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HomeMy WebLinkAboutItem 17 - Construction Contract to PCN3, Inc. for the Newhope LibraryPublic Works Agency & Library Services www.santa-ana.org/public-works Item # 17 City of Santa Ana 20 Civic Center Plaza, Santa Ana, CA 92701 Staff Report September 17, 2024 TOPIC: Newhope Library Modernization and Delhi Library Branch Improvements AGENDA TITLE Award a Construction Contract to PCN3, Inc. for the Newhope Library Modernization and Delhi Library Branch Improvements Project and an Agreement to Shade Structures, Inc. dba USA Shade & Fabric Structures for a shade structure at Newhope Library (Project Nos. 22-1802, 23-7540 & 22-1382) (General and Non -General Fund) (Revive Santa Ana) RECOMMENDED ACTION 1. Approve the Project Cost Analysis for a total estimated construction delivery cost of $9,132,303, which includes $8,215,533 for the construction contract, $95,217 for contract administration, and a $821,533 project contingency for unanticipated or unforeseen work. 2. Approve an amendment to the Fiscal Year 2024-25 Capital Improvement Program to include $9,132,303 for the Newhope Library Modernization and Delhi Library Improvements. 3. Award a construction contract to PCN3, Inc., the lowest responsible bidder, in accordance with the base bid and alternate bid in the amount of $8,215,533 for construction of the Newhope Library Modernization and Delhi Center Library Branch Project, for a term beginning September 17, 2024 and ending upon project completion, and authorize the City Manager to execute the contract. 4. Approve an agreement with Shade Structures, Inc. dba USA Shade & Fabric Structures for the design and build of a 20-foot by 30-foot cantilever shade structure at the Newhope Library for a total not to exceed of $68,341, for a term beginning September 17, 2024 and expiring December 31, 2025 with provision for a one-year extension, and authorize the City Manager to execute the agreement (Agreement No. A-2024-XXX). 5. Determine that, pursuant to the California Environmental Quality Act, the recommended actions are exempt from further review. Categorical Exemption Environmental Review No. ER-2024-43 was filed for Project 22-1802. Newhope Library Modernization and Delhi Library Branch Improvements September 17, 2024 Page 2 GOVERNMENT CODE §84308 APPLIES: No DISCUSSION The Library strives to be a safe and inclusive community hub. Libraries serve as a third place in the community, beyond work and home, where residents of all ages have an opportunity to connect, create, and learn. Modernizing and expanding library facilities is essential to ensuring Santa Ana's libraries offer the high quality of services seen in other surrounding jurisdictions. Additionally, the Public Works Agency (PWA)'s Engineering Services is responsible for the administration and oversight of all Capital Improvement Projects in the City. To this end, the Newhope Library Branch Modernization Project and the Delhi Library Branch Improvement Project will offer the following enhancements to the Santa Ana Public Library system: Renovation of the Newhope Library Branch includes: • A new, colorful, and inviting building fagade. • A new glass storefront -style entrance and lobby. • A new and modernized customer service, reference, and check-out desk. • Creation of a new "Innovation Center" equipped with computers, robotics, and technology for STEM focused programs and services. • A fully renovated outdoor patio with new seating and shade structure. • Remodel of antiquated staff work areas. • Replacement of original and end of life HVAC systems, windows, and roof. Construction of the Delhi Library Branch includes: • Combining three existing rooms into an innovative indoor/outdoor public library space inside the Delhi Center. • Installation of a roll -up "garage -style" door to allow the exterior and interior of the Library to feel like one cohesive space. • Installation of a special "Knowledge Bar" for staff to assist patrons with technology and information needs. • Creation of a new multigenerational outdoor play and learning area with built-in story time and program spaces. • Creation of a new exterior public entrance and restroom that will allow for the Delhi Library Branch to be its own independently operating space within the Delhi Center. A copy of construction plans, contracts, specifications and all related reference materials (such as The Greenbook) are available for public review at the City's Public Works Agency, Central Files office located in City Hall. Public Outreach and Contractor Participation Newhope Library Modernization and Delhi Library Branch Improvements September 17, 2024 Page 3 The City notified a total of six vendors via PlanetBids that were pre -qualified through RFQ #23-168, none of which were Santa Ana based. Furthermore, staff specifically reached out to these vendors to encourage their participation. As legally required, a Notice Inviting Bids was advertised in the Orange County Register newspaper on June 4 and June 10, 2024. The project was also advertised in PlanetBids from May 31, 2024 through July 24, 2024. Bids were received electronically via PlanetBids on July 24, 2024. One bid protest was submitted by PCL Construction to PCN3, Inc., in regards to PCN3, Inc.'s submitted documentation. As all required documentation was received, staff has deemed the protest insufficient for rebid and recommends awarding the project to PCN3, Inc. Base Bid Results Summary Rank Bidder's Name Location Base Bid 1 PCN3, Inc. Los Alamitos, CA $8,190,533 2 PCL Construction Services, Inc. Irvine, CA $8,649,777 3 Morillo Construction, Inc. Pasadena, CA $9,364,033 A total of three bids were received and all were deemed responsive. PCN3, Inc. submitted the lowest responsive base bid in the amount of $8,190,533 (Exhibit 2). As specified in the bid documents, the lowest bid shall be determined on the basis of the Base Bid. Based on the bid analysis and a contractor's reference check, staff recommends awarding the construction contract, including the bid alternate in the amount of $25,000 for exterior painting of the Delhi Library Branch, to PCN3, Inc. for a total agreement amount of $8,215,533 (Exhibit 3). PCN3, Inc. has not performed work as a prime contractor for the City of Santa Ana. A reference check was made by staff and good reviews were received regarding the quality of work performed by the contractor on previous projects. Project Delivery To deliver a complete project, in addition to the construction contract, the estimated total project delivery cost includes budget allocation for construction administration. On June 6, 2023, City Council awarded a contract to Griffin Structures to provide day-to-day construction management services, inspections of the Contractor's work to ensure contract compliance, workmanship, and quality; and materials testing. Construction administration includes implementation of the labor requirements; and oversight of Griffin Structures. Any of the allocated construction administration funds not spent are Newhope Library Modernization and Delhi Library Branch Improvements September 17, 2024 Page 4 considered project savings and are returned to the respective fund balance upon close out of the project. In addition to the Construction Contract Bid Amount, Staff requests that City Council allocate and authorize a project contingency budget equal to 10% of the Contract Bid Amount. The recommended contingency budget will allow Staff to execute contract change orders in the event unexpected conditions arise or if additional work is required to effectively deliver the project. As indicated in the Cost Analysis (Exhibit 4) and as summarized in the table below, the estimated total construction delivery cost of the project is $9,132,303. Project Item Total Construction Contract Bid Amount $8,215,533 Construction Administration $95,217 Inspection $0 Griffin Structures Testing $0 Griffin Structures Project Contingencies $821,553 Total Estimated Construction Delivery Cost $9,132,303 USA Shade Structures, Inc. Shade Structures, Inc. dba USA Shade & Fabric Structures ("USA Shade") is a full - service design/build fabric shade structure manufacturer. USA Shade will design and build a 20 x 30-foot cantilever shade structure to be installed in the Newhope Library patio. The patio is being improved as part of the Newhope Library Modernization Project and will offer additional security and functionality improvements to this important branch library. The new shade structure will replace an antiquated pergola that currently provides very little shade protection and offers an easy way for trespassers to climb and access the building's roof. The new shade structure will eliminate the climbable beams at the top of the existing pergola and replace it with a durable fabric canopy that will provide the area with more shade for the community to enjoy library materials, programs, and services. USA Shade provides its services via Sourcewell, a cooperative government purchasing agency offering competitively solicited and awarded contracts. Santa Ana City Municipal Code Section 2-807 authorizes the City to purchase against contracts awarded by any public agency employing a competitive bid process. Since the City of Santa Ana is a Sourcewell member, it can obtain competitive pricing and services from USA Shade in accordance with Sourcewell Contract No. 010521-LTS-6. City staff opted to procure this custom shade structure separately from the larger Newhope Library Modernization scope, due the item having a longer lead time and because USA Shade is currently a Newhope Library Modernization and September 17, 2024 Page 5 Delhi Library Branch Improvements Sourcewell vendor that successfully delivered the design and build of the existing Children's Patio shade structures at the Main Library. Staff recommends awarding an agreement to USA Shade for the design and build of a 20-foot by 30-foot cantilever shade structure at the Newhope Library (Exhibit 5). ENVIRONMENTAL IMPACT Pursuant to the California Environmental Quality Act, the recommended actions are exempt from further review pursuant to Sections 15301(a) and 15301(d) of the CEQA Guidelines for projects consisting of interior and exterior alterations, as well as restoration or rehabilitation of structures, facilities, mechanical equipment, and windows. The proposed project continues to meet these parameters of the CEQA Guidelines, and Categorical Exemption Environmental Review No. ER-2024-34 was filed for Project 22- 1381 on May 7, 2024. (Exhibit 6) FISCAL IMPACT As indicated in the Cost Analysis, the estimated total construction delivery cost of the project (22-1802, 23-7540, 22-1382) is $9,132,303. Funding within Funds 181, 011, 012, 152, and 135 will be presented to City Council for approval of carry forward to FY 24-25 (Exhibit 7) as part of the citywide carry forward process. Any remaining balances not expended at the end of the fiscal year will be presented to City Council for carry forward to FY 2025-26. Funding within Fund 152 is derived from a California State Library Building Forward Grant for the Newhope Library Modernization Project. The Library has received and appropriated the first grant payment for construction in the amount of $532,722. The Library can submit claims for the remaining construction funds in the amount of $532,723 once the project moves forward. The proposed contract authorizes staff a maximum of 10% in contingencies for construction contract change orders. Staff will return to the City Council for authorization and appropriation of additional contingency if necessary. The following table summarizes the funds budgeted for expenditure to deliver the construction of this project: Accounting Fiscal Unit - Account Fund Accounting Unit, Amount Year No. Description Account No. Description Project No. Budget Available via Proposed Carry Forward to FY 24-25 18111013- American ARPA — Library, Buildings 2024-25 66200 Rescue Plan & Building Improvements $3,165,533 (22-1382) Act (ARPA) Newhope Library Modernization and Delhi Library Branch Improvements September 17, 2024 Page 6 Accounting Fiscal Unit - Account Fund Accounting Unit, Amount Year No. Description Account No. Description (Project No.) 01211020- Cannabis Library Youth Services — 2024-25 66200 Public Benefit Buildings & Building $316,553 22-1382 Fund Improvements 01111017- Library — Service 2024-25 66200 General Fund Enhancement — Buildings $40,407 22-1382 & Building & Improvements 18111013- American ARPA —Library, Buildings 2024-25 66200 Rescue Plan & Building Improvements $3,604,972 22-1802 Act ARPA 01211020- Cannabis Library Youth Services — 2024-25 66200 Public Benefit Buildings & Building $408,143 22-1802 Fund Improvements 15211154- Public Library Building Forward Library 2024-25 66200 Grant Fund Grant, Buildings & Building $532,722 (22-1802) Improvements 13518783- Community CDBG Programs, 2024-25 66220 Development Improvements Other Than $531,250 23-7540 Block Grant Buildings Future Grant Revenue to be Dispersed 15211154- Public Library Building Forward Library 2024-25 69011 Grant Fund Grant, Reserve 532,723 22-1802 Appropriation TOTAL $9,132,303 The following table summarizes the funds budgeted for expenditure for the agreement with Shade Structures, Inc. dba USA Shade & Fabric Structures: Accounting Fiscal Unit - Account Fund Accounting Unit, Amount Year No. Description Account No. Description Project No. Budget Available via Proposed Carry Forward to FY 24-25 01211020- Cannabis Library Youth Services - 2024-25 66200 Public Buildings & Building $68,341 22-1802 Benefit Fund Improvements TOTAL $68,341 Newhope Library Modernization and Delhi Library Branch Improvements September 17, 2024 Page 7 EXHIBIT(S) 1. Location Map & Concept Plans 2. Bid Proposal 3. Construction Contract 4. Cost Analysis 5. Shade Structures Inc. Contract 6. Environmental Determination 7. FY 2024-25 Capital Improvement Program Sheet Submitted By: Nabil Saba, P.E., Executive Director — Public Works Agency Brian Sternberg, Executive Director of Library Services Approved By: Alvaro Nunez, City Manager EXHIBIT 1 EXHIBIT 1 SANTA ANA PROJECT 22-1802 & 22-1382 CITY COUNCIL NEWHOPE LIBARY MODERNIZATION& P WA prEM A DATE: : 4 DELHI CENTER LIBRARY BRANCH PROJECT LOCATION MAP Pm is VMS *="Cy PAGE 1 OF 2 or AP, APe ■pm EXHIBIT 2 SANTA ANA PROJECT 22-1802 & 22-1382 P W nH CITY COUNCIL NEWHOPE LIBARY MODERNIZATION& VV AGENDA DATE: DELHI CENTER LIBRARY BRANCH PROJECT PTEMBER 17. 202 4 LOCATION MAP PUBLIC VMS AGENCY PAGE 2 OF PERSPECTIVE SKETCH © DELHI COMMUNITY LIBRARY 505 E CENTRAL AVE, SANTA ANA CA PERSPECTIVE SKETCH A-017 extw�crs MAY.26.2023 _� �� �i �� � } . r UM OD.B WALL -MOUNTED COUNTERTOP, SEE DET. 03IAB3.3 004100.1 ONE SIDED LIBRARY SHELVING, OFCI 084 0D.K WALL -MOUNTED COUNTERTOP, SEE GET. OWA33.3 107100.8 IN) FLOOR MOUNTED DESIGNER CLEAR SECURITY DATE LIB-1 SS RFID SCANNER, SEE SPECS FOR TYPEISGE, OFOI 1-0.D 4 TOP CIRCULAR TABLE AND CHARS. WP.. OFOI 124000.0 MOBILE BOOK CARTS, OFOI 124000.P CHILDERENS FURNITURE, —, OFOI 124000.S 8 TOP WORKING TABLE WITH INDIVIDUAL SEAT DIVIDERS FLUSH MOUNTED POWER PROVIDED, OFOI 12400D.T WORKSTATIONS. OFOI 124M V BOOK DROPOFF COLLECTION BIN, OFOI El. INKJET PRINTER, OFOI KEYNOTES RE T. SET 1 RFfFRTosxF_., F.E. N z xLEss xoTED .—E .1 I TnTOED P— — D.—I—N. PROPOSED FURNITURE PLAN FLOOR PLAN LEGEND CITY OF SANTA ANA PROPOSAL PROJECT NOS. 22-1802 AND 22-1382 NEWHOPE LIBRARY MODERNIZATION AND DELHI LIBRARY BRANCH IMPROVEMENTS BID PROPOSAL TO: CITY COUNCIL OF THE CITY OF SANTA ANA FROM: PCN3 INC REQUIREMENT: The undersigned bidder declares that they have carefully examined the location of the proposed work, that they have examined the Contract Documents in its entirety and hereby proposes to furnish all material and do all the work required to complete the said work in accordance with said plans (if any) and the specifications for the unit price(s) or lump sum(s) set forth in the following schedule: Item Description Qty Unit Unit Price Amount 1 Newhope Library Modernization 1 LS $ Sr d °il o� $ 5 O err 2 Delhi Center Library Renovations 1 LS $ 0/ $ 3 l2i�v 3 Owner Allowance 1 LS $50,000 $50,000 4 Constriction Permits 1 LS $20,533 $20,533 TOTAL BASE BID Item Description Qty Unit Unit Price Amount Bid Alternate Painting Exterior of Delhi Center 1 LS $ 2 5 0 44 $ 2 S O O c) The lowest responsible bidder shall be selected based on the total base bid. The City reserves the right to award the Base Bid, and any, all, or none of the add -alternate bid items (if any). The quantity for this bid item is shown for bid comparison only. This bid item shall not be subject to the "25%" limit as stated in Section 7-3.5 of the Standard Specifications. The actual G P-1 of P-19 CITY OF SANTA ANA Addendum No 2 PROPOSAL Project No. 22-182 & 22-1382 PROJECT NOS. 22-1802 AND 22-1382 NEWHOPE LIBRARY MODERNIZATION AND DELHI LIBRARY BRANCH IMPROVEMENTS amount for this item will be dictated by the actual quantity used, and the Agency reserves the right to increase or decrease the quantity of this item accordingly. f This bid item is considered it Specialty Item per Section 3-2 of the Standard Specifications, TIME FOR COMPLETION OF IMPROVEMENTS AND LIQUIDATED DAMAGES The undersigned bidder hereby proposes to complete the Work for the total base bid & bid alternates amount shown above, within the working days and the milestone listed. This project will consist of two projects (Newhope Library Modernization & Delhi Library Branch Improvements) that will be running concurrently. The contractor will have 130 working days to complete the improvements at Delhi Library Annex and 150 working days to complete the renovations of Ncwhope Library. In total, the contractor will have 280 working clays to complete all construction based on the following phasing recluirments: I . The contractor will have a 30 working days administrative period. 2. Delhi Construction will be started first after the NTP. 3. After receiving a certificate of occupancy, the contractor will have 5 working days for punch list corrections. At the end of the 5 working days, the City will begin moving into the space. Punch list corrections may continue beyond City move -in, if necessary. 4. City move -it) and staffing will occur for 15 working days. 5. After the City completes move -in to Delhi, the City will move out of Newliape Library (20 working days). 6. Contractor shall relocate/establish office trailers and other temporary facilities at the Newhope Library during the move out duration. 7. Construction on Newhope shall start as soon as move -out is completed. Upon issuance of the Notice to Proceed, Contractor shall immediately place order for long -lead time items. The liquidated damages amount, in lieu of the amount specified in Subsection 6-9 of the Standard Specifications, steal I be $1,500 per calendar day for the Delhi Library and $2,500 per calendar day for the Newhope library, Name of Firm PCN3.INC Signature of BIDDER an Abghari Title President, Secretary, Treasurer and Manager (If an individual, so state. If a firm or co -partnership, state the firm name and give the names of all individual co-partners composing the firm. If a corporation, state legal name of corporation, and names of President, Secretary, Treasrurer and Manager, thereof.) P-2 of P-19 EXHIBIT 3 CITY OF SANTA ANA CONSTRUCTION CONTRACT PROJECT 22-1802 & 23-1385 NEWHOPE LIBRARY MODERNIZATION & DELHI LIBRARY BRANCH IMPROVMENTS This CONSTRUCTION CONTRACT is made and entered into this 171h day of September, 2024 by and between the City of Santa Ana, California, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California (hereinafter "CITY"), and PCN3, Inc. (hereinafter "CONTRACTOR"). The CITY and the CONTRACTOR, for the consideration hereinafter named, mutually agree as follows: CONTRACTOR agrees to perform all the work and furnish all the materials at its own cost and expense necessary to construct and complete in a good and workmanlike manner and to the satisfaction of the City Engineer of the CITY, the Newhope Library Modernization and Delhi Library Branch Improvements Project (hereinafter referred to as the "WORK OF IMPROVEMENT") identified in and in accordance with the Contract Documents prepared by the City's Public Works Agency and approved by the City Council. 2. The complete Construction Contract consists of the "Contract Documents" as defined by the Standard Specifications for Public Works Construction and which include the following: • Notice Inviting Bids • Information to Bidders • Bid Proposal • Bid Bond • Contract Form • Contract Bonds • General Provisions • Special Provisions • Technical Provisions and Project Plans • Community Workforce Agreement • Appendices In case of conflict between the Contract Documents, the precedence of documents shall be as established in the Standard Specifications for Public Works Construction. 3. CITY agrees to pay and CONTRACTOR agrees to accept in full payment to complete the WORK OF IMPROVEMENT the sum total amount not to exceed Eight Million Two Hundred Fifteen Thousand Five Hundred Thirty Three Dollars and No Cents ($8,215,533.00), as set forth and identified in the BID PROPOSAL, which is attached hereto and incorporated herein as Exhibit "A," and in accordance with Section 2-7.1 of the Greenbook: Standard Specifications for Public Works Construction. rev. 09/01/2017 Page 1 of 4 The BID PROPOSAL contains a schedule of unit price(s) or lump sum(s) based on approximate quantities only, and the City does not expressly or by implication agree that the actual amount of work will correspond therewith, but reserves the right to increase or decrease the amount of any class or portion of the work or to omit portions of the work as may be deemed necessary or advisable. 4. CONTRACTOR agrees to complete the WORK OF IMPROVEMENT within the time specified in the Time for Completion of Improvements section of the BID PROPOSAL (Exhibit "A") including commencing construction within the timeframe therein specified after issuance of a Notice to Proceed. 5. The CONTRACTOR will pay, and will require all subcontractors to pay, all employees on the WORK OF IMPROVEMENT a salary or wage at least equal to the prevailing salary or wage established for such work as set forth in the wage determinations for this work in accordance with applicable State and Federal law. 6. If applicable, the CONTRACTOR shall adhere to the CITY'S Community Workforce Agreement (CWA), a pre -hire collective bargaining agreement, which establishes the labor relations policies and procedures for CONTRACTOR to follow in the crafts persons employed to complete the WORK OF IMPROVEMENT as more fully described in the CWA. The CWA may be found on the City's website at: httn: //www _ san to -an a_ org/nwa/documents/CWA _ ndf 7. CONTRACTOR shall, after award of this Contract, furnish two bonds to be approved by the CITY, one in the amount of One Hundred Percent (100%) of the Contract price, to guarantee the faithful performance of the work (Performance Bond), and one in the amount of One Hundred Percent (100%) of the Contract price to guarantee payment of all claims for labor and materials furnished (Payment Bond). This Contract shall not become effective until such bonds are supplied to and approved by the CITY. 8. CONTRACTOR shall, prior to the release of the performance and payment bonds or the retention payment, furnish a warranty performance and payment bond (Warranty Bond). Said Warranty Bond shall also be required as a condition of project acceptance. For projects up to Five Hundred Thousand Dollars ($500,000), the Warranty Bond amount shall be the greater of Ten Thousand Dollars ($10,000) or Twenty Percent (20%) of the final contract price. For projects above Five Hundred Thousand Dollars ($500,000), the Warranty Bond amount shall be the greater of One Hundred Thousand Dollars ($100,000) or Ten Percent (10%) of the final contract price. 9. CONTRACTOR shall, after award of this Contract, furnish Certificates of Liability Insurance and Worker's Compensation Insurance as outlined in the General Provisions, to be approved by the CITY. 10. INDEMNIFICATION. To the fullest extent allowed by law, CONTRACTOR and its Subcontractors hereby agree to defend, indemnify, and hold harmless CITY, its City Council, boards and commissions, officers, agents, employees, representatives and volunteers (hereinafter collectively referred to as "Indemnitees"), through legal counsel acceptable to CITY, from and against any liability, claims, actions, costs, damages or losses, including reasonable costs and attorney's fees, for injury, including death to any person or damage to any property, arising directly or indirectly from, or in any manner relating to, any of the following: Page 2 of 4 (i) Performance or nonperformance of the Work of Improvement by CONTRACTOR or its Subcontractors of any lower tier; (ii) Performance or nonperformance by CONTRACTOR or its Subcontractors of any lower tier, of any of the obligations under the Contract Documents; (iii) The construction activities of CONTRACTOR or its Subcontractors of any lower tier, either on the project site or on other properties; (iv) The payment or nonpayment by CONTRACTOR of any of its Subcontractors of any lower tier, for Work of Improvement performed on or off the project site; and (v) Any personal injury, property damage or economic loss to third persons related to and arising from the performance or nonperformance by CONTRACTOR or its Subcontractors of any lower tier, of the Work of Improvement. (vi) The indemnity obligations of Subcontractors provided by this Section shall be included in all subcontract documents issued by CONTRACTOR. Nothing in the Contract Documents shall be construed to give rise to any implied right of indemnity in favor of CONTRACTOR against CITY or any other Indemnitee. 11. FEDERAL FUNDING REQUIREMENTS. Contractor shall comply, and ensure all subcontractors comply, with all applicable regulations, policies, guidelines and requirements of the Community Development Block Grant (CDBG) program set forth by U.S. Department of Housing and Urban Development for sub -recipients including, without limitation, the funding requirements laid out in Appendix P of the Contract Documents. Contractor's attention is specifically directed to the following, which are each incorporated herein by this reference: (i) 2 CFR Part 200 (Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards). (ii) Program Income — 24 CFR Part 570.500(a)(1) (iii) Unused Program Income — 24 CFR Part 570.503(b)(3) (iv) Transfers of Program Income — 24 CFR Part 570.504(b)(2) (v) Disposition of Program Income — 24 CFR Part 570.504(c) (vi) Applicability of Uniform Administrative Requirements — 24 CFR § 570.502 (vii) Subpart K of the CDBG Regulations, commencing with 24 CFR § 570.600 (viii) Section 3 Requirements specified herein. (ix) Federal Contract Provisions specified herein. With respect to any conflict between such federal requirements and the terms of the Contract Documents and/or the provisions of state law and except as otherwise required under federal law or regulation, the more stringent requirement shall control. Contractor shall be subject to the Davis -Bacon Act. The federal minimum wage rates are attached hereto as Appendix O of the Contract Documents. When the Davis - Bacon wage rates and California prevailing wage rates differ for similar kinds of labor, the Contractor shall pay not less than the higher rate. Contractor shall additionally comply with the applicable flow down terms and conditions of the CDBG Funding Agreement, which are attached hereto as Exhibit `B", and incorporated herein by reference. Nothing in the Contract Documents shall be construed to give rise to any implied right of indemnity in favor of CONTRACTOR against CITY or any other Indemnitee. Page 3 of 4 IN WITNESS WHEREOF, the parties hereto have executed this Construction Contract on the day and year first above written. ATTEST: JENNIFER L. HALL City Clerk APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney By: JONATHAN T. MARTINEZ Assistant City Attorney RECOMMENDED FOR APPROVAL: C Digitally signed by Nabil Saa N d b i I ✓ a b a Date: 2024.08.29 14:25:39 -07'00' NABIL SABA, PE Executive Director Public Works Agency CITY OF SANTA ANA ALVARO NUNEZ City Manager CONTRACTOR: PCN3, Inc. NAME: Brian Abghari President TITLE: Page 4 of 4 EXHIBIT A EXHIBIT A CITY OF SANTA ANA PROPOSAL PROJECT NOS, 22-1802 AND 22-1382 NEWHOPE LIBRARY MODERNIZATION AND DELHI LIBRARY BRANCH IMPROVEMENTS BID PROPOSAL TO: CITY COUNCIL OF THE CITY OF SANTA ANA FROM: PCN3 INC REQUIREMENT: The undersigned bidder declares that they have carefully examined the location of the proposed work, that they have examined the Contract Documents in its entirety and hereby proposes to furnish all material and do all the work required to complete the said work in accordance with said plans (if any) and the specifications for the unit price(s) or lump sum(s) set forth in the following schedule: Item Description Qty Unit Unit Price Amount 1 Newhope Library Modernization 1 LS $ 7rr d es� a� $ 5 O °~r 2 Delhi Center Library Renovations 1 LS $ 3�I7,rd0' $ 126�0 3 Owner Allowance t LS $50,000 $50,000 4 1 Construction Permits 1 LS $20,533 $20,533 TOTAL BASE BID I $ Item Description Qty Unit Unit Price Amount Bid Alternate Painting Exterior of Delhi Center 1 LS $ 2 5 0067 $ Z 5 Q 0 o The lowest responsible bidder shall be selected based on the total base bid. The City reserves the right to award the Base Bid, and any, all, or none of the add -alternate bid items (if any). * The quantity for this bid item is shown for bid comparison only. This bid item shall not be subject to the "25%" limit as stated in Section 7-3.5 of the Standard Specifications. The actual 6 P-1 of P-19 CITY OF SANTA ANA Addendum No 2 PROPOSAL Project No. 22-182 & 22-1382 PROJECT NOS. 22-1802 AND 22-1382 NEWHOPE LIBRARY MODERNIZATION AND DELHI LIBRARY BRANCH IMPROVEMENTS amount for this item will be dictated by the actual quantity used, and the Agency reserves the right to increase or decrease the quantity of this item accordingly. t This bid item is considered a Specialty Item per Section 3-2 of the Standard Specifications. TIME FOR COMPLETION OF IMPROVEMENTS AND LIQUIDATED DAMAGES The undersigned bidder hereby proposes to complete the Work for the total base bid & bid alternates amount shown above, within the working days and the milestone listed, This project will consist of two projects (Newhope Library Modernization & Delhi Library Branch Improvements) that will be running concurrently. The contractor will have 130 working days to complete the improvements at Delhi Library Annex and 150 working clays to complete the renovations of Newhope Library. In total, the contractor will have 280 working days to complete all construction based on the following phasing requirments: I . The contractor will have a 30 working days administrative period. 2. Delhi Construction will be started first after the NTP. 3. After receiving a certificate of occupancy, the contractor will have 5 working days for punch list corrections. At the end of the 5 working days, the City will begin moving into the space. Punch list corrections may continue beyond City move -in, if necessary. 4. City move -in and staffing will occur for 15 working days. 5. After the City completes move -in to Delhi, the City will move out of Newhope Library (20 working days). 6. Contractor shall relocate/establish office trailers and other temporary facilities at the Newhope Library during the move out duration. 7. Construction on Newhope shall start as soon as move -out is completed. Upon issuance of the Notice to Proceed, Contractor shall immediately place order for long -lead time items. The liquidated damages amount, in lieu of the amount specified in Subsection 6-9 of the Standard Specifications, shall be $1,500 per calendar day for the Delhi Library and $2,500 per calendar day for the Newhope library. Name of Firm PCN3. INC Signature of BIDDER ian Abqhari Title President Secretary,Treasurer and Manager (If an individual, so state. If a firm or co -partnership, state the firm name and give the names of all individual co-partners composing the firm. If a corporation, state legal name of corporation, and names of President, Secretary, Treasurer and Manager, thereof) P-2 of P-19 CITY OF SANTA ANA PROPOSAL PROJECT NOS. 22-1802 AND 22-1382 NEWHOPE LIBRARY MODERNIZATION AND DELHI LIBRARY BRANCH IMPROVEMENTS BIDDER'S STATEMENT BIDDER understands and agrees that this Bid Proposal, Contract Documents and subsequent Construction Contract Agreement shall constitute the entire agreement between BIDDER and the AGENCY only after- it has been accepted by the City Council, endorsed by the Clerk of the Council with her signature and official seal noting hereon the action of approval of the Council, signed by the Public Works Agency Executive Director or his/her duly authorized agent, and signed by the City Attorney, denoting his approval of the form of this document, and its execution, and when it or an exact copy of it has been either delivered to BIDDER or deposited with the United States Postal Service properly addressed to the BIDDER with the correct postage affixed thereto. BIDDER further agrees that upon delivery (as defined above) of the accepted agreement he/she will furnish AGENCY all required bonds and certificate of liability insurance within ten (10) business days or the funds, check, draft, or BIDDERS bond substituted in lieu thereof accompanying this proposal shall become the property of the AGENCY and shall be considered as payment of damages due to the delay and other causes suffered by AGENCY because of the failure to furnish the necessary bonds and because it is distinctly agreed that the proof of damages actually suffered is difficult to ascertain; otherwise said funds, check, drafts, or BIDDER'S bond substituted in lieu thereof shall be returned to the undersigned. BIDDER understands that a bid is required for the entire work, the estimated quantities set forth in the bid schedule are solely for the purpose of comparing bids, and that final compensation under the contract will be based upon the actual quantities of work satisfactorily completed. The BIDDER also certifies that the bid is a balanced bid. In accordance with Section 7028.15 of the California Business and Professions Code, the undersigned certifies under penalty of perjury that the foregoing is true and correct. NameofFirm PCN3, INC Signature of BIDDER Brian Abahari Title Brian Abghari - President, Secretary, Treasurer and Manager (If an individual, so state. If a firm or co -partnership, state the firm name and give the names of all individual co-partners composing the firm. If a corporation, state legal name of corporation, and names of President, Secretary, Treasurer and Manager, thereof.) P-3 of P-19 EXHIBIT B Funding Approval/Agreement U.S. Department of Housing and Urban Development EXHIBIT B Title I of the Housing and Community Office of Community Planning and Development Development Act (Public Law 930383) Community Development Block Grant Program OMB Approval No. 2506-0193 HI-00515R of 20515R exp 1/31/2025 1. Name of Grantee (as shown in item 5 of Standard Form 424) 3a. Grantee's 9-digit Tax ID Number 3b. Grantee's 9-digit DUNS Number Santa Ana 956000785 KZE9G2M4GRX9 (UEI) 2. Grantee's Complete Address (as shown in item 5 of Standard Form 424) 4. Date use of funds may begin 20 Civic Center Plaza 07/01/2022 Santa Ana, CA 92701-0000 5a. Project/Grant No. 1 6a. Amount Approved B-22-MC-06-0508 $5,088,771 5b. Project/Grant No. 2 6b. Amount Approved Grant Agreement: This Grant Agreement between the Department of Housing and Urban Development (HUD) and the above named Grantee is made pursuant to the authority of Title I of the Housing and Community Development Act of 1974, as amended, (42 USC 5301 et seq.). The Grantee's submissions for Title I assistance, the HUD regulations at 24 CFR Part 570 (as now in effect and as may be amended from time to time), and this Funding Approval, including any special conditions, constitute part of the Agreement. Subject to the provisions of this Grant Agreement, HUD will make the funding assistance specified here available to the Grantee upon execution of the Agreement by the parties. The funding assistance specified in the Funding Approval may be used to pay costs incurred after the date specified in item 4 above provided the activities to which such costs are related are carried out in compliance with all applicable requirements. Pre -agreement costs may not be paid with funding assistance specified here unless they are authorized in HUD regulations or approved by waiver and listed in the special conditions to the Funding Approval. The Grantee agrees to assume all of the responsibilities for environmental review, decision making, and actions, as specified and required in regulations issued by the Secretary pursuant to Section 104(g) of Title I and published in 24 CFR Part 58. The Grantee further acknowledges its responsibility for adherence to the Agreement by sub- recinient entities to which it makes fundine assistance hereunder available. U.S. Department of Housing and Urban Development (By Name) Grantee Name (Contractual Organization) Rufus Washington Santa Ana (City of) Title Title CPD Director City Manager Signature Date (mm/dd/yyyy) Signature Date (mm/dd/yyyy) 10/21 /2022 X X 7. Category of Title I Assistance for this Funding Action: 8. Special Conditions 9a. Date HUD Received Submission 10. check one Entitlement, Sec 106(b) (check one) ❑ None ® Attached (mm/dd/yyyy) ® a. Orig. Funding Approval ❑ b. Amendment Amendment Number 9b. Date Grantee Notified (mm/dd/yyyy) 9c. Date of Start of Program Year 7/1/2022 11. Amount of Community Development Block Grant FY 2022 a. Funds Reserved for this Grantee b. Funds now being Approved $5,088,771 c. Reservation to be Cancelled 11a minus 11b 12a. Amount of Loan Guarantee Commitment now being Approved 12b. Name and complete Address of Public Agency N/A Loan Guarantee Acceptance Provisions for Designated Agencies: The public agency hereby accepts the Grant Agreement executed by the Department of Housing and Urban Development on the above date with respect to the above grant number(s) as Grantee designated to receive loan guarantee assistance, and agrees to comply with the terms and conditions 12c. Name of Authorized Official for Designated Public Agency of the Agreement, applicable regulations, and other requirements of HUD now or hereafter in effect, pertaining to the assistance provided it. Title Signature X HUD Accounting use Only Effective Date Batch TAC Program Y A Reg Area Document No. Project Number Category Amount (mm/dd/yyyy) FM 176 FM DDOm0 yProject Number Amount Y Date Entered PAS (mm/dd/yyyy) Date Entered LOCCS (mm/dd/yyyy) Batch Number Transaction Code Entered By Verified By 24 CFR 570 form HUD-7082 (5115) 8. Special Conditions. (a) The period of performance and single budget period for the funding assistance specified in the Funding Approval ("Funding Assistance") shall each begin on the date specified in item 4 and shall each end on September 1, 2029. The Grantee shall not incur any obligations to be paid with such assistance after September 1, 2029. (b) The Recipient shall attach a schedule of its indirect cost rate(s) in the format set forth below to the executed Agreement that is returned to HUD. The Recipient shall provide HUD with a revised schedule when any change is made to the rate(s) described in the schedule. The schedule and any revisions HUD receives from the Recipient shall be incorporated herein and made a part of this Agreement, provided that the rate(s) described comply with 2 CFR part 200, subpart E. Administering Direct Department/Agency CDA Indirect cost rate Cost Base 14.9 2 % Instructions: The Recipient must identify each agency or department of the Recipient that will carry out activities under the grant, the indirect cost rate applicable to each department/agency (including if the de minimis rate is used per 2 CFR §200.414(f)), and the type of direct cost base to which the rate will be applied (for example, Modified Total Direct Costs (MTDC)). Do not include indirect cost rates for subrecipients. (c) In addition to the conditions contained on form HUD 7082, the grantee shall comply with requirements established by the Office of Management and Budget (OMB) concerning the Dun and Bradstreet Data Universal Numbering System (DUNS); the System for Award Management (SAM.gov.); the Federal Funding Accountability and Transparency Act as provided in 2 CFR part 25, Universal Identifier and General Contractor Registration; and 2 CFR part 170, Reporting Subaward and Executive Compensation Information. (d) The grantee shall ensure that no CDBG funds are used to support any Federal, State, or local projects that seek to use the power of eminent domain, unless eminent domain is employed only for a public use. For the purposes of this requirement, public use shall not be construed to include economic development that primarily benefits private entities. Any use of funds for mass transit, railroad, airport, seaport or highway projects as well as utility projects which benefit or serve the general public (including energy -related, communication - related, water- related and wastewater -related infrastructure), other structures designated for use by the general public or which have other common -carrier or public -utility functions that serve the general public and are subject to regulation and oversight by the government, and projects for the removal of an immediate threat to public health and safety or brownfield as defined in the Small Business Liability Relief and Brownfields Revitalization Act (Public Law 107118) shall be considered a public use for purposes of eminent domain. (e) The Grantee or unit of general local government that directly or indirectly receives CDBG funds may not sell, trade, or otherwise transfer all or any such portion of such funds to another such entity in exchange for any other funds, credits or non -Federal considerations, but must use such funds for activities eligible under title I of the Act. (f) E.O. 12372-Special Contract Condition - Notwithstanding any other provision of this agreement, no funds provided under this agreement may be obligated or expended for the planning or construction of water or sewer facilities until receipt of written notification from HUD of the release of funds on completion of the review procedures required under Executive Order (E.O.) 12372, Intergovernmental Review of Federal Programs, and HUD's implementing regulations at 24 CFR Part 52. The recipient shall also complete the review procedures required under E.O. 12372 and 24 CFR Part 52 and receive written notification from HUD of the release of funds before obligating or expending any funds provided under this agreement for any new or revised activity for the planning or construction of water or sewer facilities not previously reviewed under E.O. 12372 and implementing regulations. (g) CDBG funds may not be provided to a for -profit entity pursuant to section 105(a)(17) of the Act unless such activity or project has been evaluated and selected in accordance with Appendix A to 24 CFR 570 - "Guidelines and Objectives for Evaluating Project Costs and Financial Requirements." (Source - P.L. 113-235, Consolidated and Further Continuing Appropriations Act, 2015, Division K, Title II, Community Development Fund). INSURANCE NOT €IEQU110 WORK MAY PROCEED A-2022-092-26 CLERK OF COUNCIL DATE: MEMORANDUM OF UNDERSTANDING BETWEEN THE CITY OF SANTA ANA AND G1vl CO � FOR USE OF COMMUNITY DEVELOPMENT BLOCK GRANT FUND � LIC WORKS AGENCY �,n � Ct+�S� s This Memorandum of Understanding is hereby made and entered into this 1 day of July, 2022, by and between the City of Santa Ana, a charter city and municipal corporation organized and existing under CIA the. Constitution and laws of the State of California ("CPTY"), and Public Works Agency of the City, ("SUBRECIPIENT"). c+7 RECITALS: A. The CITY, as an entitlement recipient and grantee of the United States Department of Housing and Urban Development {"IIUD") Community Development Block Grant ("CDBG") Entitlement Program, Catalog of Federal Domestic Assistance (CFDA) Number 14.218, and Federal Award Identification Number (FAIN) B-22MC-06-0508, desires to enter this Agreement with the SUBRECIPIENT for the expenditure of CDBG funds in accordance with Title 24, Part 570 of Code of Federal Regulations 24 CFR 570.000, et seq. ("CDBG REGS"). B. CITY has applied for and received CDBG funds from HUD pursuant to Title I of the Housing and Community Development Act of 1974, Public Law 93-383, as amended ("ACT"). C. The SUBRECIPIENT has been selected by the CITY to receive CDBG funds and administer such financial assistance; and to provide the services described in Exhibit A, in accordance with the schedule of performance included therein, hereinafter referred to as "said program". SUBRECIPIENT represents that it is qualified and willing to operate said program and certifies that the activities carried out with funds provided under this Agreement will meet one or more of the CDBG program's National Objectives (24 CFR Part 570.208). D. SUBRECIPIENT agrees that it will adhere to the performance measurements and outcomes as indicated on Exhibit A (Schedule of Performance). Failure to follow the measurements and meet the stated outcomes may constitute breach of contract that could result in termination of this Agreement or serve as reason for the City to recapture the grant funds awarded to SUBRECIPIENT pursuant to this Agreement. WHEREFORE, it is agreed by and between the parties that the foregoing Recitals are a substantive part of this Agreement and the following terms and conditions are approved and together with all exhibits and attachments hereto, shall constitute the entire Agreement between the CITY and SUBRECIPIENT: I. SUBRECIPIENT'S OBLIGATIONS A. Representations and Warranties, (a) Authority. SUBRECIPIENT is in good standing and authorized to do business under the laws of the State of California. SUBRECIPIENT has full right, power and lawful authority to accept the funding hereunder and to undertake all obligations as provided herein and the execution, performance and delivery of this Agreement by SUBRECIPIENT has been fully authorized by all requisite actions on the part of SUBRECIPIENT. (b) Experience. SUBRECIPIENT is a qualified provider of the services to be provided hereunder. (c) Familiarity With' Services Required. By executing this Agreement, SUBRECIPIENT warrants that (i) it has thoroughly investigated and considered the services to be performed and provided hereunder, (ii) it has carefully considered how the services should be performed, and (iii) it fully understands the facilities, difficulties and restrictions attending performance of the services under this Agreement. (d) No Conflict. -To the best of SUBRECIPIENT'S knowledge, SUBRECIPIENT'S execution, delivery and performance of its obligations under this Agreement will not constitute a default or.a breach - under any contract, agreement or order to which SUBRECIPIENT is a party or by which it is bound. (e) No Banlwuuptey. SUBRECIPIENT is not the subject of any current or -threatened bankruptcy proceeding. (f) No Pending Legal Proceedings, SUBRECIPIENT is not the subject of a current or .threatened litigation that would or may materially affect SUBRECIPIENT'S performance under this Agreement. (g) Application Veracity. All provisions of and information provided in. SUBRECIPIENT'S application for funding submitted to CITY including any exhibits are true and correct in all material respects. (h) No Pending Investigation. SUBRECIPIENT is not aware that it is the subject of any current or threatened criminal or civil action investigation by any public agency, including without limitation a police agency or prosecuting authority, that would relate to affect performance of the Agreement or provision of services hereunder. . B, Amount of. Grant/Terrn and Quarterly Disbursement. The amount granted to SUBRECIPU NT is S506,250 ("CDBG FUNDS'), for the term of July 1, 2022 through June 30, 2024 for Traffic _Engineering in Residential Neighborhood. Such funds shall be expended by SUBRECIPIENT on or before June 30, 2024. The Term of this Agreement may be extended by a writing executed by the City Manager, or his or her designee, and.the City Attomey. The CDBG FUNDS shall be disbursed by CITY to SUBRECIPIENT on a quarterly basis subject to and upon receipt and approval of a complete quarterly activity report from SUBRECIPIENT, with the final payment subject to the satisfaction of the condition precedent of submittal of complete reporting information due on or before July 15 of the applicable funding year, as hereinafter more fully set forth. SUBRECIPIENT shall be obligated to perform such duties as would normally extend beyond the term, including, but not limited to, obligations with respect to indemnification, audits, reporting, data retention/reporting, and accounting. Failure to provide any of the required documentation, and reporting will cause CITY to withhold all or a portion of a request for reimbursement, or return the entire reimbursement package to SUBRECIPIENT, until such documentation and reporting has been received and approved by CITY. The CITY reserves the right to reduce the grant application if the CITY's fiscal monitoring indicates that SUBRECIPIENT's rate of expenditure will result in unspent funds at the end of the program ,year. Amendments.in the grant allocation will be made after consultation with SUBRECIPIENT. C. Use of . Funds. SUBRECIPIENT agrees to use all federal funds provided. by CITY to SUBRECIPIENT pursuant to this. Agreement to operate said program, as set forth in 'Exhibit A," attached hereto and by this reference incorporated herein. SUBRECIPIENT'S failure to perform as required may, in addition to other remedies set forth in this Agreement, result in readjustment of the amount of funds CITY is otherwise obligated to pay to SUBRECIPIENT hereunder. 2 D. Allowable Costs. SUBRECIPIENT agrees to complete said program on or before June 30, 2024, and to use said funds to pay for necessary and reasonable -costs allowable under the federal law and regulations to oporate said program. Said amounts shall include, but not be limited to, wages, administrative costs, and employee benefits comparable to other similarly situated .employces, and indirect costs. Other allowable program costs are detailed in the budget, as set forth in "Exhibit B," attached hereto and by this reference incorporated -herein, SUBRECIPIENT shall use all income received from said funds only for the same purposes for which said funds may - be expended pursuant to the terms and conditions of this Agreement. SUBRECIPIENT has the ability to adjust line item amounts in the budget with . the written approval of the CITY's Executive Director of the Community Development Agency, or designee, so long as the total budget amount does not increase. Pursuant to 2 CFR §200.331(a)(4), the Indirect Cost Rate for the SUBRECIPIENT's award shall be an approved federally recognized indirect cost rate negotiated between the SUBRECIPIENT and the Federal government; or, if no such rate exists, the de miriimis indirect cost"rate as defined in 2. CFR §200.414(b) Indirect (F&A) costs. For this agreement, the de minimis indirect cost rate of 10 % will apply. E. Licensing. SUBRECIPIENT agrees to obtain and maintain all required licenses, registrations, accreditation and inspections from all agencies governing its operations. SUBRECIPIENT shall ensure that its staff shall also obtain and maintain all required licenses, registrations, accreditation and inspections from all agencies governing SUBRECIPIENT's operations hereunder. Such ".licensing requirements include obtaining a City business license, as applicable. F. Zoning. SUBRECIPIENT agrees that any facility/property used in furtherance of said program shall be specifically zoned and permitted for such use(s) and activity(ies). Should SUBRECIPIENT fail to have the required land entitlement and/or permits, thus violating any local, state or federal rules and regulations relating thereto, SUBRECIPIENT shall immediately make good -faith efforts to gain compliance with local, state or federal rules and regulations following written notification of said violation(s) from the CITY or other authorized citing agency. SUBRECIPIENT shall notify CITY immediately of any pending violations. Failure to notify CITY of pending violations, or to remedy such known violation(s) shall result in termination of grant funding hereunder. SUBRECIPIENT must make all corrections required to bring the facility/property into compliance with the law within sixty (60) days of notification'of the violation(s); failure to gain compliance within such time shall result in termination of grant funding hereunder. G. Separation of Accounts. All funds received by SUBRECIPIENT from CITY pursuant to this Agreement shall be maintained in an account in a federally insured banking or savings and loan.institution with record keeping of such accounts maintained pursuant to applicable 2-.CFR 200302 requirements.. SUBRECIPIENT is not required to maintain separate depository accounts for CDBG FUNDS; provided however, the SUBRECIPIENT must be able to account for receipt, obligation and expenditure of CDBG FUNDS pursuant to applicable 2 CFR 200.302 requirements. H. Audit Report Requirements. SUBRECIPIENT "agrees- that if SUBAECIPENT expends" Seven Hundred Fifty Thousand Dollars ($750,000) or more in federal funds, SUBRECIPIENT shall have an annual audit conducted by a certified public accountant in accordance with the standards as set forth and published by the United States Office of Management and Budget. SUBRECIPIENT shall provide CITY with a copy of said audit by: April 1 of the year following. the program year -in which this Agreernenf is executed. I. Record Keeping/Reportmng. SUBRECIPIENT shall keep and maintain complete and adequate records and reports on program participants to determine their initial and continuing eligibility for the program services being provided to assist CITY in meeting and maintaining its record keeping responsibilities under the CDBGREGS, including the following: (1) Records a. Documentation evidencing program income requirements in -.conformity with 24 CFR 570.504(b((2Xi), (ii) and 24 CFR 570.503(b)(3) and 24 CFR 570.208(a)(2)(B) of the income lever of persons and/or families participating in or benefiting by -the SUBRECIPIENT program. b. Documentation of the number of persons and/or families participating in or benefiting by the SUBRECIPIENT program. c.. Household information shall include number of persons, identification of -head of household, race/ethnicity, and income verification of all household members ages 18 and over. d. Documentation of all CDBG FUNDS received from CITY. e. Documentation of expenses as identified in the Budget Proposal, including evidence of incurring the expense, invoices . for goods or services, copies of any and all contracts or documentation pertaining to costs for subcontractors, plus all other invoices and proof of payment for which CDBG FUNDS were expended, and any payments therefor. f. Any such other related records as CITY shall reasonably require or as required to be maintained pursuant to the CDBG REGS. . (2) Report s a. Payment Request.- Concurrently with the submittal of each quarterly report, on or before the 15th day of October, January, April and July, SUBRECIPIENT shall submit both: an original invoicefrequest for reimbursement and true copies of invoices, receipts, canceled checks, bank statements, credit card statements, procurement documentation for goods or -services, tirnesheets, payroll records, benefit statements, agreements,. contracts or documentation pertaining to costs for subcontractors, and/or other documentation supporting and evidencing how the CDBG FUNDS have been expended during the applicable quarter. b. Quarterly Progress Report. SUBRECIPIENT agrees to keep records of all ethnic and racial statistics of persons and families benefited by SUBRECiPIENT in the performance of its obligations under this Agreement, including, but not limited to, the number of low and moderate income_ persons and households assisted in accordance with federal income limits, the mzmber of female heads of households assisted, new program information and. year-to4ate program statistics on expenditures, caseload and activities. Failure to provide any .of the required documentation and reporting..will cause CITY to withhold all or a portion of a request for reimbursement, or return the. .entire reimbursement package to SUBRECIPIENT, -until such documentation and reporting has been received and approved by. CITY. J. Access to Records. CITY and the United. States Government _ and their representatives or auditors shall have access for :purposes of monitoring, auditing, and examining SUBRECIPIENT's activities and performance; to books, documents and papers, and the right to examine records of SUBRECIPIENT's subcontractors, bookkeepers and accountants, employees and participants in regard to said program. CITY and the United States Government and their representatives or auditors shall also schedule on -site monitoring at their discretion. Monitoring activities may also include, but are not limited 4 to, questioning employees and participants in said program and entering any premises or any site in which any of the. services or activities funded hereunder is conducted or in which any of the records of SUBRECIPIENT are kept. , Nothing herein shall be construed to require access to any privileged or confidential information as set forth in federal or state law. K. Location of Records/Reguired.Length of Record Keeping. All accounting records, reports, and evidence pertaining to all costs, expenses and the CDBG FUNDS of SUBRECIPIENT and all documents -related to this Agreement shall be maintained and kept available at SUBRECEHEN T'S office or place of business for.the duration of the Agreement and thereafter for five (5) years from the date of final payment under this Agreement. Records which -relate to (a) complaints, claims, administrative proceedings or litigation arising out of the performance of this Agreement, or (b) costs and expenses of this Agreement, to which CITY or any other governmental agency takes exception, shall be retained beyond the five (5) years until complete resolution or disposition of such appeals, litigation claims, or exceptions. In the. event SUBRECIPIENT does not make the above -referenced documents available within . the city of Santa Ana, California, SUBRECIPIENT agrees to pay all necessary and reasonable expenses incurred by CITY -in conducting any audit at the location where said records and books of account are maintained. L. CoMhance with Law/Program Income. SUBRECIPIENT acknowledges that the funds being provided by CITY for said program are received by CITY pursuant to the ACT as amended and .that expenditures of these funds shall be in accordance with the ACT and all pertinent regulations issued by agencies of the federal govcrnmcnf, including, but not limited to, all regulations found at Title 24 of the Code of Federal Regulations: Program income received by SUBRECIPMM shall be returned to CITY unless otherwise provided for in this Agreement. SUBRECIPIENT agrees to comply fully with all federal, state and local laws and court orders applicable to its operation whether or not referred to in this Agreement. M. . Debarment. To protect the public interest and ensure the integrity of Federal programs, CITY may only conduct business with responsible persons and may not make any award or permit any award to any party which is debarred or suspended or is otherwise excluded from or ineligible for participation in Federal assistance programs under Executive Order 12549, "Debarment and Suspension". See also 24 CFR 570.609, SUBRECIPIENT must review and sign Exhibit C "Debarment", which is attached hereto and incorporated herein by this reference. SUBRECIPIENT shall be in good standing, without suspension by the California Secretary of State, Franchise Tax Board and Internal Revenue Service. Any change in the corporate status or suspension of SUBRECIPIENT shall be reported immediately to CITY: N. - Confidentiality. Without prejudice to any other provisions of - this Agreement, SUBRECIPIENT shall, where applicable, maintain the confidential nature of information provided to it concerning participants in ' accordance with the requirements of federal and state law. However, SUBRECIPIENT shall submit to CITY and or HUD or its representatives, all -records requested, including audit, examinations, monitoring and verifications of reports submitted by SUBRECIPIENT, costs incurred and services rendered hereunder. O: Independent Contractor. SUBRECIPIENT agrees that the performance of obligations hereunder is rendered in its capacity as an independent contractor and that it is in no way an agency of CITY. P. Violation of Terms and Conditions. SUBRECIPIENT agrees that if SUBRECIPIENT.' violates any of the terms and conditions of this Agreement or any prior Agreement whereby CDBG- funds were received by SUBRECIPIENT, or if SUBRECIPIENT reports inaccurately, or if on audit there is a disallowance of certain expenditures, SUBRECIPIENT agrees to remedy the acts or omissions causing the disallowance and repay CITY all amounts spent in violation thereof. If SUBRECIPIENT engaged in 5 fraudulent activity to obtain and/or justify expenditure of the CDBG fluids granted hereunder, SUBRECIPIENT shall be required to reimburse the CITY of all such funds that were obtained and/or spent under fraudulent circumstances. Q. Equipment. SUBRECIPIENT agrees to maintain a record for each item of non -expendable personal property acquired under the terms of this Agreement. Said record shall.be made available to CITY upon request. The term "non -expendable personal property" shall include leased and purchased equipment. R. Prohibited Use. SUBRECIPIENT hereby certifies and agrees that it will not use funds provided through this Agreement to pay for entertainment, meals or gifts, or other prohibited uses. S. Lobbying. SUBRECIPIENT certifies that it will comply with federal law (31 U.S.C. 1352) and regulations found at 24 CFR Part 87, which provide that no appropriated funds may be expended by the recipient of a federal contract, grant, loan or cooperative agreement to pay any person for influencing or attempting to influence an officer or employee of any agency; Member of Congress, or an officer or .employee of a Member of Congress in connection with awarding of any federal contract, the making of any federal grant or loan, entering into any cooperative agreement and the extension, renewal, amendment or modification of any federal contract, grant, loan or cooperative agreement. SUBRECIPIENT shall sign a certification to that effect .ii2 a form as set forth in "Exhibit D," attached hereto and by this reference incorporated herein. SUBRECIPIENT shall submit said signed certification to CITY prior to performing any of its obligations under this Agreement and prior to any obligation arising on the part of CITY to pay any sums to SUBRECIPIENT under the terms and conditions of this Agreement. If any fund9 other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant; loan, or cooperative agreement, the undersigned shall complete and submit a 'Disclosure Form to Report Lobbying," in accordance with its instructions (Exhibit D). SUBRECIPIENT shall require that the language of this certification be included in the award documents for all st6-awards at all tiers (including subcontractors, sub -grants, and contracts under grants, loans, and cooperative agreements), and agrees to take all actions necessary to ensure that all subrecipients shall similarly certify and disclose accordingly. T. Financial Interest. SUBRECIPIENT agrees that except for the use of CDBG funds to pay salaries and other related administrative or personnel costs, no persons who exercise or have exercised any function with respect to CDBG activities assisted under the terms of this Agreement, or who are in. a position to participate in a. decision -making process or gain inside information with regard to such . activities, may obtain a financial interest or benefit from a CDBG-assisted activity of SUBRECIPIENT, either for themselves or those with whom they have family or business ties, during their tenure or for one year thereafter. This prohibition applies to any person who is an employee, agent, consultant, officer, or elected or appointed official- of CITY, or of any designated public agency; gar the. SUBRECIPIENT. U. Labor Standards. The SUBRECIPIENT agrees to comply with the requirements of the Secretary of Labor in accordance with the Davis -Bacon Act as amended, the provisions of Contract Work Hours and Safety Standards Act (40 U.S.C. 327 et sect.) and all other applicable Federal; state and local laws and regulations pertaining to labor standards insofar as those -acts apply to 'the -performance -of this-' Agreement. The SUBRECIPIENT agrees to comply with the Copeland Anti -Kuck Back Act (18 U.S.G. 874 et seq.) and its implementing regulations of the U.S. Department.of Labor at 29 CFR Part.5, The SUBRECIPIENT shall maintain documentation that demonstrates compliance with hour and wage 0 requirements of this part. Such documentation shall be made available to the CITY for review upon request. SUBRECIPIENT agrees that, except with respect to the rehabilitation or construction of residential property containing less than eight (9) units, all contractors engaged under contracts in excess of $2,000.00 for construction, renovation or repair work Financed in whole or in part with assistance provided under this contract, shall comply with Federal -requirements adopted by the CITY pertaining to such contracts and with the applicable requirements of the regulations of the Department of Labor, under 29 CFR Parts 1, 3, 5 and 7.governing the payment of wages and ratio of apprentices and trainees to journey workers; provided that, if wage rates higher than those required under the regulations are imposed by state or local law, nothing hereunder is intended to relieve the SUBRECIPIENT-of its obligation, if any, to require payment of the higher wage. The SUBRECIPIENT shall cause or require to be inserted in full, in all such contracts subject to such- regulations, provisions meeting the requirements of this paragraph. V. Section 3 of the Housing and Urban Development Act -of 1968. SUBRECIPIENT will make every effort to provide training opportunities for low -and moderate -income persons residing within the community where the construction project is located and contracts -awarded to local businesses therein to the greatest extent feasible as required under the provisions of Section 3 of the Housing and Urban Development Act of 1968, the regulations set forth in 24 CFR 135, and all applicable rules and orders issued hereunder prior to the execution of this Agreement. Compliance with the foregoing requirements shall be a condition of the federal financial assistance provided under this Agreement and binding on the SUBRECIPIENT. Failure to TWO these requirements shall subject the SUBRECIPIENT, its successors and designees, to those sanctions specified by the Agreement through which federal assistance is provided. The SUBRECIPIENT certifies and agrees that no contractual or other disability exists which would prevent compliance with these requirements. SUBRECIPIENT shall make every effort to ensure that all projects funded wholly or in part by CDBG funds shall provide equal employment opportunities for minorities and women. W. Drug Free Workplace. SUBRECIPIENT agrees to provide a drug -free work place and to execute a certification as set forth in "Exhibit E" attached hereto and incorporated herein by this reference. X. Uniform Administrative Re uirements Cost Principles, and Audit R uirements for Federal Awards. The following requirements and standards must be complied with: 2 CFR Part 200 et al. SUBRECIPIENT shall procure all materials, property, or services in accordance with the requirements of 2 CFR 200.318-326. Y. Subpart K of 24 CFR 570. SUBRECIPIENT will carry out its activities in compliance with the requirements of Subpart K of 24 CFR 570,. however SUBRECIPIENT does not - assume the CITY's environmental responsibilities or the responsibility for initiating -the environmental review process under 24 . CFR'Part 52. Z. Women- and .Minority -Owned Businesses (W/MBE) SUBRECIPIENT .will use its best efforts to afford small businesses, minority business enterprises, and women's business enterprises the maximum practicable opportunity to participate in the performance of this Agreement in accordance with the requirements of 2 CFR 200.321 "Contracting with small and minority businesses, women's business enterprises, and labor surplus area firms". As used in this Agreement, .the term "small business"i means a. business that meets the criteria set forth in section 3(a) of the Small Business Act, as amended (15 U.S.C. - 632), and "minority and women's business enterprise" means a business at least fifty-one percent (51 %) owned and controlled by minority* group members or women. For the purpose of this definition, "minority group members" are African -Americans, Spanish-speaking, Spanish surnamed. or Spanish - heritage Americans, Asian. -Americans, and American Indians. SUBRECIPIENT may rely on written h representations by businesses regarding their status as minority and female business enterprises in lieu of an independent investigation. IL - CITY'S OBLIGATIONS A. Pa .meat of Funds. On July 1, 2022, the CITY was allocated $5,088,771 for fiscal year 2022- 2023 from the United States Department of Dousing and Urban Development ("HUD') Community Development Block Grant ("CDBG') Entitlement Program. CITY agrees to pay to SUBRECIPIENT when, if 'arid to the extent federal funds- are received a sum not to exceed FIVE IR NDRED SIX THOUSAND, .TWO HUNDRED FIFTY Dollars 6506,250) for SUBRECIPIENT'S performance in accordance with the Budget attached hereto as "Exhibit B" during the period of this Agreement. Payments shall. be made to SUBRECIPIENT through the submission of invoices/reimbursement requests. CITY shall. pay such invoices/reimbursement requests within thirty (30) days after receipt thereof provided CITY is satisfied -that such expenses have been -incurred and documented within the scope -and provisions of this Agreement and that SUBRECIPIENT is in compliance with the terms and conditions of this Agreement. •Failure to provide any of the required documentation and reporting will cause CITY to . . withhold all or a portion of a request for reimbursement, or return the entire reimbursement package to SUBRECIPIENT, until such documentation and reporting has been received and approved by CITY. Documentation may include, but is not limited -to true copies of invoices, receipts, canceled checks, bank statements, credit card statements, procurement documentation for goods or services, timesheets, payroll records, benefit statements, agreements, contracts or documentation pertaining to costs for subcontractors, and/or other documentation supporting and evidencing how the CDBG FUNDS have been expended during the applicable quarter. B. Audit of Account. CITY shall include an audit of the account maintained by SUBRECIPIENT in CITY's annual audit of all CDBG FUNDS in accordance with Title 24 of the Code of Federal Regulations and other applicable federal laws and regulations. - C. Common Rule: Pursuant to 2 CFR 200.328(a), the CITY manages the day -today operations of each grant and subgrant supported activities. CITY staff has detailed knowledge of the grant program requirements and monitors grant and subgrant supported activities to assure compliance with Federal requirements. Such monitoring covers each program, function and activity and performance goals are reviewed periodically. D. Environmental Review: In accordance with 24 CFR 58, the CITY is responsible for undertaking environmental review and- maintaining environmental ' review records for each applicable project. E. Performance Monitarin: CITY shall monitor the performance of SUBRECIP1 NT against goals and performance standards required herein. The SUBRECIPIENT shall be responsible to accomplish the levels of performance as set forth'in Exhibit A and report such measures quarterly to the CITY. If the SUBRECIPIENT estimates such�goals will not be met, the SUBR OPIENT-is to contact the CITY, at which time the CITY will determine if any adjustments to the grant award is appropriate. Substandard performance as determined by --the CITY will constitute non-compliance with this Agreement. Should the CITY determine: that the SUBRECIPIENT hasnot performed its -,obligations as =stated.in this contract in a satisfactory-marmer; or if the CITY determines that insufficient. supporting information has been submitted, the. CITY shall notify the SUBR.ECIPIEW in writing of its determination specifying in full detail the objections which it has to the SUBRECIPIENT's performance. If -action to correct such substandard performance is not taken by the SUBRECIPIENT after being E notified by the CITY, within a reasonable period of time as stipulated in the written notification, contract suspension or termination procedures will be initiated. III. NONDISCRIMINATION A,. SUBRECIPIENT agrees to comply with Executive Order 11246 which requires that during the performance of this Agreement, SUBRECIPIENT agrees not to discriminate against any .employee or -applicant for employment because of race, religion, sexi color or national origin. Such action shall include; but not be .limited to the following: employment, upgrading, demotion, or transfer, rates of pay or other forms of compensation, and selectionn for training, including apprenticeship. SUBRECIPIENT agrees to post in conspicuous places; available to employees and applicants for employment, notices to: be7 provided by the SUBRECIPIENT.setting forth the provisions of this nondiscrimination clause. B. SUBRECIPIEN'T agrees to comply with Title VI of the Civil Rights Act of 1964 which indicates that -no person shall, on -the ground of race, color or national origin, be excluded• from participation in, be. denied the benefits of, or be subject to discrimination under any program of activity receiving federal . financial assistance. C. No person shall, on the grounds of race, sex, creed, color, religion, marital status, national origin, age, sexual orientation; or physical or mental handicap be excluded from participation ,in, be refused the benefits of, or otherwise be subject to discrimination in any activities, programs or employment supported by this Agreement. SUBRECIPIENT is prohibited from discrimination on the basis of age or with respect to an otherwise qualified handicapped person as provided for under Section 109 of the Housing and Community Development Act of 1974, as amended. D. SUBRECIPIENT agrees to comply with the Age Discrimination Act of 1975 which requires that during the performance of this Agreement, SU13RECIPIENT agrees not to diseriminate against any employee or applicant for employment because of age. Such action shall include, but not be limited to the following: employment upgrading, demotion, or transfer, rates of pay or other forms of compensation, and selection for training, including apprenticeship. SUBRECIPIENT agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the SUBRECIPIENT setting forth the provisions of this age discrimination clause. E. SUBRECIPIENT agrees to comply with Section 504 of the Rehabilitation Act of 1973 which requires that no otherwise qualified individual with a disability in the United States, shall, solely by reason of his or her disability, be excluded from the participation in, be denied the benefits of, or be subjected to discrimination under any program or activity receiving federal financial assistance or under any program or activity conducted by any executive agency or by the United States Postal Service. IV, CONFLICT OF INTEREST Pursuant to the conflict of interest requirements set forth in 24 CFR 57.0,611. and 2 CFR 200.112, SUBRECIPIENT certifies that no member, officer, employee, agent or assignee of CITY having direct or indirect control of any CDBG monies granted to the CITY, inclusive of the subject-CDBG FUNDS shall . serve as an officer of SUBRECIPIENT. Further, any conflict or potential conflict of interest of any officer of SUBRECIPIENT shall be fully disclosed: in writing prior to the execution of this Agreement and said writing shall be attached and deemed fully incorporated as a part hereof, Notice shall be sent by SUBRECIPIENT to CITY regarding any changes or modifications to its board of directors and list of officers, N V. SPECIAL CERTIFICATION FOR RELIGIOUS ENTITIES . If SUBRECIPIENT is a religious entity, SUBRECIPIENT hereby agrees that in connection with the provision of the services SUBRECIPIENT shall provide with CDBG funds, in accordance with 24 CFR 570.2000): A. SUBRECIPIENT shall not discriminate against any employee or applicant for employment on the basis of religion and shall not limit employment or give preference in employment to persons on the basis of religion, B. SUBRECIPIENT shall- not ,discriminate against any person applying for the services SUBRECIPIENT agrees to *provide under the-tem. is of this Agreement'on.the basis. of religion and shall not limit such services or give preference to applicants for such services on the basis of religion C. SUBRECIPIENT shall NOT provide -religious instruction or counseling, conduct any religious worship or services, or engage in any religious proselytizing, or exert any religious influence in the provision of the services in said program. The parties agree that this covenant is intended to and shall be construed for the limited purpose of assuring compliance with respect to the hue of CITY funds by SUBRECIPMNI` with applicable constitutional limitations respecting the establishment of religion as set forth in the establishment clause under the First Amendment of the United States Constitution and Article I, Section 4 of the California Constitution, and is not in any manner intended to restrict other activities of SUBRECIPIENT. D. The portion of a facility used to provide public services assisted in whole or in part under this Agreement shall contain no sectarian or religious symbols. E. Where the services to be provided under said program are rendered on property owned by the primarily religious entity SUBRECIPIENT, CDBG funds may also be used for minor repairs to such.property which are directly related to the cost of rendering the services under said'program, where the cost constitutes in dollar terms only an incidental portion of the CDBG expenditure for rendering the services under said program. VI. PROHIBITION M NEPOTISM SUBRECIPIENT agrees not to hire or permit the hiring of any person -to fill a position funded through this Agreement if a member of that person's immediate family is employed in an administrative capacity by SUBRECIPIENT. For the purposes of this -section, the term "immediate family" means spouses, child, mother, father, brother,- sister, brother-in-law, sister-in-law, father-in-law, mother-in-law, son-in-law, daughter-in-law, aunt, uncle, niece, nephew, stepparent and stepchild. .The term "administrative capacity" means having selection, hiring, supervisor or management responsibilities. VH. NOTICES Notices to the parties shall, unless .otherwise requested in writing,. be sent by U.S. Mail, postage prepaid, and addressed as follows: TO CITY. City of Santa Ana Community Development Agency (M-25) 20 Civic Center Plaza P.O. Box 1988 Santa Ana, California 92702-1988 10 TO SUBRECIPIEN'i': NAME: Nabil Saba Executive Director Public Works Public Works Agency 20 Civic Center Plaza Santa Ana, CA 92702 VM. ASSIGNABILITY None of the dutiesof, or work to be performed by, SUBRECIPIENT under this Agreement shall be subcontracted or assigned to any agency, consultant, or person without the prior written consent of CITY. SUBRECIPIENT must. submit all subcontracts and other agreements that relate to this Agreement to CITY. No subcontract or assignment shall terminate or alter the legal obligations of SUBRECIPIENT pursuant to. this Agreement. IX. HOLD HARMLESS SUBREC•1PlENT shall indemnify, defend and save harmless CITY, its officers, employees, agents, representatives and volunteers from and against any and all damages to or for loss of use of property and for injuries to or death of any person or persons, including property and employees or agents of CITY, and shall defend, indemnify and save harmless CITY, its officers, employees, agents, representatives -and volunteers from and against any and. all claims, demands, suits, actions or proceedings of any kind or nature, including, but not by way of limbation, workers compensation claims and including attorney fees and reasonable expenses for litigation or settlement, resulting from or arising out of the negligent or wrongful acts, errors or omissions of SUBRECIl41ENT, its officers, directors, employees, agents, subcontractors and suppliers arising out of SUBRECIPIENT's performance of this Agreement. X INSURANCE 1. Comrnercial General Liability. SUBRECIPIENT agrees to obtain and keep in force during the term of this. Agreement a policy of comprehensive commercial public liability insurance insuring the CITY, and SUBRECIPIENT against any liability for accident, injury or death arising out of or in consequence of this Agreement. Such insurance shall be in an amount not less .than One Million Dollars ($1,000,000.00) for any .injury to or death of any person or persons in any single accident or occurrence. Said policy of comprehensive liability insurance shall be - endorsed to provide to CITY at least thirty (30) days written notice prior to canccllaiion; name CITY, its officers, agents, empt'oyees, and volunteers, additional insured; and state that such coverage is primary to any other coverage or self- insurance and CITY. Governmental entities may provide proof of self-insurance. (a) Such insurance shall: (1) name the City of Santa Ana, its. officers, agents, representatives, employees and volunteers as additional insured's; (2) be primary with respect to insurance or self-insurance programs maintained by the CITY; (3) contain standard separation of insured's provisions; and (4) give to CITY- prompt and timely notice of claim .made or suit .instituted -arising out of SUBRECIPIENT's operations ereunder. (b) SUBRECIPIENT shall: (1) prior to exercising any right wid©r this Agreement, ftuni.sh properly executed` certificates of insurance and additional insured endorsement to the CITY which shall clearly evidence all- coverages required above; (2) provide that such -insurance shall not - be materially changed or terminated except on 30 days prior written notice to the CITY; (3) maintain such insurance for the period covered by this Agreement; and (4) replace such certificates for policies expiring prior to the expiration of this Agreement 11 2. Automobile Liability Coverage. SUBRECIPIENT shall also obtaiwand maintain, during the effective period of this Agreement, broad form automobile liability coverage with a $1,000,000 limit unless reduced by CITY, which applies to both owned/leased and non -owned automobiles used by SUBRECIPIENT employees or participants in performance of this Agreement, or, in. the event that SUBRECIPIENT will not utilize such owned/leased automobiles but intends to require employees, participants or other agents to utilize their own automobiles in the performance of this -Agreement, SUBRECIPIENT shall secure and maintain on file from all such -employees,. participants, or agents as self -certification of automobile insurance coverage. Governmental entities• may provide proof of -self- insurance. 3. Workers' Compensation, If SUBRECIPIENT is an "employer",. as set forth in California Labor Code Section 3300 et seq.,or utilizes participants as "employees," as set forth in, California Labor. Code Section 3350 et seq., SUBRECIPIENT shall obtain and keep, in force during the term of this Agreement full Workers' Compensation insurance coverage for injuries suffered by participants. Said -insurance policy shall guarantee CITY at least thirty (30) days written notice of cancellation or modification. 4: Equipment Coverage, SUBRECIPIENT shall purchase a policy 'or policies of insurance covering loss or damage to any and all Equipment provided to, or purchased by- SUBRECIPIENT in accordance with this Agreement. Said insurance shall be in the amount of the full replacement value thereof, providing protection against the classification of fire, extended coverage, vandalism, malicious mischief, theft, and special extended perils. Governmental entities may substitute a certificate of self- insurance. 5. Proof of Insurance. Certificates and endorsements must be submitted and approved by CITY prior to any work under this Agreement. SUBRECIPIENT understands that CITY will make no payments under this Agreement until the required certificates and endorsements- have been approved by CITY. XI, REVERSION OF ASSETS . A. Upon the expiration of this Agreement, SUBRECIPIENT shall transfer to CITY any CDBG funds on hand at the time of the expiration of this Agreement as well as any accounts receivable attributable to the use of CDBG funds. [24 CFR 570.503(b)(7)] B. Any real property under SUBRECIPIENT's control that was acquired or improved in whole or in part with CDBG funds in excess of $25,000.00�must either be: 1. Used, where CITY .has given written approval, to meet one of the national objectives stated in 24 CFR 570.208 until five (5) years after expiration of this Agreement, or for such longer period of time as determined to be appropriate by CITY; or 2. If not used in accordance with subparagraph 1 above, SUBRECIPIEIVT shall pay to CITY an amount equal to the current fair market value of the property less any portion of the value attributable to the expenditure of non-CDBG funds for acquisition.af,r improvement to; the property: Such payment is program income to CITY. C. Subject to the obligations set forth herein, title to equipment acquired.:under the terms of this Agreement will vest upon acquisition in SUBRECIPIENT. When said equipment which' has been acquired in accordance with this Agreement and all applicable regulations is no longer needed for said program, disposition of said equipment will be made as follows: 12 1. Items of equipment with a current per unit fair market value of less than $5,000.00 may be retained, sold or otherwise disposed of with no further obligation to CITY. 2. Items of equipment with a current fair market per unit value of $5,000.00 or more may be retained or sold and CITY shall have the right to an amount calculated by multiplying the current market value or proceeds from the sale by CITY's share of federal funds used to acquire the equipment, in accordance with 2- CFR 200.313(e)(2). D. . SUBRECIPIENT hereby agrees, upon the demand of CITY, to execute, acknowledge and deliver, or cause any person or entity who may have any claim to rights hereunder or under any document, instrument or agreement executed. in furtherance of the services and -activities to be performed hereunder, to execute, acknowledge and deliver, to CITY.. assignment(s), quit claim deed(s). or such other and further instruments, documents..and agreements as may be necessary, in the sole and absolute discretion of CITY, to vest in CITY all of SUBRECIPIENT's right, title and interest (if any it may have) in and to CITY, CDBG or other federal; state and/or local accounts or program funds or allocation of funds to which -CITY is or may be entitled, either for its own account or as fiduciary or trustee for others, which were obtained for the purpose of the performance of this Agreement or any previous agreements relating to the same subject matter or activities as this Agreement, together with any instruments, loans, grants or advances by SUBRECIPIENT on behalf of CITY, in ffirtheranee of the activities hereunder or thereof, SUBRECIPIENT's obligations and responsibilities set forth in this paragraph "XI. REVERSION OF ASSETS," and in paragraph "XII. TERMINATION" and other requirements.pertaining to program income shall not be affected by the termination of this Agreement and shall survive the date of termination of this Agreement for such period of time as CITY and/or HUD deems necessary for the responsibilities, duties and obligations to be performed and completed to the satisfaction of CITY and HUD. XH. TERMINATION A. This Agreement may be terminated on thirty (30) days' written notice by either party. In the event of such termination, SUBRECIPENT shall only be entitled to reimbursement for approved expenses incurred to the effective date of termination. B. This Agreement may be suspended or terminated by CITY upon five (5) days' written notice for violation by SUBRECIPiENT of Federal Laws governing the use of Community Development Block Grant Funds. In the event of such. suspension or termination, SUBRECIPIENT shall only be entitled to reimbursement for approved expenses incurred up to the effective date of suspension or termination. C. Pursuant to 2 CPR. 200.340, in the event SUBRECIPIENT defaults by failing to fulfill all or any of its obligations hereunder, CITY may declare a default and termination of this Agreement by written notice to SUBRECIPIENT, which default and termination shall be effective on a date stated in the notice which is to be not less than ten (10) days after certified mailing or personal service of such notice, unless. such default is cured before the effective date of termination stated in such notice. If terminated for cause, CITY shall be relieved of further liability or responsibility under this Agreement, or as a result of the termination thereof, including the payment of money, except for payment for approved expenses incurred for services satisfactorily and timely performed prior to the mailing or service of the notice oftermination, and except for reimbursement of (1) any payments made for services not subsequently performed . in a timi6ly. and satisfactory manner, and (2). costs incurred by CITY in obtaining substitute performande; D. The grant of funds under this Agreement may be terminated for convenience by either the CITY or SUBRECIPIENT, in whole or in part, by setting forth the reasons for such termination, the effective date, and, in the case of portion termination, their portion to b terminated, however., if in the case of a partial 13 termination, the CITY determines that the remaining portion of the award will not accomplish the purpose for with the award was made, the CITY may terminate the award in its entirety, E. The grant of funds under this Agreement may be terminated due to the non-performance of SUBRECIPIENT and/or failure of SUBRECIPENT to perform the work described in Exhibits. A and B or failure to meet the performance -standards and program goals set forth therein. F. In the event this Agreement is terminated as set forth in subparagraphs XR.A. through XII.E., inclusive, SUBRECIPIFNT•agrees to immediately return to CITY upon CITY's demand and prior to any adjudication of SUBRECIPIENT's rights, any and all funds not used, and to comply with.paragraph "XI. REVERSION OF ASSETS" of this Agreement. MR. LTMTI'ATION OF FUNDS - The United States of America, through HUD, may in the future place programmatic or fiscal limitations on the use of CDIRG funds which limitations are not presently anticipated. Accordingly, CITY reserves the right to revise thus Agreement- in order to take account of actions affecting HUD program fielding: In the event of funding reduction, CITY may, in its sole and absolute discretion, reduce the budget of this Agreement as a whole ors as to -costs category, may limit the rate of SUBRECIPIENT's authority to connnit and spend -fields, or may restrict SUBRECIPIENT's use of both • its uncommitted and its unspent funds. Where HUD has directed or requested CITY to implement a reduction in fixnding, in whole or as to a cost category, with respect to funding for this Agreement, CITY's City Manager or delegate is authorized to act for CITY in implementing and effecting such a reduction and in revising, modifying, or amending the Agreement for such purposes. If such a reduction in funding occurs, SUBRECIPIENT shall be permitted to de -scope accordingly. Where CITY 'has reasonable grounds to question SUBRECIPIENT's., fiscal accountability, financial soundness, or compliance with this Agreement, CITY may suspend the operation of this Agreement for up to sixty (60) days upon five (S) days written notice to SUBRECIPIENT of its intention to so act, pending an audit or other resolution of such questions. In no event, however, shall any revisions made by CITY affect expenditures and legally binding commitments made by SUBRECIPIENT before it received notice of such revision, provided that such amounts have been committed in good faith and are otherwise allowable and that such commitments are consistent with HUD cash withdrawal guidelines. XM. EXCLUSIVITY AND AMENDMENT OF AGREEMENT This Agreement supersedes any and all other agreements, either oral or in writing, between the. parties hereto with respect to the -use of CITY's CDBG funds by SUBRECIPIENT and contains all the covenants and agreements between the parties with respect to such employment in any manner whatsoever. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein, and that no other agreement or amendment hereto shall be effective unless executed in - writing and signed by both CITY and SUBRECIPIENT. XV.. LAWS GOVERNING THIS AGREEMENT This Agreement shall -be-governed by and construed in accordance with the laws of the State of - - - California, and all applicable federal laws and -regulations. XV1. CLOSE-OUT The SUBRECIPIENT agrees to comply with the closeout procedures detailed in 2 CFR §200.343, including the following: 14 1. SUBRECIPIENT must submit, no later than ninety (90) calendar days after the end date of the period of performance, all financial, performance, and other reports as required by the terms and conditions of the Federal award; 2. Unless the CITY - authorizes an extension, SUBRECIPIENT must ' liquidate ' all obligations incurred under the Federal award not later than ninety (90) calendar days after the end date of the period of performance as specified in the terms and conditions of the Federal Award;.. 3. SUBRECIPIENT must promptly refund any, balances of unobligatcd cash that the' CITY paid in advance or paid and that is not authorized to be retained by SUBRECIPIENT for use in other projects (See OMB Circular A-129 and 2 CFR §200.345); . 4. SUBRECIPIENT BREPIENT 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 SEVEItAB]Q,ITY The invalidity in whole or in part of any provision of this Agreement shalI.not void or affect the validity of any other provision of this Agreement. Whenever possible, each provision of this AGREEMENT shall be interpreted in such manner as to be effective and valid under applicable law,. but if any provision of this AGREEMENT is -held to be prohibited by or invalid under applicable law, such provision shall be ineffective only to the extent of such prohibition or invalidity, without invalidating the remainder of such provisions of this AGREEMENT. XVIII. WAIVER No delay or omission by either party hereto to exercise .any right or power accruing upon any noncompliance or default by the other party with respect to any of the terms of this Agreement shall `impair any such right or power or be construed to be a waiver thereof, A waiver by either of the parties hereto of any of the covenants, conditions, or agreements to -be performed by - the other shall not be construed to be a waiver of any succeeding breach thereof or of any other covenant; condition or agreement herein contained. XIX. MISCELLANEOUS PROVISIONS a. Each undersigned represents. and warrants that its signature herein below has the powerrauthority and night to bind their respective parties to each of the terms of this Agreement, and shall indemnify CITY fully, including reasonable costs and attorney's fees, for any injuries or damages to CITY in the event that such authority or power is not, in.fact, held by the signatory or is withdrawn. b. ' All Exhibits and Attachments referenced herein and attached hereto shall be incorporated. as if fully set forth in the body of this Agreement. (Signatures on following page} Wi A-2022-092-26 IN WITNESS WHEREOF. the parties Izcreto lease executed this A-rcenlent as of the last date and year \%ritten helots. ATTEST: ••,� CITE' OF SANTA ANA DAISY GOMC7 KRISTINE RIDOI Clerk of the C ouncii C'it\ klanaaer APPROVED AS TO FORM: SONIA R. CARVALHO Cite A e� 446� BN: R N O. ODGE Assist 01% ttorne\ RECO UN ENDED FOR APPROVAL: ST .V-EN MEND07A Assistant Cite Manager 16 SLBRECIPIEiN'T: Nabil Saba EXLYuticc Director Tax ID: 05-60007$5 Unique Entitn ID,-,: IZE9G2M4GR_Nt) INSTRUCTIONS FOR CER'TITI,CATION 1, By signing and submitting this proposal, the prospective recipient of federal assistance funds is providing the certification as set out below. 2, The certification in this clause is a material representation of fact upon which reliance was placed when this transaction was entered into. If it is later determined that the prospective recipient of federal assistance funds knowingly rendered an erroneous certification, in addition to other remedies available to the Federal Government, the Department of Labor (DOL) may pursue available remedies, including susp ension and/or debarment. The prospective recipient of federal assistance funds shall provide immediate written notice to the person to which. this proposal is submitted if at any time the prospective recipient of federal assistance funds learns that its certification was erroneous when submitted 'or has become erroneous by reason of changed circumstances, 4. The terms "covered. transaction," "debarred," "suspended," "nneligible," "lower tier covered transaction," "partichpailt," "person," "primary Covered transaction," "principal," f1proposal," 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. b. The prospective recipient of federal assistance funds further agrees by submittittg this proposal that it will include the clause titled "Certification Regarding Debarment, Suspension, Ineligibility and voluntary exclusion - Lower Tier Covered Transactions," without modification, in all lower tier covered transactions and in all solicitations for lower tier covered transactions, 7. A participant in a covered transaction may rely upon a certification of a prospective participant in a lower tier covered transaction that it is riot debarred, suspended, ineligible, or voluntarily excluded from the coverod transaction, unless it knows that the certification is erroneous. A participant tray decide the method and frequency by which it determines the eligibility of its principals. Each participant may, but is not required to cheep the List of Parties Excluded from Procurement or Non- Proctrremeint Pro ►at; airs. 8. Nothing contained in the foregoing shall be construed to require establislunent of a system of records in order to render in good faith the certification required by this clause. The lmowledge 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 Imowingly 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 CGitifoation Regarding Lobbying Certification for Contracts Grants Loans and Coo erativ . ee ents The undersigned certifies, to the best of his or her knowledge and belief, that: (1) No ,Federal appropziated.funds have been paid or will be paid, by or on behalf of (lie uoders,ignt4 to any person for infhieitc ng ar attempting to influence an. officer or employee of ai y agency, a Member of Congress, wi officer -or employee of Congress, or an employee of a .Member of Congress -in connection with the awarding of anyFederal ct?rltract,. tale taing of any cooperative agreeitiertt, anti the extension, colitinuatima, renewal, arnendinent, or modification -of any Federal contact, grant, :loan or coopergiye agreeznert. (2) If any funds other than Federal appropriated funds have been paid or will be -paid -to an pefsvn for infiuenoing or'attempting to influonoe an officer Q emplQyce of any agency, a Mernber-of.Congress, an officer or employee of Congress, Oran employee cif a Meutber .of Congress ii, cdruiection with this Federal cons h-act, grant, loan; or cooperative agreetnetit, to shall -complete and subinit Standard`Form ALL, "Disclosure Form to Report Lobbying," in accordance with its. ynstructimis.. (3) The undoi-signed shall require t7iat the.Ianguage of this cerkifi.cation be'included in the award documentsfor all subawards at all tiers (including sub.contractt subgrants, and contracts tuicler grants, loans, and cooperative agreements} and that all subreciAents shall certify and disclose accordingly, This certification is-n:anater al reliresentation , f.fact upon which reliance was placed when this transactionw.as made or entered .into. Submission of this aettiflcatioil is a prerequisite"for-making or,entcl'ing:injo this'txsnsaction imp©sed bylS'Won i352, Title 31, U. S. Code, A.nyperson who fails to file the required certification shall be subject to a. civil penalty of not less than $10,000 and not more than $1-00,0010 for each such failure. City of Santa Ana / Public Works Agency Grantee/Contactor Organization Nabil Saba Name of'Certifying Officer Signature FXH[BIT D Page 1 of 2 Rafe SUBRLCIPPICNT 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 sect.) 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 trot less than those prevailing on similar construction in the locality as determined in accordance with the Davis -Bacon Art, 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 constructions work. 4. SUBRLCIPIENT will comply with all Federal statutes applicable to projects funded with community development fluids, except that (a) SUBRECIPIENT does not assume CITY'S environmental responsibilities described at 24 CPR 570.604; and (b) SU13RECIPIENT does not assume CITY'S responsibility for initiating the review process under Exceutivo Order 12372. EXHfBJT D Page 2 of 2 Certification Regarding ,Drug -Free Workplace Renuirements The certification set out below is a material representation upon which reliance is placed by the U.S. Department of Housing and Urban Development in awarding the grant. If It Is later determined that the contractor knowingly rendered a false certification, or otherwise violates the requirements of the Drug -Free Workplace Act, the U.S. Department of Housing and Urban Development, in addition to any other remedies available to the Federal Government, may take action authorized under the brug-Free Workplace Act, CERTIFICATION A, The contractor certifies that it will provide a drug -free workplace by: (a) Publishing a statement notifying employees that the unlawful manufacture, distribution,'dispensing, possession or use of a controlled substance is prohibited in the contractor's workplace and specifying the actions that will be taken against employees for violation of such prohibition; (b) Establishing a drug -free awareness program to inform employees about— (1) .The dangers of'drug abuse in the workplace; (2) The contractor's policy of maintaining a drug free workplace; (3) Any available drug counseling, rehabilitation, and employee assistance program; and (4) The penalties that may be imposed upon employees for drug abuse violations occurring In the workplace; (c) Making it a requirement that each employee who will be engaged in the performance of the grant be given a copy of the statement required by paragraph (a); (d) Notifying the employee in the statement required by paragraph -(a) that, as a condition of employment under the contract, the employee will - (1) Abide by the terms of the statement; and (2) Notify the employer of any criminal drug statute conviction for a violation occurring in the workplace no later than five days after such conviction. (e) Notifying the U.S. Department of Housing and Urban Development within ten days after receiving notice under subparagraph (d)(2) from an omployee or otherwise receiving actual notice of such conviction; EXHIBIT E Page 't 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 - ( 'I) Taking appropriate personnel action against such an employee, up to and including termination; or (2) Requiring such employee to participate satisfactorily in a drug abuse, assistance or rehabilitation program approved for such purposes by a Federal, State, or local health, law enforcement, or other appropriate agency; (g) Making a good faith effort to continue 'to maintain a drug -free workplace through implementation of paragraphs (a), (b), (c), (d), (e) and (f). B. The contractor shall insert in the space provided on the attached "Place of Performance" form the site(s) for the performance of work to be carried out with the grant funds (including street address, city, county, state, and zip code) .the contractor further certifies that, if it is subsequently determined that additional sites will be used for the performance of work under the contract, it shall notify the U.S. Department of Mousing and Urban Development immediately upon the decision to use such additional sites by submitting a revised "Place of Performance" form. 4 . J� SOW114 tour 1+ Orga lzatic Authorized Signature Date EXHIBIT E Page 2 of 3 PLACE OF PERFORMANCE FOR CERTIFICATION REGARDING DRUG -FREE WORKPLACE REQUIREMENTS Name: Nabil Saba Date; 2/14/22 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 certiflcation: Place of Performance (include street address, city, county, state, zip code for each site): 20 Civic Center Plaza. Santa Ana, CA 92701 EXHIBIT E Page 3 of 3 EXHIBIT 4 COST ANALYSIS CONSTRUCTION OF PROJECT NO. 22-1802 & 22-1381: Newhope Library Modernization and Delhi Library Branch Improvements Project Construction Contract $ 8,215,533.00 Contract Administration, Inspection and Testing $ 95,217.00 Contingencies $ 821,553.00 TOTAL ESTIMATED CONSTRUCTION COSTS $ 9,132,303.00 EXHIBIT 5 AGREEMENT BETWEEN THE CITY OF SANTA ANA AND SHADE STRUCTURES, INC., DBA SHADE & FABRIC STRUCTURES FOR PURCHASE AND INSTALLATION OF A SHADE STRUCTURE AT THE NEWHOPE LIBRARY THIS AGREEMENT is made and entered into this 17th day of September 2024 by and between Shade Structures, Inc., a Texas corporation dba USA Shade & Fabric Structures ("Contractor"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("City"). RECITALS A. The City desires to retain a contractor having special skill and knowledge in the design, procurement, and installation of shade structures for the City's Newhope Library ("Project"). B. Contractor represents that Contractor is able and willing to provide such services to the City. C. Contractor has full access to the material and special pricing under Sourcewell Contract No. 010521-LTS-6 ("Cooperative Contract"). D. The City is a member of Sourcewell (Member ID No. 1888) and is authorized to use the Cooperative Contract for public works procurements, including the materials and services required for the Project. E. In undertaking the performance of this Agreement, Contractor represents that it is knowledgeable in its field and that any services performed by Contractor under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional contracting firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. SCOPE OF SERVICES a. Contractor shall perform the tasks and obligations including all labor, materials, tools, 12k reach fork and skid steer, and work required to fully and adequately complete the services described and set forth in Contractor's Proposal Exhibit A, attached hereto and incorporated by reference. b. Contractor is not responsible for crane services, drill rigs, land surveying, field measurements, layout, confirmation of final location, above and below ground utilities, sprinklers/irrigation systems, caulking, sealants, joint checks, traffic control plans, flagging, permits, or a Storm Water Pollution Prevention Plan. C. The Project shall be deemed complete upon its acceptance by the City's Executive Page 1 of 10 Director of Pub lie Works or their designated representative, which acceptance shall not be unreasonably withheld. 2. COMPENSATION a. City agrees to pay, and Contractor agrees to accept as total payment for its services for City, the rates and charges identified in Exhibit A. The total amount to be expended during the term of this Agreement shall not exceed Sixty -Eight Thousand, Three Hundred Forty -One Dollars and Zero Cents ($68,341). This sum is comprised of (1) a base fee of $62,127.86 and (2) a contingency in the amount of $6,213.14 for additional services at the City's sole discretion. b. Payment by City shall be made within forty-five (45) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. City and Contractor agree that all payments due and owing under this Agreement shall be made through Automated Clearing House (ACH) transfers. Contractor agrees to execute the City's standard ACH Vendor Payment Authorization and provide required documentation. Upon verification of the data provided, the City will be authorized to deposit payments directly into Contractor's account(s) with financial institutions. C. Payment need not be made for work that fails to meet the standards of performance set forth in the Recitals which may be reasonably expected by the City 3. TERM This Agreement shall commence on the date first written above and terminate on December 31, 2025. The City shall have the option to renew this Agreement for up to one (1) additional one- year term, exercisable by a writing by the City Manager and the City Attorney, unless terminated earlier in accordance with Section 17, below. 4. PREVAILING WAGES Contractor is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 16000, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on "public works" and "maintenance" projects. If the services being performed are part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and the total compensation is $1,000 or more, Contractor agrees to fully comply with such Prevailing Wage Laws. Contractor shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. 5. INDEPENDENT CONTRACTOR Contractor shall, during the entire term of this Agreement, be construed to be an Page 2 of 10 independent contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer -employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Contractor performs the services which are the subject matter of this Agreement; however, the services to be provided by Contractor shall be provided in a manner consistent with all applicable standards and regulations governing such services. Contractor shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 6. OWNERSHIP OF MATERIALS This Agreement creates a non-exclusive and perpetual license for the design drawings ("Documents & Data") provided by Contractor to the City. Contractor shall require all subcontractors to agree in writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subcontractor prepares under this Agreement. Contractor represents and warrants that Contractor has the legal right to license any and all Documents & Data. Contractor makes no such representation and warranty in regard to Documents & Data which were provided to Contractor by the City. City shall not be limited in any way in its use of the Documents and Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City's sole risk. 7. BONDING REQUIREMENTS Prior to the issuance of a building permit for the Project, the Contractor shall provide the City bonds by a corporate surety duly authorized to transact business in the State of California as follows: a. A performance bond in the form set forth in California Government Code, Section 66499.1, the Subdivision Map Act of the State of California in an amount equal to 100% of the amount set forth in Section 2 of this Agreement, which amounts to Sixty -Eight Thousand, Three Hundred Forty -One Dollars and Zero Cents ($68,341); and b. A defective materials and workmanship bond in the form set forth in California Government Code, Section 66499.3, the Subdivision Map Act of the State of California in an amount equal to 10% of the amount set forth in Section 2 of this Agreement, which amounts to Six Thousand, Eight Hundred Thirty -Four Dollars and Ten Cents ($6,834.10)_ 8. INSURANCE Prior to undertaking performance of work under this Agreement, Contractor shall procure and maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below for the duration of this Agreement: Minimum Scope and Limit of Insurance Page 3 of 10 (1) Commercial General Liability (CGL). Insurance Services Office Form CG 00 01 covering CGL on an "occurrence" basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregatelimit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit. (2) Automobile Liability. ISO Form Number CA 00 01 covering any auto (Code 1), or if Contractor has no owned autos, hired, (Code 8) and non -owned autos (Code 9), with a limit no less than $1,000,000 per accident for bodily injury and property damage. (3) Workers' Compensation. As required by the State of California, with Statutory Limits, and Employer's Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. (4) Broader Coverage. If the Contractor maintains broader coverage and/or higher limits than the minimums shown above, the City requires and shall be entitled to the broader coverage and/or the higher limits maintained by the Contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. b. Other Insurance Provisions (1) Additional Insured Status. The City, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Contractor including materials, parts, or equipment fumished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Contractor's insurance (at least as broad as ISO Form CG 20 l0 1185 or if notavailable, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 2037 if a later edition is used). (2) Primary Coverage. For any claims related to this contract, the Contractor's insurance coverage shall be primary coverage at least as broad as ISO CG 20 0104 13 as respects the City, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the City, its officers, officials, employees, or volunteers shall be excess of the Contractor's insurance and shall not contribute with it. (3) Notice of Cancellation. Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the City. Page 4of10 (4) Waiver of Subrogation. Contractor hereby grants to City a waiver of any right to subrogation that any insurer of said Contractor may acquire against the City by virtue of the payment of any loss under such insurance. Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. (5) Self -Insured Retentions. Self -insured retentions must be declared to and approved by the City. The policy language shall provide, or be endorsed to provide, that the self -insured retention may be satisfied by either the named insured or City. (6) Acceptability of Insurers. Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M. Best's rating of no less than A:VII, unless otherwise acceptable to the City. (7) Verification of Coverage. Contractor shall furnish the City with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage requiredby this clause) and a copy of the Declarations and Endorsement Page of the CGL policy listing allpolicy endorsements to City before work begins. However, failure to obtain the required documents prior to the work beginning shall not waive the Contractor's obligation to provide them. The City reserves the right to require complete, certified copies of all required insurance policies,including endorsements required by these specifications, at any time. (8) Subcontractors. Contractor shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Contractor shall ensure that City is an additional insured on insurance required from subcontractors. (9) Special Risks or Circumstances. City reserves the right to modify these requirements, including limits, based on the nature of therisk, prior experience, insurer, coverage, or other special circumstances. 9. INDEMNIFICATION Contractor agrees to defend, and shall indemnify and hold harmless the City, its officers, agents, employees, contractors, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the negligent operations of the Contractor or its subcontractors, agents, employees, or other persons acting on their behalf which relates to the services described in section 1 of this Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution, judicial or Page 5 of 10 equitable relief is due by reason of the terms of or effects arising from this Agreement. This indemnity and hold harmless agreement applies to all claims for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this Section or by reason of the terms of, or effects, arising from this Agreement. The Contractor further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. Notwithstanding the foregoing, to the extent Contractor's services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Contractor. 10. INTELLECTUAL PROPERTY INDEMNIFICATION Contractor shall defend, indemnify and hold harmless the City, its officers, agents, representatives, and employees against any and all liability, including costs, and attorney's fees, for infringement of any United States' letters patent, trademark, or copyright contained in the work product or documents provided by Contractor to the City pursuant to this Agreement. 11. RECORDS Contractor shall keep records and invoices in connection with the work to be performed under this Agreement. Contractor shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any services, expenditures, and disbursements charged to the City for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Contractor under this Agreement. All such records and invoices shall be clearly identifiable. Contractor shall allow a representative of the City to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement during regular business hours. Contractor shall allow inspection of all work, data, documents, proceedings, and activities related to this Agreement for a period of three (3) years from the date of final payment to Contractor under this Agreement. 12. CONFIDENTIALITY If Contractor receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Contractor agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. "Confidential Information" shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any Page 6 of 10 information that (a) has been disclosed in publicly available sources; (b) is, through no fault of the Contractor disclosed in a publicly available source; (c) is in rightful possession of the Contractor without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Contractor without reference to information disclosed by the City. 13. CONFLICT OF INTEREST CLAUSE Contractor covenants that it presently has no interest and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 14. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by fax or other telegraphic communication in the manner provided in this Section, to the following persons: To City: City Clerk City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 With courtesy copies to: Executive Director Public Works Agency City of Santa Ana 20 Civic Center Plaza (M-21) P.O. Box 1988 Santa Ana, CA 92702 Executive Director Library Services City of Santa Ana 26 Civic Center Plaza (M-75) Santa Ana, CA 92701 To Contractor: Shade Structure, Inc., dba USA Shade & Fabric Structures Attn: Rob Blakley, Senior Vice President PO Box 3467 Coppel, Texas 75019 Page 7of10 A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by fax, communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these timeframes, weekends, federal, state, County or City holidays shall be excluded. 15. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Contractor regarding the subject matter herein, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Contractor. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Contractor or the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein. 16. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Contractor, Contractor may not assign, transfer, or delegate any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other Contractors retained by City. 17. WAIVER No waiver of breach, failure of any condition, or any right or remedy contained in or granted by the provisions of this Agreement shall be effective unless it is in writing and signed by the party waiving the breach, failure, right or remedy. No waiver of any breach, failure or right, or remedy shall be deemed a waiver of any other breach, failure, right or remedy, whether or not similar, nor shall any waiver constitute a continuing waiver unless the writing so specifies. 18. TERMINATION Either party may terminate this Agreement in a signed writing if the other party materially breaches its obligations under this Agreement, and such breach is not cured within thirty (30) days after delivery of the non -breaching party's written notice or such longer time as the non -breaching party may specify in the notice. In the event of such termination, Contractor shall be entitled to receive and the City shall pay Contractor compensation for all services performed by Contractor Page 8 of 10 prior to receipt of such notice of termination, subject to the following conditions: a. As a condition of such payment, the Executive Director may require Contractor to deliver to the City all work product completed as of such date pursuant to the mutually agreed upon schedule, and in such case such work product shall be the property of the City unless prohibited by law, and Contractor consents to the City's use thereof for such purposes as the City deems appropriate. b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 19. NON-DISCRIMINATION Contractor shall not discriminate because of race, color, creed, relation, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities or in connection with any activities under this Agreement. Contractor affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 20. JURISDICTION -VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 21. PROFESSIONAL LICENSES Contractor shall, throughout the term of this Agreement, maintain all necessary licenses, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. Contractor shall notify the City immediately and in writing of its inability to obtain or maintain such licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 22. MISCELLANEOUS PROVISIONS Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. Page 9 of 10 b. All exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: Jennifer L. Hall City Clerk APPROVED AS TO FORM SONIA R. CARVALHO City Attorney By: randon Salvatierra Deputy City Attorney RECOMMENDED FOR APPROVAL h C ✓aba Digitally signed by Nabil Sa Nail Dabte:2024.08.2914:27:50 -07'00' Nabil Saba, P.E. Executive Director Public Works Agency CITY OF SANTA ANA Alvaro Nunez City Manager CONTRACTOR R Blakley Senior Vice President ---� IA��7 Brian Sternber Au , 2415:03 PDT) Brian Sternberg Executive Director Library Services Page 10 of 10 EXHIBIT A USASHADE & Fabric Structures® Newhope Library 1112112023 Priced per USA SHAD E-PlayPowe r, Inc. Sourcewell Contract #010521-LTS-6 Proposal Prepared For: City of Santa Ana - Library 26 Civic Center Plaza Snata Ana, CA 92701 AZ:289388 CA:989458 LA:61718 NV:78724 NM- 383826 TN: 68712 DIR: 1000003533 USASHADE A Fabric Structures. Date: 11/21/2023 Proposal for USA SHADE & Fabric Structures Project Information: Purchaser City of Santa Ana - Library Contact: Maria Castro Sales Rep: Sales Information: Patti Abrecht Project Name: Newhope Library Phone: (714) 647-5269 Phone: (949) 466-4592 Quote No CA0623PA06712 Email: mcastro5 Santa-ana.or Email: patti.abrechtCa usa shade.com PO No Fax: Fax: Information: City of Santa Ana - Library ShippingBilling .Jobsite SOUTHERN CALIFORNIA information: Newhope Library 26 Civic Center Plaza 1085 N Main, Suite C 122 N Newhope St Snata Ana Orange Santa Ana CA CA CA 92701 92867 92703 Contact: Maria Castro Contact: Operations Contact: Cody Roth Phone (714)647-5269 Phone (714)427.6981 Phone (949)497-9000 Email: mcastro5(&santa-ana,orR Email: Email: croth@u griffinstructures.com Fax: 0 Fax: Fax: 0 CORPORATE ADDRESS: 2580 Esters Blvd., Suite 100 DFW Airport, TX 75261 SOUTHERN CALIFORNIA: 1085 N Main Street, Suite C Orange, CA 92867 NORTHERN CALIFORNIA: 927 Enterprise Way, Suite A Napa,CA 94558 MAILING ADDRESS: P.O. Box 3467 Coppel, TX 75019 ARIZONA: 2452 W, Birchwood Ave, Suite 112 Mesa, AZ 85202 REMITTANCE ADDRESS: P.O. Box 734158 Dallas, TX 75373-4158 LAS VEGAS: 6225 S. valley View Blvd., Suite I Las Vegas, NV 89118 NOTE: This message is intended only for the use of the individual to whom it s addressed, and contains nformation that is privileged, confidential, and exempt from disclosure under applicable law. If you are not the intended recipient, or the employee or agent responsible for delivering this message to the intended recipient, you are hereby notified that any unauthorized disclosure, distribution, or copying of this commun cation is strictly prohibited If you have received this communication in error, please not.fy us immediately by phone and return the original message to the appicable address above. www.usa-shade.com 800-966-5005 AZ:289388 CA:989458 LA:61718 NV:78724 NV:78724 NM:383826 TN:68712 DIR:1000003533 TURNKEY SEE BELOW USASHADE & Febrile Structures. Structure Pricing Unit Quantity: 1 Foundations By USA Shade Unit Type: Full Hip Cantilever Grout Installation USA Shade Structure Size: 20x30 Footing Type: Drilled Pier USA Shade Model Number 202.5 Base Attachment: Recessed Base Plate Entry Height: 10 Anchor Bolts: Included No of Columns; 2 Concrete Cutting: N/A No of Fabric Tops: 1 Dirt Removal: Included Fabric Type: Colourshade FR Surface Type: Dirt Fabric Color: TBD from standard Steel Finish • Coastal Primer w/ Powder Coating Foundation layout to be provided by others confirming final location and top of foundation elevations. Steel Color TBD from standard Electrical Provisions: N/A Cable/HDW Finish: Galvanized Concept No: CON-MAY-034-23 www.usa-shade.com 800-966-5005 AZ:289388 CA:989458 LA:61718 NV:78724 NV:78724 NM:383826 TN:68712 DIR:1000003533 USASHADE Y 8t Fstbrle Strueturus, CITY 1 PART NUMBER FULL CANTI HIP SINGLE 202.5 SOURCEWELL PRICING DESCRIPTION FULL CANTI HIP SINGLE (Joined} $17,195.00 EACH $17,195.00 1 Add Colour5hade Fabric $164.00 EACH $164.D0 1 Add Coastal Primer $1,128.00 EACH $1,128.00 1 Anchor Bolts $677.00 EACH $677.00 1 Shipping and Handling $8,500.00 LTG $8,500.00 Taxable Subtotal $27,664.00 Sales Tax 7, 75% $2,143.96 1 Equipment Installation $16,289.40 EACH $16,289.40 2 Site Preparation $2,S00.00 PER DAY $5,000.00 2 Planning & Design Services $1,750.00 PER DAY $3,500.00 1 Stamped Engineering Drawings $7,500.00 EACH $7,500.00 1 Bonding $1,750.00 EACH $1,750.00 SUB -TOTAL $63,847.36 List Less 10% Discount TURNKEY INSTALLED • • $62,127.86 USA SHADE reserves the right to Implement a surcharge for significant increases In raw materials, including the following, but not limited to: fuel, steel, fabric, and concrete. Proposal pricing is only valid for 30 days due to the fluctuation In pricing. Due to recent significant increases experienced in raw steel and fabric materials, It may be necessary to order, invoice, and receive payments for steel and fabric as soon as final sizing can be determined. NOTESENGINEERING REQUIREMENTS Bu Idling Code CBC2022 W nd oad 115 mph Snow oad 5 psi All Pricing, Terms and Conditions per USA SHADE-PlayPower, Inc. Draw ngSite Electronic Sourcewell Contract 010521-LTS-6 No. of Sealed Drawings 1 Calculations Requ redl On File INCLUSIONSEXCLUSIONS REQUIREMENT5 INCLUND LXCLUDED INSTALLATIONMISCELLANEOUS ❑ Sealed Drawings & Calculations PI Prevailing Wage I Certified Payroll ❑ Permit Submittal (dimensioned site plan, copy of master permit/plans ❑ n with reference title page lot plan svbminal and all site specific Union Wages reference code annal sis provided by others ❑ ❑Q Permit Fee ❑' Temporary Fenc ng ❑ j! DSA Submittal & Fees n 01 Water and Electrical l't ❑ Design and Engineering of Structure n ❑ Landscape Repair n ❑ design and Engineering of Foundation n ❑' Demolition (Existing Structures) ❑ Q Readions and Loads for attachment to Walls, Rooftops, or Other 0' Payment and Performance Bonds ❑ ❑ Foundation Location and Elevation Survey ❑ n Special Inspection Fees Crane: should a crane be required and direct access not available, additional costs will Incur by way of a Change Order Revised Foundations: pricing based on standard drilled pier foundations; If existing site conditions and/or constraints require revised foundations (i.e. spread footing), additional costs will Incur by way of a Change Order Undergrounds: existing underground utilities, irrigation, etc. to be relocated/capped by others — USA Shade will provide Dig Alert only www.usa•shade.com 800.966-5005 AZ-289388 CA:989458 LA:6n16 NV 16724 NV16724 NM 383826 TN:68712 DIP 1000003533 Agreement -USA Shade - _F I NAL_8.19.24_updated Final Audit Report PlayPower Inc (2024) Created: 2024-08-21 By: Dy#an Dario (ddario@santa-ana.org) Status: Signed Transaction ID: CBJCHBCAABAASggkzARbVCnKyusxSUygmxXdK2bKbHx4 2024-08-21 "Agreement _USA Shade - PlayPower Inc (2024)_FINAL-8.19.24 _updated" History t Document created by Dylan Dario (ddario@santa-ana.org) 2024-08-21 - 9:53:13 PM GMT C'4 Document emailed to Brian Sternberg (bsternberg@santa-ana.org) for signature 2024-08-21 - 9,53:20 PM GMT Email viewed by Brian Sternberg (bsternberg@santa-ana.org) 2024-08-21 - 10:03:11 PM GMT a Document e-signed by Brian Sternberg (bsternberg@santa-ana.org) Signature Date: 2024-08-21 - 10:03:28 PM GMT - Time Source: server ® Agreement completed. 2024-08-21 - 10:03:28 PM GMT a Adobe Acrobat Sign EXHIBIT 6 State of California - Department of Fish and Wildlife 2024 ENVIRONMENTAL DOCUMENT FILING FEE . CASH RECEIPT DFW 753.5a (REV. 01101123) Previously DFG 753.5a - = I?rinL Sta er � Save RECEIPT NUMBER: 30 -- 08/26/2024 — 0722 STATE CLEARINGHOUSE NUMBER (if applicable) SEE INSTRUCTIONS ON REVERSE. TYPE OR PRINT CLEARLY, LEADAGENCY LEADAGENCY EMAIL DATE CITY OF SANTA ANA 08/26/2024 COUNTYfSTATE AGENCY OF FILING l7range P PROJECT TITLE NEWHOPE AND DELHI LIBRARY IMPROVEMENTS )OCUMENT NUMBER 202485000732 PROJECT APPLICANT NAME PROJECT APPLICANT EMAIL PHONE NUMBER CITY OF SANTA ANA, PUBLIC WORKS AGENCY (714 ) 647-5624 PROJECT APPLICANT ADDRESS CITY STATE ZIP CODE 20 CIVIC CENTER PLAZA (M-36) SANTA ANA CA. 92702 PROJECT APPLICANT (Checkappropriate box) © Local Public Agency ❑ School District El other Special District State Agency Private Entity CHECK APPLICABLE FEES: ❑ Environmental Impact Report (EIR) ❑ MitigaledlNegative Declaration (MND)(ND) ❑ Certified Regulatory Program (CRP) document -payment due directly to CDFW E] Exempt from fee © Nofce of Exemption (attach) ❑ CDFW No Effect Determination (attach) [] Fee previously paid (attach previously issued cash receipt copy) $4,051.25 $ 0.00 $2,916.75 $ 0.00 $1,377.25 $ 0.00 ❑ aoa Water Right Application or Petition Fee (State Water Resources Control Board only) $850.00 $ . ❑ County documentary handling fee $ )� Other $ PAYMENT METHOD: [I Cash El Credit © Check ❑ Other TOTAL RECEIVED $ 0.00 SIGNATURE AGENCY OF FILING PRINTED NAME AND TITLE �( CARINA HERRERA, DEPUTY omoiNAL - PROJECT APPLICANT COPY- GDMA96 COPY • LEAD AGENCY COPY • couNTY CLEkK oFW 753.5a (Rev. 0110112023) ORANGE COUNTY CLERK -RECORDER CEOA FILING COVER SHEET .�3 4Ardein—&cial Records, Orange Cr�un Hugh Ng u en, Clerk -Recorder NO FEE R 0 0 1 5 1 8 8 5$ 202485000732 3.49 pm 08/26124 477 Vitlndx Z01 0.00 60.00 0.00 0.00 0.00 0.00 0.00 0.00 Complete and attach this larm to each CEQA Notice mod with the County Clark -Recorder TYPE OR PRINT CLEARLY Prolect Tltle NEWHOPE AND DELHI LIBRARY IMPROVEMENTS Check Document beinff Filed: 0 Environmental Impact Report (EIR) 0 Mitigated Negative Declaration (MND) or Negative Declaration (ND) Notice of Exemption (NOE) 0 Other (Please fill In type): FILE[ AUG 2 6 2024 ORANGE COUNTY CLERK -RECORDER DEPARTMENT BY: C .�\ DEPUTY FIL15D IN THE OFFICE OF THE ORANGE COUNTY CLERK -RECORDER ON Aua"M2024sae4 Posted far 30 days (DEPUTY CARINA HERRERA Filing fees are due at the time a Notice of Determinatlon/Exemption Is filed with our offiee.For more Information on filing fees and No Effect Determinations, please refer 10 California Code of Regulatione, Title 14, section 753.5. MAYOR Valerie Amezcua MAYOR PRO TEM Thai Vlet Phan COUNCILMEMBERS Phil Bacerra Johnathan Ryan Hernandez Jessie Lopez David Panatoza Benjamin Vazquez PUBLIC WORKS AGENCY 20 Civic Center Plaza (M-M) P.O. BOX 1988 . Santa Ana, California 92702 (714) 647-5690 - Fax (714) 647-6823 swvw.santa-ano.org INTERIM CITY MANAGER Alvaro NuPiez CITY ATTORNEY Sonia R. Carvalho CLERK OF THE COUNCIL Jennifer L. Hall NOTICE OF EXEMPTION From the Requirements of the California Environmental Quality Act (CEQA) Fee Exemption per California Government Code Section 6103 To: COUNTY CLERK From; City of Santa Ana County of Orange Public Works Agency P.O. Box 238 20 Civic Center'Plaza (M-36) Santa Ana, CA 92702 Santa Ana, CA 92702 Project Title: Newhope and Delhi Library improvements Project Number(s): 22-1802 and 22-1382 Project Location: 122 N Newhope St, Santa Ana, CA 92703 & 505 E Central Ave, Santa Ana, CA 92 City: Santa Ana County: Orange ER Number: ER-2024-82 Date of Approval: 08/22/2024 Project Description: The construction will Include facility renovations. Applicant Name: City of Santa Ana, Public Works Agency Applicant Address: 20 Civic Center Plaza M-36 Santa Ana, CA 92702 Name of Pulalic Agency Approving Project: City Council Name of Agency Carrying Out Project: Public Works Agency Exempt Status: ❑ Ministerial (Sec. 15268) ❑ Declared Emergency (Sec. 15269 (a)) ❑ Emergency Project (Sec. 15269 (b through e)) El General Rule (Sec. 15061(b)(3)/(5)) ❑ Statutory Exemption: m Categorical Exemption: 15301(b) Reason(s) Why Project is Exempt From CEQA: 15301 (b) consists of repair/maintenance of existing public facilitites. City Contact: Michael Ortiz Signature: FILED AUG 2 6 2024 ORANGE COUNTY CLERK -RECORDER DEPARTMENT BY., DEPUTY Title; Principal Civil Engineer Telephone: (714) 647-5624 j Date: / Z,6 I Z�j ao Vaiedo Amazoua Thal Viet Phan Jessie Lopez Mayor Mayor Pro Tom, Ward 1 Ward 3 amszsua(&santa-ana,om tohanO. ants-ana.om ;lasslelnoezf avnte-aneara SANTA ANA CITY COUNCIL Benjamin Vazquez Phil Bacerra Johnathan Ryan Hernandez David Ponaloza Ward 2 Ward 4 Ward 6 Ward 6 LVa91MzCcrZsanta-ananm pbacerraMssypta-ana.oro : Iryanhemandoz(6asggta-ans.ora_ ; daena1oza0ssnta-anaarn EXHIBIT 7 ROJECT TITLE: ewhope Library Modernization ROJECT CATEGORY: ity & Park Facility Improvements LOCATION MAP A N CITY OF SANTA ANA FY 24/25CIP CAPITAL IMPROVEMENT PROJECT WORKSHEET PROJECT DESCRIPTION: Newhope Library Renovation PROJECT NEED: Newhope Library, the 10, 600-sq-ft Library remains in generally the same condition as when it was originally built in 1976. The renovation will include modernizing the overall Library branch, renovating the storefront of the building, remodeling the front checkout desk/staff area, remodeling kitchen/break area, creating a new Media Lab space, and replacing existing HVAC systems. PROJECT COSTS FY 24/25 FY 25/26 FY 26/27 FY 27/28 FY 28/29 FY 29/30 FY 30/31 Construction 3,522,493 - - - - - - TOTAL 3,522,493 - - - - - - SOURCE OF FUNDS FY 24/25 FY 25/26 FY 26/27 FY 27/28 FY 28/29 FY 29/30 FY 30/31 ARPA Funds 3,165,533 - - - - - - Cannabis 316,553 GENERAL FUND 40,407 TOTAL 3,522,493 - - - - - - AGENCY: DIVISION: CONTACT: DATE: Library Administration Maria Castro, Management Analyst- Library 28-Aug-2024 PROJECT TITLE: Delhi Library Branch Improvements PROJECT CATEGORY: City & Park Facility Improvements Facility CITY OF SANTA ANA FY 24/25CIP CAPITAL IMPROVEMENT PROJECT WORKSHEET PROJECT DESCRIPTION: Delhi Library Branch Improvements PROJECT NEED: Delhi Center Library Branch is creation of new 2,500-sq-ft branch in existing community center. The City of Santa Ana has leased approximately 2,500 square feet of space at the Delhi Community Center for a new Library branch. The City intends to invest in subtenant improvements suitable for public library services, including an innovative storefront style entrance, indoor furniture, interior displays and cases, and the creation of an outdoor patio space for library programs, events and activities geared toward children and families. The project will include combining three rooms into a larger Library space, creating a covered outdoor patio space with built-in story time seating and educational play area(s), and creating a new public entrance via the new outdoor patio. PROJECT COSTS FY 24/25 FY 25/26 FY 26/27 FY 27/28 FY 28129 FY 29/30 FY 30/31 Construction 5,609,810 - - - - - - TOTAL 5,609,810 SOURCE OF FUNDS FY 24/25 FY 25/26 FY 26/27 FY 27/28 FY 28/29 FY 29/30 FY 30/31 ARPA Funds 3,604,972 - - - - - - Cannabis 408,143 CDBG Programs 531,250 PUBLIC LIBRARY GRANT 1,065,445 TOTAL 5,609,810 - - - - AGENCY: DIVISION: CONTACT: DATE: Library Administration Maria Castro, Management Analyst- Library 28-Aug-2024