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HABITAT FOR HUMANITY
INSURANCE ON FILE WORK MAY PROCEED UNAL INSUkANCE EXPIRES A-2025-122-01 CITY CLEFK DATE'. JUL 3 1 2025 0.G'J t\ (M AGREEMENT BETWEEN THE CITY OF SANTA ANA AND David fioms CDC) HABITAT FOR HUMANITY OF ORANGE COUNTY,INC.FOR USE OF COMMUNITY DEVELOPMENT BLOCK GRANT FUNDS This Agreement is hereby made and entered into this I st day of July,2025,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 Habitat for Humanity of Orange County, Inc. , a California nonprofit corporation("SUBRECIPIENT"). RECITALS: A. The CITY, as an entitlement recipient and grantee of the United States Department of Housing and Urban Development ("HUD") Community Development Block Grant ("CDBG") Entitlement Program, Catalog of Federal Domestic Assistance(CFDA)Number 14.218, and Federal Award Identification Number (FAIN) B-25-MC-06-0508, desires to enter into this Agreement with the SUBRECIPIENT for the expenditure of CDBG funds in accordance with Title 24, Part 570 of Code of Federal Regulations 24 CFR 570.000,et seq. ("CDBG REGS"). B. CITY has applied for and received CDBG funds from HUD pursuant to Title I of the Housing and Community Development Act of 1974,Public Law 93-383,as amended("ACT"). C. The SUBRECIPIENT is a private nonprofit corporation that has been selected by the CITY to receive CDBG funds and administer such financial assistance; and to provide the services described in Exhibit A,in accordance with the Schedule of Performance included therein,hereinafter referred to as "said program". SUBRECIPIENT represents that it is qualified and willing to operate said program and certifies that the activities carried out with funds provided under this Agreement will meet one or more of the CDBG program's National Objectives(24 CFR 570.208). D. SUBRECIPIENT agrees that it will adhere to the performance measurements and outcomes as indicated on Exhibit A (Schedule of Performance). Failure to follow the measurements and meet the stated outcomes may constitute breach of contract that could result in termination of this Agreement or serve as reason for the City to recapture the grant funds awarded to SUBRECIPIENT pursuant to this Agreement. WHEREFORE, it is agreed by and between the parties that the foregoing Recitals are a substantive part of this Agreement and the following terms and conditions are approved and together with all exhibits and attachments hereto,shall constitute the entire Agreement between the CITY and SUBRECIPIENT: I. SUBRECIPIENT'S OBLIGATIONS A. Nonprofit Status -Representations and Warranties. (a) Authority. SUBRECIPIENT is a duly organized and existing nonprofit corporation in good standing and authorized to do business under the laws of the State of California. SUBRECIPIENT has full right,power and lawful authority to accept the funding hereunder and to undertake all obligations as provided herein and the execution, performance and delivery of this Agreement by SUBRECIPIENT has been fully authorized by all requisite actions on the part of SUBRECIPIENT. (b) Experience. SUBRECIPIENT is a qualified provider of the services to be provided hereunder. 1 Doc ID: 2883e53ace58c2978f66962168aec7da97b98a8b (c) Familiarity With Services Required. By executing this Agreement, SUBRECIPIENT warrants that(i) it has thoroughly investigated and considered the services to be performed and provided hereunder, (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. (d) No Conflict. To the best of SUBRECIPIENT'S knowledge, SUBRECIPIENT'S execution, delivery and performance of its obligations under this Agreement will not constitute a default or a breach under any contract, agreement or order to which SUBRECIPIENT is a party or by which it is bound. (e) No Bankruptcy. SUBRECIPIENT is not the subject of any current or threatened bankruptcy proceeding. (f) No Pending Legal Proceedings. SUBRECIPIENT is not the subject of a current or threatened litigation that would or may materially affect SUBRECIPIENT'S performance under this Agreement, (g) Application Veracity. All provisions of and information provided in SUBRECIPIENT'S application for funding submitted to CITY, including any exhibits, are true and correct in all material respects. (h) No Pending Investigation. SUBRECIPIENT has no knowledge that it is the subject of any current or threatened criminal or civil action investigation by any public agency, including without limitation a police agency or prosecuting authority, that would relate to or affect performance of the Agreement or provision of services hereunder. B. Amount of Grant/Term and Quarterly Disbursement. The amount granted to SUBRECIPIENT is $500,000 ("CDBG FUNDS"), for a one-year term from July 1, 2025 through December 30, 2026 for the program named; Residential Rehabilitation Grant Program. Such funds shall be expended by SUBRECIPIENT on or before December 30, 2026. The Term of this Agreement may be extended by a writing executed by the City Manager, or his or her designee, and the City Attorney, The CDBG FUNDS shall be disbursed by CITY to SUBRECIPIENT on a quarterly basis subject to and upon receipt and approval of a complete quarterly activity report from SUBRECIPIENT, with the final payment subject to the satisfaction of the condition precedent of submittal of complete reporting information due on or before July 15 of the applicable funding year, as hereinafter more fully set forth, SUBRECIPIENT shall be obligated to perform such duties as would normally extend beyond the term, including, but not limited to, obligations with respect to indemnification, audits, reporting, data retention/reporting, and accounting. Failure to provide any of the required documentation and reporting will cause CITY to withhold all or a portion of a request for reimbursement, or return the entire reimbursement package to SUBRECIPIENT, until such documentation and reporting has been received and approved by CITY. The CITY reserves the right to reduce the amount of CDBG FUNDS to SUBRECIPIENT, or to completely terminate this Agreement, in the CITY's sole discretion, if there is a reduction in CDBG FUNDS provided to the CITY for program years 2025-2026. The CITY reserves the right to reduce the grant application if the CITY's fiscal monitoring indicates that SUBRECIPIENT's rate of expenditure will result in unspent funds at the end of the program years. Amendments in the grant allocation will be made after consultation with SUBRECIPIENT. 2 Doc ID: 2883e53ace58c2978f66962168aec7da97b98a8b C. Use of Funds. SUBRECIPIENT agrees to use all federal funds provided by CITY to SUBRECIPIENT pursuant to this Agreement to operate said program, as set forth in "Exhibit A," attached hereto and by this reference incorporated herein. SUBRECIPIENT'S failure to perform as required may, in addition to other remedies set forth in this Agreement,result in readjustment of the amount of funds CITY is otherwise obligated to pay to SUBRECIPIENT hereunder. D. Allowable Costs. SUBRECIPIENT agrees to complete said program on or before December 30, 2026, and to use said funds to pay for necessary and reasonable costs allowable under the federal law and regulations to operate said program. Said amounts shall include,but not be limited to,wages, administrative costs, payroll taxes, and indirect costs. Other allowable program costs are detailed in the budget, as set forth in "Exhibit B" (summary) and "Exhibit B-1" (detail), attached hereto and by this reference incorporated herein. SUBRECIPIENT shall use all income received from said funds only for the same purposes for which said funds may be expended pursuant to the terms and conditions of this Agreement. SUBRECIPIENT has the ability to adjust line item amounts in the budget with the written approval of the CITY's Executive Director of the Community Development Agency, or designee, so long as the total budget amount does not increase. Pursuant to 2 CFR §200.33 1(a)(4), the Indirect Cost Rate for the SUBRECIPIENT's award shall be an approved federally recognized indirect cost rate negotiated between the SUBRECIPIENT and the Federal government, or, if no such rate exists, the de minimis indirect cost rate as defined in 2 CFR §200.414(f)Indirect(F&A)costs. For this agreement, the maximum amount of the de minimis indirect cost rate per 2 CFR 200.414(f)will apply. E. LicensiM. SUBRECIPIENT agrees to obtain and maintain all required licenses, registrations, accreditation and inspections from all agencies governing its operations. SUBRECIPIENT shall ensure that its staff shall also obtain and maintain all required licenses, registrations, accreditation and inspections from all agencies governing SUBRECIPIENT's operations hereunder. Such licensing requirements include obtaining a City business license,as applicable. F. Zoning. SUBRECIPIENT agrees that any facility/property used in furtherance of said program shall be specifically zoned and permitted for such use(s)and activity(ies). Should SUBRECIPIENT fail to have the required land entitlement and/or permits, thus violating any local, state or federal rules and regulations relating thereto, SUBRECIPIENT shall immediately mare good-faith efforts to gain compliance with local, state or federal rules and regulations following written notification of said violation(s) from the CITY or other authorized citing agency. SUBRECIPIENT shall notify CITY immediately of any pending violations. Failure to notify CITY of pending violations, or to remedy such known violation(s) shall result in termination of grant funding hereunder. SUBRECIPIENT must make all corrections required to bring the facility/property into compliance with the law within sixty(60) days of notification of the violation(s);failure to gain compliance within such time shall result in termination of grant funding hereunder. G. Separation of Accounts,.All funds received by SUBRECIPIENT from CITY pursuant to this Agreement shall be maintained in an account in a federally insured banking or savings and loan institution with record keeping of such accounts maintained pursuant to applicable 2 CFR 200.302 requirements. SUBRECIPIENT is not required to maintain separate depository accounts for CDBG FUNDS; provided however, the SUBRECIPIENT must be able to account for receipt, obligation and expenditure of CDBG FUNDS pursuant to applicable 2 CFR 200.302 requirements, H. Audit Report Requirements. SUBRECIPIENT agrees that if SUBRECIPIENT expends One Million Dollars ($1,000,000) or more in federal funds, SUBRECIPIENT shall have an annual audit 3 Doc ID:2883e53ace58c2978f66962168aec7da97b98a8b 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(2 CFR 200.501(a)). SUBRECIPIENT shall provide CITY with a copy of said audit by April 1 of the year following the program year in which this Agreement is executed. I. Record Kegpmgfftorting. SUBRECIPIENT shall keep and maintain complete and adequate records and reports on program participants to determine their initial and continuing eligibility for the program services being provided to assist CITY in meeting and maintaining its record keeping responsibilities under the CDBG REGS,including the following: (1) Records a. Documentation evidencing program income requirements in conformity with 24 CFR 570.504(b)(2)(i), (ii) and 24 CFR 570.503(b)(3) and 24 CFR 570.208(a)(2)(i)(B) of the income level of persons and/or families participating in or benefiting by the SUBRECIPIENT program. b. Documentation of the number of persons and/or families participating in or benefiting by the SUBRECIPIENT program. c. Household information shall include number of persons, identification of bead of household,race/ethnicity, and income verification of all household members ages 18 and over. d. Documentation of all CDBG FUNDS received from CITY. e. Documentation of expenses as identified in the Budget Proposal, including evidence of incurring the expense, invoices for goods or services, copies of any and all contracts or documentation pertaining to costs for subcontractors,plus all other invoices and proof of payment for which CDBG FUNDS were expended,and any payments therefor. f. Any such other related records as CITY shall reasonably require or as required to be maintained pursuant to the CDBG REGS. (2) Reports a. Payment Request, The SUBRECIPIENT shall submit, on a monthly basis and upon completion of the rehabilitation project, both: (1) an original invoice or request for payroll reimbursement, and (2) supporting documentation demonstrating how CDBG funds were expended. This documentation must include true copies of relevant invoices, receipts, canceled checks, bank or credit card statements, procurement records for goods or services, timesheets, payroll and benefit records, agreements, contracts, and any documentation related to subcontractor costs or other eligible expenses. b. Quarterly Progress Report. SUBRECIPIENT agrees to keep records of all ethnic and racial statistics of persons and families benefited by SUBRECIPIENT in the performance of its obligations under this Agreement, including, but not limited to, the number of low and moderate income persons and households assisted in accordance with federal income limits, the number of female heads of households assisted, new program information and year-to-date program statistics on expenditures, caseload and activities. Failure to provide any of the required documentation and reporting will cause CITY to withhold all or a portion of a request for reimbursement, or return the entire reimbursement package to SUBRECIPIENT, until such documentation and reporting has been received and approved by CITY. 4 Doc ID: 2883e53ace58c2978f66962168aec7da97b98a8b J. Access to Records. CITY and the United States Government and their representatives or auditors shall have access for purposes of monitoring, auditing, and examining SUBRECIPIENT's activities and performance, to books, documents and papers, and the right to examine records of SUBRECIPIENT's subcontractors,bookkeepers and accountants, employees and participants in regard to said program. CITY and the United States Government and their representatives or auditors shall also schedule on-site monitoring at their discretion. Monitoring activities may also include,but are not limited to, questioning employees and participants in said program and entering any premises or any site in which any of the services or activities funded hereunder is conducted or in which any of the records of SUBRECIPIENT are kept. Nothing herein shall be construed to require access to any privileged or confidential information as set forth in federal or state law. K. Location of Records/Required Length i of Record Keeping. All accounting records, reports, and evidence pertaining to all costs, expenses and the CDBG FUNDS of SUBRECIPIENT and all documents related to this Agreement shall be maintained and kept available at SUBRECIPIENT'S office or place of business for the duration of the Agreement and thereafter for five (5) years from the date of final payment under this Agreement. Records which relate to (a) complaints, claims, administrative proceedings or litigation arising out of the performance of this Agreement, or (b) costs and expenses of this Agreement to which CITY or any other governmental agency takes exception, shall be retained beyond the five (5) years until complete resolution or disposition of such appeals, litigation claims, or exceptions. In the event SUBRECIPIENT does not make the above-referenced documents available within the city of Santa Ana, California, SUBRECIPIENT agrees to pay all necessary and reasonable .expenses incurred by CITY in conducting any audit at the location where said records and books of account are maintained. L. Compliance with Law/Program Income. SUBRECIPIENT acknowledges that the funds being provided by CITY for said program are received by CITY pursuant to the ACT as amended and that expenditures of these funds shall be in accordance with the ACT 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. Program income received by SUBRECIPIENT shall be returned to CITY unless otherwise provided for in this Agreement. SUBRECIPIENT agrees to comply fully with all federal,state and local laws and court orders applicable to its operation whether or not referred to in this Agreement. M. Debarment. To protect the public interest and ensure the integrity of Federal programs, CITY may only conduct business with responsible persons and may not make any award or pen-nit any award to any party which is debarred or suspended or is otherwise excluded from or ineligible for participation in Federal assistance programs under Executive Order 12549, "Debarment and Suspension". See also 24 CFR 570.609. SUBRECIPIENT must review and sign Exhibit C ".Debarment", which is attached hereto and incorporated herein by this reference. SUBRECIPIENT shall be in good standing, without suspension by the California Secretary of State,Franchise Tax Board and Internal Revenue Service. Any change in the corporate status or suspension of SUBRECIPIENT shall be reported immediately to CITY. N. Confidentiality. Without prejudice to any other provisions of this Agreement, SUBRECIPIENT shall, where applicable, maintain the confidential nature of information provided to it concerning participants in accordance with the requirements of federal and state law. However, SUBRECIPIENT shall submit to CITY and or HUD or its representatives, all records requested, including audit, examinations, monitoring and verifications of reports submitted by SUBRECIPIENT, costs incurred and services rendered hereunder. 5 Doc ID:2883e53ace58c2978f66962168aec7da97b98a8b O. Independent Contractor. SUBRECIPIENT agrees that the performance of obligations hereunder is rendered in its capacity as an independent contractor and that it is in no way an agency of CITY. P. Violation of Terms and Conditions. SUBRECIPIENT agrees that if SUBRECIPIENT violates any of the terms and conditions of this Agreement or any prior Agreement whereby CDBG funds were received by SUBRECIPIENT, or if SUBRECIPIENT reports inaccurately, or if on audit there is a disallowance of certain expenditures, SUBRECIPIENT agrees to remedy the acts or omissions causing the disallowance and repay CITY all amounts spent in violation thereof, If SUBRECIPIENT engaged in fraudulent activity to obtain and/or justify expenditure of the CDBG funds granted hereunder, SUBRECIPIENT shall be required to reimburse the CITY of all such funds that were obtained and/or spent under fraudulent circumstances. Q. Equipment. SUBRECIPIENT agrees to maintain a record for each item of non-expendable personal property acquired under the terms of this Agreement. Said record shall be made available to CITY upon request. The term"non-expendable personal property"shall include leased and purchased equipment. R. Prohibited Use. SUBRECIPIENT hereby certifies and agrees that it will not use funds provided through this Agreement to pay for entertainment,meals or gifts,or other prohibited uses. S. Lobbyin . SUBRECIPIENT certifies that it will comply with federal law(31 U.S.C. 1352) and regulations found at 24 CFR Part 87,which provide that no appropriated funds may be expended by the recipient of a federal contract, grant, loan or cooperative agreement to pay any person for influencing or attempting to influence an officer or employee of any agency, Member of Congress, or an officer or employee of a Member of Congress in connection with awarding of any federal contract, the making of any federal grant or loan, entering into any cooperative agreement and the extension, renewal, amendment or modification of any federal contract, grant, loan or cooperative agreement. SUBRECIPIENT shall sign a certification to that effect in a form as set forth in "Exhibit D," attached hereto and by this reference incorporated herein. SUBRECIPIENT shall submit said signed certification to CITY prior to performing any of its obligations under this Agreement and prior to any obligation arising on the part of CITY to pay any sums to SUBRECIPIENT under the terms and conditions of this Agreement. If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress,or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit a "Disclosure Form to Report Lobbying,"in accordance with its instructions(Exhibit D). SUBRECIPIENT shall require that the language of this certification be included in the award documents for all sub-awards at all tiers (including subcontractors, sub-grants, and contracts under grants, loans, and cooperative agreements), and agrees to take all actions necessary to ensure that all subrecipients shall similarly certify and disclose accordingly. T. Financial Interest. SUBRECIPIENT agrees that except for the use of CDBG funds to pay salaries and other related administrative or personnel costs, no persons who exercise or have exercised any function with respect to CDBG activities assisted 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 such activities, may obtain a financial interest or benefit from a CDBG-assisted activity of SUBRECIPIENT, either for themselves or those with whom they have family or business ties, during their tenure or for one year thereafter. This prohibition applies to any person who is an employee, agent, consultant, officer, or elected or appointed official of CITY,or of any designated public agency,or the SUBRECIPIENT. 6 Doc ID:2883e53ace58c2978f66962168aec7da97b98a8b U. Labor Standards. The SUBRECIPIENT agrees to comply with the requirements of the Secretary of Labor in accordance with the Davis-Bacon Act as amended,the provisions of Contract Work Hours and Safety Standards Act (40 U.S.C. 3701 et seq.) and all other applicable Federal, state and local laws and regulations pertaining to labor standards insofar as those acts apply to the performance of this Agreement. The SUBRECIPIENT agrees to comply with the Copeland Anti-Kick Back Act (18 U.S.C. 874 et seq.) and its implementing regulations of the U.S. Department of Labor at 29 CFR Part 5. The SUBRECIPIENT shall maintain documentation that demonstrates compliance with hour and wage requirements of this part. Such documentation shall be made available to the CITY for review upon request. SUBRECIPIENT agrees that, except with respect to the rehabilitation or construction of residential property containing less than eight (8)units, all contractors engaged under contracts in excess of $2,000.00 for construction, renovation or repair work financed in whole or in part with assistance provided under this contract, shall comply with Federal requirements adopted by the CITY pertaining to such contracts and with the applicable requirements of the regulations of the Department of Labor, under 29 CFR Parts 1, 3, 5 and 7 governing the payment of wages and ratio of apprentices and trainees to journey workers;provided that,if wage rates higher than those required under the regulations are imposed by state or local law, nothing hereunder is intended to relieve the SUBRECIPIENT of its obligation, if any, to require payment of the higher wage. The SUBRECIPIENT shall cause or require to be inserted in full, in all such contracts subject to such regulations, provisions meeting the requirements of this paragraph. V. Section 3 of the Housing and Urban Development Act of 1968. SUBRECIPIENT will make every effort to provide training opportunities for low-and moderate-income persons residing within the community where the construction project is located and contracts awarded to local businesses therein to the greatest extent feasible as required under the provisions of Section 3 of the Housing and Urban Development Act of 1968,the regulations set forth in 24 CFR Part 75, and all applicable rules and orders issued hereunder prior to the execution of this Agreement. Compliance with the foregoing requirements shall be a condition of the federal financial assistance provided under this Agreement and binding on the SUBRECIPIENT. Failure to fulfill these requirements shall subject the SUBRECIPIENT, its successors and designees, to those sanctions specified by the Agreement through which federal assistance is provided. The SUBRECIPIENT certifies and agrees that no contractual or other disability exists which would prevent compliance with these requirements. SUBRECIPIENT shall make every effort to ensure that all projects funded wholly or in part by CDBG funds shall provide equal employment opportunities for minorities and women. W. Drug Free Workplace. SUBRECIPIENT agrees to provide a drug-free work place and to execute a certification as set forth in"Exhibit V attached hereto and incorporated herein by this reference. X. Uniform Administrative Re uirements Cost PriDei les and Audit Re uirements for Federal Awards. The following requirements and standards must be complied with: 2 CFR Part 200 et al. SUBRECIPIENT shall procure all materials,property, or services in accordance with the requirements of 2 CFR 200.318 through 2 CFR 200.326. Y. Subpart K of 24 CFR 570. SUBRECIPIENT will carry out its activities in compliance with the requirements of Subpart K of 24 CFR Part 570. However, SUBRECIPIENT does not assume the CITY's environmental responsibilities or the responsibility for initiating the environmental review process under 24 CFR Part 52, Z. Women- and Minoritv-Owned Businesses (W/MBE SUBRECIPIENT will use its best efforts to afford small businesses, minority business enterprises, and women's business enterprises the maximum practicable opportunity to participate in the performance of this Agreement in accordance with 7 Doc ID; 2883e53ace58c2978f66962168aec7da97b98a8b 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 Ieast fifty-one percent (51%) owned and controlled by minority group members or women. For the purpose of this definition, "minority group members" are African-Americans, Spanish-speaking, Spanish surnamed or Spanish- heritage Americans, Asian-Americans, and American Indians. SUBRECIPIENT may rely on written representations by businesses regarding their status as minority and female business enterprises in lieu of an independent investigation. II. CITY'S OBLIGATIONS A. Payment of Funds. On July 1, 2025, the CITY was allocated $4,190,178 for fiscal year 2025- 2026 from the United States Department of Housing and Urban Development ("HUD") Community Development Block Grant ("CDBG") Entitlement Program. Subject to the terms of this Agreement, and contingent on CITY receiving at least the same amount of CDBG funds from HUD for the 2025-2026 program year,CITY agrees to pay to SUBRECIPIENT when,if and to the extent federal funds are received a sum not to exceed Five Hundred Thousand Dollars ($500,000) (FY 2025-2026) for SUBRECIPIENT'S performance in accordance with the Budget attached hereto as "Exhibit B" during the period of this Agreement. Payments shall be made to SUBRECIPIENT through the submission of invoices/reimbursement requests. CITY shall pay such invoices/reimbursement requests within thirty(30) days after receipt thereof provided CITY is satisfied that such expenses have been incurred and documented within the scope and provisions of this Agreement and that SUBRECIPIENT is in compliance with the terms and conditions of this Agreement. Failure to provide any of the required documentation and reporting will cause CITY to withhold all or a portion of a request for reimbursement, or return the entire reimbursement package to SUBRECIPIENT, until such documentation and reporting has been received and approved by CITY. Documentation may include,but is not limited to, true copies of invoices,receipts, canceled checks,bank statements, credit card statements, procurement documentation for goods or services, timesheets, payroll records,benefit statements, agreements, contracts or documentation pertaining to costs for subcontractors, and/or other documentation supporting and evidencing how the CDBG FUNDS have been expended during the applicable quarter. B. Audit of Account. CITY shall include an audit of the account maintained by SUBRECIPIENT in CITY's annual audit of all CDBG FUNDS in accordance with Title 24 of the Code of Federal Regulations and other applicable federal laws and regulations, C. 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. D. Environmental Review: In accordance with 24 CFR Part 58, the CITY is responsible for undertaking environmental review and maintaining environmental review records for each applicable project. E. Performance Monitoring: CITY shall monitor the performance of SUBRECIPIENT against goals and performance standards required herein. The SUBRECIPIENT shall be responsible to accomplish the levels of performance as set forth in Exhibit A and report such measures quarterly to the Doc ID: 2883e53ace58c2978f66962168aec7da97b98a8b CITY. If the SUBRECIPIENT estimates such goals will not be met, the SUBRECIPIENT is to contact the CITY, at which time the CITY will determine if any adjustments to the grant award is appropriate. Substandard performance as determined by the CITY will constitute non-compliance with this Agreement. Should the CITY determine that the SUBRECIPIENT has not performed its obligations as stated in this contract in a satisfactory manner, or if the CITY determines that insufficient supporting information has been submitted, the CITY shall notify the SUBRECIPIENT in writing of its determination specifying in full detail the objections which it has to the SUBRECIPIENT's performance. If action to correct such substandard performance is not taken by the SUBRECIPIENT after being notified by the CITY, within a reasonable period of time as stipulated in the written notification, contract suspension or termination procedures will be initiated. III. NONDISCRIMINATION A. SUBRECIPIENT agrees to comply with Executive Order 11246 which requires that during the performance of this Agreement, SUBRECIPIENT agrees not to discriminate against any employee or applicant for employment because of race, religion, sex, color or national origin. Such action shall include, but not be limited to the following: employment,upgrading,demotion,or transfer,rates of pay or other forms of compensation, and selection for training, including apprenticeship. SUBRECIPIENT agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the SUBRECIPIENT setting forth the provisions of this nondiscrimination clause. B. SUBRECIPIENT agrees to comply with Title VI of the Civil Rights Act of 1964 which indicates that no person shall, on the ground of race, color or national origin, be excluded from participation in, be denied the benefits of, or be subject to discrimination under any program of activity receiving federal financial assistance. C. No person shall, on the grounds of race, sex, creed, color,religion,marital status,national origin, age, sexual orientation, or physical or mental handicap be excluded from participation in, be refused the benefits of,or otherwise be subject to discrimination in any activities,programs or employment supported by this Agreement. SUBRECIPIENT is prohibited from discrimination on the basis of age or with respect to an otherwise qualified handicapped person as provided for under Section 109 of the Housing and Community Development Act of 1974,as amended. D. SUBRECIPIENT agrees to comply with the Age Discrimination Act of 1975 which requires that during the performance of this Agreement,SUBRECIPIENT agrees not to discriminate against any employee or applicant for employment because of age. Such action shall include,but not be limited to the following: employment upgrading, demotion, or transfer,rates of pay or other forms of compensation,and selection for training, including apprenticeship. SUBRECIPIENT agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the SUBRECIPIENT setting forth the provisions of this age discrimination clause. E. SUBRECIPIENT agrees to comply with Section 504 of the Rehabilitation Act of 1973 which requires that no otherwise qualified individual with a disability in the United States,shall,solely by reason of his or her disability, be excluded from the participation in, be denied the benefits of, or be subjected to discrimination under any program or activity receiving federal financial assistance or under any program or activity conducted by any executive agency or by the United States Postal Service. IV. CONFLICT OF INTEREST Pursuant to the conflict of interest requirements set forth in 24 CFR 570.611 and 2 CFR 200.112, SUBRECIPIENT certifies that no member, officer, employee, agent or assignee of CITY having direct or 9 Doc ID:2883e53ace58c2978f66962168aec7da97b98a8b indirect control of any CDBG monies granted to the CITY, inclusive of the subject CDBG FUNDS, shall serve as an officer of SUBRECIPIENT. Further,any conflict or potential conflict of interest of any officer of SUBRECIPIENT shall be fully disclosed in writing prior to the execution of this Agreement and said writing shall be attached and deemed fully incorporated as a part hereof.Notice shall be sent by SUBRECIPIENT to CITY regarding any changes or modifications to its board of directors and list of officers. V. SPECIAL CERTIF ICATION FOR RELIGIOUS ENTITIES If SUBRECIPIENT is a religious entity, SUBRECIPIENT hereby agrees that in connection with the provision of the services SUBRECIPIENT shall provide with CDBG funds, in accordance with 24 CFR 570.2000): A. SUBRECIPIENT shall not discriminate against any employee or applicant for employment on the basis of religion and shall not limit employment or give preference in employment to persons on the basis of religion. B. SUBRECIPIENT shall not discriminate against any person applying for the services SUBRECIPIENT agrees to provide under the terms of this Agreement on the basis of religion and shall not limit such services or give preference to applicants for such services on the basis of religion. C. SUBRECIPIENT shall NOT provide religious instruction or counseling, conduct any religious worship or services,or engage in any religious proselytizing,or exert any religious influence in the provision of the services in said program. The parties agree that this covenant is intended to and shall be construed for the limited purpose of assuring compliance with respect to the use of CITY funds by SUBRECIPIENT with applicable constitutional limitations respecting the establishment of religion as set forth in the establishment clause under the First Amendment of the United States Constitution and Article I, Section 4 of the California Constitution,and is not in any manner intended to restrict other activities of SUBRECIPIENT. D. 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. E. Where the services to be provided under said program are rendered on property owned by the primarily religious entity SUBRECIPIENT,CDBG 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 CDBG expenditure for rendering the services under said program. VI. PROHIBITION OF NEPOTISM SUBRECIPIENT agrees not to hire or permit the hiring of any person to fill a position funded through this Agreement if a member of that person's immediate family is employed in an administrative capacity by SUBRECIPIENT. For the purposes of this 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. VII. NOTICES Notices to the parties shall, unless otherwise requested in writing, be sent by U.S. Mail, postage prepaid,and addressed as follows: 10 Doc ID:2883e53ace58c2978f66962168aec7da97b98a8b TO CITY: City of Santa Ana Community Development Agency(M-25) 20 Civic Center Plaza P.O.Box 1988 Santa Ana,California 92702-1988 TO SUBRECIPIENT: Habitat For Humanity of Orange County,Inc. 2200 Ritchey Street Santa Ana,CA 92705 VIH. ASSIGNABILITY None of the duties of, or work to be performed by, SUBRECIPIENT under this Agreement shall be subcontracted or assigned to any agency, consultant, or person without the prior written consent of CITY. SUBRECIPIENT must submit all subcontracts and other agreements that relate to this Agreement to CITY. No subcontract or assignment shall terminate or alter the legal obligations of SUBRECIPIENT pursuant to this Agreement. IX. HOLD HARMLESS SUBRECIPIENT shall indemnify, defend and save harmless CITY, its officers, employees, agents, representatives and volunteers from and against any and all damages to or for loss of use of property and for injuries to or death of any person or persons,including property and employees or agents of CITY, and shall defend, indemnify and save harmless CITY, its officers, employees, agents, representatives and volunteers from and against any and all claims, demands, suits, actions or proceedings of any kind or nature, including, but not by way of limitation, workers compensation claims and including attorney fees and reasonable expenses for litigation or settlement, resulting from or arising out of the negligent or wrongful acts, errors or omissions of SUBRECIPIENT,its officers,directors, employees,agents,subcontractors and suppliers arising out of SUBRECIPIENT's performance of this Agreement. X. INSURANCE 1. Commercial General Liability. SUBRECIPIENT agrees to obtain and keep in force during the term of this Agreement a policy of comprehensive commercial public liability insurance insuring the CITY, and SUBRECIPIENT against any liability for accident, injury or death arising out of or in consequence of this Agreement. Such insurance shall be in an amount not less than One Million Dollars ($1,000,000.00) for any injury to or death of any person or persons in any single accident or occurrence. Said policy of comprehensive liability insurance shall be endorsed to provide to CITY at least thirty(30) days written notice prior to cancellation; name CITY, its officers, agents, employees, and volunteers, additional insured; and state that such coverage is primary to any other coverage or self- insurance and CITY. Governmental entities may provide proof of self-insurance. (a) Such insurance shall: (1) name the City of Santa Ana, its officers, agents, representatives, employees and volunteers as additional insured's; (2) be primary with respect to insurance or self-insurance programs maintained by the CITY; (3) contain standard separation of insured's provisions; and (4) give to CITY prompt and timely notice of claim made or suit instituted arising out of SUBRECCPIENT's operations hereunder. (b) SUBRECIPIENT shall: (1) prior to exercising any right under this Agreement, furnish properly executed certificates of insurance and additional insured endorsement to the 11 Doe ID: 2883e53ace58c2978f66962168aec7da97b98a8b CITY which shall clearly evidence all coverages required above; (2)provide that such insurance shall not be materially changed or terminated except on 30 days prior written notice to the CITY; (3)maintain such insurance for the period covered by this Agreement; and(4)replace such certificates for policies expiring prior to the expiration of this Agreement 2. Automobile Liability Coverage. SUBRECIPIENT shall also obtain and maintain, during the effective period of this Agreement, broad form automobile liability coverage with a$1,000,000 limit unless reduced by CITY, which applies to both owned/leased and non-owned automobiles used by SUBRECIPIENT employees or participants in performance of this Agreement, or, in the event that SUBRECIPIENT will not utilize such owned/leased automobiles but intends to require employees, participants or other agents to utilize their own automobiles in the performance of this Agreement, SUBRECIPIENT shall secure and maintain on file from all such employees, participants, or agents as self-certification of automobile insurance coverage. Governmental entities may provide proof of self- insurance. 3. Workers' Compensation. If SUBRECIPIENT is an"employer", as set forth in California Labor Code Section 3300 et seq., or utilizes participants as "employees," as set forth in California Labor Code Section 3350 et seq., SUBRECIPIENT shall obtain and keep in force during the term of this Agreement full Workers' Compensation insurance coverage for injuries suffered by participants. Said insurance policy shall guarantee CITY at least thirty (30) days written notice of cancellation or modification. 4. Equipment Coverage. SUBRECIPIENT shall purchase a policy or policies of insurance covering loss or damage to any and all Equipment provided to or purchased by SUBRECIPIENT in accordance with this Agreement. Said insurance shall be in the amount of the full replacement value thereof, providing protection against the classification of fire, extended coverage, vandalism, malicious mischief, theft, and special extended perils. Governmental entities may substitute a certificate of self- insurance. 5. Proof of Insurance. Certificates and endorsements must be submitted and approved by CITY prior to any work under this Agreement. SUBRECIPIENT understands that CITY will make no payments under this Agreement until the required certificates and endorsements have been approved by CITY. XI. REVERSION OF ASSETS A. Upon the expiration of this Agreement, SUBRECIPIENT shall transfer to CITY any CDBG funds on hand at the time of the expiration of this Agreement as well as any accounts receivable attributable to the use of CDBG funds. [24 CFR 570.503(b)(7)] B. Any real property under SUBRECIPIENT's control that was acquired or improved in whole or in part with CDBG funds in excess of$25,000.00 must either be: 1. Used, where CITY has given written approval, to meet one of the national objectives stated in 24 CFR 570.208 until five(5)years after expiration of this Agreement,or for such longer. period of time as determined to be appropriate by CITY;or 2. If not used in accordance with subparagraph 1 above, SUBRECIPIENT shall pay to CITY an amount equal to the current fair market value of the property less any portion of the value attributable to the expenditure of non-CDBG funds for acquisition of, or improvement to,the property. Such payment is program income to CITY. 12 Doc ID:2883e53ace58c2978f66962168aec7da97b98a8b C. Subject to the obligations set forth herein, title to equipment acquired under the terms of this Agreement will vest upon acquisition in SUBRECIPIENT. When said equipment which has been acquired in accordance with this Agreement and all applicable regulations is no longer needed for said program, disposition of said equipment will be made as follows: I. Items of equipment with a current per unit fair market value of$10,000.00 or less maybe retained,sold or otherwise disposed of with no further obligation to CITY. 2. Items of equipment with a current fair market per unit value in excess of$10,000.00 may be retained or sold and CITY shall have the right to an amount calculated by multiplying the current market value or proceeds from the sale by CITY's share of federal funds used to acquire the equipment, in accordance with 2 CFR 200.313(e)(2). D, SUBRECIPIENT hereby agrees, upon the demand of CITY, to execute, acknowledge and deliver, or cause any person or entity who may have any claim to rights hereunder or under any document, instrument or agreement executed in furtherance of the services and activities to be performed hereunder, to execute, acknowledge and deliver, to CITY assignment(s), quit claim deed(s) or such other and further instruments,documents and agreements as may be necessary,in the sole and absolute discretion of CITY, to vest in CITY all of SUBRECIPIENT's right,title and interest(if any it may have) in and to CITY,CDBG or other federal,state and/or local accounts or program funds or allocation of funds to which CITY is or may be entitled,either for its own account or as fiduciary or trustee for others,which were obtained for the purpose of the performance of this Agreement or any previous agreements relating to the same subject matter or activities as this Agreement,together with any instruments,loans, grants or advances by SUBRECIPIENT on behalf of CITY,in furtherance of the activities hereunder or thereof. SUBRECIPIENT's obligations and responsibilities set forth in this paragraph"XI. REVERSION OF ASSETS," and in paragraph "XII.TERMINATION' and other requirements pertaining to program income shall not be affected by the termination of this Agreement and shall survive the date of termination of this Agreement for such period of time as CITY and/or HUD deems necessary for the responsibilities, duties and obligations to be performed and completed to the satisfaction of CITY and HUD. XII. TERMINATION A. This Agreement maybe terminated on thirty (30) days' written notice by either party. In the event of such termination, SUBRECIPIENT shall only be entitled to reimbursement for approved expenses incurred to the effective date of termination. B. This Agreement may be suspended or terminated by CITY upon five(5) days'written notice for violation by SUBRECIPIENT of Federal Laws governing the use of Community Development Block Grant Funds. In the event of such suspension or termination, SUBRECIPIENT shall only be entitled to reimbursement for approved expenses incurred up to the effective date of suspension or termination. C. Pursuant to 2 CFR 200.340, in the event SUBRECIPIENT defaults by failing to fulfill all or any of its obligations hereunder,CITY may declare a default and termination of this Agreement by written notice to SUBRECIPIENT,which default and termination shall be effective on a date stated in the notice which is to be not less than ten(10) days after certified mailing or personal service of such notice,unless such default is cured before the effective date of termination stated in such notice. If terminated for cause, CITY shall be relieved of further liability or responsibility under this Agreement, or as a result of the termination thereof, including the payment of money, except for payment for approved expenses incurred for services satisfactorily and timely performed prior to the mailing or service of the notice of termination,and except for 13 Doc ID: 2883e53aee58c2978f66962168aec7da97b98a8b 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. D. The grant of funds under this Agreement may be terminated for convenience by either the CITY or SUBRECIPIENT,in whole or in part,by setting forth the reasons for such termination,the effective date, and, in the case of portion termination, their portion to be terminated. However, if in the case of a partial termination,the CITY determines that the remaining portion of the award will not accomplish the purpose for with the award was made,the CITY may terminate the award in its entirety. E. The grant of funds under this Agreement may be terminated due to the non-performance of SUBRECIPIENT and/or failure of SUBRECIPENT to perform the work described in Exhibits A and B or failure to meet the performance standards and program goals set forth therein. F. The grant of funds under this Agreement may be terminated due to the failure of the CITY to receive sufficient or anticipated funding from HUD for the CDBG program for any year term subject to this Agreement. G. In the event this Agreement is terminated as set forth in subparagraphs XII.A. through XII.F., inclusive, SUBRECIPIENT agrees to immediately return to CITY upon CITY's demand and prior to any adjudication of SUBRECIPIENT's rights, any and all funds not used, and to comply with paragraph "XI. REVERSION OF ASSETS"of this Agreement. XIII. LIMITATION OF FUNDS The United States of America, through HUD, may in the future place programmatic or fiscal limitations on the use of CDBG funds which limitations are not presently anticipated. Accordingly, CITY reserves the right to revise this Agreement in order to take account of actions affecting HUD program funding. In the event of funding reduction, CITY may, in its sole and absolute discretion,reduce the budget of this Agreement as a whole or as to costs category, may limit the rate of SUBRECIPIENT's authority to commit and spend funds, or may restrict SUBRECIPIENT's use of both its uncommitted and its unspent funds. Where HUD has directed or requested CITY to implement a reduction in funding,in whole or as to a cost category, with respect to funding for this Agreement, CITY's City Manager or delegate is authorized to act for CITY in implementing and effecting such a reduction and in revising, modifying, or amending the Agreement for such purposes. If such a reduction in funding occurs, SUBRECIPIENT shall be permitted to de-scope accordingly, Where CITY has reasonable grounds to question SUBRECIPIENT's fiscal accountability, financial soundness, or compliance with this Agreement,CITY may suspend the operation of this Agreement for up to sixty(60) days upon five(5)days written notice to SUBRECIPIENT of its intention to so act, pending an audit or other resolution of such questions. In no event, however, shall any revisions made by CITY affect expenditures and legally binding commitments made by SUBRECIPIENT before it received notice of such revision, provided that such amounts have been committed in good faith and are otherwise allowable and that such commitments are consistent with IIUD cash withdrawal guidelines. XIV. 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 CDBG funds by SUBRECIPIENT and contains all the covenants and agreements between the parties with respect to such employment in any manner whatsoever. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein, and that no other agreement or amendment hereto shall be effective unless executed in writing and signed by both CITY and SUBRECIPIENT. 14 Doc ID:2883e53ace58c2978f66962168aec7da97b98a8b XV. 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. SUBRECIPIENT specifically acknowledges various laws including Executive Orders,reinforced by HUD,as included in Exhibit F. XVI. CLOSE-OUT The SUBRECIPIENT agrees to comply with the closeout procedures detailed in 2 CFR§200.343, including the following: 1. SUBRECIPIENT must submit, no later than ninety (90) calendar days after the end date of the period of performance, all financial, performance, and other reports as required by the terms and conditions of the Federal award; 2. Unless the CITY authorizes an extension, SUBRECIPIENT must liquidate all obligations incurred under the Federal award not later than ninety (90) calendar days after the end date of the period of performance as specified in the terms and conditions of the Federal award; 3. SUBRECIPIENT must promptly refund any balances of unobligated. cash that the CITY paid in advance or paid and that is not authorized to be retained by SUBRECIPIENT for use in other projects (See OMB Circular A-129 and 2 CFR §200.345); 4. SUBRECIPIENT must account for any real and personal property acquired with Federal funds or received from the Federal government in accordance with 2 CFR §§200.310 through 2 CFR 200.316 and 2 CFR 200.329; and, 5. The CITY should complete all closeout actions for the Federal award no later than one year after receipt and acceptance of all required final reports. XVII. 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. XVIII. 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 15 Doc ID:2883e53ace58c2978f66962168aec7da97b98a8b construed to be a waiver of any succeeding breach thereof or of any other covenant, condition or agreement herein contained. XIX. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify CITY fully, including reasonable costs and attorney's fees, for any injuries or damages to CITY in the event that such authority or power is not,in fact,held by the signatory or is withdrawn. b. All Exhibits and Attachments referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. {Signatures on following page} 16 Doc ID: 2883e53ace58c2978f66962168aec7da97b98a8b IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date and year written above. ATTEST ps s ^ CITY OF SANTA A. 4 y ennifer a Alvaro Nunez City Cler City Manager APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney 4,4 d,4-t 4.A By: Andrea Garcia-Miller Assistant City Attorney RECOMMENDED FOR APPROVAL: SUBRECIPIEIVNT: Michael L. Garcia NAME: Michael Valentine Executive Director Title.President and CEO Community Development Agency Unique Entity ID 4:JJLJ6413L51 17 Doc ID:2883e53ace58c2978f66962168aec7da97b98a8b City of Santa Ana CDBG Scope of Work Program Year 2025-2026 (July 1, 2025 - June 30, 2026) Name of Organization Habitat for Humanity of Orange County, Inc;_ Name of Funded Program City of Santa Ana Residential Rehabilitation Program Annual Accomplishment Goal Unduplicated Participants antici ated to be served during the 12-month contract period. 141 TOTAL 141 Santa Ana Participants 1 100%1 1 141 Low Income Participants Inn Schedule of Performance Unduplicated Estimated (estimated) Participants Invoicing Quarter 1: JUL 1 -SEP 30 1 $ 35,714.28 Quarter 2: OCT 1 -DEC 31 2 $ 71,428.57 Quarter 3:JAN 1 -MAR 31 5 $ 178,571.43 Quarter 4:APR 1 -JUN 30 6 $ 214,285.72 14 $ 500,000.00 Program and Funding Description Thorugh CDBG funding,the City of Santa Ana is partnering with Habitat for Humanity of Orange County to offer low income homeowners in Santa Ana grants up to$25,000 for critical home repairs. This grant is intedned to improve families long term living conditions by focusing on code related issues as well as health,safety,and accessibility related repairs. EXHIBIT A Doc ID:2883e53ace58c2978f66962168aec7da97b98a8b FISCAL YEAR 2025-2026 PROGRAM BUDGET Organization Name Habitat for Humanity of Orange County, Inc, Program Name City of Santa Ana Residential Rehab Program EXPENDITURES Enter budget categories and projected expenditures for the proposed program: Expenditures Funded By Expenditures Total Santa Ana Funded By Program Organization Category CDBG Other Sources Budget Budget Administrative Staff Salaries $23,600 $ 84,889 $108,489 $ 394,143 Program Staff Salaries $114,360 $ 302,410 $416,770 $ 416,770 Subcontractors/Materials $341,346 $ 1,328,000 $1,669,346 $ 1,173,163 All Other Departments $ 11,050,111 TOTAL Direct Costs $479,306 $1,715,299 $2,194,605 $13,034,187 Indirect Costs 15% $20,694 $20,694 TOTAL BUDGET $500,0001 $1,715,299 $2,215,299 $13,034,187 * Indirect cost rate: 15% Federaly negotiated indirect cost rate,see documentation in Exhibit 13- 2 PROGRAM RESOURCES LIST ALL OTHER PROGRAM RESOURCES FOR 2025-2026 Funding Source Total must equal Program Budget Total listed above. FUNDING SOURCE AMOUNT Santa Ana CDBG $ 500,000 Garden Grove $ 60,000.00 CalHome $ 900,000.00 Laguna Niguel, Newport Beach, Tustin, Laguna Beach, Rancho Santa Margarita $ 543,394.00 Other-Grants,Affiliate Budget, etc. $ 211,905.00 TOTAL $ 2,215,299 EXHIBIT B Doc ID:2883e53ace58c2978f66962168aec7da97b98a8b 2025-2026 CDBG BUDGET LINE ITEMS ADMINISTRATIVE STAFF Annual Salary CDBG Funds Position Title &Benefits Requested Description Staff Accountant $ 73,390 $ 6,133 Tracking,Check writing, etc. Accounting Specialist $ 97,570 $ 8,156 Accounts receivables,Tracking, etc. Accounting Specialist $ 76,243 $ 6,372 Accounts payable,tracking,etc. Director of Human Resources $ 146,940 $ 2,939 Payroll PROGRAM STAFF Annual Salary CDBG Funds Position Title &Benefits Requested Description Directly oversee home repair program, project Director of Home Preservation $ 150,393 $ 23,550 managers, administrator, etc. Project Manager $ 85,963 $ 33,935 Writes Estimates,coordinates work Project Manager $ 90,114 $ 35,384 Writes Estimates,coordinates work Program Administrator $ 90,300 $ 21,491 Application intake, qualifications, etc. CONTRACTUAL/PROFESSIONAL SERVICES Contract CDBG Funds Type of Service Amount Requested Description OTHER LINE ITEMS Program CDBG Funds Line Item Amount Requested Description Subcontractors/Materials $ 1,328,000 $ 341,346 Cost to hire subcontractors to do the work Indirect Costs $ 20,694 $ 20,694 EXHIBIT B-1 Doc ID:2883e53ace58c2978f66962168aec7da97b9Ba8b Certification Regarding Debarment, Suspension,Ineligibility and Voluntary Exclusion Lower Tier Covered Transactions This certification is required by the regulations implementing Executive Order 12549, as amended, Nonprocurement Debarment and Suspension, 2 CFR Part 2998, Subpart C, Responsibilities of Participants Regarding Transactions. The regulations were published as Part VII of the May 26, 1988 Federal Register (pages 19160-19211), and subsequently amended in 81 Federal Register 25585. (BEFORE COMPLETING CERTIFICATION, READ INSTRUCTIONS FOR CERTIFICATION - Attached) 1. The prospective recipient of federal assistance certifies to the best of its knowledge and belief,that it and its principals: a. Are not presently excluded or disqualified; b. Have not been convicted within the preceding three years of any of the offenses listed in 2 CFR 180.800(a) convicted or had a civil judgment rendered against them for one of those offenses within that time period. c. Are not presently indicted for or otherwise criminally or civilly charged by a government entity(Federal, State or local)with commission of any of the offenses listed in 2 CFR 180.800(a); and d, Have not had one or more public transactions (Federal, State or local) terminated within the preceding three years for cause or default. 2. Where the prospective recipient of federal assistance 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 EXHIBIT C Page 1 of 2 Doc ID:2883e53ace58c2978f66962168aec7da97b98a8b INSTRUCTIONS FOR CERTIFICATION 1. By signing and submitting this proposal, the prospective recipient of federal assistance funds is providing the certification as set out below. 2. The certification in this clause is a material representation of fact upon which reliance was placed when this transaction was entered into. If it is later determined that the prospective recipient of federal assistance funds knowingly rendered an erroneous certification, in addition to other remedies available to the Federal Government, the Department of Labor (DOL) may pursue available remedies,including suspension and/or debarment. 3. The prospective recipient of federal assistance funds shall provide immediate written notice to the person to which this proposal is submitted if at any time the prospective recipient of federal assistance funds learns that its certification was erroneous when submitted or has become erroneous by reason of changed circumstances. 4. The terms 'covered transaction," "debarred," "suspended," "ineligible," "lower tier covered transaction," "participant," "person," "primary covered transaction," "principal," "proposal," and "voluntarily excluded," as used in this clause, have the meanings set out in the Definitions and Coverage sections of rules implementing Executive Order 12549. You may contact the person to which this proposal is submitted for assistance in obtaining a copy of those regulations. 5. The prospective recipient of federal assistance funds agrees by submitting this proposal that, should the proposed covered transaction be entered into, it shall not knowingly enter into any lower tier covered transaction with a person who is debarred, suspended, declared ineligible, or voluntarily excluded from participation in this covered transaction,unless authorized by the DOL. 6. The prospective recipient of federal assistance funds further agrees by submitting this proposal that it will include the clause titled "Certification Regarding Debarment, Suspension, Ineligibility and Voluntary exclusion - Lower Tier Covered Transactions," without modification, in all lower tier covered transactions and in all solicitations for lower tier covered transactions. 7. A participant in a covered transaction may rely upon a certification of a prospective participant in a lower tier covered transaction that it is not debarred, suspended, ineligible, or voluntarily excluded from the covered transaction, unless it knows that the certification is erroneous. A participant may decide the method and frequency by which it determines the eligibility of its principals. Each participant may,but is not required to check the List of Parties Excluded from Procurement or Non- Procurement Programs. 8. Nothing contained in the foregoing shall be construed to require establishment of a system of records in order to render in good faith the certification required by this clause. The knowledge and information of a participant is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings. 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 fiom 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. EXHIBIT C Page 2of2 Doc ID:2883e53ace58c2978f66962168aec7da97b98a8b Certification Regarding Lobbying Certification for Contracts, Grants, Loans, and Copj2crative 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 of Lobbying Activities," in accordance with its instructions. (3) The undersigned shall require that the language of this certification be included in the award documents for all subawards at all tiers (including subcontract, subgrants, and contracts under grants, loans, and cooperative agreements) and that all subrecipients shall certify and disclose accordingly. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352, Title 31, U. S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than$10,000 and not more than$100,000 for each such failure, Grantee/Contactor Organization Program Title Name of Certifying Officer Signature Date EXHIBIT D Page 1 of 2 Doc ID: 2883e53ace58c2978f66962968aec7da97b98a8b SUBRECIPIENT warrants the following: 1. SUBRECIPIENT will comply with Public Law 88-352, Title VI of the Civil Rights Act of 1964(42 U, S. C. Sections 2000d 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 3141 - 3147, except for individuals who perform services for which they volunteered; do not receive compensation for such services, or are paid expenses, reasonable benefits, or a nominal fee for such services; and are not otherwise employed at any time in construction work. 4. SUBRECIPIENT will comply with all Federal statutes applicable to projects funded with community development funds, except that(a) SUBRECIPIENT does not assume CITY'S environmental responsibilities described at 24 CFR 570.604; and (b) SUBRECIPIENT does not assume CITY'S responsibility for initiating the review process under Executive Order 12372. EXHIBIT D Page 2 of 2 Doc ID:2883e53ace58c2978f66962168aec7da97b98a8b 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; EXHIBIT E Page 1 of 3 Doc ID:2883e53ace58c2978f66962166aec7da97b98a8b (f) Taking one of the following actions, within 30 days of receiving notice under subparagraph (d)(2), with respect to any employee who is so convicted - ( 1) Taking appropriate personnel action against such an employee, up to and including termination; or (2) Requiring such employee to participate satisfactorily in a drug abuse assistance or rehabilitation program approved for such purposes by a Federal, State, or local health, law enforcement, or other appropriate agency; (g) Making a good faith effort to continue to maintain a drug-free workplace through implementation of paragraphs (a), (b), (c), (d), (e) and (f). B. The contractor shall insert in the space provided on the attached "Place of Performance"form the site(s)for the performance of work to be carried out with the grant funds (including street address, city, county, state, and zip code). The contractor further certifies that, if it is subsequently determined that additional sites will be used for the performance of work under the contract, it shall notify the U.S. Department of Housing and Urban Development immediately upon the decision to use such additional sites by submitting a revised "Place of Performance" form. Organization Authorized Signature Date EXHIBIT E Page 2 of 3 Doc ID:2883e53ace58c2978f66962168aec7da97b98a8b 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): EXHIBIT E Page 3 of 3 Doc ID:2883e53ace58c2978f66962168aec7da97b98a8b Acknowledgement of Federal Requirements On June 5, 2025, the United States Department of Housing and Urban Development (HUD) issued guidance regarding various Federal programs. The letter required "conformity with applicable Administration priorities and executive orders." Pursuant to the HUD guidance, conformity means as follows: 1. Shall not use grant funds to promote "gender ideology," as defined in Executive Order (E.O.) 14168, Defending Women from Gender Ideology Extremism and Restoring Biological Truth to the Federal Government; 2. Agrees that its compliance in all respects with all applicable Federal anti-discrimination laws is material to the U.S. Government's payment decisions for purposes of section 3729(b)(4) of title 31, United States Code; 3. Certifies that it does not operate any programs that violate any applicable Federal anti- discrimination laws, including Title VI of the Civil Rights Act of 1964; 4. Shall not use any grant funds to fund or promote elective abortions, as required by E.O. 14182, Enforcing the Hyde Amendment; and that 5. Notwithstanding anything in the grant application, this Grant shall not be governed by Executive Orders revoked by E.O. 14154, including E.O. 14008, or requirements implementing Executive Orders that have been revoked. 6. The Grantee must administer its grant in accordance with all applicable immigration restrictions and requirements, including the eligibility and verification requirements that apply under title IV of the Personal Responsibility and Work Opportunity Reconciliation Act of 1996, as amended (8 U.S.C. 1601-1646) (PRWORA) and any applicable requirements that HUD, the attorney General , or the U.S. Citizenship and Immigration Services may establish from time to time to comply with PRWORA, Executive Order 14218, or other Executive Orders or immigration laws. 7. If applicable, no state or unit of general local government that receives funding under this grant may use that funding in a manner that by design or effect facilitates the subsidization or promotion of illegal immigration or abets policies that seek to shield illegal aliens from deportation. 8. Unless excepted by PRWORA,the Grantee must use the U.S. Citizenship and Immigration Services online service - SAVE, or an equivalent verification system approved by the Federal government,to prevent any Federal public benefit from being provided to an ineligible alien who entered the United States illegally or is otherwise unlawfully present in the United States. 9. Faith-based organizations may be subrecipients for funds on the same basis as any other organization. Grantees may not, in the selection of subrecipients, discriminate against an organization based on the organization's religious character, affiliation,or exercise. The HUD guidance also reinforced compliance with the following applicable laws: • Section 109 of the HCDA,42 U.S.C. 5309; • Title VI of the Civil Rights Act of 1964, 42 U.S.C.2000d et seq.; • Title VII of the Civil Rights Act of 1964, 42 U.S.C. 2004d et seq.; • Title VIII of the Civil Rights Act of 1968 (The Fair Housing Act), 42 U.S.C. 3601 — 19; • Section 504 and 508 of the Rehabilitation Act of 1973,29 U.S.C. 794; EXHIBIT F Page 1 of 2 Doc ID: 2883e53ace58c2978f66962168aec7da97b98a8b X Dropbox Sign Audit trail Title Santa Ana Home Preservation Agreement 25-26 File name CDBG_Agreement_20...25_2080591.1_.pdf Document ID 2883e53ace58c2978f66962168aec7da97b98a8b Audittrail date format MM 1 DID 1 YYYY Status Signed Document History 0 071 241 2025 Sent for signature to Michael Valentine SENT 21:26:37 UTC (michaely@habitatoc.org)from mikes@habitatoc.org IP: 76.53,164.131 �]0 07/24/2025 Viewed by Michael Valentine (michaely@habitatoc.org) VIEWED 21.-39:12 UTC IP: 76.53.164.131 07 1 24 1 2025 Signed by Michael Valentine (michaely@habitatoc.org) SIGNED 21:41:50 UTC IP: 76.53.164.131 0 07/2412025 The document has been completed. COMPLETED 21:41:50 UTC Powered by X Dropbox Sign ACQ CERTIFICATE OF LIABILITY INSURANCE DATE(MMIDDfYYYY) 05/21/2025 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must be endorsed, If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME: Lockton Affinity, LLC Lockton Affinity, LLC CNE ):888-553-9002 IIC,AM A No):913-652-3967 E-MAIL -- ._.....-_.. P. 0. Box 873401 ADDRESS: Kansas City, MO 64187-3401 INSURERS AFFORDING COVERAGE NAIC# INSURERA:Ace American insurance Company 22667 INSURED Habitat for Humanity of Orange County', INSURERB:A.e P=cpe=ky and Casualty 20699 INSURER c Inc. 2200 S. Ritchey Street INSURERD: Santa Ana, CA 92705 INSURERS: INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFCRDED BY THE POLICIES DESCRIBED HEREIN IS SUB,ECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES,LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR POLIGYEFF POLICY EXP ............_...._ . LTR TYPE OF INSURANCE 1 gD WVD POLICYNUMBER MMIDDIYYYY) (MIWDD[YYYYI LIMITS A X COMMERCIAL GENERAL LIA6ILITY X X G24962842 013 04/01/2025 04/01/2026 EACH OCCURRENCE _ S1,000,000 I DAMAGE TO RENTE D CLAIMS-MADE l OCCUR PREMISES Ea oxurrence $1,000 L ,000 MED EX?(Any are person) S 0 PERSONAL&,ADVINJURY S1,000,000 GEN'L AGGREGATE LI MIT APPLIESPER: GENERAL AGGREGATE S2,000,000 X POLICY DPRO- JECT LOC PRODUCTS-COMP/OP AGG $2,000,000 OTHER: S AUTOMOBILE LIABILITY COMBINED SINGLELIMIT $ ......... (Ea accident_. ANY AUTO BODILY INJURY(Per person) $ ALLOV%NED SCHEDULED AUTOS AUTOS BODILY INJURY(Per accident) $ HIRED AUTOS NON-OWNED PROPERTY DAMAGE $ AUTOS Per accident $ B X UMBRELLALIAB N OCCUR UM1064465-25 04/01/2025 04/01/2026 EACH OCCURRENCE $1,000,000 EXCESS I" CLAIMS-MADE AGGREGATE $1,000,000 DED X RETENTION$10 000 s WORKERS COMPENSATION 1 PER YIN 6TH- AND EMPLOYERSLIABILITY ,,;._STATUTE., ER____I ANY PROPRIETOR/PARTNER/EXECUTIVE E.L.EACH ACCIDENT $ OFFICERlMEMBER EXCLUDED? N f A ��'- (Mandatory in NH) E.L.DISEASE EA EMPLOYE" $ it yyes,describe under DESGRTPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT 1$ A Builder's Risk BRIO64465-25 04/01/2025 04/01/2026 Limit $10,000,000 - Special Farm Deductible $5,000 DESCRIPTION OF OPERATION51 LOCATIONS 1 VEHICLES(ACORD 101,Addlticnal Remarks Schedule,may be attached if mare space Is required) City of Santa Ana, its City Council, officers, officials, employees, agents, and volunteers are Additional Insured. Tu Train Digitally signed by TUTran NBuy_ APPROVED N u en 0ace:2025.06.02 9 Y 073156-0T00' By Tu Tran Nguyen at 7:39 am,Jun 02,2025 CERTIFICATE HOLDER CANCELLATION i06446$ City of Santa Ana SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN 20 Civic Center Plaza - M-26 ACCORDANCE WITH THE POLICY PROVISIONS. Santa Ana, CA 92701 AUTHCRIZgUV,EPRESENTATIVE ©�1988-2014 ACORD CORPORATION. All rights reserved. ACORD 25(2014/01) The ACORD name and logo are registered marks of ACORD 53400874 1064465 HABITAT FOR HUMANITY GENERAL LIABILITY ENHANCEMENT ENDORSEMENT Named Insured Endorsement Number Habitat For Humanity Purchasing Group, Inc. Policy Symbol Policy Number Policy Period Effective Date of Endorsement G24962842 013 4/1/2025 to 4/1/2026 04/01/2025 Issued By(Name of Insurance Company) ACE American Insurance Company Insert the policy number.The remainder ofthe information is to be completed only when this endorsement Is Issued subsequent to the preparation of the policy, THIS ENDORSEMENT CHANGES THE POLICY.PLEASE READ IT CAREFULLY. This endorsement modifies all insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE FORM 1. BROAD FORM NAMED INSURED COVERAGE The Named Insured shown in the Declarations is amended to read as follows: Named Insured includes the first Named Insured, and any organization and subsidiary incorporated or organized under the laws of the United States of America(including any State thereof), its territories or possessions thereof which is a legal entity of which you are an owner with a financial interest of more than 60%of the voting stock. However, this insurance does not apply to, and you are not an insured with respect to: a. "Bodily injury" or"property damage" or"personal and advertising injury"with respect to which an insured under this Coverage Part is also an insured under another policy, or would be an insured under such policy but for its termination or the exhaustion of its limits of insurance; b. 'Bodily injury"or"property damage"that occurred before you acquired or formed the organization; c. "Personal and advertising injury"arising out of an offense committed before you acquired or formed the organization. Notwithstanding the above, no person or organization is an insured with respect to the conduct of any current or past joint venture that is not shown as a Named Insured on the declaration page. 2. AUTOMATIC ADDITIONAL INSURED COVERAGE Section I1-WHO IS AN INSURED is amended to include as an insured: 4. Automatic Additional Insured: a. Any person or organization, if required under a written contract, agreement or permit, but only with respect to liability arising out of your operations, personal property leased by you, premises owned by or rented to you or premises temporarily occupied by you with permission of the owner. However,the insurance provided for Automatic Additional Insureds does not apply to: (1) Any written contract or agreement executed or permit issued subsequent to the"occurrence" causing the"bodily injury"or"property damage" or the offense causing the "personal and advertising injury";for which coverage is sought, or (2) Any written contract or agreement with a vendor for the distribution or sale of"your products". b. Any person using with your permission or legally responsible for the use of a watercraft you own which is less than 55 feet long. c. Any person or organization, if required under a written contract or agreement with respect to liability caused, in whole or in part, by your maintenance, operation or use of equipment leased to you by such person(s)or organ ization(s). However,the insurance provided by paragraph e.for Automatic Additional Insureds does not apply to: 1 MS-i9241b(0416)Printed in U.S,A, (1) Any written contract or agreement that was executed subsequent to the"bodily injury"or "property damage"or"personal and advertising injury"; (2) Any"occurrence"that takes place after the equipment lease expires; or (3) "Bodily injury"or"property damage"arising out of the sole negligence of such additional insured. The limits of insurance afforded to the additional insured shall be the limits which you agreed to provide, or the limits shown on the Declarations, whichever is less. Additional insured coverage provided by this insurance will not be broader than coverage required by the written contract, agreement or permit. The insurance afforded to the additional insured is excess over any valid and collectible insurance available to such additional insured, unless you have agreed in a written contract for this insurance to apply on a primary or contributory basis. 3. BROADENED NEWLY ACQUIRED OR FORMED ORGANIZATIONS COVERAGE Section If-WHO IS AN INSURED Paragraph 3.a.is replaced with the following: a. Coverage under this provision is afforded until the end of the policy period; 4. BODILY INJURY TO CO-EMPLOYEE COVERAGE Section II-WHO IS AN INSURED Paragraph 2.a. is replaced by the following: 2. Each of the following is also an insured: a.Your"volunteer workers"only while performing duties related to the conduct of your business, or your "employees", other than either your"executive officers" (if you are an organization other than a partnership,joint venture or limited liability company)or your managers (if you are a limited liability company), but only for acts within the scope of their employment by you or while performing duties related to the conduct of your business. However, none of these "employees"are insureds for: (1) "Bodily injury"or"personal and advertising injury": (a)To you, any of your directors, managers, members, "executive officers"or partners (whether or not an"employee") or to any co-"employee"while such injured person is either in the course of his or her employment or while performing duties related to the conduct of your business; However,the exclusion for"bodily injury"to a co-"employee"only applies if the co-"employee" is entitled to benefits under any of the following:workers'compensation, unemployment compensation or disability benefits law, or any similar law. (b)To the brother, child, parent, sister or spouse of such injured person as a consequence of any injury described in Paragraph (1)(a) above; (c) For which there is any obligation to share damages with or repay someone else who must pay damages because of the injury described in Paragraph (1)(a) or(b)above; or (d)Arising out of his or her providing or failing to provide professional health care services, With respect to"bodily injury" only, this limitation does not apply to: (a)You or to your directors, managers, members, officers,partners or supervisors as insureds, or (b)Your"employees" as insureds with respect to such damages caused by cardiopulmonary resuscitations or first aid services administered by such "employee". (2) "Property damage"to any property owned, occupied or used by you or by any of your directors, managers, members,"executive officers"or partners(whether or not an "employee") or by any of your"employees". This limitation does not apply to"property damage" to premises while rented to you or temporarily occupied by you with permission of the owner. 5. BROADENED DAMAGE TO RENTED PREMISES COVERAGE a. Section I-COVERAGE A-BODILY INJURY AND PROPERTY DAMAGE LIABILITY Paragraph 2., Exclusions The following replaces the last paragraph: 2 M5-19241b(0416)Printed in U.S.A. Exclusions c, through n. do not apply to"property damage to premises while rented to you or temporarily occupied by you with permission of the owner.A separate limit of insurance applies to this coverage as described in Paragraph 6 of Section III - LIMITS OF INSURANCE. b. Section IV-COMMERCIAL GENERAL LIABILITY CONDITIONS Paragraph 4.b.(11)(a) (ii) is replaced as follows: That provides property insurance or" property damage" liability insurance for premises rented to you or temporarily occupied by you with permission of the owner; 6. PERSONAL INJURY-ASSUMED BY CONTRACT Section I-COVERAGE B-PERSONAL AND ADVERTISING INJURY LIABILITY 2.Exclusions,e. Contractual Liability is replaced with the following: e. Contractual Liability "Personal and Advertising injury"for which the insured has assumed liability in a contract or agreement. This exclusion does not apply to: (1) False arrest, detention or imprisonment; (2) Malicious prosecution; (3) The wrongful eviction from, wrongful entry into, or invasion of the right of private occupancy of a room, dwelling or premises that a person occupies, committed by or on behalf of its owner, landlord or lessor; (4) Oral or written publication, in any manner, of material that slanders or libels a person or organization or disparages a person's or organization's goods, products or services; (5) Oral or written publication, in any manner, of material that violates a person's right of privacy; or (6) Liability for covered damages that the insured would have in the absence of the contract or agreement. 7. BROADENED WATERCRAFT COVERAGE Section I-COVERAGE A—BODILY INJURY AND PROPERTY DAMAGE LIABILITY: 2. Exclusions,g.Aircraft,Auto Or Watercraft(2)(a)and (b)is replaced with the following: (2)A watercraft that is: I (a) Less than 55 feet long;and (b) Not being used to carry persons for a per person charge or property for a charge as freight; The insurance provided by this paragraph for Watercraft does not apply if there is any other insurance available to the insured or would be available except for the exhaustion of its limits of insurance. 8. CHARTERED AIRCRAFT COVERAGE Section I-COVERAGE A--BODILY INJURY AND PROPERTY DAMAGE LIABILITY: 2, Exclusions,g.Aircraft,Auto Or Watercraft is amended to add the following: This exclusion does not apply to: (6) "Bodily injury"or"property damage"arising out of the operation of an aircraft with crew that you reserve, book, arrange, or charter for your guests. The insurance provided by this paragraph for Chartered Aircraft Coverage does not apply if there is any other insurance available to the insured or would be available except for the exhaustion of its limits of insurance. 9. RESULTING MENTAL.ANGUISH AND EMOTIONAL DISTRESS COVERAGE Section V-DEFINITIONS 3. "Bodily injury"is replaced with the following: 3 MS-19241b(0416)Printed in U.S.A. 3. "Bodily injury"means physical injury, sickness or disease sustained by a natural person, including: a. death resulting from any of these at any time; or b. humiliation, mental anguish, mental injury or shock that subsequently manifests itself after such physical injury, sickness or disease is sustained by a natural person. 11. INCREASED LIMITS FOR BAIL BONDS AND REASONABLE EXPENSES Section I--COVERAGES, Supplementary Payments—Coverage A and B: Paragraphs 1.b. and 1.d. are replaced with the following: b. Up to$5,000 for the cost of bail bonds required because of accidents or traffic law violations arising out of the use of any vehicle to which the Bodily Injury Liability Coverage applies.We do not have to furnish these bonds. d. All reasonable expenses incurred by the insured at our request to assist us in the investigation or defense of the claim or"suit", including actual loss of earnings up to $2,600 a day because of time off from work. 12. EARLIER NOTICE OF CANCELLATION PROVIDED BY US For any statutorily permitted reason other than non-payment of premium, the number of days required for notice of cancellation, as provided in the CANCELLATION paragraphs of the COMMON POLICY CONDITIONS or as amended by an applicable state amendatory endorsement, is increased to 90 days. 13. KNOWLEDGE OF OCCURRENCE Knowledge of an"occurrence,"claim, or"suit"by an agent, servant, or employee of any insured; and receipt of any demand, notice, summons, or other legal paper in connection with a claim or"suit"by any agent, servant, or employee of any insured shall not in itself constitute knowledge by the insured or receipt by the insured unless an individual listed below as one of the Scheduled Positions shall have such knowledge or shall have received such demand, notice, summons, or legal paper from the agent, servant, or employee. Scheduled Positions: Habitat Affiliate Site Manager 14. UNINTENTIONAL ERRORS AND OMISSIONS Section IV-COMMERCIAL GENERAL LIABILITY CONDITIONS: The following is added to Condition 6.Representations: However,your failure to disclose all hazards existing as of the inception date of the policy shall not prejudice you with respect to the coverage afforded by this policy provided such failure or omission is not intentional. It is a condition of this coverage that such inadvertent errors or omissions shall be reported and corrected when discovered.The policy premium will be adjusted accordingly to reflect the description of the premises or operations had no error or omission occurred. 15. PERSONAL INJURY DEFINITION REVISION Section V—Definitions Paragraph d.of definition 14.,"Personal and advertising injury"is replaced by the following: d.Electronic,oral or written publication, in any manner, of material that slanders or libels a person or organization or disparages a person's or organization's goods, products or services; All other terms and conditions of the policy remain unchanged. 4 MS-19241b(0416)Printed in U.S.A. POLICY NUMBER: G24962842 013 COMMERCIAL,GENERAL LIABILITY CG 24 0412 19 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US (WAIVER OF SUBROGATION) This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART - ELECTRONIC DATA LIABILITY COVERAGE PART LIQUOR LIABILITY COVERAGE PART POLLUTION LIABILITY COVERAGE PART DESIGNATED SITES POLLUTION LIABILITY LIMITED COVERAGE PART DESIGNATED SITES PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART RAILROAD PROTECTIVE LIABILITY COVERAGE PART UNDERGROUND STORAGE TANK POLICY DESIGNATED TANKS SCHEDULE Name Of Person(s)Or Organization(s): WHEN REQUIRED IN WRITTEN CONTRACT WITH NAMED INSURED Information required to complete this Schedule,if not shown above,will be shown in the Declarations. The following is added to Paragraph 8. Transfer Of Rights Of Recovery Against Others To Us of Section IV—Conditions: We waive any right of recovery against the person(s) or organization(s) shown in the Schedule above because of payments we make under this Coverage Part. Such waiver by us applies only to the extent that the insured has waived its right of recovery against such person(s) or organization(s) prior to loss. This endorsement applies only to the person(s) or organization(s)shown in the Schedule above. I i CG 24 0412 19 0 Insurance Services Office, Inc., 2018 Page 1 of 1