keep it for your records. Organizations exempt under IRC Section 501(c)(3) are further classified as either public charities or private foundations. we determined you're a public charity under the IRC Section listed at the top of this letter. If we indicated at the top of this letter that you're required to file Form 990/990-EZ/990-N, our records show you're required to file an annual information return (Form 990 or Form 990-EZ) or electronic notice (Form 990-N, the e-Postcard). If you don't file a required return or notice for three consecutive years, your exempt status will be automatically revoked. If we indicated at the top of this letter that an addendum applies, the enclosed addendum is an integral part of this letter. For important information about your responsibilities as a tax-exempt organization, go to www.irs.gov/charities. Enter 114221-PC" in the search bar to view Publication 4221-PC, Compliance Guide for 501(c)(3) Public Charities, which describes your recordkeeping, reporting, and disclosure requirements. Letter 947 a` r State of California Secretary of State Statement of information (Domestic Nonprofit, Credit Union and General Cooperative Corporations) Filing Fee: $20.00. If this is an amendment, see instructions. IMPORTANT— READ INSTRUCTIONS BEFORE COMPLETING THIS FORM 1_ CORPORATENAME UNITED ACROSS BORDERS FOUNDATION 2. CALIFORNIA CORPORATE NUMBER C4268928 N G918470 FILED In the office of the Secretary of State of the State of California Complete Principal Office Address (Do not abbreviate the name of the city. Item 3 cannot be a P.O. Box.) 3 STREET ADDRESS OF PRINCIPAL OFFICE IN CALIFORNIA, IF ANY CITY 918 N CLEVELAND, ORANGE, CA 92867 4. MAILING ADDRESS OF THE CORPORATION ERIKA ROBLES 918 N CLEVELAND, ORANGE, CA 92867 CITY SEP-06 2019 This Space for Filing Use Only STATE ZIP CODE STATE ZIP CODE Names and Complete Addresses of the Following Officers (The corporation must fist these three officers, A comparable title for the specific officer may be added: however, the preprinted titles on this form must not be altered.) 5. CHIEF EXECUTNE OFFICER! ADDRESS CITY STATE ZIP CODE ERIKA ROBLES 401 W LA VETA AVE APT. 121 ., ORANGE, CA 92866 6. SECRETARY ADDRESS CITY STATE ZIP CODE FRANCISCO JAVIER ROBLES 401 W LA VETA AVE APT. 121 „ ORANGE, CA 92866 7, CHIEF FINANCIAL OFFICER/ ADDRESS CITY STATE ZIP CODE ANDRE L ROBERSON 918 N CLEVELAND, ORANGE, CA 92867 Agent for Service of Process If the agent is an individual, the agent must reside in CaVornla and Item 9 must be completed with a California street address, a P.O. Box address is not acceptable. If the agent is another corporation, the agent must have on file with the California Secretary of State a certificate pursuant to Cafifomia Corporations Code section 1505 and Item 9 must be left blank. 8 NAME OF AGENT FOR SERVICE OF PROCESS GLORIA CALOZO 9. STREET ADDRESS OF AGENT FOR SERVICE OF PROCESS IN CALIFORNIA, IF AN INDIVIDUAL CITY STATE ZIP CODE 1230 WEST VALENCIA DR APPT: B, FULLERTON, CA 92833 Common Interest Developments 10 ❑ Check here if the corporation Is an associallon formed to manage a common Interest development under the Davis-Sllrling Common Interest Development Act, (California Civil Code section 4000, at seq.) or under the Commercial and Industrial Common Interest Development Act, (California Civil Code section 6500, et seq.). The corporation must file a Statement by Common Interest Development Association (Form Si -CID) as required by California Civil Code sections 5405(a) and 6760(a). Please see instructions on the reverse side of this form. 11_ THE INFORMATION CONTAINED HEREIN IS TRUE AND CORRECT 09/06/2019 ANDRE L ROBERSON DATE TYPFJPRINT NAME OF PERSON COMPLETING FORM SI-100 (REV 0112016) CFO TITLE 31ONATURE APPROVED BY SECRETARY OF STATE 4268925 t D• ARTS-PB- Secretary of State 501(c)(3) Articles of Incorporation of a Nonprofit Public Benefit Corporation RLE®,+,k Secretary of State StmC Of Cafgorr�a IMPORTANT -- Read instructions before completing this form. Filing Fee - $30-00 APR 2 2 2019 Copy Fees - First page $1.00; each attachment page $0,50; Certification Fee - $5.00 Note: A separate Caiifomia Franchise Tax Board application is required to obtain tax exempt status. For more information, go to https:/Awww.ffb.ca gov. This Space For Office Use Only 1. Corporate Name (Go to 4vvrw.sos,ca.gov/businesslbe/name-avaifabilityfor general corporate name requirements and restrictions.) The name of the corporation is United Across Borders Foundation 2. Business Addresses (Enter the complete business addresses. Item 2a cannot be a P O.Box or -in care or an individual or entity) a tnitial Street Address of Corporation - Do not enter a P.D. Box 918 North Cleveland St. City (no abbreviations) Orange State CA Zip Code 92867 } b InMal Masking Address of Corporation, if different than item 2a City (no abbreviations) State Tip Code 3. Service of Process (Must provide either Individual OR Corporation.) INDIVIDUAL - Compiete Items 3a and 3b only. Must include agent's full name and Caiifomia street address a Caiifomia Agent's First Name (if agent is not a corporation) Middle Name Last Name Suffix Gloria Colazo 0 Street Address (if agent is not a corporation) - Do not enter a P.O. Box City (no abbreviations) State Zip Code 1230 West Valencia Drive, Suite B Fullerton CA 92833 CORPORATION - Complete Item 3c Only include the name of the registered agent Corporation, I _- California Registered Corporate Agent's Name (if agent is a corporation) - Do not complete Item 3a or 3b Item 4a: One or both boxes must be checked. 4. Purpose Statement Item 4b: If "public" purposes is checked in Item 42, or if you intend to apply for tax-exempt status in California, you must enter the specific purpose in Item 4b-) a_ This corporation is a nonprofit public benefit corporation and is not organized for the private gain of any person. It is organized under the Nonprofit Public Benefit Corporation Law for: R1 public purposes. Ocharitable purposes b. The specific purpose of this corporation is to serve in Ividuals & families In the poorest communities in the world; feed the hungry & fighto end pave S. Additional Statements (See Instructions and Filing Tips ) a. This corporation is organized and operated exclusively for the purposes set forth in Article 4 hereof within the meaning of Internal Revenue Code section 501(c)(3). b. No substantial part of the activities of this corporation shall consist of carrying on propaganda, or otherwise attempting to influence legislation, and this corporation shall not participate or intervene in any political campaign (including the publishing or distribution of statements) on behalf of any candidate for public office. c_ The property of this corporation is irrevocably dedicated to the purposes in Article 4 hereof and no part of the net income or assets of this corporation shall ever inure to the benefit of any director, officer or member thereof or to the benefit of any private person d. Upon the dissolution or winding up of this corporation, its assets remaining after payment, or provision for payment, of all debts and liabilities of this corporation shall be distributed to a nonprofit fund, foundation or corporation which is organized and operated exclusively for charitable, educational and/or religious purposes and which has established its tax-exempt status under Internal Revenue Code section 501(c)(3). 6. Read and Sign Below (This form must be signed by each incorporator Signature See Instructions. Do not include a title ) Erika Robles Type or Print Name ARTS-Pa-501(c)(3) (REV 17M2018) 2018 Cahlomia Secretary of Slate www.sos.ca.govlbusinesslbe EXHIBIT D APPENDIX ATTACHMENT 3-1: NON -COLLUSION AFFIDAVIT CERTIFICATIONS CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR REVIVE: SANTA ANA FOOD SUPPLYIDISTRIBUTION PROGRAMS RFP NO.: 22-009A NON -COLLUSION AFFIDAVIT (Title 23 United States Code Section 112 and Public Contract Code Section 7106) To the CITY OF SANTA ANA CITY MANAGER'S OFFICE In accordance with Title 23 United States Cade Section 112 and Public Contract Code 7106 the BIDDER declares that the b;d 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 false certification may subject the certifier criminal prosecution. Organization /�10x)4, , lra! Signed and Printed Name Title Date - 1 zL- City of Santa Ana RFP 22-009A Page 42 EXHIBIT E APPENDIX - - ATTACHMENT 3-2: NON -LOBBYING CERTIFICATION CERTIFICATIONS CITY OF SANTA ANA RFOUFST FOR PROPOSALS FOR REVIVE: SANTA ANA FOOD SUPPLY/DISTRIBUTION PROGRAMS RFP NO.: 22-009A The prospective participant certifies, by signing and submitting this bid or proposal, to the best of his or her knowledge and belief, that: 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 far 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 agreerr7ent, 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 $101000 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,c ertify an disclose accordingly. { Oraanization LJ i' C`J _ , YC�i - I r C'� Signed and Printed Name, Title Date 1 I" Erg City of Santa Ana RFP 22-009A ~ — Page 43 EXHIBIT E LOBBYING Certification Regarding Lobbying Certification for Contracts., Grants, Loans, and Cooperative Agreernents 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 CONTRACTORS 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 ci0l penalty of not less than $10,000 and not more than $100.000 for each such failure, Grantee/Contact lte Contact 2 Organization yizz Name of Certi ying Officer ig n at1b re Program Title ?{2 pate City of Santa Ana RFP 22-009A Rage 37 EXHIBIT F {)UND Drug Free Workplace Policy Acknowledgement I realize that the unlawful manufacture, distribution, dispensation, possession, or use of controlled substances is prohibited on United Across Borders Foundation premises, and violation of this policy can subject me to disciplinary action, up to and including termination. I acknowledge that I can be asked to take a drug test at any time. I have received a copy of this agency's policy regarding the maintenance of a drug free workplace. Erika Ro es Javier s Presida,p l Founder Vice sident i�a-Founder Mill1red Bravo scar LOPez Se tary Tr r 1� r LA VAljt Artnando Vidals Severiano iturbid Director of Special & Director of Comm ityelations Cultural Events r) � t. s Isaias Monrcal ' / NON Vidals Director of Special Events Director of Specia Events 2509 W Transit P1. Anaheim. CA I Tax ID # 83-4655166 - 501(.c)(3)1 wwwmabfoundation.org PLACE OF PERFORMANCE FOR CERTIFICATION REGARDING DRUG -FREE %I Name: le WORKPLACE REQUIREMENTS I �/` � i 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): PLACE OF PERFORMANCE FOR CERTIFICATION REGARDING DRUG -FREE WORKPLACE REQUIREMENTS Name: 4-Ij 1'�e; 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 of Santa Ana RFP 22-009A Page 41 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 1 st day of March, 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 ("CONTRACTOR"). RFC:ITAI 4- 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. CONTRACTOR has been selected by the CITY to receive ARPA SLFRF Funds in order to provide food distribution and/or food supply programs, in accordance with the Scope of Work attached hereto as Exhibit A and incorporated herein by reference ("said program"). CONTRACTOR 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. CONTRACTOR 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 CONTRACTOR 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 CONTRACTOR: ARPA PROGRAM PROVISIONS A. Scope of Work. CONTRACTOR 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. CONTRACTOR'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 the date first written above and continue through February 28, 2023 ("Term"), unless terminated earlier pursuant to the terms of this Agreement. This Agreement shall also cover any and all services provided by the CONTRACTOR to the CITY since the date the ARPA SLFRF 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 NINE THOUSAND TWO HUNDRED EIGHTY-EIGHT dollars ($109,288) ("ARPA SLFRF Funds") during the Term of the Agreement. CONTRACTOR agrees to use said ARPA SLFRF Funds to administer said program as outlined in Exhibit A. D. Disbursement of Funds. Said ARPA SLFRF Funds shall be disbursed by CITY to CONTRACTOR 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. CONTRACTOR 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 SLFRF Funds, or return the entire request to CONTRACTOR, 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 SLFRF Funds to CONTRACTOR, or to completely terminate this Agreement, in the CITY's sole discretion, if there is a reduction in ARPA SLFRF 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 CONTRACTOR'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 CONTRACTOR. (3) Reversion of Assets. CONTRACTOR 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 CONTRACTOR to the CITY within thirty (30) days of the expiration or earlier termination of the Agreement. No expense of CONTRACTOR will be reimbursed by CITY if incurred after the end of the Term of the Agreement. E. Grant Program Requirements. (1) CONTRACTOR acknowledges that the source of funding for said program is the federal ARPA, and that payments from the ARPA SLFRF Funds are only to be used to make necessary expenditures incurred due to the public health emergency with respect to COVID-19. (2) CONTRACTOR acknowledges that ARPA provisions allow the use of ARPA SLFRF 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) CONTRACTOR shall follow the process and determination of eligibility for participants in said program as outlined in Exhibit A. F. Performance Monitoring. (1) CONTRACTOR 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 CONTRACTOR'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 CONTRACTOR 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 CONTRACTOR 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. CONTRACTOR shall provide adequate cooperation to any inspector or other CITY representative to permit the same to determine CONTRACTOR's conformity with the terms of this Agreement. If any services performed by CONTRACTOR are not in conformance with the terms of this Agreement, the CITY shall have the right to require CONTRACTOR 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 CONTRACTOR for any costs incurred by the CITY because of CONTRACTOR's failure to perform. (6) CONTRACTOR 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 CONTRACTOR's performance under this Agreement at any time, upon reasonable notice to CONTRACTOR. G. Audit. (1) CONTRACTOR 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 CONTRACTOR, 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 CONTRACTOR. (3) CONTRACTOR 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 CONTRACTOR for direct and/or administrative costs were not made in compliance with the applicable cost principles, regulations, or the provisions of this Agreement. (4) CONTRACTOR agrees to comply with the requirements of OMB Uniform Guidance 2 CFR Part 200. CONTRACTOR 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, CONTRACTOR 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 CONTRACTOR and all documents related to this Agreement shall be maintained and kept available at CONTRACTOR'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 CONTRACTOR does not make the above -referenced documents available within the City of Santa Ana, California, CONTRACTOR 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. CONTRACTOR agrees that all materials, reports or products in any form, including electronic, created by CONTRACTOR for which CONTRACTOR 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. CONTRACTOR 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. CONTRACTOR agrees to comply with the closeout procedures detailed in 2 CFR §200.343, including the following: (1) CONTRACTOR 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) CONTRACTOR 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 CONTRACTOR 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. CONTRACTOR'S OBLIGATIONS A. Representations and Warranties. (1) Authority. CONTRACTOR 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. CONTRACTOR 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 CONTRACTOR has been fully authorized by all requisite actions on the part of CONTRACTOR. (2) Experience. CONTRACTOR is qualified to provide the administrator services for said program detailed herein. (3) Familiarity With Services Required. By executing this Agreement, CONTRACTOR 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 CONTRACTOR'S knowledge, CONTRACTOR'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 CONTRACTOR is a party or by which it is bound. (5) No Bankruptcy. CONTRACTOR is not the subject of any current or threatened bankruptcy proceeding. (6) No Pending Legal Proceedings. CONTRACTOR is not the subject of a current or threatened litigation that would or may materially affect CONTRACTOR'S performance under this Agreement. (7) Proposal Veracity. All provisions of and information provided in CONTRACTOR's proposal submitted to CITY, including any exhibits, are true and correct in all material respects. (8) No Pending Investigation. CONTRACTOR 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. CONTRACTOR agrees to obtain and maintain all required licenses, registrations, accreditation and inspections from all agencies governing its operations. CONTRACTOR shall ensure that its staff shall also obtain and maintain all required licenses, registrations, accreditation and inspections from all agencies governing CONTRACTOR's operations hereunder. Such licensing requirements include obtaining a City business license, as applicable. C. Zoning. CONTRACTOR agrees that any facility/property used in furtherance of said program shall be specifically zoned and permitted for such use(s) and activities. Should CONTRACTOR fail to have the required land entitlement and/or permits, thus violating any local, state or federal rules and regulations relating thereto, CONTRACTOR 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. CONTRACTOR 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. CONTRACTOR 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 CONTRACTOR 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. CONTRACTOR is not required to maintain separate depository accounts for ARPA SLFRF Funds; provided however, the CONTRACTOR 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. CONTRACTOR agrees that if CONTRACTOR expends Seven Hundred Fifty Thousand Dollars ($750,000) or more in federal funds, CONTRACTOR 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. CONTRACTOR 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. F. Compliance with Law/Program Income. CONTRACTOR 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 SLFRF 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 CONTRACTOR shall be returned to CITY, unless otherwise provided for in this Agreement. CONTRACTOR 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. CONTRACTOR must review and sign Exhibit D "Debarment", which is attached hereto and incorporated herein by this reference. CONTRACTOR 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 CONTRACTOR shall be reported immediately to CITY. H. Confidentiality. Without prejudice to any other provisions of this Agreement, CONTRACTOR 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, CONTRACTOR shall submit to CITY or its representatives, all records requested, including audit, examinations, monitoring and verifications of reports submitted by CONTRACTOR, costs incurred and services rendered hereunder. I. Independent Contractor. CONTRACTOR 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. CONTRACTOR agrees that if CONTRACTOR violates any of the terms and conditions of this Agreement or any prior Agreement whereby ARPA SLFRF Funds were received by CONTRACTOR, or if CONTRACTOR reports inaccurately, or if on audit there is a disallowance of certain expenditures, CONTRACTOR agrees to remedy the acts or omissions causing the disallowance and repay CITY all amounts spent in violation thereof. If CONTRACTOR engaged in fraudulent activity to obtain and/or justify distribution or expenditure of the ARPA SLFRF Funds granted hereunder, CONTRACTOR shall be required to reimburse the CITY of all such funds that were obtained, distributed and/or spent under fraudulent circumstances. K. Fraud. CONTRACTOR shall immediately report all suspected or known instances and facts concerning possible fraud, abuse or criminal activity related to said program for the ARPA SLFRF Funds under this Agreement. L. Prohibited Use. CONTRACTOR 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. CONTRACTOR 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. CONTRACTOR shall sign a certification to that effect in a form as set forth in Exhibit E, attached hereto and by this reference incorporated herein. CONTRACTOR 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 CONTRACTOR 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. CONTRACTOR 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 CONTRACTOR. O. Labor Standards. The CONTRACTOR 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 CONTRACTOR 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 CONTRACTOR 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. P. Equal Employment Opportunities. CONTRACTOR 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). CONTRACTOR 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. CONTRACTOR 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. CONTRACTOR 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. CONTRACTOR 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 CONTRACTOR 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 CONTRACTOR against goals and performance standards required herein. The CONTRACTOR shall be responsible to accomplish the project expectations as set forth in Exhibit A, and report such results to the CITY. If the CONTRACTOR estimates such goals will not be met, the CONTRACTOR 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 CONTRACTOR has not 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 CONTRACTOR in writing of its determination specifying in full detail the objections that it has to the CONTRACTOR's performance. If action to correct such substandard performance is not taken by the CONTRACTOR 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. CONTRACTOR agrees to comply with Executive Order 11246, which requires that during the performance of this Agreement, CONTRACTOR 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. CONTRACTOR agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the CONTRACTOR setting forth the provisions of this nondiscrimination clause. 2. CONTRACTOR 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. CONTRACTOR 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. CONTRACTOR agrees to comply with the Age Discrimination Act of 1975, which requires that during the performance of this Agreement, CONTRACTOR 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. CONTRACTOR agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the CONTRACTOR setting forth the provisions of this age discrimination clause. 5. CONTRACTOR 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 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, CONTRACTOR 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 CONTRACTOR. Further, any conflict or potential conflict of interest of any officer of CONTRACTOR 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 CONTRACTOR to CITY regarding any changes or modifications to its board of directors and list of officers. C. Special Certification for Religious Entities. If CONTRACTOR is a religious entity, CONTRACTOR hereby agrees that in connection with the provision of the services CONTRACTOR shall provide with ARPA SLFRF Funds, in accordance with 24 CFR 570.2000): 1. CONTRACTOR 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. CONTRACTOR shall not discriminate against any person applying for the services CONTRACTOR 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. CONTRACTOR 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 CONTRACTOR 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 CONTRACTOR. 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 CONTRACTOR, 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. CONTRACTOR 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 CONTRACTOR. For the purposes of this 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 Daisy Perez Assistant to the City Manager City Manager's Office 20 Civic Center Plaza P.O. Box 1988 Santa Ana, California 92702-1988 TO CONTRACTOR: Latino Health Access America Bracho, MPH, CDE President & CEO 450 W. Fourth Street, Suite 130 Santa Ana, CA 92701 714-542-7792 www.latinohealthaccess.org F. Assignability. None of the duties of, or work to be performed by, CONTRACTOR under this Agreement shall be subcontracted or assigned to any agency, consultant, or person without the prior written consent of CITY. CONTRACTOR 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 CONTRACTOR pursuant to this Agreement. G. Indemnification/Hold Harmless. CONTRACTOR 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 CONTRACTOR, its officers, directors, employees, agents, subcontractors and suppliers arising out of CONTRACTOR'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. 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. 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. 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. TPrminafinn 1. This Agreement may be terminated on thirty (30) days' written notice by either party. In the event of such termination, CONTRACTOR 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 CONTRACTOR of Federal Laws governing the use of ARPA SLFRF Funds. In the event of such suspension or termination, CONTRACTOR 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 CONTRACTOR 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 CONTRACTOR, 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 CONTRACTOR, 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 CONTRACTOR 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, CONTRACTOR agrees to immediately return to CITY upon CITY's demand and prior to any adjudication of CONTRACTOR'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 CONTRACTOR's authority to utilize funds, or may restrict CONTRACTOR'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, CONTRACTOR shall be permitted to de -scope accordingly. Where CITY has reasonable grounds to question CONTRACTOR'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 CONTRACTOR 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 CONTRACTOR 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 CONTRACTOR 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 CONTRACTOR. 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. O. Federal Award Identification Information. CONTRACTOR'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} IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date and year first written above. ATTEST: DAISY GOMEZ Clerk of the Council CONTRACTOR: AMERICA BRACHO, MPH, CDE President & CEO DUNS #: 938164811 CITY OF SANTA ANA KRISTINE RIDGE City Manager Latino Health Access Weekly Food Distribution Program RFP 22-009A REVIVE Santa Ana: Food Supply/Distribution Programs EXHIBIT A 1. Proposal shall include details of food supply and/or food distribution services 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 Goal of Latino Health Access' Weekly Food Distribution Program is to mitigate food insecurity among working-class, Latinx residents of Santa Ana. Objectives: Within a two-year grant period, Latino Health Access will accomplish the following objectives: 1. Conduct 4,500 outreach contacts annually in working-class neighborhoods of Santa Ana to promote food distribution. 2. Provide a minimum of 46 food distribution events annually for City of Santa Ana residents. 3. Provide food supply to 800 Santa Ana residents per month through food distribution events. 4. Distribute at least 3,000 diapers per month to Santa Ana families. Program Description: Latino Health Access (LHA) promotores will continue to organize a weekly food distribution with a diaper distribution once a month at LHA's main facility (450 W. 4th Street, Santa Ana, CA, 92701). This location is central to the city and has ease of access through public transportation, although a majority of residents are from the 92701 Zip Code. The weekly distribution will accommodate a walk-thru and drive-thru format to make it accessible for Santa Ana communities without a car. Activities: • Outreach (Timeline: Ongoing, during the duration of the grant) —Occurring via door-to-door, in shopping centers and other community -based locations, through outreach, LHA Promotores are able to inform community members of the food distribution resource, as well as answer any questions or concerns (e.g. assure community members that LHA will not require legal immigration status, payment, or other requirement that may dissuade members of the community from utilizing this resource). During the COVID-19 pandemic, LHA expanded its presence in neighborhoods that lack infrastructure to deploy services and successfully reached and trained community leaders to assist in building such infrastructure for communication and action. LHA will continue to leverage these networks to conduct ongoing outreach to promote the food distribution and to informally assess needs related to food insecurity in these neighborhoods. LHA will also disseminate information via social media channels on Facebook and Instagram to widen our reach. • Food (and Diaper) Distribution Events —the food distribution begins at 12 noon with the first hour designed to accommodate walk-ins who do not have access to a car. From 2PM-4PM, the food distribution is set-up to accommodate distribution to individuals in vehicles. Registration occurs onsite for individuals attending the food distribution, and those who have previously attended other food distribution events are provided a voucher Latino Health Access Weekly Food Distribution Program RFP 22-009A REVIVE Santa Ana: Food Supply/Distribution Programs to "check -in" rather than complete the registration process. The food distribution process is open to all Santa Ana residents, regardless of citizenship. LHA Promotores and volunteers set-up between 8AM-12 Noon in the parking lot of the LHA main facility, setting up different stations with fresh produce and other food staples. Prior to entering the food distribution, participants are provided a basic COVID-19 screening. All food distribution events also require significant infrastructure to set-up in a physically -distanced manner and to ensure that all COVID-19 safety protocols are being followed. Individuals and families go through the different stations to pick up their food, minimizing waste by increasing choice. When boxes are pre -packaged, volunteers help to place food boxes into personal carts or carrying equipment brought by participants. Participants who bring their vehicles are provided their food via no -contact methods to minimize risk of COVID-19 transmission. • Diaper Distribution—LHA receives a monthly supply of diapers size 0-5 from the CAPOC Diaper Bank. The second Friday of the month, a diaper distribution assembly is incorporated into the weekly food distribution allowing low-income families with young children to access this additional resource. Each month, LHA provides an average of 5,000 diapers to benefit approximately 80 families and over 100 children. 2. Proposal shall include details of the target population Latino Health Access will prioritize food distribution for working-class, primarily Latinx individuals and families living in the 92701 Zip Codes. However, our food distribution is open to all Santa Ana residents and has had participation from diverse demographics, given the economic impact of the COVID-19 pandemic, which is still felt in working-class communities. Our participants live in households that are foreign -born (93%) and have household incomes of less than $30,000 (88%). In addition, educational attainment among parents in these households is significantly less than their counterparts in more affluent areas of the city. Often, participants are single mothers who also experience housing insecurity and a range of other social determinants of health, creating additional economic burden that increases food insecurity. 3. Proposals Should Include Details of Unmet Need According to the OC Healthier Together Dashboard, Orange County has a food insecurity rate of 8.3%. Yet, marked by the darker green at the center of the map, Santa Ana Zip Codes (92701, 92703, 92707, 92704) experience food insecurity at higher rates (marked by a 5 on the food insecurity, index, the highest ranking, signaling the greatest food insecurity). Residents of these Zip Codes are working-class and were among the first affected by economic instability in the COVID-19 pandemic, the impact of which continues to limit families' abilities to address the resulting social needs, including food insecurity. In addition, some families may not qualify for existing relief programs (e.g. SNAP) or do not have access to enrollers who can also address their questions related to immigration and SNAP eligibility. Even if the COVID-19 pandemic ended C.—Y Orange md..V.., .'c Latino Health Access Weekly Food Distribution Program RFP 22-009A REVIVE Santa Ana: Food Supply/Distribution Programs swiftly, addressing food insecurity that has been exacerbated during the pandemic will require additional support systems, including ongoing access to food supply for these families while simultaneously taking an approach to build systems change for the eradication of food insecurity over the long-term. 4. Proposal shall include details of collaborations with local organizations For its food distribution program, LHA collaborates with the following local entities: • Second Harvest Food Bank and OC Food Bank —manage securing the food supply and other resources that are distributed at LHA. They arrange pick-up times and LHA staff manage the entirety of packaging, transportation, and distribution. • Community Action Partnership of Orange Diaper Bank — LHA answered the call of the Diaper Bank at the onset of the COVID-19 pandemic to connect families in need to diapers, at a time when they and other partners had to pause direct services. The partnership has remained as there has been an ongoing need for diapers among the families served in the weekly food distribution. LHA receives approximately 6,000 diapers a month to distribute. • Downtown Family Resource Center, Local Schools, and Churches — LHA has a network of partners that refer families to the food and diaper distribution event each week. Flyers are shared regularly along with other educational information on services and partners disseminate with their constituency. This allows us to reach more families throughout Santa Ana. Key partners include Downtown Family Resource Center housed at LHA, SAUSD FACE, and Scholarship Prep Academy. 5. Proposal shall include details of innovation in program/service delivery Latino Health Access programming combines evidence -based practices with community expertise to best meet the needs of our community while strengthening community assets and enhancing capacity. Over the last year, LHA has collaborated with public health researchers to understand the impact of the pandemic. In an article published in the Harvard Journal of Hispanic Policy', we find that our communities experienced the economic impact of the pandemic first, especially immigrant communities who remained civically disconnected from health and social systems due to structural exclusion. In a subsequent article published in Preventing Chronic Disease, a CDC -sponsored journal', we analyze data from LHA's Emotional Wellness program pre and during the COVID-19 pandemic. Results show that while mental health/emotional wellness concerns do not disappear, there is a significant shift from our community toward seeking referrals and resources related to social needs, including those that will reduce increasing food insecurity. This research shows the interconnectedness of food insecurity, other social determinants of health, and overall mental health/emotional wellness of ' Montiel, G. I., Moon, K. J., Cantero, P. J., Pantoja, L., Ortiz, H. M., Arpero, S., .& Nawaz, S. (2021). Queremos Transformar Comunidades: Incorporating Civic Engagement as an Equity Strategy in Promotor-Led COVID-19 Response Efforts in Latinx Communities. Harvard Journal of Hispanic Policy, 33, 79-102. 2 Moon, K. J., Montiel, G. I., Cantero, P. J., & Nawaz, S. (2021). Peer Reviewed: Addressing Emotional Wellness During the COVID-19 Pandemic: the Role of Promotores in Delivering Integrated Mental Health Care and Social Services. Preventing Chronic Disease, 18. Latino Health Access Weekly Food Distribution Program RFP 22-009A REVIVE Santa Ana: Food Supply/Distribution Programs our communities. Lastly, in our most recent publication', we analyze the ways in which LHA promotores have worked at the center of direct services, community capacity -building and policy and systems change to improve our response to the COVID-19 pandemic and ensuing health and social needs. Across these different peer -reviewed publications, we have worked with Promotores on the frontlines of the COVID-19 pandemic to highlight the following innovations in our model, which includes the work of mitigating food insecurity: • Combination of direct services. LHA combines its food distribution with distribution of diapers, accessibility of information, among others. This limits the number of times that community needs to show up to our facility, which is most efficient given their limited availability. Our community is over -represented in low -wage essential services, which may not allow them to have time off to access multiple services if conducted on different days. • Combination of direct services with long-term policy, systems, and environmental change. While provision of food distribution services will alleviate immediate need, LHA's promotores also work with community members to understand data, to present data to relevant stakeholders, and to work collaboratively toward systems change that will address food insecurity as well as other social determinants of health. Throughout our food distribution program, LHA has also built community capacity to organize, to plan in accordance with safety protocols, and to innovate ways to expand food distribution to other neighborhoods (conducting pilots of neighborhood- and apartment complex -based distribution). LHA provides the opportunity for individuals who live in the communities that are most impacted by inequities to partner with us to lead solutions. SECTION 5: DATA COLLECTING. REPORTING AND COMPLIANCE Data Collection and Evaluation Process measures will be collected for all activities and will include: the number of individuals reached and engaged throughout each activity in our food distribution work. Where possible, LHA will collect demographics and types of services each participant received. LHA will track on a monthly basis the reach of each service and when significant shifts occur, LHA will conduct informal interviews with community leaders to better understand how to pivot to meet the community's emerging needs. 1. The proposal shall include details on how the organization will comply with the State and Local Fiscal Recovery Funds, Compliance and Reporting responsibilities for the following categories: 2: Negative Economic Impacts 2.1 Household Assistance: Food Programs 3 Montiel, G.I., Moon, K., Bracho, A., Mejia, N., Cantero., P.J., Arpero, S., Pantoja, L. & Nawaz, S. (2021). La equidad en tiempos de pandemia: a case study of promotores on the frontlines of COVID-19 response in Latinx communities in Orange County, California. Border -lines Journal. Latino Health Access Weekly Food Distribution Program RFP 22-009A REVIVE Santa Ana: Food Supply/Distribution Programs By operating a weekly food distribution program and tracking services provided to working-class individuals in Santa Ana, Latino Health Access program staff and evaluation department is able to provide the required initial report that describes efforts to date to promote equity in the services to disproportionately impacted communities, as required by the Compliance and Reporting Guidance. Our program is intended to mitigate food insecurity in households within the City of Santa Ana and falls within the types of programs explicitly mentioned under the "Negative Economic Impacts" category. The guidelines also specify integrating strategies that advance racial equity. LHA's focus on Latinx and immigrant populations advance this goal. 2. The proposal shall include details on how the organization will service people in a Qualified Service Tract (QCT) (See link for below for map). If service is not in a QCT, how will the organization support their determination that the pandemic resulted in disproportionate public health or economic outcomes to the specific population, household, or geographic area served. Services proposed will primarily be implemented in the 92701 Zip Code and in similar Zip Codes in the City of Santa Ana, which include numerous QCTs. We have intentionally selected these geographic areas because they are those with the most social vulnerabilities that provide a context for food insecurity. The map shown (left) represents the primary service area and is inclusive of the geographic location of LHA's two service sites. The map shows the food insecurity index by Census Tract, where central Santa Ana's census tracts have higher food insecurity than in surrounding areas. 2. The proposal shall include details on how the organization will comply with 2 CFR part 200 (Uniform Administrative Requirements) Latino Health Access is experienced in managing public funds, including those that are granted by federal agencies. Fulfillment of the Uniform Administrative Requirements will be ensured by a team that includes the Chief Program Officer, the Program Coordinator, and the Director of Finance. LHA maintains an active System for Award Management account and has in place the appropriate policies and procedures to abide by the required fiscal guidelines and cost principles. LHA will conduct the required federal awards audit in a timely manner and maintain current staff training to ensure compliance. EXHIBIT B Latino Health Access Program: Revive: Santa Ana Food Distribution Program Funder: City of Santa Ana Budget Period Start Date: March 1, 2022 End Date: February 28, 2023 Item Name Rate Base Salary FTE Budget Year 1 Payroll Expenses 170.00% $73,512.00 Food Bank Coordinator Rosalia Vargas $30.00 $62,400 30.00% $18,720.00 Communications Associate Jasmin P $22.00 $60,000 5.00% $3,000.00 Lead Promotor Gaby R $20.00 $41,600 30.00% $12,480.00 Promotor - various $18.00 $37,440 100.00% $37,440.00 Data Entry $18.00 $37,440 5.00% $1,872.00 Fringe Benefits 23.75% $17,459.20 FICA Expense 7.65% $5,623.67 State Unemployment 1.10% $808.63 Medical Insurance 12.00% $8,821.44 Workers' Compensation 3.00% $2,205.36 Program Expenses $8,400.00 Office Supplies $800.00 Printing/Photocopying $500.00 Mileage $600.00 Su lies $6,000.00 Refreshments $500.00 Indirect 10% $9,916.90 TOTAL $109,288.00 Reimbursement Schedule Latino Health Access has various public contracts and understands the time gap between invoicing and reimbursement of expenditures. For nearly 30 years, LHA has been able to fund such gaps through its cash on hand, which comes from a variety of private foundation grants, contributions, fundraising event revenue, as well as through its consulting social enterprise. In addition, LHA has a robust finance and accounting team to ensure that invoices are promptly and accurately submitted to minimize additional delays. LHA is to submit an invoice requesting reimbursement of program expenses, along with a report outlining all program outcomes and performance metrics to the City on a quarterly basis as follows: Q1: March 1, 2022 - May 31, 2022 Reporting/Invoicing Due: June 30, 2022 Q2: June 1, 2022 - August 31, 2022 Reporting/Invoicing Due: September 30, 2022 Q3: September 1, 2022 - November 30, 2022 Reporting/Invoicing Due: December 31, 2022 Q4: December 1, 2022 - February 28, 2023 Reporting/Invoicing Due: March 31, 2023 EXHIBIT C LATINO 0. HEALTH +` ACCESS Jess Salgado <jsalgado@latinohealthaccess. org> Fwd: Your DUNS Lookup Request for Latino Center For Prevention & Action In Health & Welfare 1 message Iliana Coronado <iliana@latinohealthaccess.org> To: Jess Salgado <jsalgado@latinoh ealthaccess. org> DUNS Iliana Coronado Director of Finance Latino Health Access 450 West 4th Street, Ste 130 Santa Ana, CA 92701 (714)542-7792 Ext 1065 LATINO HEALTH ACCESS O' Mon, Feb 7, 2022 at 11:53 AM ---------- Forwarded message --------- From: Dun & Bradstreet <DandB@click.dandb.com> Date: Mon, Feb 7, 2022 at 11:42 AM Subject: Your DUNS Lookup Request for Latino Center For Prevention & Action In Health & Welfare To: <iliana@latinohealthaccess.org> Having trouble seeing this email? View it online dun &') 02/07/2022 Iliana Coronado, The following is the Dun & Bradstreet D-U-N-S® number for Latino Center For Prevention & Action In Health & Welfare: D-U-N-S number: 938164811 If this is YOUR COMPANY, take advantage of CreditBuilderTI, our next generation credit building solution. https://mail.google.com/mail/u/O/?ik=cdl d853850&view=pt&search=all&permth id=th read-f%3A1724135465846143412&si mpl=msg-f%3A1724135465... 1 /2 2/7/22, 2:04 PM Latino Health Access Mail - Fwd: Your DUNS Lookup Request for Latino Center For Prevention & Action In Health & Welfare With CreditBuilder you can: Get unlimited access to your business credit file Ensure you are always aware of the most current D&B information your banks, suppliers, competitors and customers are using to evaluate your business Get alerts when there are changes to your business credit file Benchmark your company's credit scores against your industry and key competitors Enhance your D&B credit scores and ratings by adding good payment history to your credit profile If you are looking for information on ANOTHER COMPANY, consider purchasing a Business Information Report TM. 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All rights reserved. 1250 Valley Brook Avenue, Suite 102 Lyndhurst, NJ 07071 https://mail.google.com/mail/u/0/?ik=cdl d853850&view=pt&search=all&permthid=thread-f%3Al724135465846143412&simpl=msg-f%3Al724135465... 2/2 12/17/21, 10:15 AM An official website of the United States government Here's how you know You have 2 new alerts Show / Hide Alerts IEntity Registration ICore Data Business Information Entity Types Financial Information Points of Contact Assertions Reps and Certs Exclusions Responsibility / Qualification SAM.gov I Entity Download 0 Follow LATINO CENTER FOR PREVENTION &ACTION IN HEALTH & WELFARE DUNS Unique Entity ID 938164811 SAM Unique Entity ID MU7ZHM6JVST7 CAGE/N CAG E 41NB1 Registration Status Expiration Date Active Jun 3, 2022 https://sam.gov/entity/938164811 /core Data ?status=active&emrKeyVaIue=2387626-1622751602592937 1 12/17/21, 10:15 AM SAM.gov I Entity Purpose of Registration Federal Assistance Awards Only Physical Address 450 W 4TH ST STE 120 Santa Ana, California 92701-4562, United States Mailing Address 450 W 4TH ST STE 130 Santa Ana, California 92701-4562, United States Version Current Record BUSINESS INFORMATION Doing Business As Latino Health Access URL (blank) State / Country of Incorporation California, United States Division Name (blank) Division Number (blank) Congressional District California 46 Registration Dates Activation Date Jun 4, 2021 Submission Date Jun 3, 2021 *The DUNS number is currently the official Unique Entity ID https://sam.gov/entity/938164811 /core Data ?status=active&emrKeyVaIue=2387626-1622751602592937 2/37 12/17/21, 10:15 AM SAM.gov I Entity Initial Registration Date Jul 1, 2005 Entity Dates Entity Start Date Jun 10, 1993 Fiscal Year End Close Date Dec 31 Immediate Owner CAGE (blank) Legal Business Name (blank) Highest Level Owner CAGE (blank) Legal Business Name (blank) Executive Compensation Registrants in the System for Award Management (SAM) respond to the Executive Compensation questions in accordance with Section 6202 of P.L. 110-252, amending the Federal Funding Accountability and Transparency Act (P.L. 109-282). This information is not displayed in SAM. It is sent to USAspending.gov for display in association with an eligible award. Maintaining an active registration in SAM demonstrates the registrant responded to the questions. Proceedings Questions Registrants in the System for Award Management (SAM) respond to proceedings questions in accordance with FAR 52.209-7, FAR 52.209-9, or 2.C.F.R. 200 Appendix XII. Their responses are not displayed in SAM. They are sent to FAPIIS.gov for display as applicable. Maintaining an active registration in SAM demonstrates the registrant responded to the proceedings questions. SAM Search Authorization I authorize my entity's non -sensitive information to be displayed in SAM public search results: https://sam.gov/entity/938164811 /coreData?status=active&emrKeyValue=2387626-1622751602592937 3/3$ 12/17/21, 10:15 AM Yes SAM.gov I Entity ENTITY TYPES Business Types Entity Structure Corporate Entity (Tax Exempt) Organization Factors (blank) Entity Type Business or Organization Profit Structure Non -Profit Organization FINANCIAL INFORMATION Accepts Credit Card Payments Yes Debt Subject To Offset (What is this?) No Account Details EFT Indicator 0000 CAGE Code 41NB1 POINTS OF CONTACT Electronic Business O "* Gloria I Montiel, Ms. 450 W. 4TH Street STE 130 Santa Ana, California 92701 United States https://sam.gov/entity/938164811 /core Data ?status=active&emrKeyVaIue=2387626-1622751602592937 4/39 12/17/21, 10:15 AM SAM.gov I Entity Ginger Lee 450 W. 4TH Street STE 130 Santa Ana, California 92701 United States Government Business O "* America Bracho 450 W. 4TH Street STE 130 Santa Ana, California 92701 United States Ginger Lee 450 W. 4TH Street STE 130 Santa Ana, California 92701 United States Past Performance O "'* America Bracho 450 W. 4TH Street STE 130 Santa Ana, California 92701 United States Iliana Coronado 450 W. 4TH Street STE 130 Santa Ana, California 92701 United States Feedback Our Website Our Partners Policies https://sam.gov/entity/938164811/coreData?status=active&emrKeyValue=2387626-1622751602592937 5/40 INTERNAL REVENUE SERVICE Department of the 'Treasury District Director C/o K:;Caslin Industrials Park 2 Cupania Circle Monterey Park, CA 91754 Attn:EQG-4 Date: F& 2 9 ton Employer Identification Number: 33-0562943 Latino Center for Prevention and Case Number: Action in Health and Welfare 953168019 8161 E. Marblehead way Contact Person: Anaheim, CA 92808 C. Tschopik Contact Telephone Number: (213) 725-7002 Accounting Period Ending: December 31 Foundation Status Classification: 170(b)(1)(A)(vi) Advance Ruling Begins: June 10, 1993 Advance Ruling Period Ends: December 31, 1997 Caveat Applies: yes Dear Applicant: Eased on the information supplied, and assuming your operations will be as stated in your application for recognition of exemption, we have determined you are exempt from Federal income tax under section 501(c)(3) of the Internal Revenue Code. Because you are a newly created organization we are not now making a final determination of your foundation status under section 509(a) of the Code. However, we have determined that you can reasonably be expected to be a publicly supported organization described in section 509(a)(1) and 170(b)(1)(A)(vi). Accordingly, you will be treated as a publicly supported organization and rot as a private foundation, during the advance ruling period. This advance ruling period begins on the date of Your inception and ends on the date shown above. Within 90 days after the end of your advance ruling period, you must submit to us additional information needed to determine whether you have met the requirements of the applicable support test during the advance ruling period. If you establish that you been a Page 2 Latino Center for Prevention and Action in Health and Well -"are publicly supported organization, you will be classified as a section 509(a)(1) or 509(a)(2) organization as long as you continue to meez the requirements of the applicable support test. If you do not meet the public support requirements during the advance ruling period, you will be classified as a private foundation for future periods. Also, if you are classified as a private foundation, you will be treated as a private foundation from the date of your inception for purposes of sections 507(d) and 4940. Grantors and donors may rely on the determination, that you are not a private foundation until 90 days after the end of your advance ruling period. If you submit the required information within 90 days, grantors and donors may continue to rely on the advance determination until the Service manes a final determination of your foundation status, If notice that you will no longer be treated as a publicly supported organization is published in the Internal Revenue Bulletin, grantors and contributors may not rely on this determination after the date of such publication. Also, a grantor or donor may not rely on this determination if he or she was in part responsible fcr, or was aware of, the act or failure to act that resulted in your loss of status as a publicly supported organization or acquired knowledge that the Internal Revenue Service had given notice that you would be removed from classification as a publicly supported organization. If your sources of support or your purposes, character or method of operation change, please let us know so we can consider ,,he effect of the change on your exempt status and foundation status. As of January 1, 1984, you are liable for taxes under the Federal Insurance Contributions Act (social security taxes) on remuneration of $100 or more you pay to each of your employees during a calendar year. You are not liable for the tax imposed under the Federal Unemployment Tax Act (FUTA). Organizations that are not private foundations are not subject to the excise taxes under Chapter 42 of the Code. However, you are not automatically exempt from the other excise taxes. If you have any questions about excise, employment, or other Federal taxes, please let us know. Donors may deduct contributions to you as provided in section 170 of the Code. Bequests legacies, devises, transfers or gifts to you or for your use are deductible for Federal estate and gift tax purposes, if they meet the applicable provisions of sections 2055, 2106 and 2522 of the Code. Contribution deductions are allowable to donors only to the extent that their contributions are gifts, with no consideration received. Ticket purchases and similar payments in conjunction with Page 3 Latino Center for Prevention and Action in Health and Welfare fund raising events may not necessarily qualify as deductible contributions, depending on the circumstances. See Revenue Ruling 67-246, Published in Cumulative Bulletin 1967-2, on page 104, which sets forth guidelines regarding the deductibility, as charitable contributions, of payments made by taxpayers for admission to or other participation in fundraising activities for charity. You are required to file Form 990, Return of Organization Exempt from Income Tax, only if your gross receipts each year are normally more than $25,000. However, if you receive a Form 990 package in the mail, please file the return even if you do not exceed the gross receipts test. If you are not required to file, simply attach the label provided, check the box in the heading to indicate that your annual gross receipts are normally $25,000 or less, and sign the return. If a return is required, it must be filed by the 15th day of the fifth month after the end of your annual accounting period. A penalty of $i0 a day is charged when return is filed late, unless there is reasonable cause for the delay. However, a maximum penalty charged cannot exceed $5,000 or 5 percent of your gross receipts for that year, whichever is less. This penalty may also be charged if a return is not complete, so please be sure your return is complete before you Tile it. You are not required to file Federal income tax returns unless you are subject to the tax on unrelated business income under section 511 of the Code. If you are subject to this tax, you must file an income tax return on Form 990-T, Exempt Organization Business Income Tax Return. In this letter, we are not determining whether any of your present or proposed activities are unrelated trade or business as defined in section 513 of the Code. You need an employer identification number even if you have no employees. If an employer identification number was not entered on your application, a number will be assigned to you and you will be advised of it. Please use that number on all returns you file and in all correspondence with the Internal Revenue Service. Because this letter could help resolve any questions about your exempt status and foundation status, you should keep it in your Permanent records. If the heading of this letter indicates that a caveat applies, the caveat below or on the enclosure is an integral part of this letter. If you have any questions, please contact the person -whose name and telephone number are shown in the heading of this letter, Page 4 Latino Center for Prevention and Action in Health-; and Welfare Sincerely yours, - a?410�6 MichiielrJ. Quinn District Director ADDENDUM (CG104.5 ) Yids determination is based on evidence that your funds are dedicated to the purposes listed in section 501(c)(3) of the Cade. ;o assure your continued exemption, you should maintain records to show that funds are expended only for those purposes. If you distribute funds to other organizations, your records should show whether they are exempt under Code section 501(c)(3). In cases where the recipient organization is not exempt under section 501(c)(3), there should be evidence that the funds will remain dedicated to the required purposes and that they will be used for those purposes by the recipient. 09/11/2014 11:01 916-653-0126 SECRETARY OF STATE PAGE 02/02 State of California Secretary of State CERTIFICATE OF STATUS ENTITY NAME: LATINO CENTER FOR PREVENTION AND ACTION IN HEALTH AND WELFARE FILE NUMBER: C1726954 FORMATION DATE: 06/10/1993 TYPE: DOMESTIC NONPROFIT CORPORATION JURISDICTION: CALIFORNIA STATUS: ACTIVE (GOOD STANDING) I, DEBRA BOWEN, Secretary of State of the State of California, hereby certify: The records of this office indicate the entity is authorized to exercise all of its powers, rights and privileges in the State of California. No information is available from this office regarding the financial condition,- business activities or practices of the entity. IN WITNESS WHEREOF, I execute this certificate and affix the Great Seal of the State of California this day of September 08, 2014. �c ti ti *A�� :J DEBRA ROWLti Secretary of State NP-zs (REV IM07) ALL EXHIBIT D APPENDIX ATTACHMENT 3-1: NON -COLLUSION AFFIDAVIT CERTIFICATIONS CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR REVIVE: SANTA ANA FOOD SUPPLY/DISTRIBUTION PROGRAMS RFP NO.: 22-009A NON -COLLUSION AFFIDAVIT (Title 23 United States Code Section 112 and Public Contract Code Section 7106) To the CITY OF SANTA ANA CITY MANAGER'S OFFICE In accordance with Title 23 United States Code Section 112 and Public Contract Code 7106 the BIDDER declares thatthe 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 false certification may subject the certifier to criminal prosecution. Organization Signed and Printed Name: Title c ,( Date ,D I =1-I ?-V � City of Santa Ana RFP 22-009A Page 42 EXHIBIT E APPENDIX ATTACHMENT 3-2: NON -LOBBYING CERTIFICATION CERTIFICATIONS CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR REVIVE: SANTA ANA FOOD SUPPLYIDISTRIBUTION PROGRAMS RFP NO.: 22-009►4 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 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 shalt 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. n� Organization L-a + i a 14-e a 4f` . �-1 C.6eL Signed and Printed Name: l/ Title Date City of Santa Ana RFP 22-009A Page 43 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 Treasury 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 Treasury, 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 Treasury within ten 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 Treasury immediately upon the decision to use such additional sites by submitting a revised "Place of Performance" form. Organization Authorized Signature Date 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): AGREEMENT BETWEEN THE CITY OF SANTA ANA AND ONEOC FOR USE OF AMERICAN RESCUE PLAN ACT (ARPA) FUNDS This Agreement is hereby made and entered into this 1 st day of March, 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 OneOC, a California domestic nonprofit corporation ("CONTRACTOR"). RFC:ITAI 4- 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. CONTRACTOR has been selected by the CITY to receive ARPA SLFRF Funds in order to provide food distribution and/or food supply programs, in accordance with the Scope of Work attached hereto as Exhibit A and incorporated herein by reference ("said program"). CONTRACTOR 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. CONTRACTOR 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 CONTRACTOR 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 CONTRACTOR: ARPA PROGRAM PROVISIONS A. Scope of Work. CONTRACTOR 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. CONTRACTOR'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 the date first written above and continue through February 28, 2023 ("Term"), unless terminated earlier pursuant to the terms of this Agreement. This Agreement shall also cover any and all services provided by the CONTRACTOR to the CITY since the date the ARPA SLFRF 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 EIGHTY-EIGHT THOUSAND FIVE HUNDRED TWENTY-EIGHT dollars ($188,528) ("ARPA SLFRF Funds") during the Term of the Agreement. CONTRACTOR agrees to use said ARPA SLFRF Funds to administer said program as outlined in Exhibit A. D. Disbursement of Funds. Said ARPA SLFRF Funds shall be disbursed by CITY to CONTRACTOR 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. CONTRACTOR 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 SLFRF Funds, or return the entire request to CONTRACTOR, 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 SLFRF Funds to CONTRACTOR, or to completely terminate this Agreement, in the CITY's sole discretion, if there is a reduction in ARPA SLFRF 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 CONTRACTOR'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 CONTRACTOR. (3) Reversion of Assets. CONTRACTOR 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 CONTRACTOR to the CITY within thirty (30) days of the expiration or earlier termination of the Agreement. No expense of CONTRACTOR will be reimbursed by CITY if incurred after the end of the Term of the Agreement. E. Grant Program Requirements. (1) CONTRACTOR acknowledges that the source of funding for said program is the federal ARPA, and that payments from the ARPA SLFRF Funds are only to be used to make necessary expenditures incurred due to the public health emergency with respect to COVID-19. (2) CONTRACTOR acknowledges that ARPA provisions allow the use of ARPA SLFRF 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) CONTRACTOR shall follow the process and determination of eligibility for participants in said program as outlined in Exhibit A. F. Performance Monitoring. (1) CONTRACTOR 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 CONTRACTOR'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 CONTRACTOR 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 CONTRACTOR 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. CONTRACTOR shall provide adequate cooperation to any inspector or other CITY representative to permit the same to determine CONTRACTOR's conformity with the terms of this Agreement. If any services performed by CONTRACTOR are not in conformance with the terms of this Agreement, the CITY shall have the right to require CONTRACTOR 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 CONTRACTOR for any costs incurred by the CITY because of CONTRACTOR's failure to perform. (6) CONTRACTOR 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 CONTRACTOR's performance under this Agreement at any time, upon reasonable notice to CONTRACTOR. G. Audit. (1) CONTRACTOR 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 CONTRACTOR, 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 CONTRACTOR. (3) CONTRACTOR 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 CONTRACTOR for direct and/or administrative costs were not made in compliance with the applicable cost principles, regulations, or the provisions of this Agreement. (4) CONTRACTOR agrees to comply with the requirements of OMB Uniform Guidance 2 CFR Part 200. CONTRACTOR 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, CONTRACTOR 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 CONTRACTOR and all documents related to this Agreement shall be maintained and kept available at CONTRACTOR'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 CONTRACTOR does not make the above -referenced documents available within the City of Santa Ana, California, CONTRACTOR 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. CONTRACTOR agrees that all materials, reports or products in any form, including electronic, created by CONTRACTOR for which CONTRACTOR 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. CONTRACTOR 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. CONTRACTOR agrees to comply with the closeout procedures detailed in 2 CFR §200.343, including the following: (1) CONTRACTOR 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) CONTRACTOR 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 CONTRACTOR 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. CONTRACTOR'S OBLIGATIONS A. Representations and Warranties. (1) Authority. CONTRACTOR 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. CONTRACTOR 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 CONTRACTOR has been fully authorized by all requisite actions on the part of CONTRACTOR. (2) Experience. CONTRACTOR is qualified to provide the administrator services for said program detailed herein. (3) Familiarity With Services Required. By executing this Agreement, CONTRACTOR 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 CONTRACTOR'S knowledge, CONTRACTOR'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 CONTRACTOR is a party or by which it is bound. (5) No Bankruptcy. CONTRACTOR is not the subject of any current or threatened bankruptcy proceeding. (6) No Pending Legal Proceedings. CONTRACTOR is not the subject of a current or threatened litigation that would or may materially affect CONTRACTOR'S performance under this Agreement. (7) Proposal Veracity. All provisions of and information provided in CONTRACTOR's proposal submitted to CITY, including any exhibits, are true and correct in all material respects. (8) No Pending Investigation. CONTRACTOR 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. CONTRACTOR agrees to obtain and maintain all required licenses, registrations, accreditation and inspections from all agencies governing its operations. CONTRACTOR shall ensure that its staff shall also obtain and maintain all required licenses, registrations, accreditation and inspections from all agencies governing CONTRACTOR's operations hereunder. Such licensing requirements include obtaining a City business license, as applicable. C. Zoning. CONTRACTOR agrees that any facility/property used in furtherance of said program shall be specifically zoned and permitted for such use(s) and activities. Should CONTRACTOR fail to have the required land entitlement and/or permits, thus violating any local, state or federal rules and regulations relating thereto, CONTRACTOR 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. CONTRACTOR 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. CONTRACTOR 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 CONTRACTOR 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. CONTRACTOR is not required to maintain separate depository accounts for ARPA SLFRF Funds; provided however, the CONTRACTOR 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. CONTRACTOR agrees that if CONTRACTOR expends Seven Hundred Fifty Thousand Dollars ($750,000) or more in federal funds, CONTRACTOR 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. CONTRACTOR 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. F. Compliance with Law/Program Income. CONTRACTOR 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 SLFRF 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 CONTRACTOR shall be returned to CITY, unless otherwise provided for in this Agreement. CONTRACTOR 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. CONTRACTOR must review and sign Exhibit D "Debarment", which is attached hereto and incorporated herein by this reference. CONTRACTOR 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 CONTRACTOR shall be reported immediately to CITY. H. Confidentiality. Without prejudice to any other provisions of this Agreement, CONTRACTOR 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, CONTRACTOR shall submit to CITY or its representatives, all records requested, including audit, examinations, monitoring and verifications of reports submitted by CONTRACTOR, costs incurred and services rendered hereunder. I. Independent Contractor. CONTRACTOR 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. CONTRACTOR agrees that if CONTRACTOR violates any of the terms and conditions of this Agreement or any prior Agreement whereby ARPA SLFRF Funds were received by CONTRACTOR, or if CONTRACTOR reports inaccurately, or if on audit there is a disallowance of certain expenditures, CONTRACTOR agrees to remedy the acts or omissions causing the disallowance and repay CITY all amounts spent in violation thereof. If CONTRACTOR engaged in fraudulent activity to obtain and/or justify distribution or expenditure of the ARPA SLFRF Funds granted hereunder, CONTRACTOR shall be required to reimburse the CITY of all such funds that were obtained, distributed and/or spent under fraudulent circumstances. K. Fraud. CONTRACTOR shall immediately report all suspected or known instances and facts concerning possible fraud, abuse or criminal activity related to said program for the ARPA SLFRF Funds under this Agreement. L. Prohibited Use. CONTRACTOR 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. CONTRACTOR 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. CONTRACTOR shall sign a certification to that effect in a form as set forth in Exhibit E, attached hereto and by this reference incorporated herein. CONTRACTOR 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 CONTRACTOR 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. CONTRACTOR 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 CONTRACTOR. O. Labor Standards. The CONTRACTOR 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 CONTRACTOR 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 CONTRACTOR 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. P. Equal Employment Opportunities. CONTRACTOR 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). CONTRACTOR 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. CONTRACTOR 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. CONTRACTOR 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. CONTRACTOR 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 CONTRACTOR 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 CONTRACTOR against goals and performance standards required herein. The CONTRACTOR shall be responsible to accomplish the project expectations as set forth in Exhibit A, and report such results to the CITY. If the CONTRACTOR estimates such goals will not be met, the CONTRACTOR 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 CONTRACTOR has not 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 CONTRACTOR in writing of its determination specifying in full detail the objections that it has to the CONTRACTOR's performance. If action to correct such substandard performance is not taken by the CONTRACTOR 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. CONTRACTOR agrees to comply with Executive Order 11246, which requires that during the performance of this Agreement, CONTRACTOR 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. CONTRACTOR agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the CONTRACTOR setting forth the provisions of this nondiscrimination clause. 2. CONTRACTOR 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. CONTRACTOR 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. CONTRACTOR agrees to comply with the Age Discrimination Act of 1975, which requires that during the performance of this Agreement, CONTRACTOR 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. CONTRACTOR agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the CONTRACTOR setting forth the provisions of this age discrimination clause. 5. CONTRACTOR 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 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, CONTRACTOR 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 CONTRACTOR. Further, any conflict or potential conflict of interest of any officer of CONTRACTOR 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 CONTRACTOR to CITY regarding any changes or modifications to its board of directors and list of officers. C. Special Certification for Religious Entities. If CONTRACTOR is a religious entity, CONTRACTOR hereby agrees that in connection with the provision of the services CONTRACTOR shall provide with ARPA SLFRF Funds, in accordance with 24 CFR 570.2000): 1. CONTRACTOR 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. CONTRACTOR shall not discriminate against any person applying for the services CONTRACTOR 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. CONTRACTOR 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 CONTRACTOR 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 CONTRACTOR. 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 CONTRACTOR, 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. CONTRACTOR 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 CONTRACTOR. For the purposes of this 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 Daisy Perez Assistant to the City Manager City Manager's Office 20 Civic Center Plaza P.O. Box 1988 Santa Ana, California 92702-1988 TO CONTRACTOR: OneOC 1505 E. 171" Street, Suite 101 Santa Ana, CA 92705 F. Assignability. None of the duties of, or work to be performed by, CONTRACTOR under this Agreement shall be subcontracted or assigned to any agency, consultant, or person without the prior written consent of CITY. CONTRACTOR 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 CONTRACTOR pursuant to this Agreement. G. Indemnification/Hold Harmless. CONTRACTOR 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 CONTRACTOR, its officers, directors, employees, agents, subcontractors and suppliers arising out of CONTRACTOR'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. 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. 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. 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. TPrminafinn 1. This Agreement may be terminated on thirty (30) days' written notice by either party. In the event of such termination, CONTRACTOR 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 CONTRACTOR of Federal Laws governing the use of ARPA SLFRF Funds. In the event of such suspension or termination, CONTRACTOR 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 CONTRACTOR 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 CONTRACTOR, 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 CONTRACTOR, 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 CONTRACTOR 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, CONTRACTOR agrees to immediately return to CITY upon CITY's demand and prior to any adjudication of CONTRACTOR'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 CONTRACTOR's authority to utilize funds, or may restrict CONTRACTOR'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, CONTRACTOR shall be permitted to de -scope accordingly. Where CITY has reasonable grounds to question CONTRACTOR'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 CONTRACTOR 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 CONTRACTOR 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 CONTRACTOR 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 CONTRACTOR. 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. O. Federal Award Identification Information. CONTRACTOR'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) IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date and year first written above. ATTEST: DAISY GOMEZ Clerk of the Council APPROVED AS TO FORM: SONIA R. CARVALHO City A�t6m�jj 0 By: RY O. F''ODGE Assista t ity At`orney CONTRACTOR: Randa Wren Director of Finance & Accounting Services OneOC DUNS #: 054360722 CITY OF SANTA ANA KRISTINE RIDGE City Manager Exhibit A Accelerating Nonprofit Success • City of Santa Ana REVIVE: SANTA ANA FOOD SUPPLY/ DISTRIBUTION PROGRAMS RFP NO.: 22-009A MPNA GREEN Programs, a fiscally sponsored project of OneOC Scope of Work This grant will support the food assistance component of MPNA-GREEN's COVID-19 in the Southeast Santa Ana project. The health and socio-economic impacts due to COVID-19 including rate of infection, deaths, job loss or loss of income, and risk of eviction have been and continue to be overrepresented in Anaheim, Garden Grove, and Santa Ana in comparison to other cities in Orange County (Parks et al. 2020). These impacts have also been disproportionately felt by Orange County's Hispanic Community (according to OCHCA dashboard). In Southeast Santa Ana, the impact and need are exacerbated given that this area of Santa Ana and in particular, neighborhoods including Minnie Street and Cedar Evergreen were severely economically disadvantaged and housing insecure before the Pandemic. In April 2020, MPNA-GREEN in collaboration with Madison Elementary, Santa Ana Unified School District, Radio Santa Ana and University of California, Irvine offered its first COVID-19 virtual information town hall as part of our health & wellness programs. This served to provide clear and culturally appropriate health communication to residents of Southeast Santa Ana. Subsequent town halls have taken place in July 2020 and January 2021, February, March and April in 2021. The sessions will continue in order to prevent more transmission, increase vaccinations, and recover from COVID-19. Since this time, MPNA-GREEN has also grown its COVID-19 response to include the COVID-19 Information Sessions and also (1) food assistance, (2) a rental assistance program, (3) vaccination outreach and recruitment, (4) an adult health Promoter Training, (5) Youth Education Curriculum, and (6) efforts to Measure the Impact of the Pandemic in this Community. This growing response and recovery plan is the project, COVID-19 in Southeast Santa Ana, for which we are seeking funding from Revive Santa Ana. This grant will provide food assistance to community members who have not been able to access food assistance so far. These neighbors include those who are food insecure but who lack transportation or experience other barriers to mobility to access food assistance locations that we offer at Madison Elementary. Through a partnership with UCI and UCLA, MPNA- GREEN received a Community Engagement Alliance (CEAL) grant from the National Institutes of Health with the purpose of getting the community vaccinated as soon as possible. OneOC 1901 E. 41h Street, Suite 100 Santa Ana, California 92705 (714) 953-5757 www.OneOC.org MPNA-GREEN has recruited 10 promotoras who are from the community. These promotoras will identify the households that are food insecure as described above. The criteria for people to receive food vouchers includes: 1) Losing a job 2) Losing a family member due to COVID-19, and 3) Hospitalization due to covid-19. MPNA-GREEN will purchase food vouchers from Gonzales Market. These vouchers exclude the purchase of alcohol and tobacco. With this grant, promotoras will be able to provide $300 food vouchers (estimated monthly grocery costs for household) for over 100 families. This grant specifically will fund 419 households and be matched with other funding sources. When the promotoras interact with neighbors they will also be connecting them to local, state, and federal resources to meet other needs. This grant will support the food assistance program for 18 months between March 2021- May 2022. MPNA-GREEN staff will oversee the food assistance program and CEAL promotoras will implement the program by delivering vouchers. This program will leverage these promotoras as trusted messengers, making the food distribution voucher program unique by having and paying community residents to distribute the resources. Providing food assistance and other resources that meet people's basic needs (e.g., rental assistance) will also build trust of the promotoras which will strengthen their messaging and hopefully also have the added benefit of increasing vaccination rates. MPNA-GREEN has a vital and growing network of partners that have been critical to our accomplishments including previous food voucher distribution campaigns. Key partners include James Madison Elementary School (see letter of support), and Century High School. Other key partners include organizations with whom MPNA-GREEN formed the El Plan Del Pueblo Coalition. El Plan Del Pueblo Coalition is a group of organizations that is advocating and working with the City of Santa Ana government to ensure that the update to the city's general plan and subsequent element updates follow SB1000 and prioritize environmental justice. These organizations include Orange County Environmental Justice, The Kennedy Commission, Santa Ana Active Streets Coalition, El Centro Cultural de Mexico, Thrive Santa Ana Community Land Trust, Rise Up Willowick. These organizations are critical to our work and help leverage more resident engagement which is key to MPNA-GREEN's mission and the goals of this grant to continue building community capacity. Because of our long-standing history in Santa Ana, we already have strong relationships based on past collaborations with these entities that are ready to be activated if we want to expand the scope geographically to the other environmental justice communities and topically. Exhibit B Budget OneOC is a California nonprofit public benefit corporation established in 1958. During its 60- year history, OneOC, formerly Volunteer Center of Greater Orange County, has grown and matured from a simple clearinghouse for recruiting and placing volunteers in local nonprofit organizations to a one -stop -shop offering a comprehensive suite of integrated services for nonprofit organizations and companies. As a professional services organization, OneOC accomplishes its goals with funding from private sources, public contracts, and earned revenue. Personnel: MPNA GREEN Programs Executive Director, For the Executive Director role, we are requesting $3432.00 in salary and $1333.97 in benefits for an 18-month period of this work. The Executive Director will dedicate 1 hrs./week (6.7%) of their time to the goals and objectives of the program. Annual salary is $91,521.14. Total benefits of 38.95% include payroll taxes (7.65%), workers compensation (1%), unemployment (4%), health (22.08%), dental (.20%), life (0.02%), and 403b (4%). MPNA GREEN Programs Health Equity Academic Coordinator, (TBN) under the supervision of the executive director will be responsible for the daily operations and management of work plan in the community. Will coordinate the implementation of the program, support program evaluation, provide monthly program activity statistics and facility usage reports, manage program participation, develop master schedule for program activities and facilities. Work closely with the Executive Director in regard to budget management, provide support with grant reports, and monthly updates on progress of work plan. The budget request for this role is $16,878.64 and $6560.39 in benefits for the 18-month period. The position will be dedicated 10 hrs./week (25%) to the goals and objectives of the program. Annual salary is $45,009.71. Total benefits of 38.95% include payroll taxes (7.65%), workers compensation (1 %), unemployment (4%), health (22.08%), dental (.20%), life (0.02%), and 403b (4%). Non -Personnel Printing and Postage - MPNA GREEN Programs is requesting $200 to cover expenses for reproduction costs associated with meeting, outreach, and recruitment; including routine production flyers, agendas, documents, and reports. Training and Recruitment- Community Health Promoters (Promotoras), we are requesting funding for the participation of trained volunteer resident leaders to support the MPNA GREEN Programs Health Equity Academic Coordinator in the community outreach & recruitment efforts. As part of their involvement, they will receive ongoing training, attend meetings, and coordinate focus groups and community forums. Request is for $15,000 (10 positions at $1500). Supplies — We are requesting $100 for office and computer supplies; including paper, basic office printer ink, pens, clipboards, folders, paper clips, envelopes and other office items shared among all staff. Communications — We are requesting $225 for costs associated with telecommunications (cell phone allowance to maintain contact and document activities), social media, and website maintenance. Travel and Meetings - We are requesting $245.00 dollars to cover travel expenses for staff (e.g., mileage at current IRS reimbursement rate, meeting attendance, etc.). Administrative Fees - MPNA GREEN Programs is a fiscally sponsored project of OneOC, a California public benefit corporation. We are requesting $18,852.80 (10 %) for administrative fees. Contingency- $700.20 Food Vouchers - 440 valued at $300 each - $132,000 Total Program Budget - $188,520 Reimbursement Schedule MPNA is to submit an invoice requesting reimbursement of program expenses, along with a report outlining all program outcomes and performance metrics to the City on a quarterly basis as follows: Q1: March 1, 2022 - May 31, 2022 Reporting/Invoicing Due: June 30, 2022 Q2: June 1, 2022 - August 31, 2022 Reporting/Invoicing Due: September 30, 2022 Q3: September 1, 2022 - November 30, 2022 Reporting/Invoicing Due: December 31, 2022 Q4: December 1, 2022 - February 28, 2023 Reporting/Invoicing Due: March 31, 2023 Last updated by Randa Wren on Jan 07, 2022 at 06:40 PM !SAM*Gov' ONEOC EXHIBIT C ONEOC DUNS Unique Entity ID SAM Unique Entity ID CAGE / NCAGE 054360722 ST8KJPET6WJ3 5CCC3 Purpose of Registration Registration Status Expiration Date All Awards Active Jan 7, 2023 Physical Address Mailing Address 1901 E 4TH ST STE 100 1901 E 4TH ST STE 100 Santa Ana, California 92705-3918 Santa Ana, California 92705-3918 United States United States Doing Business as Division Name Division Number Volunteer Center Orange County Oneoc (blank) Congressional District State / Country of Incorporation URL California 46 California / United States www.oneoc.org Registration Dates Activation Date Submission Date Initial Registration Date Jan 7, 2022 Jan 7, 2022 Mar 5, 2009 Entity Dates Entity Start Date Fiscal Year End Close Date Nov 1, 1958 Dec 31 Immediate Owner CAGE Legal Business Name (blank) (blank) Highest Level Owner CAGE Legal Business Name (blank) (blank) Executive Compensation Registrants in the System for Award Management (SAM) respond to the Executive Compensation questions in accordance with Section 6202 of P.L. 110-252, amending the Federal Funding Accountability and Transparency Act (P.L. 109-282). This information is not displayed in SAM. It is sent to USAspending.gov for display in association with an eligible award. Maintaining an active registration in SAM demonstrates the registrant responded to the questions. Proceedings Questions Registrants in the System for Award Management (SAM) respond to proceedings questions in accordance with FAR 52.209-7, FAR 52.209-9, or 2.C.F.R. 200 Appendix XII. Their responses are not displayed in SAM. They are sent to FAPIIS.gov for display as applicable. Maintaining an active registration in SAM demonstrates the registrant responded to the proceedings questions. Active Exclusions Records? No I authorize my entity's non -sensitive information to be displayed in SAM public search results: Yes Business Types Entity Structure Entity Type Organization Factors Corporate Entity (Tax Exempt) Business or Organization (blank) Profit Structure Non -Profit Organization hups:11sam.gov/entity10543607221coreData?status=Active Pagel oft Last updated by Randa Wren on Jan 07, 2022 at 06:40 PM ONEOC Socio-Economic Types Check the registrant's Reps & Certs, if present, under FAR 52.212-3 or FAR 52.219-1 to determine if the entity is an SBA -certified HUBZone small business concern. Additional small business information may be found in the SBA's Dynamic Small Business Search if the entity completed the SBA supplemental pages during registration. Accepts Credit Card Payments Debt Subject To Offset Yes No EFT Indicator CAGE Code 0000 5CCC3 EFT Indicator CAGE Code 5CCC (blank) Electronic Business 1901 E. 4TH ST. STE. 100 Randa Wren, Miss Santa Ana, California 92705 United States Government Business 1. 1901 E. 4TH ST. STE. 100 Randa Wren, Miss Santa Ana, California 92705 United States Past Performance 1901 E. 4TH ST., STE. 100 Randa Wren, Miss Santa Ana, California 92705 United States NAICS Codes Primary NAICS Codes NAICS Title Yes 813410 Civic And Social Organizations Product and Service Codes PSC PSC Name G099 Social- Other Yes, this entity appears in the disaster response registry. States Counties California CA: Orange Metropolitan Statistical Areas https://sam.govlentiry/0543607221coreData?status=Active Page 2 of 2 CA I RS lhpartment the Treasnr� Intrrvual Revenue nue Service 06DEN UT 84201-0046 ONEOC 1901 E 4TH ST STE 100 SANTA ANA CA 92705 m1t, In reply refer to: 0423258262 Feb. 23, 2015 LTR 252C 0 95-2021700 000000 00 00006358 BODC: TE 015240 Taxpayer Identification Number: 95-2021700 Dear Taxpayer: Thank you for the inquiry dated Jan. 13, 2015. We have changed the name on your account as requested. The number shown above is valid for use on all tax documents. If you need forms, schedules, or publications, you may get them by visiting the IRS website at www.irs.gov or by calling toll -free at 1-800-TAX-FORM (1-800-829-3676). If you have any questions, please call us toll free at 1-877-829-5500. If you prefer, you may write to us at the address shown at the top of the first page of this letter. Whenever you write, please include this letter and, in the spaces below, give us your telephone number with the hours we can reach you. Also, you may want to keep a copy of this letter for your records. Telephone Number ( ) Enclosure(s): Copy of this letter Hours Sincerely yours, Brett S. Bemenderfer Dept. Manager, Code & Edit/Entity 3 005766 IRSDepartment of t1w Treasury Internal Revenue Service' OGDEN UT 84201-0038 In reply refer to: 0437672883 Apr. 03, 2012 LTR 4168C 0 95-2021700 000000 00 00030008 BODC: TE VOLUNTEER CENTER OF GREATER ORANGE COUNTY 1901 E 4TH ST STE.100 SANTA ANA CA 92705-3918 Employer Identification Number: 95-2021700 Person to Contact: Mrs Sheffield Toll Free Telephone Number. 1-377-329-5500 Dear Taxpayer: This is in response to your Mar. 22, 2012, request for information regarding your tax-exempt status. Our records indicate that you were recognized as exempt under section 501(c)(3) of the Internal Revenue Code in a determination letter issued in January 1964. Our records also indicate that you are not a private foundation within the meaning of section 509(a) of the Code because you are described in section 509(a)(2). Donors may deduct contributions to you as provided in section 170 of the Code. Bequests, legacies, devises, transfers, or gifts to you or for your use are deductible for Federal estate and gift tax purposes if they meet the applicable provisions of sections 2055, 2106, and 2522 of the Code. Please refer to our website www.irs.gov/eo for information regarding filing requirements. Specifically, section 6033(j) of the Code provides that failure to file an annual information return for three consecutive years results in revocation of tax-exempt status as of the filing due date of the third return for organizations required to file. We will publish a list of organizations whose tax-exempt status was revoked under section 6033(j) of the Code on our website beginning in early 2011. 0437672883 Apr. 03, 2012 LTR 4168C 0 95-2021700 000000 00 00030009 VOLUNTEER CENTER OF GREATER ORANGE COUNTY 1901 E 4TH ST STE 100 SANTA ANA CA 92705-3918 If you have any questions, please call us at the telephone number shown in the heading of this letter. Sincerely yours, Sharon Davies Accounts Management I State of California Secretary of State CERTIFICATE OF STATUS ENTITY NAME: :�7►��Z�7 FILE NUMBER: C0363736 FORMATION DATE: 11/19/1958 TYPE: DOMESTIC NONPROFIT CORPORATION JURISDICTION: CALIFORNIA STATUS: ACTIVE (GOOD STANDING) I, ALEX PADILLA, Secretary of State of the State of California, hereby certify: The records of this office indicate the entity is authorized to exercise all of its powers, rights and privileges in the State of California. No information is available from this office regarding the financial condition, business activities or practices of the entity. IN WITNESS WHEREOF, I execute this certificate and affix the Great Seal of the State of California this day of July 31, 2018. Q�a Z-� ALEX PADILLA Secretary of State MAK NP-25 (REV 0312018) EXHIBIT D APPENDIX ATTACHMENT 3-1: NON -COLLUSION AFFIDAVIT CERTIFICATIONS CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR REVIVE: SANTA ANA FOOD SUPPLY/DISTRIBUTION PROGRAMS RFP NO.: 22-009A NON -COLLUSION AFFIDAVIT (Title 23 United States Code Section 112 and Public Contract Code Section 7106) To the CITY OF SANTA ANA CITY MANAGER'S OFFICE 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 false certification may subject the certifier to criminal prosecution. f- — Organization OneOC ,�- Signed and Printed Name: Title Director of Finance & Accounting Services Date 2/7/2022 City of Santa Ana RFP 22-009A Page 42 EXHIBIT E APPENDIX ATTACHMENT 3-2: NON -LOBBYING CERTIFICATION CERTIFICATIONS CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR REVIVE: SANTA ANA FOOD SUPPLY/DISTRIBUTION PROGRAMS RFP NO.: 22-009A The prospective participant certifies, by signing and submitting this bid or proposal, to the best of his or her knowledge and belief, that: 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 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. Organization OneOC-`~ Signed and Printed Name: �, _ � . X . %'" --- Randa Wren Title Director of Finance & Accounting Services Date 2/7/2022 City of Santa Ana RFP 22-009A Page 43 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 Treasury 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 Treasury, 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 Treasury within ten 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 Treasury immediately upon the decision to use such additional sites by submitting a revised "Place of Performance" form. Organization Authorized Signature Date 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):