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HomeMy WebLinkAboutILLUMINATION FOUNDATION (10)INSURANCE ON FILE A-2020-195A VVORK MAY PROCEED UNTIL INSURANCE EXPIRES _k' 1'al CLERK OF COUNCIL DATE O .W�21(T� ✓di I,, AGREEMENT BETWEEN THE CITY OF SANTA ANA AND J) y fjc� ILLUMINATION FOUNDATION FOR USE OF EMERGENCY SOLUTIONS GRANT CORONAVIRUS (ESG-CV) FUNDS THIS GRANT AGREEMENT, is hereby made and entered into this October 6, 2020, by and between the City of Santa Ana, a charter city and municipal corporation of the State of California, herein called the "CITY", and Illumination Foundation, a California nonprofit organization, herein called the "SUBRECIPIENT". RECITALS: A. On March 27, 2020, a special allocation of Emergency Solutions Grant ("ESG") funds was authorized by the Coronavirus Aid, Relief, and Economic Security Act ("CARES Act"), Public Law 116-136, to prevent, prepare for, and respond to the coronavirus ("COVID-19") pandemic. The CARES Act made available an additional $4 billion in Emergency Solutions Grant Coronavirus ("ESG-CV") funds. Of this amount, the United States Department of Housing and Urban Development ("HUD") immediately allocated $1 billion based on the fiscal year 2020 ESG formula. B. On April 2, 2020, the CITY received notice of an award of $1,727,403 in ESG-CV1 funds from HUD in response to the COVID-19 pandemic. C. On June 9, 2020, the CITY received notice of a second award of $11,598,442 in ESG-CV2 funds from HUD in response to the COVID-19 pandemic. D. ESG-CV 1 and ESG-CV2 funds shall collectively be referred to as ESG-CV funds throughout this Agreement. E. The CITY is the recipient of Emergency Solutions Grant ("ESG") funds from the United States Department of Housing and Urban Development ("HUD"), pursuant to subtitle B of title IV of the McKinney-Vento Homeless Assistance Act [42 U.S.C. 11371-113781, for the rehabilitation or conversion of buildings for use as emergency shelter for the homeless, for the payment of certain expenses related to operating emergency shelters, for essential services related to emergency shelters and street outreach for the homeless, and for homelessness prevention and rapid re- housing assistance. Catalogue of Federal Domestic Assistance ("CFDA") 14.231 and Federal Award Identification Number (FAIN) E-20-MW-06-0508. F. The CITY has approved the provision of ESG-CV funds to be used in the operation of an emergency solutions program ("program") for the homeless or at -risk of homelessness of the City of Santa Ana as further described by Exhibit A, Scope of Work, attached hereto and by this reference incorporated herein. G. The SUBRECIPIENT represents that it has the requisite qualifications, expertise, and experience in the provision of emergency solutions programs for the homeless or at -risk of homelessness and is willing to use said federal funds to operate said program. H. In response to the COVID-19 pandemic, SUBRECIPIENT meets the national objective for the use of ESG and ESG-CV funds. The SUBRECIPIENT agrees to assist individuals and families that are homeless or at risk of homelessness in obtaining appropriate supportive services including, but not limited to: temporary and permanent housing, relocation and stabilization services, rapid re -housing assistance, medical and mental health treatment, counseling supervision, and other services essential for achieving independent living. J. SUBRECIPIENT has agreed to be reimbursed for the above services in an amount not to exceed $1,595,406, which includes $169,952.97 in ESG-CV1 funds and $1,425,453.00 in ESG-CV2 funds, in grant funding for Shelter, Outreach Services, Rapid Re -Housing or Homeless Prevention, K. The CITY simultaneously entered into an Agreement with SUBRECIPIENT to operate The Link Emergency Shelter, Agreement No. A-2020-XXX, dated October 6, 2020, by which the City committed a set amount of funds to SUBRECIPIENT for the operation of The Link Emergency Shelter. As part of this ESG-CV AGREEMENT, the CITY is committing up to $1,595,406, which includes $169,952.97 in ESG-CV1 funds and $1,425,453.00 in ESG-CV2 funds, to SUBRECIPIENT for Emergency Shelter Operations at The Link Emergency Shelter. This $1,595,406 shall count toward the amount of funds due from the CITY to SU13RECIPIENT under Agreement No. A-2020-XXX. L. This AGREEMENT is contingent upon the award of ESG-CV fiords from the United States Department of Housing and Urban Development. M. The CITY and the SUBRECIPIENT have duly executed this AGREEMENT for the expenditure and utilization of said funds. NOW THEREFORE, it is agreed by and between the parties that the foregoing Recitals are a substantive part of this AGREEMENT and the following terns and conditions are approved and together with all exhibits and attachments hereto, shall constitute the entire AGREEMENT between the CITY and the SUBRECIPIENT: 1. SCOPE OF PROGRAM A. General Administration The SUBRECIPIENT agrees to implement this activity as set forth in detail in Exhibit A, Scope of Work, which shall provide a description of each activity, including the services to be performed, the person or entity providing the service, the estimated number of recipients of the service, and the manner and means of the services. B. Levels of Accomplishment— Goals and Performance Measures The SUBRECIPIENT shall be responsible to accomplish the levels of performance as set forth in Exhibit A and report such measures quarterly to the CITY. If the SUBRECIPIENT estimates such goals will not be met, the SUBRECIPIENT is to contact the CITY, at which time the CITY will determine if any adjustments to the grant award is appropriate. C, Staffrne The SUBRECIPIENT shall ensure adequate and appropriate staffing is allocated to each ESG-CV activity. Nothing contained in this AGREEMENT is intended to, or shall be construed in any manner, as creating or establishing the relationship of employer/employee between the parties. II. TERM OF AGREEMENT This AGREEMENT shall take effect on October 6, 2020, and shall terminate on June 30, 2021, unless otherwise cancelled or modified according to the terms of this AGREEMENT, III. DISBURSEMENT AND FUNDS The City was allocated $1,727,403 in ESG-CVI funds and $11,598,442 in ESG-CV2 funds under the CARES Act from HUD in response to the COVID-19 pandemic, CITY agrees to pay to SUBRECIPIENT when, if and to the extent federal finds are received under provisions of the Act a sum not to exceed $1,595,406, which includes $169,952.97 in ESG-CVl funds and $1,425,453.00 in ESG-CV2 funds, for SUBRECIPIENT'S perfonnance in accordance with the Budget attached hereto as Exhibit B during the period of this Agreement. Said sum shall be paid after CITY receives invoices submitted by SUBRECIPIENT as provided hereinabove. The $1,595,406 shall count toward the amount of funds due from the City to SUBRECIPIENT under Agreement No. A-2020-XXX. A. Amount and Expenditure End Date The CITY agrees to reimburse the SUBRECIPIENT a maximum amount not to exceed $1,595,406 from ESG-CV funds, as outlined in Exhibit B, Final Budget, and such funds shall be expended by the SUBRECIPIENT on or before June 30, 2021. SUBRECIPIENT has the ability to adjust Ime item amounts in the Budget with the written approval of the Cars Executive Director of the Community Development Agency, so long as the total Budget amount does not increase. B. Invoicing Procedures The SUBRECBPIENT shall submit quarterly invoices (on or before the 15"1 day of October, January, April, and July) in a form prescribed by the CITY, detailing such expenses. Such schedule may be modified with the approval of the CITY. C. Payment Payment is subject to the receipt and approval of such invoices and quarterly activity reports, as hereinafter more fully set forth below under Reporting, with the final payment subject to the satisfaction of the condition precedent of submittal of complete invoicing and reporting information due on or before Judy 15 of the applicable funding year. The CITY shall pay such invoices within thirty (30) days after receipt thereof, provided the CITY is satisfied that such expenses have been incurred within the scope of this AGREEMENT and that the SUBRECIPIENT is in compliance with the terms and conditions of this AGREEMENT. The thirty (30) day period will discontinue if the reimbursement request is determined to be incomplete and will restart the thirty -day timeline once the remaining required elements have been submitted. Failure to provide any of the required documentation and reporting will cause the CITY to withhold all or a portion of a request for reimbursement until such documentation and reporting has been received and approved by the CITY. D. Use of Funds The SUBRECIPIENT agrees to use said funds pursuant to this AGREEMENT to pay for necessary and reasonable costs allowable under federal law and regulations to operate said program only. Said amounts shall include and will be limited to, street outreach, emergency shelter, homelessness prevention, rapid re -housing assistance, housing relocation and stabilization services, short-term and medium -terra rental assistance, and Homeless Management Information Systems ("1-IMIS") data contribution as set forth in 24 CFR § 576.101 — § 576.107. Allowable program costs are detailed in the Budget, as set forth in Exhibit B, attached hereto and by this reference incorporated herein. The 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 the CITY is otherwise obligated to pay to the SUBRECIPIENT pursuant to the terms hereof. The SUBRECIPIENT agrees that the homeless shelter/services under said program shall be available for the entire period during which said funds are provided. E. Condition of Fundine (1) The CITY advises the SUBRECIPIENT that a significant change in entitlement funding may result in a change in the current process utilized by the CITY to determine funding allocations, The SUBRECIPIENT acknowledges that the obligation of the CITY is contingent upon the availability of Federal, State or Local government funds, which are appropriated or allocated for the payment of such an obligation. If funding levels are significantly affected by Federal budgeting or if funds are not allocated and available for the continuance of the function performed by the SUBRECIPIENT, this AGREEMENT may be terminated by the CITY at the end of the period for which funds are available. At the earliest opportunity, the CITY shall notify the SUBRECIPIENT of any service which may be affected by a shortage of funds. No penalty shall accrue to the CITY in the event this provision is exercised and the CITY shall not be liable for any damages as a result of termination under this provision of this AGREEMENT. Nothing herein shall be construed as obligating the CITY to expend funds in excess of appropriations authorized by law. (2) The SUBRECIPIENT shall allow facilities which are used in connection with funded under this AGREEMENT. F. Matchine representatives of the CITY or HUD to inspect the AGREEMENT or which implement programs The ESG-CV funds are exempt from the ESG match requirements, including 24 CFR § 576,201. G. Program Income (1) Definition. Program income means, as provided by 2 CFR 200,80, gross income received by the SUBRECIPIENT directly generated by a grant supported activity, or earned only as a result of the grant agreement during the grant period. For purposes of ESG-CV, program income will also include any amount of a security or utility deposit returned to the SUBRECIPIENT. (2) Use. The 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, H. Separation of Accounts All funds received by the SUBRECIPIENT from the CITY pursuant to this AGREEMENT shall be maintained separate and apart from any other funds of the SUBRECIPIENT, or of any principal or member of the SUBRECIPIENT, in an account (the "Account") at a federally insured banking or savings and loan institution with record keeping of such Accounts maintained pursuant to applicable legal requirements, The SUBRECIPIENT shall keep all records of the Account in a manner that is consistent with generally accepted accounting principles, No monies shall be withdrawn from the Account except for expenditures relating to essential services, homeless prevention, and/or operations costs, as authorized hereunder. All disbursements from the Account shall be for obligations incurred in the performance of this AGREEMENT and shall be supported by contracts, invoices, vouchers, and other data, as appropriate, evidencing the necessity of such expenditure. The CITY may witlihold payment allocation requests if the SUBRECIPIENT fails to comply with the above requirements until such compliance is demonstrated. Expenditure of Funds Much like how HUD requires the CITY, pursuant to 24 CFR 576.203, to expend all of the grant funds for eligible activity costs within 24 months after the date that HUD signs the grant agreement with the CITY, it is a requirement for the SUBRECIPIENT to expend all of the grant funds for eligible activity costs within the aforementioned period. For the purposes of this paragraph, expenditure means either an actual cash disbursement for a direct charge for a good/service or an indirect cost, or the accrual of a direct charge for a good/service or an indirect cost. Failure to expend said funds within said timeframe can result in a reallocation of funds. Prohibited Use (1) Generally. The SUBRECIPIENT hereby certifies and agrees that it will not use funds provided through tivs AGREEMENT to pay for meals for persons other than those identified as homeless or at risk of homelessness. Said fiords shall not be used for entertainment purposes or for gifts. The SUBRECIPIENT certifies that it will not use said funds for illegal or dishonest conduct, rather, fund use will remain in compliance with all applicable federal, state, and local laws, including applicable laws not outlined in this AGREEMENT. (2) Lobbying. The SUBRECIPIENT certifies and agrees 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 0 V. 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. The SUBRECIPIENT shall sign a certification to that effect in a form as set forth in Exhibit C, attached hereto and by this reference incorporated herein. The SUBRECIPIENT shall submit said signed certification to the CITY prior to performing any of its obligations under this AGREEMENT and prior to any obligation arising on the part of the CITY to pay any sums to the 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 (see Exhibit D). NOTICES The SUBRECIPIENT and the CITY agree that all notices required by this AGREEMENT shall be made in writing and delivered via mail (postage prepaid); commercial courier; personal delivery; or sent by facsimile or other electronic means (provided that receipt is confirmed). Any notice delivered or sent as aforesaid shall be effective on the date of delivery or sending. All notices and other written communications under this AGREEMENT shall be addressed to the individuals in the capacities indicated below, unless modified by subsequent written notice. Communication and details concerning the AGREEMENT shall be delivered to the office of, and directed to, the following representatives: CITY: Terri Eggers Homeless Services Manager City of Santa Ana Community Development Agency (M-25) 20 Civic Center Plaza P.O. Box 1988 Santa Ana, CA 92702-1988 (714)667-2256 (714)647-6549 FAX teggersrDsanta-ana.org GENERAL CONDITIONS A. Coordination with Continuum of Care SUBRECIPIENT: Illumination Foundation 1091 N. Batavia Street Orange, CA 92867 Attn: Paul Leon, CEO The SUBRECIPIENT must work with the Continuum of Care ("CoC") to ensure the screening, assessment, and referral of program participants are consistent with the CITY's written standards for providing ESG-CV assistance as described in its consolidated plan. The SUBRECIPIENT must keep documentation evidencing the use of, and written intake procedures for, the centralized or coordinated assessment system(s) developed by the CoC in accordance with the requirements established by HUD. See 24 CFR 576.400. B. Evaluation of Program Participants Eligibility and Needs The SUBRECIPIENT must conduct evaluations and re-evaluations to determine the eligibility of each individual or family's eligibility for ESG-CV assistance in accordance with 24 CPR 576.401. C. Terminating Assistance If a program participant violates program requirements, the SUBRECIPIENT may terminate the assistance in accordance with a formal process established by the SUBRECIPIENT that recognizes the rights of individuals affected. See 24 CFR 576.402 D. Shelter and Housing Standards The SUBRECIPIENT certifies that shelters and housing supported by ESG-CV funds and used by ESG-CV beneficiaries will conform to 24 CFR 576.403. E. Homeless Involvement The SUBRECIPIENT certifies that it will involve, to the maximmn extent practicable, homeless individuals and families in constructing, renovating, maintaining, and operating facilities assisted under the ESG-CV program, and in providing services for occupants of these facilities. See 24 CFR 576.405(c) and 42 USC 11375(d). F. Independent Contractor Nothing contained in this AGREEMENT is intended to, or shall be construed in any manner, as creating or establishing the relationship of employer/employee between the parties. The SUBRECIPIENT and its subcontractors shall at all times remain independent contractors with respect to the services to be performed under this AGREEMENT. The CITY shall be exempt from payment of any Unemployment Compensation, FICA, retirement, life and/or medical insurance and Workers' Compensation Insurance as the SUBRECIPIENT is an independent contractor. G. Subcontracts (1) Content Requirements, The SUBRECIPIENT will include all relevant provisions of this AGREEMENT in all subcontracts entered into as part of the activities undertaken in furtherance of this AGREEMENT and will take appropriate action pursuant to any subcontract upon a finding that the subcontractor is in violation of regulations issued by any federal agency. The SUBRECIPIENT will not subcontract with any entity where it has notice or knowledge that the latter has been found in violation of regulations under 24 CFR Part 135 (Economic Opportunities for Low- and Very Low -Income Persons) and will not allow any subcontract unless the entity has first provided it with a preliminary statement of ability to comply with the requirements of these regulations. (2) Submission to the CITY. The SUBRECIPIENT must submit all subcontracts and other agreements that relate to this AGREEMENT to the CITY. H. Licensine The SUBRECIPIENT agrees to obtain and maintain all required licenses, registrations, accreditation, and inspections from all agencies governing its operations. The SUBRECIPIENT shall ensure that its staff and subcontractors shall also obtain and maintain all required licenses, registrations, accreditation and inspections from all agencies governing the SUBRECIPIENT's operations hereunder. Such licensing requirements include obtaining a City business license, as applicable. I. Responsibilities Toward Employees The SUBRECIPIENT accepts full responsibility for payment of any and all unemployment compensation, insurance premiums, workers' compensation premiums, income tax withholdings, social security withholdings, and any and all other taxes or payroll withholdings required for all employees engaged in the performance of the work and activities authorized by the AGREEMENT. The SUBRECIPIENT accepts full responsibility for providing workers with proper safety equipment and taking any and all necessary precautions to guarantee the safety of workers or persons otherwise affected. J. Insurance and Bondine (I)Generally. The SUBRECIPIENT shall maintain liability and property insurance to cover actionable legal claims for liability or loss which are the result of injury to or death of any person, or damage to property (including property of Grantee) caused by the negligent acts or omissions, or negligent conduct of the SUBRECIPIENT, its employees, agents or subcontractors, to the extent permitted by law, in connection with the activities pursuant to this AGREEMENT. The SUBRECIPIENT shall comply with the bonding and insurance requirements of 2 CFR 200.427, and 2 CFR 200,447. The SUBRECIPIENI' shall undertake self-insurance, or shalt obtain, at its sole cost, a policy or policies of commercial general liability insurance, or equivalent form. Such insurance shall: (1) name the City of Santa Ana, its officers, agents, employees and volunteers as additional insureds; (2) be primary with respect to insurance or self-insurance programs maintained by the CITY; (3) contain standard separation of insureds provisions; and (4) give to the CITY prompt and timely notice of claim made or suit instituted arising out of the SUBRECIPIENT's operations hereunder. (2) Limits. The SUBRECIPIENT shall maintain, at all times, the following minimum levels of Insurance, and shall, without in any way altering its liability, obtain, pay for, and maintain insurance for the coverages and amounts of coverage not less than those set forth below: Workers' Compensation. Amount must comply with State and Federal Laws b. Comprehensive General Liability. $1,000,000 combined single limit of liability for bodily injuries, death, and property damage resulting from any one occurrence, including the following coverages: Premises and Operations; and ii. Broad Form Commercial General Liability Endorsement to include blanket contractual liability (specifically covering, but not limited to, the contractual obligations assumed by the SUBRECIPIENT); Personal Injury (with employment and contractual exclusions deleted); and Broad Form Property Damage coverage. C. The SUBRECIPIENT's self -insured retention or deductible per line of coverage shall not exceed $25,000 without the permission of the CITY. (3) Proof of Insurance. The SUBRECIPIENT shall furnish the CITY's Clerk of the Council with an insurance certificate from insurance carrier certifying that it carries such insurance and that the policy shall not be canceled nor the coverage reduced except upon thirty (30) days prior notice to the CITY. The SUBRECIPIENT shall, prior to exercising any right under this AGREEMENT: a. furnish properly executed certificates of insurance and additional insured endorsement to the CITY which shall clearly evidence all coverage required above; b. provide that such insurance shall not be materially changed or terminated except on thirty (30) days prior written notice to the CITY; c. maintain such insurance for the period covered by this AGREEMENT; and d, replace such certificates for policies expiring prior to the expiration of this AGREEMENT. (4) Company Rating. All insurance coverage shall be written with a company having an A.M. Best Rating of "A" or better and financial size of VIE or larger. (5) Failure to Comply. In the event of any failure by the SUBRECIPIENT to comply with these provisions, the CITY may, after notice to the SUBRECIPIENI', suspend the program for cause until there is full compliance. K. Zoning. The 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 the SUBRECIPIENT fail to have the required land entitlement and/or permits, thus violating any local, state, or federal rules and regulations relating thereto, the SUBRECIPIENT shall immediately make good -faith efforts to gain compliance with local, state, or federal rules and regulations following written notification of said violation(s) from the CITY or other authorized citing agency. The SUBRECIPIENT shall notify the CITY immediately of any pending violations. Failure to notify the CITY of pending violations, or to remedy such known violation(s), shall result in termination of grant funding hereunder. The 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. L. Displacement and Relocation. The SUBRECIPIENT must assure that it has taken all reasonable steps to minimize displacement of persons, Relocation must be consistent with requirements as set forth in 24 CFR § 576.408. M. Provisions Required by Law Deemed Inserted. Each and every provision of law and clause required by law to be inserted in this contract shall be deemed to be inserted herein and the AGREEMENT shall be read and enforced as though it were included herein, and if through mistake or otherwise any such provision is not inserted or correctly inserted, then upon the application of either party the contract shall forthwith be physically amended to make such insertion or correction. VI. ASSURANCES AND CERTIFICATIONS A. Non -Profit Status The SUBRECIPIENT certifies that (1) The SUBRFCIPIENT is a duly organized and existing non-profit corporation in good standing and authorized to do business under the laws of the State of California and in possession of required non-profit status under the United States Internal Revenue Code [for example, 26 USC § 501(c)(3)]. The 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 the SUBRECIPIENT has been fully authorized by all requisite actions on the part of the SUBRECIPIENT. (2) If the SUBRECIPIENT's non-profit status changes at anytime during this AGREEMENT, it will advise the CITY within 15 days. (3) If the SUBRECIPIENT is a private non-profit, it hereby agrees that the members of its Board of Directors will receive no compensation, directly or indirectly, other than reimbursement 10 for expenses, from any funds generated from or because of the ESG-CV program, for their services. (4) As a non-profit, the SUBRECIPIENT acknowledges that administration of its operation and services are subject to the requirements as established in 2 CFR 200. B. Adherence to Federal. State. and Local Laws and Re lations (1) General. The SUBRECIPIENT agrees to comply with all requirements of the ESG-CV program and applicable cross -cutting Federal, State, and Local requirements. (2) Economic Opportunities for Low- and Very Low-income Persons, The SUBRECIPIENT shall ensure that employment and other economic opportunities generated by the Program shall, to the greatest extent feasible, be directed to low- and very low-income persons, particularly those who are recipients of government assistance for housing. Section 3 of the Housing and Urban Development Act of 1968, 12 U.S.C. 1701u, and regulations at 24 CFR part 135 apply, except that homeless individuals have priority over other Section 3 residents in accordance with § 576.405(c). (3) Civil Rights, The SUBRECIPIENT agrees to comply with Title VI of the Civil Rights Act of 1964, as amended, Title VIII of the Civil Rights Act of 1968, as amended, Section 109 of the Title 1 of the Housing and Community Development Act of 1974, Section 504 of the Rehabilitation Act of 1973, the Americans with Disabilities Act of 1990, the Age Discrimination Act of 1975, and 41 CFR Chapter 60. (4) Nondiscrimination and Equal Employment Opportunity. During the performance under this AGREEMENT, the SUBRECIPIENT shall not discriminate against any employee or applicant for employment based on race, color, creed, religion, sex, age, handicap, disability, ancestry, national origin, marital status, familial status, sexual orientation, or any other basis prohibited by applicable law. The SUBRECIPIENT shall take affirmative action to ensure that all applicants and employees are treated without regard to race, color, creed, religion, sex, age, handicap, disability, ancestry, national origin, marital status, familial status, and sexual orientation. The SUBRECIPIENT shall comply with all provisions of Executive Order 11246, Equal Employment Opportunity, as amended by Executive Orders 11375 and 12086. (5) Nondiscrimination and Equal Opportunity in Participation. The requirements in 24 CFR part 5, subpart A are applicable, including the nondiscrimination and equal opportunity requirements at 24 CFR 5.105(a), The SUBRECIPIENT shall not discriminate against any participant on the ground of race, color, creed, religion, sex, age, handicap, disability, ancestry, national origin, marital status, familiar status, sexual orientation, or any other basis prohibited by applicable law. The SUBRECIPIENT shall, through affirmative outreach, make known that use of the facilities, assistance, and services are available to all on a nondiscriminatory basis. The SUBRECIPIENT must take appropriate steps to ensure effective communication with persons with disabilities. 11 (6) Americans with Disabilities Act. The SUBRECIPIENT agrees to comply with any federal regulations issued pursuant to compliance with the Americans with Disabilities Act which prohibits discrimination and ensures equal opportunity for persons with disabilities in employment, State and Local government services, and public accommodations. (7) Fair Housing. Under section 808(e)(5) of the Fair Housing Act, HUD has a statutory duty to affirmatively further fair housing. HUD requires the sane of its funded sub -recipients. The SUBRECIPIENT has a duty to affirmatively further fair housing opportunities for classes protected under the Fair Housing Act. C. Falsification of Information The SUBRECIPIENT represents and warrants that it has made no false statements to the CITY in the process of obtaining this award of the ESG-CV Funds. D. Drug Free Workplace The SUBRECIPIENT represents and warrants that it has established the following drug -free workplace policy: (1) The unlawful manufacture, distribution, dispensing, possession, or use of a controlled substance is prohibited in the workplace for any employee involved in a federally funded program. (2) As an employee working in conjunction with a federally funded program, the employees of the SUBRECIPIENT will be required to: a. Abide by the terms above in statement (1), and b. Notify the appropriate SUBRECIPIENT authorities and CITY officials of any criminal drug statute conviction for a violation occurring in the workplace. Such notification shall be made no later than five (5) days after conviction. (3) The CITY and the United States Department of Housing and urban Development will be notified within ten days after receiving notice of any such violation. (A) Within thirty (30) days of receiving such notice, appropriate personnel action will be taken against such employee, up to and including termination. (5) Each such employee shall be required 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. E. Religious Organization The SUBRECIPIENT may not engage in inherently religious activities, such as worship, religious instruction, or proselytization as part of said program or services. If the SUBRECIPIENT 12 conducts such activities, the activities must be offered separately, in time or location, from said programs or services, and participation must be voluntary for the program participants. The SUBRECIPIENT shall not, in providing program assistance, discriminate against a program participant or prospective program participant on the basis of religion or religious belief. If the SUBRECIPIENT is a religious organization, it retains its independence from Federal, State, and Local governments, and may continue to carry out its mission, including the definition, practice, and expression of its religious beliefs, provided that the religious organization does not use direct ESG funds to support any inherently religious activities. The SUBRECIPIENT agrees that rehabilitation of structures by the religious organization in connection with said program must be in sound accord with the provisions under 24 CFR § 576.406. F. Additional Terms between the CITY and HUD The SUBRECIPIENT agrees further that it shall be bound by the standard terms and conditions used in the Grant Agreement between IUD and the CITY and such other rules, regulations, or requirements as HUD may reasonably impose in addition to the aforementioned assurances at or subsequent to the execution of this AGREEMENT by the parties hereto. G. OSHA Where employees are engaged in activities not covered under the Occupational Safety and Health Act of 1970, they shall not be required or permitted to work, be trained, or receive services in buildings or surroundings or under working conditions which are unsanitary, hazardous, or dangerous to the participants' health or safety. H. Hatch Act The SUBRECIPIENT agrees that no fiords provided, nor personnel employed under this AGREEMENT, shall be in any way or to any extent engaged in the conduct of political activities in violation of the Hatch Act, 5 U.S.C. Section 1501 et seq. I. Davis -Bacon Act All laborers and mechanics employed by contractors or subcontractors in the performance of construction work, including alterations and repairs, in excess of $2,000.00, financed in whole or in part with federal 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 276a - 276a-5. Any such construction contract shall include and comply with the required contract provisions and rules set forth in 29 C.F.R. §5.5. Further, the payroll reports (along with the "Statement of Compliance") and basic records are required to be maintained and submitted, or made available, pursuant to 29 C.F.R. §5.5(a)(3). No payment, advance, grant, loan or guarantee of fonds shall be approved by the federal agency unless there is on file with the agency a certification by the contractor that the contractor and its subcontractors have complied 13 with the provisions of 29 C.F.R. §5.5. A breach of the contract clauses in 29 C.F.R. §5.5 may be grounds for termination of the contract, and for debarment as a contractor/subcontractor, as provided in 29 C.F.R. §5,12. Labor standards interviews/investigations shall be made as necessary to assure compliance. See 29 C.F.R. §5.6(a)(3). VII. ADMINISTRATIVE REQUIREMENTS A. Generally The following requirements and standards must be complied with: 2 CFR Part 200, et al. SUBRECIPIENT shall procure all materials, property, or services in accordance with the requirements of 2 CFR 200.318-326. B. Procurement (1) Compliance. The SUBRECIPIENT shall comply with current HUD and CITY policies concerning the procurement of equipment, goods, and services, and shall maintain inventory records of all non -expendable personal property as defined by such policy as may be procured with funds provided herein. The SUBRECIPIENT shall report to the CITY all program assets (unexpended program income, property, equipment, etc.), and upon the CITY'S request, such assets shall revert to the CITY upon termination of this AGREEMENT. (2) Pursuant to 2 CPR 200.331 (a) (4), the Indirect Cost Rate for the SUBRECIPIENT's award shall be an approved federally recognized cost rate negotiated between the SUBRECIPIENT and the Federal government, or, if no cost rate exists, the de minims indirect cost rate as defined in 2 CFR 200.414(b) Indirect (F & A) costs shall be used. For this agreement, the de minims indirect cost of 10% will apply. (3) Use and Reversion of Assets. The use and disposition of equipment under this AGREEMENT shall be hi compliance with the requirements of 2 CFR Part 200. (4) Pursuant to the CARES Act, SUBRECIPIENT may deviate from applicable procurement standards when using these funds to procure goods and services to prevent, prepare for, and respond to coronavirus, notwithstanding 24 CFR 576.407(f) and 2 CFR 200.317-200.326. C. Reporting, Reporting requirements must conform to the policies and procedures as established by the CITY and 24 CFR § 576.500. The SUBRECIPIENT shall submit to the CITY, on or before the 15°i day of October, January, April, and July, as part of the Quarterly Report: (1) Payment Request. An original request for reimbursement and true copies of invoices, receipts, agreements, or other documentation supporting and evidencing how the ESG Funds have been expended during the applicable quarter. (2) Quarterly Activities and written cumulative (year-to-date) reports of activities, program accomplishments, new program information, and up-to-date program statistics on expenditures, caseload and activities. Failure to provide any of the 14 required documentation and reporting will cause the CITY to withhold all or a portion of a request for reimbursement until such documentation and reporting has been received and approved by the CITY. (3) Any other such reports as the CITY (or HUD) shall reasonably require and/or request, including but not limited to the following information: monthly records of all ethnic and racial statistics of persons and families benefited by the SUBRECIPIENT in the performance of its obligations under this AGREEMENT. D. Record Keeping Sufficient records must be established and maintained to enable the CITY and HUD to determine whether the ESG-CV requirements are being met. Record keeping requirements must conform to the policies and procedures as established by the CITY. All accounting records, reports, all evidence pertaining to costs, expenses, and ESG-CV Funds of the SUBRECIPIENT, and all documents related to this AGREEMENT shall be maintained and kept available at the SUBRECIPIENT'S office or place of business for the duration of the AGREEMENT and thereafter for five (5) years post -completion of an audit in conformity with the ESG-CV requirements, except as hereinafter provided relating to retention of any records or documentation existing, created, or maintained in compliance with Lead -based Paint regulations, which likely require longer retention as outlined below. 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 the 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. All said records must be retained for the greater of the aforementioned duration or the periods specified in 24 CFR 576.500(y). All records relating to, or created or maintained in compliance with, the Lead -Based Paint regulations shall be retained and maintained by the SUBRECIPIENT indefinitely, including without limitation, all inspection report(s), disclosure statement(s), slid clearance report(s). Copies made by microfilming, photocopying, or similar methods may be substituted for the original records. The CITY, HUD and auditors shall have the right to access all the SUBRECIPIENT records for as long as the records are retained by the SUBRECIPIENT. In the event the SUBRECIPIENT does not make the above -referenced documents available within the City of Santa Ana, California, the SUBRECIPIENT agrees to pay all necessary and reasonable expenses incurred by the CITY in conducting any audit at the location where said records and books of account are maintained. The SUBRECIPIENT agrees to meet the requirements set forth in 24 CFR § 576.500. E. Homeless Management Information Systems (HMI. (1) Generally. The SUBRECIPIENT must ensure that data on all persons served and all activities assisted under ESG-CV are entered into the applicable community -wide HMIS in the area in which those persons and activities are located, or with the express knowledge and written consent of the CITY, a comparable database, in accordance with HUD's standards on participation, data collection, and reporting under a local HMIS. 15 (2) HMIS Agency Agreement. The SUBRECIPIENT shall have an agreement in place with the HMIS lead agency to participate in the regionally HMIS system. A copy of the SUBRECIPIENTS agreement with the HMIS lead agency shall be attached to this agreement as Exhibit F. In the case of Domestic Violence service providers or other agencies prohibited from entering data into HMIS, documentation from the HMIS lead agency certifying that the SUBRECIPIENT is using a comparable database shall be attached to this agreement as Exhibit E. (3) HMIS Interagency Data Sharing Agreement. The SUBRECIPIENT shall enter into an Interagency Data Sharing Agreement with the HMIS Lead Agency where the SUBRECIPIENT agrees to share HMIS data with other ESG-CV funded agencies regarding clients that are served in ESG-CV funded programs, unless prohibited by law. A copy of such agreement shall be, attached as Exhibit F-1. (A.) The SUBRECIPIENT agrees to provide 211 OC with all required data needed to complete data analysis regarding project performance, data timeliness, or data quality. F. Audit Report Requirements The SUBRECIPIENT agrees that if the SUBRECIPIENT expends Seven Hundred Fifty Thousand Dollars ($750,000,00) or more in federal funds, the SUBRECIPIENT shall have an annual audit conducted by a certified public accountant in accordance with the standards as set forth and published by the United States Office of Management and Budget (2 CFR 200.501a). The SUBRECIPIENT shall provide the CITY with a copy of said audit by April l of the year following the program year in which this AGREEMENT is executed. Further, the SUBRECIPIENT shall comply and/or cause compliance with audit report(s) required by applicable provisions of the Lead - Based Paint Regulations as further detailed below. VIII. EVALUATION AND MONITORING A. Generally The CITY will monitor the performance of the SUBRECIPIENT against goals and performance standards as required herein. The SUBRECIPIENT shall provide the CITY all necessary reporting information as required by the CITY in the administration and review of the Program. Substandard performance as determined by the CITY will constitute noncompliance with this AGREEMENT. If action to correct such substandard performance is not taken by the SUBRECIPIENT within a reasonable period of time after being notified by the CITY, contract suspension or tennination procedures will be initiated. B. Access to Records The SUBRECIPIENT gives the CITY and HUD, including their authorized representative, access to and the right to examine all records, books, papers, items, emails, and documents, both physical and electronic, relating to the program. 16 C. Audit The CITY shall have the right to audit and monitor any program income as a result of an ESG- CV activity. Upon request by the CITY and for audit purposes, the SUBRECIPIENT further agrees to provide all files, records, and documents pertaining to related activities and clientele demographic data. IX. LIABILITY A. Generally Each party to this AGREEMENT acknowledges that it will be liable for its own negligent acts or negligent omissions by or through itself, its employees, agents, and subcontractors. Each party further agrees to defend itself and themselves, and to pay any judgments and costs arising out of such negligent acts or omissions, and nothing in this AGREEMENT shall impute or transfer any such liability from one to the other. In other words, the SUBRECIPIENT agrees to be fully responsible for its negligent acts or omissions, or any intentional tortuous acts which result in claims or suits against the CITY, and agrees to be liable for any damages proximately caused by said acts or omissions. Nothing herein shall be construed as consent by a State or CITY agency or subdivision to be sued by third parties in any matter arising out of any contract, and nothing herein is intended to serve as a waiver of sovereign immunity where sovereign immunity applies. B. CITY not Liable for Funds The SUBRECIPIENT further acknowledges that the source of the ESG-CV Funds is a federal pass -through grant to the SUBRECIPIENT. The CITY shall have no obligation to advance or pay the SUBRECIPIENT with any funds other than the ESG-CV Funds the CITY receives from HUD. C. Hold Harmless The SUBRECIPIENT shall defend, indemnify and save harmless the CITY, its officers, agents, employees, representatives, volunteers, and student externs from and against any and all damages to property or injuries to or death of any person or persons, including property and employees or agents of the CITY, and shall defend, indemnify and save harmless the CITY, its officers, agents, employees, representatives, volunteers, and student extems 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 attorney fees/expenses for litigation or settlement, resulting from or arising out of the negligent or wrongful acts, errors or omissions of the SUBRECIPIENT, its officers, directors, employees, agents, subcontractors, and suppliers arising out of the SUBRECIPIENT's performance of this AGREEMENT. 17 X. > NVIRONMENTAL CONDITIONS A. Generally ESG-CV activities are subject to environmental review by HUD under the environmental regulations in 24 CFR 50, The SUBRECIPIENT, or any contractor of the SUBRECIPIENT, may not acquire, rehabilitate, convert, lease, repair, dispose of, demolish, or construct property for a project under this part, or commit or expend HUD or local funds for eligible activities under this part, until HUD has performed an environmental review under 24 CFR part 50 and the recipient has received HUD approval of the property. The SUBRECIPIENT agrees to comply with all applicable environmental requirements insofar as they apply to the performance of this AGREEMENT, including but not limited to the Clean Air Act, the Federal Water Pollution Control Act and the Flood Disaster Protection Act. If applicable, the SUBRECIPIENT also shall comply with the Historic Preservation requirements of National Historic Preservation Act of 1966. B. Lead -based paint remediation and disclosure The Lead -Based Paint Poisoning Prevention Act (42 U.S.C. 4821-4846), the Residential Lead - Based Paint Hazard Reduction Act of 1992 (42 U.S.C. 4851-4856), and implementing regulations in 24 CPR part 35, subparts A, B, H, J, K, M, and R apply to all shelters assisted under ESG program and all housing occupied by program participants that were built before 1978. C. Assignment of Responsibilities By this AGREEMENT, the SUBRECIPIENT will accept assignment from the CTTY of all responsibilities set forth in Subpart K of 24 CFR 35, D. Compliance with Subpart K The purpose of Subpart K is to establish procedures to eliminate as far as practicable lead -based paint ("LBP") hazards in a residential property that receives Federal assistance under certain HUD programs for acquisition, leasing, support services, or operation. In connection with the grant funds under this AGREEMENT, the CITY requires that the SUBRECIPIENT comply and show evidence of compliance with all applicable subparts of 24 CFR 35, and especially, Subpart K ("LBP Regs"). The SUBRECIPIENT shall conduct the following activities for the dwelling unit, common areas servicing the dwelling unit, and the exterior surfaces of the building in which the dwelling unit is located: (1) A visual assessment of all painted surfaces in order to identify deteriorated paint; (2) Paint stabilization of each deteriorated paint surface, and clearance, in accordance with §§ 35.1330(a) and (b), before occupancy of a vacant dwelling unit or, where a unit is occupied, immediately after receipt of Federal assistance; and 1s (3) Ongoing lead -based paint maintenance activities into regular building operations, in accordance with § 35.1355(a), if the dwelling unit has a continuing, active financial relationship with a Federal housing assistance program, except that mortgage insurance or loan guarantees are not considered to constitute an active programmatic relationship for the purposes of this part. (4) And, notice to occupants in accordance with §§ 35.125(b)(1) and (c), describing the results of the clearance examination. E. Notification of LBP Hazard The SUBRECIPIENT shall provide to all occupants of housing: (1) In accordance with Section 35.130 of the LBP Regs - die LBP hazard information pamphlet. The pamphlet shall be the EPA/HUD/Consumer Product Safety Commission lead hazard information pamphlet or an EPA -approved equivalent. The current form and version of the pamphlet can be found at: http;Hwww.hud.gov/offices/lead/library/enforcement/fs-discl.pdf (2) In accordance with 24 CFR 35, Subpart A, all available information and knowledge regarding the presence of LBP and LBP hazards prior to leasing a housing unit. (3) In accordance with 24 CFR 35, Subpart A, notification in writing of the results of the presumption of LBP and/or LBP hazards, results of any lead hazard evaluation, and any lead hazard reduction work. F. LBP Infonuntion Summary For purposes of information only and in no respect intended to be a representation or warranty of the provisions of the LBP Regulations, the CITY has caused to be prepared all information summary relating to the LBP Regulations and Application to dwelling units that may be occupied by recipients of services and/or funding from the SUBRECIPIENT under this AGREEMENT. CITY staff will cooperate with and be available to the SUBRECIPIENT to assist in implementation of compliance with the LBP Regs as to residential dwelling units to be assisted by the SUBRECIPIENT. The parties acknowledge and agree the CITY shall not be liable or responsible for the accuracy of such summary, and the SUBRECIPENT is directed to the LBP Regulations and implementing guidance published and provided by HUD relating to compliance with such LBP Regulations. G. Exemptions Section 35.115(a) provides exemptions from Subparts B through R. For example, lead -based paint requirements do not apply to housing assistance if the assistance lasts less than one hundred (100) days. 19 XI. CONFLICTS OF INTEREST The SUBRECIPIENT shall comply with 2 CFR 200.112 with respect to the use of program funds to procure services, equipment, supplies, or other property. With respect to all other decisions involving the use of program funds, the following restriction shall apply: No person who is an employee, agent, consultant, officer, or elected or appointed official of the SUBRECIPIENT and who exercises or has exercised any functions or responsibilities with respect to assisted activities, or who is in a position to participate in a decision making process or gain inside information with regard to such activities, may obtain a personal or financial interest or benefit from the activity, or have an interest in any contract, subcontract, or agreement with respect thereto, or the proceeds there under, either for himself or herself, or for those with who he or she has family or business ties, during his or her tenure or for one (1) year thereafter. The SUBRECIPIENT agrees to abide by the ESG-CV Program's Conflict of Interest provisions as expressly detailed in 24 CFR § 576.404 regarding Organizational Conflicts of Interest and Personal Conflicts of Interest. All contractors of the SUBRECIPIENT must comply with the same requirements that apply to the SUBRECIPIENT under this section. XII. ASSIGNABILITY None of the duties of or work to be performed by, the SUBRECIPIENT under this AGREEMENT shall be subcontracted or assigned to any agency, consultant, or person without the prior written consent of the CITY. The SUBRECIPIENT must submit all subcontracts and other agreements that relate to this AGREEMENT to the CffY. No subcontract or assignment shall terminate or alter the legal obligations of the SUBRECIPIENT pursuant to this AGREEMENT. XIII. EXCLUSIVITY 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 the CITY's ESG-CV Funds by the SUBRECIPIENT and contains all the covenants and agreements between the parties with respect to such ESG-CV Funds 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 the CITY and the SUBRECIPIENT. XIV. AMENDMENTSORMODIFICATIONS The SUBRECIPIENT shall not obligate, encumber, spend, or otherwise utilize program funds for any activity or purpose not included or not in conformance with the budget as apportioned and as submitted to the CITY unless: (1) The SUBRECIPIENT has received explicit written approval from the CITY to undertake such actions, or 20 (2) Budget changes may be made among approved program activities and among approved budget categories so long as the specific project activity has been approved, there is no change to the total grant amount, and the changes to the budget are documented. Any program modification request by the SUBRECIPIENT must be requested at least forty-five (45) days prior to the end of the tern of this AGREEMENT. No modification to this AGREEMENT shall be binding by either party unless in writing and signed by both parties. In the event that the CITY approves any amendment to the funding allocation, the SUBRECIPIENT shall be notified in writing and such notification shall constitute an official amendment. The CITY may, at its discretion and upon provision of proper notice to the SUBRECIPIENT, amend this AGREEMENT to conform with changes in Federal, State, and/or the CITY laws, regulations, guidelines, directives, and objectives. Such amendments shall be incorporated by written amendment as a part of this AGREEMENT. XV. VIOLATION Or TERMS AND CONDITIONS A. Termination If, due to any cause, the SUBRECIPIENT fails to comply with the terms, conditions or requirements of this AGREEMENT, or any prior AGREEMENT whereby ESG-CV funds were received by the SUBRECIPIENT, whether stated in a Federal statute or regulation, an assurance, a State plan or application, a notice of award, or elsewhere, the CITY may terminate or suspend this AGREEMENT in accordance with 2 CFR 200.339 and in accordance with 2 CFR 200,340 by giving written notice, and the CITY may request in writing that all or some of the grant funds be returned even if the SUBRECIPIENT has expended the funds. If the SUBRECIPIENT reports inaccurately, or if on audit there is a disallowance of certain expenditures, the SUBRECIPIENT agrees to remedy the acts or omissions causing the disallowance and repay the CITY all amounts spent in violation thereof, If the SUBRECIPIENT engaged in fraudulent activity to obtain and/or justify expenditure of the ESG-CV funds granted hereunder, the SUBRECIPIENT shall be required to reimburse the CITY of all such funds that were obtained and/or spent under fraudulent circumstances, and the CITY reserves the right to take other remedies that may be legally available. The SUBRECIPIENT agrees to return all funds as requested by the CITY tinder this section within thirty (30) days of receipt of the written request. Any objections regarding terminations or suspensions shall be made by the SUBRECIPIENT in writing and mailed to the CITY pursuant to the above NOTICES section. XVL CLOSE-OUT The SUBRECIPIENT agrees to comply with the closeout procedures detailed in 2 CFR 200.343, including the following: 21 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 tinder the Federal award not later than ninety (90) calendar days after the end date of the period of performance as specified in the terns and conditions of the Federal award; 3. SUBRECIPIENT must promptly refund any balances of unobligated cash that the CPfY paid in advance or paid and that is not authorized to be retained by SUBRECIPIENT for use in other projects (See OMG 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 200.310-200.316 and 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 ARGREEMENT 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. 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. XIX. WAIVER No delay or omission by the CITY hereto to exercise any right or power accruing upon any noncompliance or default by the SUBRECIPIENT with respect to any of the terms of this AGREEMENT shall impair any such right or power or be construed to be a waiver thereof. A waiver by either of the parties hereto of any of the covenants, conditions, or agreements to be performed by the other shall not be construed to be a waiver of any succeeding breach thereof or of any other covenant, condition, or agreement herein contained. 22 A-2020-195A XX. AGREEMENT DOCUMENT, EXHIBITS, AND ATTACHMENTS All of the attachments and exhibits attached to this AGREEMENT are deemed incorporated by reference. This document may be executed in three (3) counterparts, each of which shall be deemed to be an original. Each undersigned represents and warrants that its signature hereinbelow has the power, authority and right to bind their respective parties to each of the terms of this AGREEMENT, and shall indemnify the CITY fully, including reasonable costs and attorney's fees, for any injuries or damages to the CITY in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. IN WITNESS WHEREOF, the parties hereto have executed this AGREEMENT on the date and year first above written. APPROVED AS TO FORM: SONIA CARVALHO City A"rney t lr By: O. HODGE Assistant City Attorney RECOMMENDED FOR APPROVAL: STEVEN A. MENDOZA Executive Director Community Development Agency 23 CITY OF SANTA ANA a municipal corporation S GE City Manager SU13RECIPIENT: JOHN ING CFO, Illumination Foundation Tax ID: 71-1047686 EXHIBIT A: NAVIGATION CENTER SCOPE OF SERVICES CASE MANAGEMENT A Case Manager's primary function is to connect clients to an array of social services, entitlements, Food Stamps, Medi-Cal, and assist clients with completing any applications for SSI, SSDI, Unemployment or retirement benefits. In addition, a Case Manager will work closely with the client to secure vital documents needed to obtain permanent housing such as:Birth Certificate, Driver's License or ID card, Social Security card, Passport, etc. Case Managers will also be the primary point of contact when assisting clients through legal issues, homeless court, and traffic tickets. Case Managers meet weekly, and at times much more frequently with clients to develop goals, to obtain and maintain housing, and to become stable and active in the community at large. Most importantly, Case Managers assist Housing Navigators when preparing a client for permanent housing. HOUSING NA VIGA TIONAND SUSTAINABILITY SER VICES Housing Navigators support Case Managers as they work with clients to gain housing. A Housing Navigator's job is to cultivate and maintain housing inventory suitable to meet the needs of our clients. Housing Navigators assist clients when navigating the Housing Authority and the housing voucher system, landlord/tenant relations, rights and responsibilities of tenants. In addition, Housing Navigators can assist clients with a"hands on" approach when doing walkthroughs of potential units and introductions of the landlord and client. Housing Navigators assist clients from the housing application process through to the move in. Housing Navigators continue to support clients in housing as retention and stabilization specialists as well. SITE/PROGRAM MANAGEMENT The Site Manager is responsible for the day-to-day supervision of the facility and all staff assigned to the facility. Site Managers will maintain the facility up to city building codes and contractual obligations at all times. Site Managers serve as arbiter in client issues, and set standards of performance for all direct reports. Additionally, Site Managers will track and report on all contractual data and outcome reporting. SITE CLEANLINESS Site Assistants' primary function is to assist clients with their day-to-day needs including but not limited to: bedding, hygiene supplies, storage of personal items, transportation to and from appointments, laundry or food service where a client is physically incapable of completing these tasks without assistance. Site Assistants will also be responsible for the daily upkeep and cleanliness of the facility. In addition, a Site Assistant's role is to engage each client on a daily basis, build trust and rapport and ultimately a relationship that will allow for mutual communication and respect. This foundation is instrumental in addressing emergent issues with clients, and assisting in crisis de-escalation. 1 SUBSTANCE USE COUNSELING The role of the Substance Use Counselor is to address clients who by their own admission suffer from the negative impact of substance use in their lives. Counselors will use a "Harm Reduction" approach when making contact with clients. The Harm Reduction model recognizes that each individual has the right to self-determination. We have had success with this approach, seeing numerous clients modify or discontinue use of substances. Counselors will be able to reflect back some of the negative and lasting effects that substance use may be having in a client's life, and offer them the therapeutic tools and support to build their own customized Recovery Plan. BEHAVIORAL HEALTH THERAPY The role of the Behavioral Health Therapist is to build trust and rapport with the client in an attempt to address possible past traumatic episodes. Using evidence -based practices, a Behavioral HealthTherapist who is able to gain the trust of their client can, in many cases, deliver services that assists the client with processing their past life experiences that have kept them from being able to move forward into stability. This plays a key role in preparing long-term or chronically homeless individuals for the possibility of being housed and remaining stably housed. PROGRAMLAYOUT The Navigation Center will include: • Sleeping Area • Pet Accommodations • Dining/Commons Area • Food Storage , Refrigeration, and Prep Area • Security Offices/Station • Site -Administration and Operations Offices • Intake and Private Meeting Areas • Restroom and Shower Areas • Laundry Facilities • Client Storage Area • Recreational Opportunities • Access to Computers In addition, the site will also feature: • Outdoor Facilities/Areas • Bike Rack Area • Outdoor Commons • Pet Area is ADMISSION CRITERIA All clients must be literally homeless in the City of Santa Ana. Clients will be admitted through the reservation system. A prospective client must be willing to participate in creating and working a housing plan, follow facility expectations, and maintain appropriate behavior with consideration for other clients. All clients must review and sign a copy of the "Client Expectation" document prior to entry. Intake staff will assist any clients who may have difficulty understanding or reviewing these expectations. A form of official identification is required to verify identity; however, a client will not be denied access to services without one Case Managers and/or Housing Navigators will assist clients in obtaining a California ID, providing each client with a no -cost ID voucher. EXIT PROCEDURES When a client must be exited for serious or continued rule violations, the following procedure will be used: • The client will have the procedure explained in a polite and concise manner. • The client will be given 2-3 alternatives for shelter (based on availability), and will be assisted with gathering all belongings. • Client will be asked to sign a Discharge document (client's refusal to sign will be noted and a second staff signature will suffice). • Client will be transported to either the shelter they have chosen or to one of the preapproved drop off/pick up destinations. When a client is exiting into housing or reuniting with family, they will sign the coinciding documents, gather their belongings, receive a certificate of successful completion, and be transported to their new living arrangement. GOOD NEIGHBOR POLICY Illumination Foundation is committed to communication with neighbors on an ongoing basis. As part of this commitment, a public inquiry phone number and contact information will be posted. Community stakeholders may call this number for information about the site or to have any questions answered. Any community complaints and/or inquiries about the program will be recorded and forwarded to the appropriate staff for prompt investigation. Illumination Foundation will be frilly committed to an appropriate customer service response and will consider the resolution of community complaints a high priority. Illumination Foundation will also create and maintain a program website that will include important information for community stakeholders and clients alike. The website will include a "Frequently Asked Questions" section which will help to provide instant answers to community concerns. Illumination Foundation will highlight volunteer, in -kind, and donation opportunities encouraging community support for the program. 3 Illumination Foundation is committed to communicating and working collaboratively with the City, law enforcement, and fire departments through all stages of program implementation- from facility design to program execution. The intention of Illumination Foundation is to be as self-sufficient as possible and minimize the facility's impact on the local police and fire departments. This includes ensuring that staff and security are trained to properly manage and respond to an array of difficult situations that may occur at the facility. Illumination Foundation will provide an array of services and support that will be beneficial to local police and fire departments. These services include, but will not be limited, to: • Security Officers stationed both on -site and at shuttle locations • Designated beds reserved each night for law enforcement referrals • Staff Neighborhood Patrol will monitor surrounding area to control issues of loitering, abandoned property, and other blight • Training opportunities on mental illness, homeless sensitivity, or other topics of interest to supplement existing department trainings • Direct referral access to the Coordinated Entry System to connect homeless individuals with housing opportunities • Statistical reports on number of clients served, length of stay and/or demographic information Illumination Foundation will be committed to active participation in city and county -wide community events. To the extent that is reasonable and feasible, representatives of Illumination Foundation will attend meetings of the local Neighborhood Association(s) and local Chamber of Commerce(s) when invited, and communicate with neighborhood and business participants. Additionally, Illumination Foundation may sponsor special events, such as community resource fairs, which will include the community and the neighborhood on various occasions. STAFFPLAN Illumination Foundation will exercise their best efforts to prioritize Santa Ana residents while hiring for this facility, but may hire from any geographic area if necessary. STAFF TRAINING All Program staff will be trained when hired in: emergency evacuation, first aid procedures, mandated reporting policies, crisis intervention, and CPR procedures. This training will be repeated and updated annually and as needed. Staff may receive additional training on different topics as opportunities arise and are needed. Each staff member also receives on -going in-service training in crisis management, strength -based approaches, trauma -informed care, motivational interviewing, mediation, and positive communication skills. Security staff will be provided sensitivity training to better equip them to work with homeless clients, and those in crisis. ACCESS TO SAFE SHELTER The Navigation Center will be accessible 24 hours a day, seven days/week, 365 days a year. In order to decrease the impact to the surrounding neighborhood, access to bed availability will be handled through a reservation system. No walk-ins for the Navigation Center Program or services will be permitted. Illumination Foundation shall prioritize all beds at the facility for use by persons who reside in Santa Ana, based on reasonable criteria established to determine residency. Approved referral agencies are City of Santa Ana authorities, including but not limited to members of the Santa Ana Police Department, Santa Ana staff, and/or third -parties under contract with the City for outreach and engagement services with homeless individuals. This includes CityNet, Illumination Foundation, and the Orange County Health Care Agency. LENGTH OF STAY Illumination Foundation proposes a 120- to 180-day length of stay; however based on a client's vulnerability, chronicity, and available housing inventory, more time may be required. It is Illumination Foundation's goal to match all eligible individuals to appropriate permanent housing at the earliest opportunity. Each client will have a Case Manager and Housing Navigator supporting their progress toward housing stabilization. The program is designed to provide this support until a housing option becomes available. However, at any time a client may be exited from the shelter for safety or continual shelter violations. SLEEPING AREAS Due to the nature of this facility, beds provided will be single beds, in a dorm setting. Each client will be assigned a pillow and bedding for the length of their stay. Bedding will be washed and changed at regular intervals to promote health and cleanliness. Space will be divided to allow for separate sleeping areas for men and women, couples and families. Flexible sleeping space will also be provided for the transgender population, those dealing with illness or for other special needs populations. PET FRIENDLY Illumination Foundation believes in providing support for the most vulnerable individuals and their companion animals. The Navigation Center Program will provide space for a total of 30 companion/service/support animals. Clients may bring (1) pet with them up to the shelter maximum of 30. Animals must be maintained by the clients, however Illumination Foundation can help with linkage to animal resources, including veterinary and hygiene services in most cases. 5 MEALS Breakfast, lunch, dinner, and healthy snacks will be provided for all clients in a central dining area. Hot meals will be purchased and delivered to the site daily from an Illumination Foundation service partner. These meals will be served to clients of the facility by both paid staff and volunteers. HYGIENE FACILITIES Hygiene facilities will be provided on -site including toilets and showers. Clients will be encouraged to utilize these facilities daily. Toiletries will be provided by Illumination Foundation to clients as needed. Laundry will be done by paid staff and volunteers at intake. Clients will be assisted with their laundry on a weekly basis to ensure a healthy shelter environment. As a preventative measure, upon entry all client's clothes and belongings will be sanitized and washed to prevent the spread of pests and allergens. TRANSPORTATION Illumination Foundation will provide transportation in vans and shuttles to predetermined drop off/pick up locations throughout the city of Santa Ana. In addition, Illumination Foundation will provide clients with transportation to and from doctors appointments, social services appointments, housing appointments and any other destination that is in alignment with the client's established housing plan. Some transportation may be completed by Uber, Lyft, and OCTA depending on the availability of transportation, the volume of clients requiring transportation on a given day, and the client's vulnerability and capabilities. SECURITY Illumination Foundation will contract with a state -licensed security vendor that will be stationed inside and outside of the facility property 24 hours a day 7 days a week. Illumination Foundation will follow policies and procedures that promote utmost safety for clients, staff, volunteers, and the community. Illumination Foundation will strive to provide an atmosphere that promotes community, stays alert for signs of conflict, and confronts behaviors before they escalate. The security plan will include a multifaceted approach involving secured entrances, security searches upon entrance, confiscation of harmful contraband, trained security personnel providing around -the -clock indoor and outdoor coverage, security cameras. and lighting. Other program elements that will support security efforts include no walk ups and no loitering policies. 1 ti t "� � Ft � vt Lgx°' C� � ti.+x� k'�"*2�2�'• i 1 , tr �.. � w :a. Personnel Subtot Staffing and Expense Assumptions Annual Salary Benefits Total $ $ $ $ $ $ $ $ $ 30,000 84,000 84,000 50,000 84,000 135,000 350,000 222,000 13,750 $ $ $ $ $ $ $ $ $ Monthly 3,125 8,750 8,750 5,208 8,750 14,063 36,458 23,125 1,432 109 661 FTE 25%e 0.50-$ '60,000 $ 15,000 $ 75,000 �2.00 $ - 42,000 $ 10,500 $ 52,500 2.00 $ 42,000 $ 10,500 $ 52,500 1.00 $ '50,000 $ 12,500 $ 62,500 2.00- $ 42,000 $ 10,500 $ 52,500 3.00'. $ 45,000. $ 11,250 $ 56,250 10.00: $ '35,000 $ 8,750 $ 43,750 6.00 $ r.37,000- $ 9,250 $ 46,250 0.25. $ 55,000 $ 13,750 $ 68,750 al 26.75 Client Assistance Client capacity 140 Food $8.50 per day per client $ 36,196 Other needs $1.50 - per day per client $ 42,583 Facilities Expenses Rent Utilities Insurance $:_'15;000 annual Maintenance -$ 20: monthly per census $ 27,759 Other Expenses Liability insurance .; .; 15,000annually $ 1,250 Security services $ 20-hourly 24/7 coverage 0 euard(s) $ 58,400 Pet care contract N/A $ 9,000 Office supplies $ 20 per FTE per month $ 535 Telecom $'. 30 per FTE per month $ 803 Staff mtg B, travel $ '15- per HE per month $ 401 Automobiles $.. 2,000per car per month ff of cars x,,:.77. $ 10,000 Bus passes - $'. 500 per month $ 500 Miscellaneous $ 10 monthly per census $ 1,400 $ 82,289 Administration `i10% <;`i of Operating costs $ 26,229 $68.70 PER DIEM Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion Lower Tier Covered Transactions This certification is required by the regulations implementing Executive Order 12549, Debarment and Suspension, 29 CFR Part 98, Section 98.510, Participants' responsibilities. The regulations were published as Part VII of the May 26,1988 Federal Resister (pages I9160-19211). (BEFORE COMPLETING CERTIFICATION, READ INSTRUCTIONS FOR CERTIFICATION - Attached) (1) The prospective recipient of federal assistance funds certifies, by submission of this proposal, that neither it nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in this transaction by any federal department or agency. (2) Where the prospective recipient of federal assistance funds is unable to certify to any of the statements in this certification, such prospective participant shall attach an explanation to this proposal. John Ing, CFO / Illumination Foundation Name and Title of Authorized Representative 9/29/20 �i Signature Date EXHIBIT C Page 1 of 2 INSTRUCTIONS FOR CERTIFICATION By signing and submitting this proposal, the prospective recipient of federal assistance funds is providing the certification as set out below. 2. The certification in this clause is a material representation of fact upon which reliance was placed when this transaction was entered into. If it is later determined that the prospective recipient of federal assistance funds knowingly rendered an erroneous certification, in addition to other remedies available to the Federal Government, the Department of Labor (DOL) may pursue available remedies, including suspension and/or debarment. 3. The prospective recipient of federal assistance funds shall provide immediate written notice to the person to which this proposal is submitted if at any time the prospective recipient of federal assistance funds Teams 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. 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 four Procurement or No Procurement Programs. 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 from participation in this transaction, in addition to other remedies available to the Federal Government, the DOL may pursue available remedies, including suspension and/or debarment. EXHIBIT C Page 2 of 2 Certification Regarding Lobbying Certification for Contracts, Grants, Loans, and Cooperative Agreements The undersigned certifies, to the best of his or her knowledge and belief, that: (1) No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contact, grant, loan or cooperative agreement. (2) If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions. (3) The undersigned shall require that the language of this certification be included in the award documents for all subawards at all tiers (including subcontract, subgrants, and contracts under grants, loans, and cooperative agreements) and that all subrecipients shall certify and disclose accordingly. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352, Title 31, U. S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. The Illumination Foundation g Grantee/Contactor Organization Program Title John H. Ing, CFO 9/29/20 Name of Certifying Officer Signature Date EXHIBIT D Page 1 of 2 SUBRECIPIENT warrants the following: 1. SUBRECIPIENT will comply with Public Law 88-352, Title VI of the Civil Rights Act of 1964 (42 U. S. C. section 2000 et seq.) and implementing regulation in 24 CFR Part 1. 2. No person in the United States shall on the ground of race, color, religion, national origin, or sex, be excluded from participation in, or be denied the benefits of, or be subjected to discrimination under any program or activity funded in whole or in part with community development funds made available pursuant to the ACT. 3. All laborers and mechanics, employed by contractors or subcontractors in the performance of construction work financed in whole or in part with community development funds shall be paid wages at rates not less than those prevailing on similar construction in the locality as determined in accordance with the Davis -Bacon Act, as amended, 40 U. S. C. Sections 276 a 1-5, except for individuals who perform services for which they volunteered; do not receive compensation for such services; or are paid expenses, reasonable benefits, or a nominal fee for such services; and are not otherwise employed at any time in construction work. 4. SUBRECIPIENT will comply with all Federal statutes applicable to projects funded with community development funds, except that (a) SUBRECIPIENT does not assume CITY'S environmental responsibilities described at 24 CFR 570.604; and (b) SUBRECIPIENT does not assume CITY'S responsibility for initiating the review process under Executive Order 12372. EXHIBIT D Page 2 of 2 Certification Regarding Drug -Free Workplace Requirements The certification set out below is a material representation upon which rellarice 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, (a) 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 1 of 3 (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), (a) and (f). 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. Illumination Foundation Organization Authorized Signature 9/29/20 Date PLACE OF PERFORMANCE FOR CERTIFICATION REGARDING DRUG -FREE WORKPLACE REQUIREMENTS Name; Illumination Foundation Date; 9/29/20 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): 1815 E. Carnegie Avenue County of Orange, Santa Ana, CA 92705 GREATER Los ANGELES & ORANGE COUNTY HOMELESS MANAGEMENT INFORMATION SYSTEM (LA/OC HMIS) PARTICIPATING ORGANIZATION AGREEMENT 1. Purpose The HMIS is a HUD -mandated information technology system that is designed to capture client -level Information ever time, on the characteristics and service needs of homeless persons. Client data is maintained on a central server, which will contain all client information in an encrypted state. HMIS Integrates data from all homeless service providers andorganlzations In the community and captures basic descriptive Information on every person served. Participation InLA/OC HMIS allows organizations to share information with other participating organizations to create a morecoordinated and effective delivery system. The LA/OC HMIS is the secured electronic database for the Greater Los Angeles and Orange Counties and is a valuable resource for local communities. The LA/OC HMIS Collaborative consists of four separate Continuums of Care (CoC). The continuums are: Los Angeles City and County; Santa Ana/Anaheim/Orange County; Glendale; and Pasadena. The LA/OC HMIS Collaborative's goal Is to provide a comprehensive case management system to advance the provision of quality services for homeless persons, improve data collection, and promote more responsive policies to end homelessness in the Greater Los Angeles and Orange Counties. II. Agreement and Understanding This Agreement authorizes this Participating Organization (Organization) to designate HMIS Users (User). A User is a staff person entrusted to enter Protected Personal Information (PPI) into the LA/OC HMIS, on behalf of this Organization. In order to allow a User to access the LA/OC HMIS, a User Agreement must be signed by the User, the HMIS Administrator, and this Organization's Authorized Representative, III. Confidentiality and Informed Consent Confidentiality: This Organization must require all Users to abide by its organization's policies and procedures; uphold all privacy protection standards established by the LA/OC HMIS Collaborative Policies and Procedures; and comply with all relevant federal and State. of California confidentiality laws and regulations that protect client records. Except where otherwise provided for by law, this Organization shall ensure that confidential client records are released with the client's written consent. Written Consent: To obtain written consent, prior to each client's assessment, each client must be informed that the client's information will be entered into an electronic database called HMIS. The terms of the Consent to Share Protected Personal Information form must also be explained to each client. Clients who agree to have their PPI entered into the LA/OC HMIS must sign the Consent to Share Protected Personal Information form. Verbal Consent: Verbal consent to enter PPI Into the LA/OC HMIS may be obtained during circumstances such as phone screenings, street outreach, or community access center sign -ins. Each client must be Informed that his or her information will be entered into the HMIS database. The terms of the Consent to Share Protected Personal Information form must also be explained to each client. The client's written consent must be obtained once the client appears for his or her initial assessment. Version 1.5 Exhibit F Modified 1012112015 Page 1 of 3 IV. Client's Rights The client has a right to receive a copy of this notice at the time of request. Each client has the right to receive the following, no later than five (5) business days of a written request: • A correction of Inaccurate or incomplete PPI • A copy of his or her consent form • A copy of his or her HMIS records • A current list of participating organizations that have access to HMIS data V. Data Use This Organization must protect HMIS data by ensuring that: • A link to the Privacy Notice is accessed from the Organization's website. • LA/OC HMIS is not accessible to unauthorized users • LA/OC HMIS is only accessed by computers approved by the Organization • HMIS Users are trained regarding user responsibilities and conduct • HMIS Users sign and comply with the LA/OC HMIS User Agreement • HMIS Users forward a copy of a client's Revocation of Consent to the HMIS Administrator within 24 hours of receipt. VI. Responsibilities This Organization Is responsible to ensure that: • The Notice Regarding Collection of Personal information is posted at each Intake desk or comparable location. • HMIS Users do not misuse the system • Clients are notifled if a breach of their PPI is discovered • Any HMIS Userwho finds a possible security lapse on the system is obligated to Immediately report It to the HMIS Administrator. • A signed copy of the Consent to Share Protected Personal Information is retained for a period of seven (7) years after the PPI was created or last changed, VII. System Use Computer equipment and services provided by a CoC are intended only for LA/OC HMIS-related activities. Prohibited uses include, but are not limited to: malicious or illegal activities; unauthorized access; the creation, sending and/or storing of fraudulent, threatening, harassing, or obscene messages; Inappropriate mass mailing (spamming, flooding, bombing); denial of service attacks; and the creation or intentional distribution of computer viruses, worms, and/or Trojan horses. Equipment, if applicable: All CoC-provided computer equipment including, but not limited to, printers, scanners, laptops and monitors, were provided through grant funds from HUD. The maintenance and upgrades of these devices are subject to the requirements and funding limitations of the HUD grant. Maintenance and/or upgrade costs to equipment, incurred after the HUD grant funds have been exhausted, become the sole responsibility of this Organization. Software, Licenses, and/or Services, if applicable: Coc-provided services to each organization may Include, but are not limited to, purchasing and Installing Anti -Virus Software and licenses, Firewall software and licenses, Windows software updates and High -Speed Internet Connections. The software and/or services are provided for HMIS purposes through HUD grant funds. The maintenance, upgrades and license purchases are subject to the requirements and funding limitations of the HUD grant. Additional maintenance, upgrades and license purchases, Incurred after the grant funds have been exhausted, become the sole responsibility of this Organization. Version 1.5 Page 2 of 3 Modified 10/21/2015 Vill. Rights and Privileges LA/OC HMIS data is stored In one central database and is owned by the LA/OC HMIS Collaborative. The LA/OC HMIS Collaborative reserves all rights to the hIMIS data, Use of the LA/OC HMIS equipment, software, licenses, and/or services is a privilege and is assigned and managed by each HMIS Administrator. IX. Copyright The LA/OC HMIS and other CoC-provided software are protected by copyright and are not to be copied, except as permitted by law or by contract with the owner of the copyright. The number and distribution of copies of any CoC provided software are at the sole discretion of the HMIS Administrator, X, Violations Any violations or suspected violations of any of the terms and conditions of this agreement, the HMIS User Agreement, and/or the HMIS Policies and Procedures, must be Immediately and confidentially reported to the HMIS Administrator and the Executive Director or other authorized representative of this Organization. XI. Term This Participating Organization Agreement becomes effective on the date of final execution and shall remain in effect unless terminated pursuant to paragraph XI. Termination, below. XII. Amendment and Termination • The LA/OC CoC reserves the right to amend this agreement by providing a 3-day notice to this Organization. • Either party has the right to terminate this agreement, with or without cause, by providing a 3-day written notice to the other parry. • If this agreement is terminated, this Organization shall no longer have access to HMIS or any information therein. The remaining LA/OC HMIS participating organizations shall retain the right to use all client data previously entered by this Organization, subject to any restrictions requested by the client. All organizations that sign this agreement and are granted access to the LA/OC HMIS agree to abide by LA/OC's HMIS Collaborative Policies and Procedures. The signature of the Executive Director or other authorized representative of this Organization Indicates acceptance of all terms and conditions set forth in this agreement. This Agreement Is executed between the CoC and the Participating Organization, Upon final execution, this Organization will be given access to the LA/OC HMIS. Illumination Foundation Organization Name John H. Ing, CFO Organization Administrator/Authorized Representative (Print Name) Z� �! Signature 9/29/20 Date of Signature CoC Name HMIS Administrator Name (Print Name) Signature Date of Signature Version 1.5 Page 3 of 3 Modified 1012112015 Orange County COC Inter -Agency Data Sharing Memorandum of Agreement The Illumination Foundation agency agrees to share client data among participating agencies via the LA/OC HMIS (Homeless Management Information System) for the purposes outlined below. Each participating agency must complete and comply with the Agency Agreement. Each Individual HMIS user must complete and comply with the HMIS User Agreement. This document Is available on the OCHMIS website hlt;)://www,ochtilis.org. Uses of HMIS Data: • Coordinate housing services for families and Individuals experiencing homelessness or facing a housing crisis In Orange County • Understand the extent and the nature of homelessness in Orange County • Evaluate performance and progress toward community benchmarks • Improve the programs and services available to Orange County residents experiencing homelessness or a housing crisis • Improve access to services for all Orange County homeless and at -risk populations • Reduce inefficiencies and duplication of services within our community • Ensure that services are targeted to those most In need, including "hard to serve" populations • Ensure that clients receive the amount and type of services that "best fits" their needs and preferences • Pursue additional resources for ending homelessness • Advocate for policies and legislation that will support efforts to end homelessness In Orange County Client Protection: • Informed consent must be given by clients In order for their identifying Information to be entered into HMIS and shared among agencies In the LA/OC HMIS (see Orange County HMIS participating agencies on OCHMIS.org). Non -Identifying client information may be entered in the system for all clients regardless of whether they give their Informed consent and regardless of their domestic violence status. • Only non -identifying information will be entered for clients currently fleeing or In danger from a domestic violence, dating violence, sexual assault or stalking situation. • Identifying client information will only be shared among agencies that have signed this agreement. At the time of Informed consent, and at any point after, the client has the right to see a current list of the OC HMIS participating agencies. • Additional agencies may join the LA/OC HMIS and will be added to the list of HMIS participating agencies. As part of the informed consent process, clients must be Informed that additional agencies may join the collaborative at any time and will have access to their information. • HMIS Users will maintain HMIS data in such a way as to protect against revealing the Identity of clients to unauthorized agencies, Individuals, or entities (see the "OC HMIS Client Consent Form," and the "Client Rights Brochure OC" available on the OCHMIS.org website). • Clients may not be denied services based on their choice to withhold their consent. Each party to this memorandum of agreement shall defend, indemnify, and hold all other parties harmless from any and all claims arising out of that party's negligent performance of this agreement. Any loss or liability to third parties resulting from negligent acts, errors, or omissions of a LA/OC HMIS user while acting within the scope of their authority under this Agreement shall be borne by that user exclusively. Agreed to and signed by the following agency representative: John H. Ing Illumination Foundation Printed Name Agency Name 9/29/20 Exhibit Orioge county CcC IY� A �o v1)1, I ..k uiLin it iJ--ail _ 17 21- ;p