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HomeMy WebLinkAboutItem 15 - Agreement for On-Call Comprehensive Grant Financial Services Community Development Agency www.santa-ana.org/ccd Item # 15 City of Santa Ana 20 Civic Center Plaza, Santa Ana, CA 92701 Staff Report August 19, 2025 TOPIC: Agreement with MDG Associates, Inc. to Provide On-Call Comprehensive Financial, Grant Monitoring, Administrative and Technical Support Services for the CDBG, HOME, and ESG Program AGENDA TITLE Agreement with MDG Associates, Inc. to Provide On-Call Comprehensive Financial, Grant Monitoring, Administrative and Technical Support Services for the CDBG, HOME, and ESG Programs (General & Non-General Funds) (Specification No. 25-076A) RECOMMENDED ACTION Authorize the City Manager to execute an agreement with MDG Associates, Inc. to provide on-call comprehensive financial, grant monitoring, administrative, and technical support services for the Community Development Block Grant, HOME Investment Partnerships Program, and Emergency Solutions Grant Program in an amount not to exceed $300,000 over a three-year period, beginning August 19, 2025 and expiring June 30, 2028, with the option for an extension. (Agreement No. A-2025-XXX) GOVERNMENT CODE §84308 APPLIES: Yes DISCUSSION The City of Santa Ana is an entitlement jurisdiction and receives annual allocations from the U.S. Department of Housing and Urban Development (HUD) for federal grant programs including the Community Development Block Grant (CDBG), HOME Investment Partnerships Program (HOME), and Emergency Solutions Grant (ESG) Program. The City’s total Fiscal Year (FY) 2025-26 allocation is $5,726,570: Community Development Block Grant $ 4,190,178 HOME Investment Partnerships Program $ 1,159,062 Emergency Solutions Grant $ 377,330 TOTAL $ 5,726,570 Generally, these federal funds must be used to benefit low and moderate income persons, aid in the prevention or elimination of slums or blight, meet an urgent need, and assist with our nation's public workforce system to help residents including youth and those with significant barriers to employment enter into high-quality jobs and careers. The City uses these HUD funds for a variety of projects and activities, including affordable housing development, residential rehabilitation, mortgage assistance, public and homeless services, and capital improvement projects. Agreement with MDG Associates, Inc. August 19, 2025 Page 2 5 2 7 3 In order to meet regulatory requirements for administering the federal programs, the City needs to ensure that qualified program administrators with the skills and knowledge in the field of comprehensive financial, grant monitoring, administrative, and technical support services are available to ensure prompt and competent services to the public. The purpose of grant monitoring is to ensure that the City’s CDBG, HOME, and ESG funds are only being used for authorized and eligible purposes, in compliance with federal statutes, regulations, and the terms and conditions of the sub-awards. The purpose of financial and technical support services is to ensure compliance with the Uniform Administrative Requirements, cost principles, and audit requirements for federal awards at 2 CFR 200 and various other grant-specific services. The purpose of administrative services is to administer one or more of these federal grant programs, in order to ensure the City does not fall out of compliance and eligibility for the renewal of program funding. As an entitlement jurisdiction, these specialized services are critical for the City’s compliance. Request for Proposals On May 7, 2025, staff issued Request for Proposals (RFP # 25-076A) seeking proposals from qualified consultants to provide on-call comprehensive financial, administrative, and technical support services for federally funded programs (Exhibit 1). Specifically, the selected consultant will assist City Staff in providing comprehensive financial, grant monitoring, administrative, and technical support services for the CDBG, HOME, and ESG Programs as needed. The technical assistance and administrative services will be on-call for any forms of assistance or service related to these grant programs. The RFP was posted on the City’s online bid management and publication system (PlanetBids) and a Notice Inviting Bids was sent to 250 prospective bidders. Through the PlanetBids online portal, vendors may register to receive notifications on all current and future City projects, as well as download contract documents, receive project updates, and submit bids electronically. All prospective bidders in Santa Ana were notified about the RFP but staff are not aware of any local firms with expertise and experience in this scope of work. Responses to the RFP were accepted from May 7, 2025 to May 29, 2025. The City received four (4) proposals prior to the RFP deadline. No firms from Santa Ana submitted a proposal. A Proposal Review Committee consisting of three subject matter experts from the Community Development Agency reviewed and ranked each proposal based on the following criteria as stated in the RFP: Background, Qualifications & Experience (25 points), Key Personnel / Proposed Staffing (25 points), Technical Approach / Methodology (25 points), Cost Proposal (20 points), and Organization/Completeness of Response (5 points). Below are the average scores for the proposals: Agreement with MDG Associates, Inc. August 19, 2025 Page 3 5 2 7 3 Consultant Company Average Score MDG Associates, Inc.97 Nan McKay and Associates 84 Advanced Avant-Garde 83 CohnReznick Advisory LLC 76 Based on this competitive procurement process, staff recommends that the City Council approve an agreement with the highest-ranked consultant, MDG Associates, Inc., to provide comprehensive financial, grant monitoring, administrative, and technical support services for the CDBG, HOME, and ESG Programs in an amount not to exceed $300,000 over a three-year period, beginning August 19, 2025 and expiring June 30, 2028, with the option for an extension (Exhibit 2). While cost competitiveness was considered as part of the evaluation process, MDG Associates, Inc.’s superior qualifications and experience with Santa Ana and comparable jurisdictions made them the highest-ranked firm. Their pricing was found to be reasonable in light of their specialized expertise and the comprehensive nature of the required services. MDG Associates, Inc. MDG Associates, Inc. (MDG) was selected based on their exceptional qualifications, depth of experience with HUD-funded programs, and demonstrated understanding of federal compliance requirements under 2 CFR Part 200. Their team includes nationally recognized subject matter experts in grant compliance, program administration, and monitoring, with a proven track record of delivering effective, timely, and collaborative support to local governments throughout California and across the country. Several MDG team members also serve as HUD-authorized trainers and contributors to the HUD “Ask a Question” help desk, providing guidance to entitlement jurisdictions nationwide. This reflects a unique level of regulatory fluency and positions MDG at the forefront of national HUD compliance standards. MDG has had agreements with the City of Santa Ana for over a decade, including the same monitoring of various subrecipients and providing on-call technical assistance to support the City’s CDBG, HOME, and ESG Programs. Their familiarity with the City’s staff, systems, priorities, and past performance findings positions them to deliver immediate and efficient support. In addition to their strong regulatory expertise, MDG has consistently demonstrated a capacity-building approach that strengthens subrecipient compliance and enhances the City’s overall grant compliance and administration. MDG’s superior qualifications, technical expertise, and experience working directly with Santa Ana distinguishes them as the most capable firm to provide these comprehensive services. Staff recommends continuing this partnership with MDG to ensure high-quality oversight of the City’s federal funds and to help mitigate compliance risks. FISCAL IMPACT Funds are available in the General Fund, HOME, and ESG Contract Services- Professional account (nos. 01118810-62300, 13018780-62300, and 13518785-62300). Subsequent funding will be budgeted in future fiscal years for expenditure as shown in the table below: Agreement with MDG Associates, Inc. August 19, 2025 Page 4 5 2 7 3 Fiscal Year Grant Year Accounting Unit-Account #Fund Description Accounting Unit, Account Description Amount FY 2025-26 2025 01118810- 62300 General Fund Contract Services- Professional $ 70,200 FY 2025-26 2025 13018780- 62300 HOME Program Contract Services- Professional $ 22,160 FY 2025-26 2025 13518785- 62300 ESG Contract Services- Professional $ 7,640 Total for FY 25-26 $ 100,000 Fiscal Year Grant Year Accounting Unit-Account #Fund Description Accounting Unit, Account Description Amount FY 2026-27 2026 13518780-62300 CDBG Administration Contract Services- Professional $ 68,390 FY 2026-27 2026 13018780-62300 HOME Program Contract Services- Professional $ 22,160 FY 2026-27 2026 13518785-62300 ESG Contract Services- Professional $ 9,450 Total for FY 26-27 $ 100,000 Fiscal Year Grant Year Accounting Unit-Account #Fund Description Accounting Unit, Account Description Amount FY 2027-28 2027 13518780- 62300 CDBG Administration Contract Services- Professional $ 68,390 FY 2027-28 2027 13018780- 62300 HOME Program Contract Services- Professional $ 22,160 FY 2027-28 2027 13518785- 62300 ESG Contract Services- Professional $ 9,450 Total for FY 27-28 $ 100,000 TOTAL $300,000 EXHIBITS 1. Request for Proposals for HUD Grant Management Services 2. Agreement with MDG Associates, Inc. Submitted By: Michael L. Garcia, Executive Director of Community Development Approved By: Alvaro Nuñez, City Manager REQUEST FOR PROPOSALS NO. 25-076A FOR UNITED STATES DEPARTMENT OF HOUSING AND URBAN DEVELOPMENT (HUD) GRANT MANAGEMENT SERVICES CITY OF SANTA ANA KEY RFP D ATES: The schedule below is tentative and subject to change at the discretion of City, with appropriate notice to prospective Proposers. Issue Date: Wednesday, May 7, 2025 Deadline for Questions: Monday, May 19, 2025, 4:00 P.M. Proposal Due Date: Thursday, May 29, 2025, 4:00 P.M. EXHIBIT 1 CITY OF SANTA ANA TABLE OF CONTENTS I. BACKGROUND ........................................................................................................................... 3 II. OVERVIEW OF PROJECT .......................................................................................................... 3 III. TERM OF AGREEMENT ............................................................................................................ 4 IV. MINIMUM QUALIFICATIONS ...................................................................................................... 4 V. RESPONSE TO RFP .................................................................................................................. 4 VI. CERTIFICATIONS (ATTACHMENTS) ......................................................................................... 9 VII. REFERENCES ............................................................................................................................ 9 VIII. MINIMUM SCOPE AND LIMIT OF INSURANCE ......................................................................... 9 IX. SELECTION PROCEDURES & CRITERIA ............................................................................... 10 X. WITHDRAWALS........................................................................................................................ 11 XI. GENERAL TERMS AND CONDITIONS .................................................................................... 11 XII. AWARD OF AGREEMENT ........................................................................................................ 16 XIII. IMPLEMENTATION ................................................................................................................... 16 EXHIBITS Exhibits provided herein for Proposers’ reference only. EXHIBIT I – SCOPE OF SERVICES EXHIBIT II – SAMPLE AGREEMENT ATTACHMENTS A PROPOSER’S CERTIFICATION, PROPOSAL ITEM PRICING B REFERENCES C PROPOSER’S STATEMENT D NON-COLLUSION AFFIDAVIT E NON-LOBBYING CERTIFICATION F NON-DISCRIMINATION CERTIFICATION G SAM.gov UEI VERIFICATION H CERTIFICATION REGARDING DEBARMENT, SUSPENSION, INELIGIBILITY AND VOLUNTARY EXCLUSION EXHIBIT 1 CITY OF SANTA ANA I. BACKGROUND The City of Santa Ana, California, is rich in culture and pride, the county seat of Orange County, and encompasses an area of approximately 27 square miles. For more information, please visit https://www.santa-ana.org/ II. OVERVIEW OF PROJECT The City of Santa Ana (City) is seeking proposals from qualified and experienced consultants to provide comprehensive financial and technical support services for federally funded subrecipient programs during the 2025–2026 Fiscal Year, July 1, 2025 through June 30, 2026. Consultants must demonstrate a thorough understanding of the Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards (2 CFR Part 200). See EXHIBIT I for complete Scope of Services. The term “Vendor”, “Proposer”, “Firm”, “Consultants”, and “Contractor” shall refer to any legal entity or entities submitting a proposal in response to this Request for Proposals (RFP). The selected consultant(s) will be responsible for monitoring the use of federal funds administered through the following programs: • Community Development Block Grant (CDBG) • HOME Investment Partnerships Program (HOME) • Emergency Solutions Grant (ESG) The primary objective of this engagement is to ensure that all sub-awards are expended in accordance with authorized program purposes and in full compliance with applicable federal statutes, regulations, and the specific terms and conditions of each award. Responsibilities will include, but are not limited to: • Conducting comprehensive financial and compliance monitoring of subrecipients • Evaluating internal controls, accounting systems, and documentation practices • Providing technical assistance and corrective action guidance as needed • Preparing detailed monitoring reports and documentation of findings • Assisting with audit preparation and responses to federal or state inquiries This initiative supports the City’s commitment to effective stewardship of public funds and the promotion of transparent, accountable program management. Proposals will be evaluated based on relevant experience, understanding of applicable federal requirements, technical approach, and cost-effectiveness. General Background The City of Santa Ana is an entitlement jurisdiction, receiving its allocations directly from HUD. The City’s Fiscal Year (FY) 2025-2026 allocation is anticipated to be $5,899,968 million dollars. Below is an overview of the anticipated FY 2025-2026 budget: Grant Approx. Annual Allocation Community Development Block Grant (CDBG) $4,293,315 HOME Investment Partnership Program (HOME) $1,184,075 Emergency Solutions Grant (ESG) $422,578 City of Santa Ana RFP No. 25-076A Page 3 of 36 EXHIBIT 1 CITY OF SANTA ANA These funds are used for a variety of projects and activities, such as residential rehabilitation, public and homeless services, rental assistance, public facilities improvement projects, and affordable housing development. To learn more about the City of Santa Ana’s current HUD plans and activities, please use the link below: https://www.santa-ana.org/housing-grant-funding/ The City is seeking the services of a professional consultant or consulting firm to provide assistance with United States Department of Housing and Urban Development (HUD) grant administration. The assistance to be provided will ensure proper and timely expenditure of the program funds. III. TERM OF AGREEMENT The anticipated term of the agreement is for an initial period of three (3) years. The City may, at its discretion, extend the agreement with the same or more limited scope of required services for two (2) additional one (1) year periods, upon mutual agreement contingent upon City Council approval, or City Manager or City Attorney authorization, as appropriate. The total term of the awarded agreement shall not exceed five (5) years. Usage is not guaranteed. Execution of an agreement between the City and successful firm(s) and/or individual(s) does not guarantee work throughout the duration of the contract period. Numerous factors will be evaluated by the City in its delivery of project and assignments, including technical expertise required. IV. MINIMUM QUALIFICATIONS 1) Contractor must have been in business continuously for the most recent five (5) years prior to the date of this RFP. 2) Minimum three (3) most recent years of experience performing similar services as those detailed in the Scope of Services section of this RFP. V. RESPONSE TO RFP A. SUBMITTAL INSTRUCTIONS It is the responsibility of the Proposer to ensure that any proposals submitted have been uploaded to PlanetBids prior to the RFP due date and time. Proposals, including all required sections and forms, shall be submitted electronically via the City’s Bid Management System, PlanetBids. PlanetBids will not accept late proposals and no exceptions shall be made. Proposers will receive an e-bid confirmation number with a time stamp from PlanetBids indicating that their proposal was submitted successfully. The City will only receive and consider those proposals that were transmitted successfully. Submit proposal online at: https://vendors.planetbids.com/portal/20137/portal-home. Proposer shall be solely responsible for informing itself with respect to the proper utilization of the bid management system, for ensuring the capability of their computer system to upload the required documents, and for the stability of their internet service. Failure of the Proposer to successfully submit an electronic proposal shall be at the Proposer’s sole risk and no relief will be given for late and/or improperly submitted proposals. Proposers experiencing any technical difficulties with the bid submission process may contact PlanetBids at (818) 992- City of Santa Ana RFP No. 25-076A Page 4 of 36 EXHIBIT 1 CITY OF SANTA ANA 1771. Questions of an operational nature may be directed to the City’s assigned Buyer. Neither the City, nor PlanetBids, makes any guarantee as to the timely availability of assistance, or assurance that any given problem will be resolved by the bid submission deadline. Proposals shall NOT be sent via telegraphic, electronic, or facsimile means. All notifications, updates and addenda will be posted online on PlanetBids at https://vendors.planetbids.com/portal/20137/portal-home. Proposers shall be responsible for monitoring the site to obtain information regarding this solicitation. Failure to respond to required updates may result in a determination of a nonresponsive proposal. B. COMMUNICATION / CONTACT WITH CITY STAFF Unless otherwise authorized herein, Proposers who are considering submitting a proposal in response to this RFP, or who submit a proposal in response to this RFP, are only to communicate with the assigned Buyer(s), and no other City staff about this RFP from the date this RFP is issued until a contract is awarded. The City will provide all official communication concerning this RFP in writing via the City’s Bid Management System, PlanetBids. The City will not be responsible for or bound by any oral communication or any other information or contact that occurs outside the official communication process specified herein, unless confirmed in writing by the designated Buyer(s). C. REQUEST FOR INFORMATION OR CLARIFICATION / QUESTIONS Questions regarding this RFP shall be submitted via PlanetBids. Responses to all questions will be posted on PlanetBids no later than the date and time shown at the schedule of key RFP dates on the cover page of this RFP. No verbal requests or responses will be accepted. Significant interpretations or clarifications will be addressed via addenda to this RFP. Significant interpretations or clarifications and responses to questions received by the deadline will be addressed via addenda to this RFP, which will be released and posted on PlanetBids under the “Addenda/Emails” tab. General process questions may be directed to the following: Jacques Lam Buyer jlam@santa-ana.org D. EXCEPTIONS Requests submitted for City’s consideration of proposed terms and conditions, including modifications to the City’s RFP and/or Contract terms and conditions must be submitted by the deadline for questions. Such requests should include an attachment in Word or PDF format on formal company letterhead that shows the requested modifications. Should the Proposer be considered for award recommendation and progress into the negotiations phase, the requests for exceptions or modifications to the City’s terms and conditions will be discussed at that time. The City will not accept any requests after the deadline for questions and reserves the right to reject or strike any requests for exceptions or additional terms and conditions related to Agreement, RFP, and insurance and indemnification terms and conditions. City of Santa Ana RFP No. 25-076A Page 5 of 36 EXHIBIT 1 CITY OF SANTA ANA E. ADDENDA Any changes in RFP from the date of release to date of submittal will result in an addendum or amendment. Notification of such addendum or amendment shall be posted on City’s PlanetBids system, https://vendors.planetbids.com/portal/20137/portal-home. Proposers shall be responsible for monitoring the site to obtain information regarding this solicitation. F. UNDERSTANDING PROPOSAL It is the responsibility of each Proposer to inquire about any criteria, condition, term, provision, or requirement of the RFP that the Proposer does not understand. Responses to inquiries, if they significantly change or clarify the RFP requirements or any aspect of the procurement process, will be forwarded by addenda to all Proposers. The City will not be bound by any oral responses to inquiries. By submitting proposals, Proposers assert that they have fully read the RFP and any addenda issued by the City, the proposed Contract and any other Contract Documents, and affirm that the terms and conditions stated therein are fully understood and are acceptable to the Proposer. Each Proposer accepts the terms and conditions of the Contract Documents and indicates their ability and willingness to perform the requested services under such terms and conditions. Any exceptions to the terms and conditions set forth in the Contract Document shall be submitted to the City by the deadline to submit requests for information or clarification/questions set forth herein. G. PROPOSAL CONTENTS Proposals are to be prepared in such a way as to provide a straightforward, concise delineation of capabilities to satisfy the requirements of this RFP. Colored displays, promotional materials, photographs etc., are not necessary or desired. Emphasis should be concentrated on conformance to RFP instructions, responsiveness to the RFP requirements, and on completeness and clarity of content. Digital dividers and clear organization of content and material are encouraged. 1. Statement of Qualifications (SOQ) SOQ must include a Table of Contents. Additionally, SOQ must include the following: a. Cover Letter Proposals shall include a letter signed by a principal or authorized representative who can make legally binding commitments for the entity. Include type of business entity. Cover Letter shall not exceed one page. Show the RFP subject, the name of proposer firm, local address, telephone number, name of contact person and date. Give the names of the persons who will be authorized to make representations for the proposer, their titles, addresses, e-mail addresses, telephone numbers, and fax numbers. Cover letter must be addressed to the following City Project Manager: Brenda Vega, Community Development Analyst City of Santa Ana – Community Development Agency 20 Civic Center Plaza M-25 Santa Ana, CA 92701 (714) 667-2219 bvega@santa-ana.org b. Services Provided A description of proposed services to be provided and how they meet the needs of the City as described in Exhibit I – Scope of Services. Briefly state the proposer’s understanding of the work to be done and commitment to perform the work within the City of Santa Ana RFP No. 25-076A Page 6 of 36 EXHIBIT 1 CITY OF SANTA ANA specified time period. c. Agreement Statement Proposal shall include a statement outlining your concurrence or reference to concerns previously submitted with any and all provisions as contained in EXHIBIT II – Sample Agreement of this RFP (if any). d. Firm and Team Experience Proposal shall include a profile of the firm’s experience including the following: i. A general description of the firm, including size and number of employees working directly with the City on this agreement. ii. Firm’s nearest address serving the City of Santa Ana and headquarters address. iii. Name and contact information of the supervising Project Manager/Principal Agent, to be assigned to the agreement. The Project Manager/Principal Agent shall be the primary contact person to represent your firm and will be the person to conduct the presentation, if invited to an interview. iv. Resumes for all key staff proposed describing relevant experience. Identify personnel who will work on the monitoring including their resumes and hourly rates. v. Describe recent monitoring experience similar to the type requested. e. Proposed Work Plan Proposal shall include a statement demonstrating the firm’s understanding of the Scope of Services. Describe the company’s experience and work plan to conduct financial and programmatic compliance reviews of federal grants with your hourly rates and estimated hours for the following services: • Financial monitoring of up to five (5) Community Development Block Grant sub-recipients providing fair housing and/or public services. • Program monitoring for up to five (5) Community Development Block Grant sub-recipients providing fair housing and/or public services. • Financial monitoring of up to three (3) Emergency Solutions Grant sub- recipients. Two sub-recipients provide one activity and one subrecipient provides three activities. • Project monitoring of two (2) Community Development Block Grant capital improvement projects. • Financial monitoring of two (2) HOME projects. • Technical support to enhance project documents and reporting documents for City of Santa Ana RFP No. 25-076A Page 7 of 36 EXHIBIT 1 CITY OF SANTA ANA compliance with all applicable regulations. Additionally, proposed work plan shall include Proposers’: i. Anticipated approach to performing services as specified herein; ii. Suggestions or special concerns the evaluation committee should take into consideration (if any); iii. Description of deliverables and implementation plan. Proposer shall submit a general description of the deliverables, implementation plan, and timeline. iv. Provide the location of the office from which the work is to be done and the number of partners, managers, supervisor, seniors and other professional staff employed by the office. f. References: Attachment B – References shall be submitted for similar projects performed for state and/or similar government clients. 2. Cost Proposal All Proposers are required to submit a fixed rate fee with their Cost Proposal. Pricing instructions should be clearly defined to ensure fees proposed can be compared and evaluated. Cost Proposal must include a payment schedule if applicable. City reserves the right to negotiate compensation and/or payment schedule prior to award of any resulting agreement. When applicable, if providing hourly rate sheets, Proposer shall not include rate ranges or averages. The City shall not provide reimbursement for travel-related expenses, mileage, parking, lodging, meals, incidental fees, insurance, freight/shipping and handling/delivery, and any other business expenses, supplies and materials related to providing services as specified herein. Additional costs will not be considered and will not be reimbursed by the City, therefore, such costs must be absorbed in Proposer’s cost proposal fee structure. Any language related to travel reimbursement shall be stricken from the document by the City and if not stricken, shall be deemed invalid. Proposals shall be valid for a minimum of one hundred eighty (180) days following Proposal deadline. The cost for developing the Proposal is the sole responsibility of the Proposer. All Proposals submitted become property of the City. Pricing shall remain firm for the entire initial Agreement term. Thereafter, any proposed pricing adjustment for follow-on renewal periods shall be submitted to the City Representative in writing at least ninety (90) days prior to the new Agreement term. The City reserves the right to accept, reject, or negotiate any proposed pricing adjustment not to exceed the Bureau of Labor Statistics Consumer Price Index (CPI) data as follows: Los Angeles-Long Beach-Anaheim, CA; All Urban Consumers; Not Seasonally Adjusted; annualized change comparing the most recent month’s reported data to the same month of the prior year. (This information may be found on the U.S. Department of Labor’s website at www.bls.gov.) City of Santa Ana RFP No. 25-076A Page 8 of 36 EXHIBIT 1 CITY OF SANTA ANA VI. CERTIFICATIONS (ATTACHMENTS) In addition to the SOQand Cost Proposal, the following forms, included in this RFP, shall be signed and included as part of the proposal submittal package: • Attachment A: Proposer’s Certification and Proposal Item Pricing • Attachment B: References • Attachment C: Proposer’s Statement • Attachment D: Non-Collusion Affidavit • Attachment E: Non-Lobbying Certification • Attachment F: Non-Discrimination Certification • Attachment G: SAM.gov UEI Veritifcation • Attachment H: Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion The proposal must be completely responsive to the RFP. Incomplete proposals will be deemed as nonresponsive and will be rejected. The City reserves the right to reject any or all proposals submitted and no representation is made hereby that any commitment will be awarded pursuant to this RFP or otherwise. PLEASE NOTE: • All forms above must be signed by a representative of the Firm that is legally authorized to contractually bind the Proposer. • City will not waive notarization requirement when applicable on any of the required attachments. VII. REFERENCES Contractor shall provide three (3) references from other similar public agencies for which services similar to those specified in this RFP have been performed, including contact names, addresses and telephone numbers. Use ATTACHMENT B – References. The respondent grants permission for the City to contact any individuals listed as references. City may disqualify a Proposer if: • References fail to substantiate Proposer’s description of services and deliverables provided; or • References fail to support that Proposer has a continuing pattern of providing capable, productive, and skilled personnel, or • City is unable to reach the point of contact with reasonable effort. It is the Proposer’s responsibility to inform the point of contact(s) of normal City working hours. VIII. MINIMUM SCOPE AND LIMIT OF INSURANCE See Exhibit II – Sample Agreement City of Santa Ana RFP No. 25-076A Page 9 of 36 EXHIBIT 1 CITY OF SANTA ANA IX. SELECTION PROCEDURES & CRITERIA A. Evaluation: The City will establish a proposal review committee. The review committee will evaluate proposals based on the response to the RFP, which includes adherence to outlined directions and format, and the City evaluation criteria set forth below. B. Scoring Criteria: Proposers will be ranked by the review committee based on the following criteria: CATEGORY POINTS Background, Qualifications & ExperienceThe technical qualifications and experience of the organization are adequately described as they relate to the Scope of Services. o The proposal identifies specific projects completed within the past five (5) years that demonstrate competency of the tasks outlines in the Scope of Services. o The ability to meet the needs and concerns of the City is adequately demonstrated. 25 Key Personnel / Proposed StaffingProposer demonstrates experience providing type of service required or experience providing similar services • Proposer demonstrates they have the necessary resources, knowledge, skills, experience, and any required licenses / certifications to provide the required services • Proposal provides resumes of experienced personnel that are capable of and devoted to the successful accomplishment of work to be performed under this contract. • Staff members have been identified who would be assigned to act in key management and technical positions providing services described in the Scope of Services. • Proposal includes a description of the role for each identified staff member, including name, position, education, years of experience, and relevant projects on which they have worked. 25 Technical Approach / Methodology o The proposal provides a thorough description of how the firm plans to meet the requirements of the Scope of Services, addressing specific challenges and opportunities, and explaining why their company is best suited to assist the City. o An implementation plan is included outlining a description of efforts the firm will undertake to achieve client satisfaction and to meet project deadlines 25 Cost Proposal The Cost Proposal will be evaluated as follows: • Lowest price receives the full score. • Other scores are proportional to the lowest price. 20 Organization/Completeness of Response Proposal demonstrates understanding of project and objectives as it relates to the Scope of Services. o Proposal demonstrates requirements are addressed and adhered to. o Proposal is complete, comprehensive, and well-organized. 5 City of Santa Ana RFP No. 25-076A Page 10 of 36 EXHIBIT 1 CITY OF SANTA ANA C. Rankings: A final score will be calculated for each submitted proposal and used to rank Proposers. Based upon the foregoing criteria, all proposals shall be ranked by score. Only those proposals receiving a score above 70 will be considered for award. The City reserves the right to award the contract to any Proposer(s) with a score above 70. The review committee will evaluate Proposers based on their response to the RFP and the City evaluation criteria set forth above. D. Interviews: The review committee may invite the Proposers to interview. If invited to interview, Proposers must be prepared to include key personnel in the interview and/or presentation. The City reserves the right to seek additional information from any or all Proposers invited to present proposals. A final score will be calculated for each submitted proposal and used to rank Proposers. City reserves the right to begin negotiations and enter into a contract without holding interviews, or further discussions. E. Selection: The City is under no obligation to accept any proposal and reserves the right to negotiate with respondents as to fees and terms. The City may reject proposals at its sole discretion. If proposal fails to satisfy any requirements outlined in this RFP, it may be considered non-responsive and may be rejected. The City shall not be obligated to accept the lowest priced proposals, but will make awards in the best interests of the City after all factors have been evaluated. The review committee will recommend the qualified Proposers to the City Council or City Manager for award of contract, as appropriate. The City has the authority to award the contract to one (1) or more respondents. X. WITHDRAWALS Proposers are responsible for verifying all prices and information before submitting a proposal. Prior to the proposal due date, the Proposer or Proposer’s representative may withdraw the proposal by providing written notice of the proposal withdrawal to the City Contact/Project Manager. Verbal or telephonic withdrawals are not permissible. XI. GENERAL TERMS AND CONDITIONS A. AMERICANS WITH DISABILITIES ACT The awarded Contractor hereby certifies that it will comply, as applicable, with the Americans with Disabilities Act of 1990 (“ADA”), 42 USC §§ 12101 et seq., and its implementing regulations, including Subtitle A, Title II of the ADA. Contractor will not discriminate against persons with disabilities nor against persons due to their relationship to or association with a person with a disability. Any contract entered into by the awarded Contractor (or any subcontract thereof), relating to this RFP, shall be subject to the provisions of this paragraph. TOTAL POSSIBLE SCORE (Before interviews – if held) 100 Interviews • The City reserves the right to conduct interviews with the highest-rated firm(s). In the event the City does perform an interview process, the following is the maximum number of additive points that may be applied to the proposal score. Total possible score may exceed 100 points. 10 City of Santa Ana RFP No. 25-076A Page 11 of 36 EXHIBIT 1 CITY OF SANTA ANA B. CITY BUSINESS LICENSE The selected Proposer must obtain a City of Santa Ana Business License prior to the execution of a contract and must provide a copy to the Buyer assigned to this RFP. The awarded party shall maintain a current business license throughout the term of the resulting contract. Procedure to obtain a City of Santa Ana Business License is available by contacting the Finance and Management Services, Business Tax Office at (714) 647-5447 or on the City’s website: www.santa-ana.org C. CITY RIGHT TO REJECT The City reserves the right to reject any or all proposals submitted and no representation is made hereby that any agreement will be awarded pursuant to this RFP or otherwise. The City reserves the right to accept or reject the combined or separate components of this proposal in part or in its entirety or to waive any minor inconsistency, informality or technical defect in the proposal. D. CONFLICT OF INTEREST Contractor shall exercise reasonable care and diligence to prevent any actions or conditions that could result in a conflict with the best interests of the City. This obligation shall apply to the Contractor; the Contractor’s employees, agents, and Subcontractors associated with accomplishing work and services hereunder. The Contractor’s efforts shall include, but not be limited to, establishing precautions to prevent its employees, agents, and Subcontractors from providing or offering gifts, entertainment, payments, loans or other considerations which could be deemed to influence or appear to influence City staff or elected officers from acting in the best interests of the City. Each Proposer must disclose any existing or potential conflict of interest relative to the performance of the contractual services resulting from this RFP. Any such relationship that might be perceived or represented as a conflict should be disclosed. The City reserves the right to disqualify any Proposer on the grounds of actual or apparent conflict of interest. No person, firm, or subsidiary thereof who has been awarded this Contract may be awarded a Contract for the provision of services, the delivery of supplies, or the provision of any other related action which is required, suggested, or otherwise deemed appropriate as an end product of this Contract. Therefore, Contractor is precluded from contracting for any work recommended as a result of this Contract. E. CONTRACTOR’S EXPENSE Pre-Contractual Expenses: The City is not liable for any costs incurred by Proposers prior to entering into a formal contract. Costs of developing a response to this RFP, are entirely the responsibility of the Proposer, and shall not be reimbursed in any manner by the City. Pre- contractual expenses are not to be included in the cost proposal. Pre-contractual expenses include, but are not limited to, preparation of the proposal, submission of the proposal and additional information, attendance at pre-proposal conference, negotiating any matter related to this RFP with City, and/or any other expenses incurred by the Proposer prior to the date of award and execution, if any, of the contract. Other Expenses: The Contractor will be responsible for all costs related to photo copying, telephone communications, fax communications, and parking while on City sites during the performance of work and services under this Contract. City of Santa Ana RFP No. 25-076A Page 12 of 36 EXHIBIT 1 CITY OF SANTA ANA F. CONTRACTOR’S PROJECT MANAGER/KEY PERSONNEL Except as formally approved by the City, the key personnel identified in Contractor’s proposal shall be the individuals who will actually complete the work. Changes in staffing must be reported in writing and approved by the City. The City shall have the right to require the removal and replacement of the Contractor’s Project Manager and key personnel under the awarded contract. The City shall notify the Contractor in writing of such action. The City is not required to provide any reason, rationale, or additional factual information if it elects to request any specific key personnel be removed from performing services under the awarded contract. The City shall review and approve the appointment of the replacement for the Contractor’s personnel. Said approval shall not be unreasonably withheld. Standards of Conduct: Contractor’s personnel shall be courteous and maintain good working relationships with all stakeholders, state or outside agencies, other team members and staff within the City. G. COST PROPOSAL The awarded Contractor agrees to provide the purchased services at the costs, rates, and fees as set forth in their Fee Schedule in response to this RFP. No other costs, rates or fees shall be payable to the awarded Subcontractor for implementation of their proposal. H. DATA RETENTION Contractor shall be responsible for retaining data, records, and documentation for the preparation of required items. These materials shall be made available to and as requested by City. All materials, documents, data or information obtained from the City Data files or any City medium furnished to Contractor in the performance of an awarded contract will at all times remain the property of the City. Such data or information may not be used or copied for direct or indirect use by Contractor after completion or termination of this Contract without the express written consent of the City. All materials, documents, data or information, including copies, must be returned to the City at the end of the contract. All data, documents and other products used, developed, or produced during response preparation of the RFP will become property of the City. All responses to the RFP shall become property of the City. Proposer information identified as proprietary shall be maintained confidential, to the extent allowed under the California Public Records Act. I. DRUG-FREE WORKPLACE The awarded Contractor certifies compliance with Government Code Section 8355 in matters relating to providing a drug-free workplace. Failure to comply with these requirements may result in suspension of payments under the Contract or termination of the contract or both, and the Contractor may be ineligible for award of any future City contracts. J. EXAMINATION Proposer represents that it has thoroughly examined and become familiar with the services and responsibilities required this RFP and that it is capable of effectively and efficiently performing quality work to achieve the City’s objectives. Any attachments referenced herein or any interpretations, clarifications or amendments subsequently posted in relation to this RFP are fully incorporated. City of Santa Ana RFP No. 25-076A Page 13 of 36 EXHIBIT 1 CITY OF SANTA ANA Any irregularities or lack of clarity in the RFP should be brought to the designated City Contact/Project Manager’s attention as soon as possible so that corrective addenda may be furnished to prospective Proposers. Proposals which appear unrealistic in the terms of technical commitments, lack of technical competence, or are indicative of failure to comprehend the complexity and risk of this contract, may be rejected. K. EXECUTION OF AGREEMENT Upon successful negotiations, the City and the selected Proposer will enter into an Agreement similar to that as shown in EXHIBIT II – Sample Agreement of this RFP. If a Proposer is unwilling or unable to execute an Agreement within thirty (30) days after being notified of selection under this RFP, the City reserves the right to disqualify them without any further obligation L. FISCAL NONFUNDING CLAUSE In the event sufficient budgeted funds are not available for a new fiscal period, the City shall retain the right to notify the provider of such occurrence in writing at least thirty (30) days before the end of the current fiscal period and terminate the contract on the last day of the current fiscal period without penalty or expense to the City. M. INDEPENDENT CONTRACTOR Contractor is considered an independent Contractor and neither Contractor, its employees, nor anyone working under Contractor will be considered an agent or an employee of City. Neither Contractor, its employees, nor anyone working under Contractor, will qualify for workers’ compensation or other fringe benefits of any kind through City. N. JOINT OFFERS/SUBCONSULTANTS Where two or more Proposers desire to submit a single proposal in response to this RFP, they should do so on a prime sub-consultant basis. The City intends to contract with a single firm, also known as the prime, and not with multiple firms doing business as a joint venture. Should the use of sub-consultants be offered, the Proposer shall provide the same assurances of competence for the sub-consultant plus the demonstrated ability to manage and supervise the subcontracted work. Sub-consultants shall not be allowed to further subcontract with others for work under the Agreement. The provisions of the Agreement shall apply to all sub-consultants in the same manner as the Proposer. The Proposer is responsible for all the actions taken by their sub-contractor. The City reserves the right to reject, replace and approve any and all Subcontractors. All Subcontractor(s) shall be identified in the response to the RFP and the City reserves the right to reject any proposed Subcontractor(s). Subcontractors shall be the responsibility of the prime Contractor and the City shall assume no liability of such Subcontractors. O. LITIGATION STATUS Each Proposer must include in its proposal a complete disclosure of any alleged significant prior or ongoing contract failures, any civil or criminal litigation or investigation pending which involves the Proposer or in which the Proposer has been judged guilty or liable. Failure to comply with the terms of this provision will disqualify any proposal. The City reserves the right to reject any proposal based upon the Proposer’s prior history with the City or with any other party, which documents, without limitation, unsatisfactory performance, adversarial or contentious demeanor, significant failure(s) to meet contract milestones or other contractual failures. City of Santa Ana RFP No. 25-076A Page 14 of 36 EXHIBIT 1 CITY OF SANTA ANA P. NEGOTIATIONS The City reserves the right to negotiate final contract terms with any Proposer selected. The contract between the parties will consist of the RFP together with any modifications thereto, and the awarded Contractor’s proposal, together with any modifications and clarifications thereto that are submitted at the request of the City during the evaluation and negotiation process. In the event of any conflict or contradiction between or among these documents, the documents shall control in the following order of precedence: the final executed contract, the RFP, any modifications and clarifications to the awarded Contractor’s proposal, and the awarded Contractor’s proposal. Specific exceptions to this general rule may be noted in the final executed contract. Negotiations shall be confidential and not subject to disclosure to competing Contractors unless and until an agreement is reached. If contract negotiations cannot be concluded successfully, the City reserves the right to negotiate a contract with another Contractor or withdraw the RFP. Q. NON-PAYMENTS Note that payments will NOT be made for any unsatisfactory work until corrected. In the event of nonpayment of undisputed sums by the City, Contractor shall give the City thirty (30) working days to cure the alleged breach. R. OWNERSHIP OF DOCUMENTS The City has permanent ownership of all directly connected and derivative materials produced under this contract by the Contractor. All documents, reports and other incidental or derivative work or materials furnished hereunder shall become and remains the sole property of the City and may be used by the City as it may require without additional cost to the City. Contractor shall provide the City copies of documents upon its request at any time. None of the documents, reports and other incidental or derivative work or furnished materials shall be used by the Contractor without the express written consent of the City. S. PARKING The City will not provide free parking and/or reimbursement for the cost of parking while providing services and conducting business with the City. T. PROFESSIONAL STANDARDS Contractor staff shall be courteous to the public and City staff utilizing facilities where Contractor is performing work, but shall be responsive only to the requests of the City’s Project Manager or designee. Contractor staff shall direct all inquiries to Project Manager or designee. Contractor acknowledges that City locations consist of public-use facilities and recognizes the obligation to ensure Contractor personnel and agents maintain the highest level of professional standards in attire, decorum, and interaction with the public and City personnel. U. PROJECT MANAGER The selected Proposer will assume responsibility for all services in its proposal. The selected Proposer shall identify a sole point of contact, Project Manager, with the greatest knowledge in regard to the required service operations and contractual matters, including payment of any and all charges resulting from the Agreement. City of Santa Ana RFP No. 25-076A Page 15 of 36 EXHIBIT 1 CITY OF SANTA ANA V. PROPOSAL VALIDITY Services, pricing, and warranties indicated in a Proposer’s Proposal must be valid for a period of 180 days at minimum after the submission of the Proposal. W. PUBLIC AGENCIES Other public agencies, as defined by California Government Code Section 6500, may choose to use the terms of this Contract, subject to Contractor’s acceptance. The City is not liable or responsible for any obligations related to a subsequent contract between Contractor and another public agency. X. PUBLIC RECORDS Proposals will become public record after the award of a contract unless the proposal or specific parts of the proposal can be shown to be exempt by law. Each Proposer may clearly label all or part of a proposal as "CONFIDENTIAL" provided that the Proposer thereby agrees to indemnify and defend the City for honoring such a designation. The failure to so label any information that is released by the City shall constitute a complete waiver of any and all claims for damages caused by any release of the information. Proposer information identified as proprietary shall be maintained confidential, to the extent allowed under the California Public Records Act. Y. SUBCONTRACTORS Proposals in response to this RFP must identify any Subcontractors, and outline the contractual relationship between the Awarded Subcontractor and each Subcontractor. An official of each proposed Subcontractor must sign, and include as part of the proposal submitted by the Prime Contractor, a statement to the effect that the Subcontractor has read and will agree to abide by the awarded Contractor’s obligations. Any Subcontractor proposed after award of contract must be approved by the City before commencement of work. The City will look solely to the awarded Contractor for the performance of all contractual obligations which may result from an award based on this RFP, and the awarded Contractor shall not be relieved for the non-performance of any or all Subcontractors. XII. AWARD OF AGREEMENT Selected Contractor(s) will be notified in writing. Any award is contingent upon the successful negotiation of final contract terms. A. EXECUTION OF AGREEMENT A standard agreement is included as EXHIBIT II Sample Agreement of this RFP. “Proposer” will hereinafter be referred to as “Consultant” or “Contractor” in standard agreement. The term of the agreement will begin after the agreement is fully executed, and all required bonds, insurance documents and contents of the payment information packet have been received and approved. XIII. IMPLEMENTATION A. KICK-OFF MEETINGS The successful Proposer will be required to meet with City staff prior to commencement of services or at any time as required by the City, to discuss and agree on operational issues including transition of services and scheduling. City of Santa Ana RFP No. 25-076A Page 16 of 36 EXHIBIT 1 CITY OF SANTA ANA Consultant shall perform services as set forth below. General Responsibilities of the Consultant Consultant will provide select monitoring and technical support services, as well as administrative services for the City of Santa Ana’s CDBG, HOME, and ESG Programs. The technical assistance and administrative services will be on-call for any forms of assistance or service related to these grant programs. This means the consultant may be required to administer or manage any form or part of the CDBG, HOME, and ESG Programs at any point-in-time on behalf of the City. These services also apply to the close-out and transfer of one-time grants for the Neighborhood Stabilization Program (NSP 1, 2 & 3). These services also include the City’s Citizen Participation Plan Review, Language Access Plan Update, Consolidated Plan and Annual Action Plans, including any public meetings, completion of the draft Consolidate Plan and Annual Action Plans, Submission of the Consolidated Plan and Annual Action Plans in IDIS, and Acceptance of Consolidated Plan and Annual Action Plans by HUD. This Scope of Services is not meant to be exhaustive relative to the administration or management of any form or part of the CDBG, HOME, and ESG Programs. Amongst the services to be provided, monitoring is highlighted below in detail as an example of the level of detail required by the Consultant: MONITORING Coordinate and finalize the monitoring visits directly with each sub-recipient and conclude follow up each fiscal year no later than June 1st. 1. Monitoring Letter Send a monitoring letter to each subrecipient requesting an appointment and indicating required documentation to be reviewed at the onsite monitoring. 2. Hold an Entrance Conference Hold an entrance conference onsite with the subrecipients’ appropriate financial and/or program staff immediately before the monitoring to ensure that all subrecipient staff have a clear understanding of the purpose, scope and schedule of the monitoring. 3. Review Financial and/or Program Documents Utilize applicable HUD Forms from CPD Monitoring Handbook for Subrecipient Oversight for CDBG, ESG, and HOME or any other forms that Consultant deems acceptable for monitoring standards. Proposed forms are to be submitted for review to the City for preapproval by the City for use. 4. Hold an Exit Conference Meet with key representatives of the subrecipient organization to: 1) present preliminary results of the monitoring visit; 2) provide an opportunity for the subrecipient to correct any misconceptions or misunderstandings; 3) secure additional information from subrecipient staff to clarify or support their position; and 4) provide an opportunity for subrecipient staff to report on steps they are already taking to correct the matter. EXHIBIT I SCOPE OF SERVICES City of Santa Ana RFP No. 25-076A Page 17 of 36 EXHIBIT 1 CITY OF SANTA ANA 5. Draft Monitoring Letter for City’s Review Draft a monitoring letter to subrecipient for the City’s review after the monitoring visit. Letter should include observations, concerns, findings, recommended actions and/or corrective actions. 6. Follow-Up Follow-up on outstanding corrective actions and draft final monitoring close-out letter for the City’s review. MONITORING STANDARDS All monitoring activities conducted under this engagement shall adhere to the standards and requirements set forth in the Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards (commonly referred to as Uniform Guidance), codified at 2 CFR Part 200. The consultant is expected to perform monitoring in a manner consistent with the principles of accountability, transparency, and risk-based oversight. This includes, but is not limited to, the following key components: 1. Compliance with Federal Regulations: All activities must align with the compliance requirements outlined in 2 CFR 200, including Subpart D (Post Federal Award Requirements) and Subpart F (Audit Requirements), ensuring that subrecipients use federal funds for allowable and eligible purposes. 2. Internal Control Evaluation: The consultant must assess the effectiveness of each subrecipient’s internal control systems in relation to financial management, procurement practices, and programmatic operations, as described in 2 CFR §200.303. 3. Risk Assessment: Monitoring shall include a documented risk-based approach to determine the appropriate level of oversight for each subrecipient, consistent with the guidance in 2 CFR §200.331(b). This includes evaluating prior performance, financial stability, and the complexity of funded activities. 4. Performance and Financial Monitoring: The consultant will verify that programmatic goals are being met and that financial reporting, cost allocations, and expenditures conform to applicable federal guidelines and the specific terms and conditions of each sub-award. 5. Corrective Actions and Technical Assistance: If deficiencies are identified, the consultant shall provide clear recommendations for corrective action and, where appropriate, offer technical assistance to ensure timely and effective remediation. 6. Documentation and Reporting: All monitoring findings, recommendations, and follow-up actions must be thoroughly documented in accordance with 2 CFR §200.334 (Retention Requirements for Records), and submitted in a timely manner to City staff for review. These monitoring standards are designed to safeguard federal funds, support program integrity, and ensure the City of Santa Ana and its subrecipients maintain compliance with all applicable laws and regulations. City of Santa Ana RFP No. 25-076A Page 18 of 36 EXHIBIT 1 CITY OF SANTA ANA The monitoring will include second quarter billings and performance for fiscal year 2025-2026. City of Santa Ana RFP No. 25-076A Page 19 of 36 EXHIBIT 1 CITY OF SANTA ANA CONSULTANT AGREEMENT CITY OF SANTA ANA THIS AGREEMENT is made and entered into on this day of , 20__ by and between ___________________________________________________________, (“Consultant”), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California (“City”). RECITALS A. The City desires to retain a Consultant having special skill and knowledge in the field of: B. Consultant represents that Consultant is able and willing to provide such services to the City. C. In undertaking the performance of this Agreement, Consultant represents that it is knowledgeable in its field and that any services performed by Consultant under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. SCOPE OF SERVICES Consultant shall perform during the term of this Agreement, the tasks and obligations including all labor, materials, tools, equipment, and incidental customary work required to fully and adequately complete the services described and set forth in Scope of Services - Exhibit A, attached hereto and incorporated by reference. 2. COMPENSATION a. City agrees to pay, and Consultant agrees to accept as total payment for its services for City, the rates and charges identified in Compensation - Exhibit B. The total amount to be expended during the term of this Agreement shall not exceed $100,000.00. 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. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. 3. TERM This Agreement shall commence on July 1, 2025 for a 3 year term with the option for the City to grant up to two 1-year renewals, exercisable by a writing by the City Manager and the City Attorney, unless terminated earlier in accordance with Section 15, below. 4. INDEPENDENT CONTRACTOR Consultant shall, during the entire term of this Agreement, be construed to be an independent Consultant and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer- employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Consultant performs the services which are the subject matter of this Agreement; however, the services to be provided by Consultant shall be provided in a manner consistent with all applicable standards and regulations governing such services. Consultant shall pay all salaries and wages, employer's social EXHIBIT II SAMPLE AGREEMENT City of Santa Ana RFP No. 25-076A Page 20 of 36 EXHIBIT 1 CITY OF SANTA ANA security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 5. OWNERSHIP OF MATERIALS This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Consultant under this Agreement (“Documents & Data”). Consultant shall require all subcontractors to agree in writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subcontractor prepares under this Agreement. Consultant represents and warrants that Consultant has the legal right to license any and all Documents & Data. Consultant makes no such representation and warranty in regard to Documents & Data which were provided to Consultant by the City. City shall not be limited in any way in its use of the Documents and Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City’s sole risk. 6. INSURANCE Prior to undertaking performance of work under this Agreement, Consultant shall maintain and shall require any subcontractors to obtain and maintain insurance as described below for the entire Term of this Agreement against claims for injuries to persons or damage to property which may arise from or in connection with services, products and materials supplied to City. Total cost of such insurance shall be borne by Consultant. MINIMUM SCOPE AND LIMIT OF INSURANCE 1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01covering CGL on an “occurrence” basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $1,000,000 per occurrence and $2,000,000 aggregate. Required policy limits can be met with primary and umbrella/excess insurance policies. 2. Automobile Liability: Insurance Services Office Form CA 00 01 covering Code 1 (any auto), with limits no less than $1,000,000 combined single limits. In the event Consultant does not maintain commercial automobile liability insurance, City will accept evidence of valid personal automobile insurance. 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, policy or employee, for bodily injury or disease. Coverage is not required if Consultant has no employees and signs request to waive such insurance. 4. Professional Liability: with limits no less than $2,000,000 per occurrence or claim, and $4,000,000 aggregate. If Consultant maintains broader coverage and/or higher limits than the minimum requirements for each line of coverage shown above, City requires and shall be entitled to the broader coverage and/or the higher limits maintained by Consultant. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to City. Other Insurance Provisions The above required insurance policies are to contain or be endorsed to contain the following provisions: 1. City of Santa Ana, its City Council, its officers, officials, employees, agents, and volunteers are to be covered as additional insureds, under Consultant’s CGL, Professional Liability, and Automobile Liability policies, with respect to any liability arising out of work or operations performed by or on behalf of the Instructor including materials, parts, equipment, and personnel furnished in connection with such work or operations. City of Santa Ana RFP No. 25-076A Page 21 of 36 EXHIBIT 1 CITY OF SANTA ANA 2. Consultant’s Insurance company(ies) agrees to waive all rights of subrogation against City, its City Council, its officers, officials, employees, agents, and volunteers for losses paid under the terms of any policy which arise from work performed by Consultant under this Agreement. 3. For any claims related to this contract, Consultant’s insurance coverage shall be primary and any insurance maintained by City, its City Council, its officers, officials, employees, agents, or volunteers shall not contribute with it. 4. A severability of interest provision must apply for all the additional insureds, ensuring that Consultant’s insurance shall apply separately to each insured against whom a claim is made or suit is brought, except with respect to the insurer’s limits of liability. 5. Insurance policies required herein shall provide that coverage shall not be canceled, suspended, voided, reduced in coverage or in limits, non-renewed by the carrier, or materially changed except after thirty (30) days prior written notice has been given to City. Ten (10) days prior written notice shall be provided to City for policy cancellation or non-renewal due to non-payment of premium. 6. Certificate Holder on each Evidence of Insurance certificate shall be: City of Santa Ana, Attention: (Name of Department Staff Responsible for Agreement), Address of Department Responsible for Agreement, M-XX, Santa Ana, CA 92701. The name and location of project must be included in the Description of Operations section of each certificate. Self-Insured Retentions Self-insured retentions must be declared to and approved by the City. The City may require the Consultant to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. Acceptability of Insurers Insurance is to be placed with insurers authorized to conduct business in the State of California with a current A.M. Best rating of no less than A:VII, unless otherwise acceptable to City. Verification of Coverage Consultant shall furnish City with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage required by this clause) and a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements before work begins. However, failure to obtain the required documents prior to the work beginning shall not waive Consultant’s obligation to provide them. City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. Special Risks or Circumstances City reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances. 7. INDEMNIFICATION Consultant agrees to defend, and shall indemnify and hold harmless the City, its officers, agents, employees, contractors, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the negligent operations of the Contractor, its subcontractors, agents, employees, or other persons acting on its behalf which relates to the services described in section 1 of this Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution, judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement. This indemnity and hold harmless agreement applies to all claims for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this Section or by reason of the terms of, or effects, arising from this Agreement. The Consultant further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises by reason of the terms City of Santa Ana RFP No. 25-076A Page 22 of 36 EXHIBIT 1 CITY OF SANTA ANA of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. Notwithstanding the foregoing, to the extent Contractor’s services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Contractor. 8. INTELLECTUAL PROPERTY INDEMNIFICATION Consultant shall defend and indemnify the City, its officers, agents, representatives, and employees against any and all liability, including costs, for infringement of any United States’ letters patent, trademark, or copyright infringement, including costs, contained in the work product or documents provided by Consultant to the City pursuant to this Agreement. 9. RECORDS Consultant shall keep records and invoices in connection with the work to be performed under this Agreement. Consultant shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any services, expenditures, and disbursements charged to the City for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Consultant under this Agreement. All such records and invoices shall be clearly identifiable. Consultant shall allow a representative of the City to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement during regular business hours. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to this Agreement for a period of three (3) years from the date of final payment to Consultant under this Agreement. 10. CONFIDENTIALITY If Consultant receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Consultant agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. “Confidential Information” shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is, through no fault of the Consultant disclosed in a publicly available source; (c) is in rightful possession of the Consultant without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Consultant without reference to information disclosed by the City. 11. CONFLICT OF INTEREST CLAUSE Consultant covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 12. NON-DISCRIMINATION Consultant shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, gender identity, gender expression, gender, medical conditions, genetic information, or military and veteran status, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, teaching, training, utilization, promotion, termination or other employment related activities or any services provided under this Agreement. Consultant affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 13. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Contractor, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between City of Santa Ana RFP No. 25-076A Page 23 of 36 EXHIBIT 1 CITY OF SANTA ANA 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 Consultant or the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which is not embodied herein. 14. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Contractor, Consultant may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City’s ability to have any of the services which are the subject to this Agreement performed by City personnel or by other Contractors retained by City. 15. TERMINATION This Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such event, Consultant shall be entitled to receive and the City shall pay Consultant compensation for all services performed by Consultant prior to receipt of such notice of termination, subject to the following conditions: a. As a condition of such payment, the Executive Director may require Consultant to deliver to the City all work product(s) completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Consultant consents to the City's use thereof for such purposes as the City deems appropriate. b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 16. WAIVER No waiver of breach, failure of any condition, or any right or remedy contained in or granted by the provisions of this Agreement shall be effective unless it is in writing and signed by the party waiving the breach, failure, right or remedy. No waiver of any breach, failure or right, or remedy shall be deemed a waiver of any other breach, failure, right or remedy, whether or not similar, nor shall any waiver constitute a continuing waiver unless the writing so specifies. 17. JURISDICTION - VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 18. PROFESSIONAL LICENSES Consultant shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. Consultant shall notify the City immediately and in writing of its inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 19. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage City of Santa Ana RFP No. 25-076A Page 24 of 36 EXHIBIT 1 CITY OF SANTA ANA prepaid, or sent by fax or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 Fax: 714- 647-6956 With courtesy copies to: Executive Director, Community Development Agency City of Santa Ana 20 Civic Center Plaza (M-25) P.O. Box 1988 Santa Ana, California 92702 To Contractor: A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by fax, communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 20. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and attorney’s fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. b. The Agreement is the final and complete agreement and any prior or contemporaneous agreements for similar services between the parties is superseded by this Agreement. This shall not apply where the Parties are currently engaged and Consultant is providing services not contemplated by this Agreement. c. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: CITY OF SANTA ANA First & Last Name Title Consultant Firm Name Address City, State, Zip Fax: City of Santa Ana RFP No. 25-076A Page 25 of 36 EXHIBIT 1 CITY OF SANTA ANA Jennifer L. Hall Alvaro Nuñez City Clerk City Manager APPROVED AS TO FORM: SONIA R. CARVALHO CONSULTANT: City Attorney By: Assistant City Attorney Tax ID# RECOMMENDED FOR APPROVAL: Michael L. Garcia Executive Director Community Developoment Agency (name) (title) City of Santa Ana RFP No. 25-076A Page 26 of 36 EXHIBIT 1 CITY OF SANTA ANA Certification - I certify that I have read, understand and agree to the terms and conditions of this Request for Proposals. I have examined the Scope of Services (Exhibit I) and am qualified to provide services being requested as specified herein. I understand and agree that I am responsible for reporting any errors, omissions or discrepancies to the City for clarification prior to the submission of my proposal. PROPOSER’S STATEMENT: I have read, understood and agree to the terms and conditions on all pages of the Request for Proposals. Upon request, I will transfer and deliver goods or services to the City in accordance with said terms and conditions. __________________________________________________________________________________ LEGAL NAME OF COMPANY PHONE AND FAX NUMBERS __________________________________________________________________________________ BUSINESS ADDRESS __________________________________________________________________________________ PRINTED NAME OF AUTHORIZED AGENT TITLE __________________________________________________________________________________ SIGNATURE OF AUTHORIZED AGENT DATE E-MAIL ADDRESS __________________________________________________________________________________ FEDERAL ID NUMBER (IF APPLICABLE) CONTRACTOR LICENSE NUMBER (IFAPPLICABLE) __________________________________________________________________________________ CITY OF SANTA ANA BUSINESS LICENSE NUMBER (PLEASE PROVIDE IF AVAILABLE, BUT NOT REQUIRED UNTIL AND IF AN AWARD IS MADE TO PROPOSER.) THIS FORM MUST BE COMPLETED AND INCLUDED WITH THE PROPOSAL. PROPOSALS THAT DO NOT CONTAIN THIS FORM WILL BE CONSIDERED NONRESPONSIVE. ATTACHMENT A PROPOSER’S CERTIFICATION, PROPOSAL PRICING City of Santa Ana RFP No. 25-076A Page 27 of 36 EXHIBIT 1 CITY OF SANTA ANA List and describe fully the contracts performed by your firm which demonstrate your ability to provide the supplies, equipment or services included in the scope of the proposal specifications. Attach additional pages if required. The City reserves the right to contact each of the references listed for additional information regarding your firm's qualifications. REFERENCE Customer Name:_________________________Contact Individual: ____________________________ Address: ________________________________Phone Number: _______________________________ EMAIL: ____________________________________ Contract Amount: ________________________Year: ______________________________________ Description of supplies, equipment, or services provided: __________________________________________________________________________________ REFERENCE Customer Name:_________________________Contact Individual: ____________________________ Address: ________________________________Phone Number: _______________________________ EMAIL: ____________________________________ Contract Amount: ________________________Year: ______________________________________ Description of supplies, equipment, or services provided: __________________________________________________________________________________ REFERENCE Customer Name:_________________________Contact Individual: ____________________________ Address: ________________________________Phone Number: _______________________________ EMAIL: ____________________________________ Contract Amount: ________________________Year: ______________________________________ Description of supplies, equipment, or services provided: THIS FORM MUST BE COMPLETED AND INCLUDED WITH THE PROPOSAL. PROPOSALS THAT DO NOT CONTAIN THIS FORM WILL BE CONSIDERED NONRESPONSIVE. ATTACHMENT B REFERENCES City of Santa Ana RFP No. 25-076A Page 28 of 36 EXHIBIT 1 CITY OF SANTA ANA Proposer understands and agrees that this written RFP (or any part thereof specifically designated and accepted by the City of Santa Ana, hereinafter City) shall constitute the entire agreement between Proposer and the City 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 Executive Director or his 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 Proposer or deposited with the United States Postal Service properly addressed to the Proposer with the correct postage affixed thereto. Proposer further agrees that upon delivery (as defined above) of the accepted agreement he/she will furnish City all required bonds and certificate of liability insurance within ten (10) days (excluding Saturdays, Sundays and City’s legal holidays), or the funds, check, draft, or Proposer’s bond substituted in lieu thereof accompanying this proposal shall become the property of the City and shall be considered as payment of damages due to the delay and other causes suffered by City because of the failure to furnish the necessary bonds and because it is distinctly agreed that the proof of damages actually suffered by City is difficult to ascertain; otherwise said funds, check drafts, or Proposer’s bond substituted in lieu thereof shall be returned to the undersigned. Proposer understands that a proposal is required for the entire work, that the estimated quantities set forth in the RFP schedule are solely for the purpose of comparing proposals, and that final compensation under the contract will be based upon the actual quantities of work satisfactorily completed. All terms contained in the specifications, the certification of nondiscrimination by contractors, and the required insurance certificates are to be incorporated by reference into this agreement and are made specifically as part of this RFP. Firm________________________________________________________________________________ Signed and Printed Name: ______________________________________________________________ Title ________________________________________________________________________________ Date THIS FORM MUST BE COMPLETED AND INCLUDED WITH THE PROPOSAL. PROPOSALS THAT DO NOT CONTAIN THIS FORM WILL BE CONSIDERED NONRESPONSIVE. ATTACHMENT C PROPOSER’S STATEMENT City of Santa Ana RFP No. 25-076A Page 29 of 36 EXHIBIT 1 CITY OF SANTA ANA (Title 23 United States Code Section 112 and Public Contract Code Section 7106) To the CITY OF SANTA ANA In accordance with Title 23 United States Code Section 112 and Public Contract Code 7106 the Proposer declares that the proposal is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation; that the proposal is genuine and not collusive or sham; that the Proposer has not directly or indirectly induced or solicited any other Proposer to put in a false or sham proposal, and has not directly or indirectly colluded, conspired, connived or agreed with any Proposer or anyone else to put in a sham proposal, or that anyone shall refrain from bidding; that the Proposer has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the proposal price of the Proposer or any Proposer, or to fix any overhead, profit, or cost element of the proposal price, or of that of any other Proposer, or to secure any advantage against the public body awarding the contract of anyone interested in the proposed contract; that all statements contained in the proposal are true; and, further, that the Proposer has not, directly or indirectly, submitted his or her proposal price or any breakdown thereof, or the contents thereof, or divulged information or data relative thereto, or paid, and will not pay, any fee to any corporation, partnership, company association, organization, bid depository, or to any member or agent thereof to effectuate a collusive or sham proposal. Note: The above non-collusion affidavit is part of the proposal. Signing this proposal on the signature portion thereof shall also constitute signature of this non-collusion affidavit. Proposers are cautioned that making a false certification may subject the certifier to criminal prosecution. Signed____________________________________________________________________________ State of ________, County of __________________________________________________________ Subscribed and sworn to (or affirmed) before me on this________ day of_____________, 20____, by ________________________, proved to me on the basis of satisfactory evidence to be the person(s) who appeared before me. ________________________ Notary Public Signature Notary Public Seal THIS FORM MUST BE COMPLETED AND INCLUDED WITH THE PROPOSAL. PROPOSALS THAT DO NOT CONTAIN THIS FORM WILL BE CONSIDERED NONRESPONSIVE. ATTACHMENT D NON-COLLUSION AFFIDAVIT City of Santa Ana RFP No. 25-076A Page 30 of 36 EXHIBIT 1 CITY OF SANTA ANA The prospective participant certifies, by signing and submitting this bid or proposal, to the best of his or her knowledge and belief, that: (1) No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any Federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement. (2) If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any Federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, "Disclosure of Lobbying Activities," in conformance with its instructions. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352, Title 31, U.S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. The prospective participant also agrees by submitting his or her bid or proposal that he or she shall require that the language of this certification be included in all lower tier subcontracts, which exceed $100,000 and that all such subrecipients shall certify and disclose accordingly. Signed: Title: Firm: Date: THIS FORM MUST BE COMPLETED AND INCLUDED WITH THE PROPOSAL. PROPOSALS THAT DO NOT CONTAIN THIS FORM WILL BE CONSIDERED NONRESPONSIVE. ATTACHMENT E NON-LOBBYING CERTIFICATION City of Santa Ana RFP No. 25-076A Page 31 of 36 EXHIBIT 1 CITY OF SANTA ANA The undersigned consultant or corporate officer, during the performance of this contract, certifies as follows: 1. The Consultant shall not discriminate against any employee or applicant for employment because of race, color, religion, sex, or national origin. The Consultant shall take affirmative action to ensure that applicants are employed, and that employees are treated during employment without, regard to their race, color, religion, sex, or national origin. Such action shall include, but not be limited to, the following: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Consultant agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. 2. The Consultant shall, in all solicitations or advertisements for employees placed by or on behalf of the Consultant, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, or national origin. 3. The Consultant shall send to each labor union or representative of workers with which he/she has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers’ representatives of the Consultant’s commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. 4. The Consultant shall comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. 5. The Consultant shall furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his/her books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation, to ascertain compliance with such rules, regulations, and orders. 1. In the event of the Consultant’s non-compliance with the nondiscrimination clauses of this contract or with any of the said rules, regulations, or orders, the contract may be canceled, terminated, or suspended in whole or in part and the Consultant may be declared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in Execution Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulations, or order of the Secretary of Labor, or as otherwise provided by law. 2. The Consultant shall include the portion of the sentence immediately preceding paragraph (1) and the provisions of paragraphs (1) through (7) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to Section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontract ATTACHMENT F NON-DISCRIMINATION CERTIFICATION City of Santa Ana RFP No. 25-076A Page 32 of 36 EXHIBIT 1 CITY OF SANTA ANA or purchase order as the administering agency may direct as means of enforcing such provisions, including sanctions for noncompliance; provided, however, that in the event the Consultant becomes involved in, or is threatened with, litigation with a subconsultant or vendor as a result of such direction by the administering agency, the Consultant may request that the United States enter into such litigation to protect the interests of the United States. 8. Pursuant to California Labor Code Section 1735, as added by Chapter 643 Stats. 1939, and as amended, no discrimination shall be made in the employment of persons upon public works because of race, religious creed, color, national origin, ancestry, physical handicaps, mental condition, marital status, or sex of such persons, except as provided in Section 1420, and any consultant of public works violating this Section is subject to all the penalties imposed for a violation of the Chapter. Signed: Title: Firm: Date: THIS FORM MUST BE COMPLETED AND INCLUDED WITH THE PROPOSAL. PROPOSALS THAT DO NOT CONTAIN THIS FORM WILL BE CONSIDERED NONRESPONSIVE. City of Santa Ana RFP No. 25-076A Page 33 of 36 EXHIBIT 1 CITY OF SANTA ANA On April 4, 2022, the federal government stopped using the DUNS Number to uniquely identify entities. Now, entities doing business with the federal government use the Unique Entity ID created in SAM.gov. They no longer have to go to a third-party website to obtain their identifier. This transition allows the government to streamline the entity identification and validation process, making it easier and less burdensome for entities to do business with the federal government. This RFP includes federal funding, and as such, the proposer must provide verification of their SAM.gov UEI and registration status. Please attach your entity’s registration from SAM.gov, including UEI and active registration status. Proposer’s UEI:_______________________________________________ SAM.gov Registration Expiration Date:_____________________________ THIS FORM MUST BE COMPLETED AND INCLUDED WITH THE PROPOSAL. PROPOSALS THAT DO NOT CONTAIN THIS FORM WILL BE CONSIDERED NONRESPONSIVE. ATTACHMENT G SAM.GOV UEI VERIFICATION City of Santa Ana RFP No. 25-076A Page 34 of 36 EXHIBIT 1 Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion Lower Tier Covered Transactions This certification is required by the regulations implementing Executive Order 12549, as amended, Nonprocurement Debarment and Suspension, 2 CFR Part 2998, Subpart C, Responsibilities of Participants Regarding Transactions. The regulations were published as Part VII of the May 26, 1988, Federal Register (Pages 19160-19211), and as subsequently amended in 81 Federal Register 25585. (Before completing certification, read instructions which are an integral part of certification) 1.Pursuant to 2 CFR 180.335, the prospective primary participant, (i.e. grantee) certifies to the best of its knowledge and belief, that it and its principals: a. Are not presently excluded or disqualified; b. Have not been convicted within the preceding three years of any of the offenses listed in 2 CFR 180.800(a) or had a civil judgment rendered against them for one of those offenses within that time period. c. Are not presently indicted for or otherwise criminally or civilly charged by a government entity (Federal, State or local) with commission of any of the offenses listed in 2 CFR 180.800(a); and d. Have not had one or more public transactions (Federal, State or local) terminated within the preceding three years for cause or default. 2. Where the prospective primary participant is unable to certify to any of the statements in this certification, such prospective participant shall attach an explanation to this proposal. Consultant Name and Title of Official Authorized to Certify On Behalf of the Consultant _______________________________________ Date ATTACHMENT H CERTIFICATION REGARDING DEBARMENT, SUSPENSION, INELIGIBILITY, AND VOLUNTARY EXCLUSION City of Santa Ana RFP No. 25-076A Page 35 of 36 EXHIBIT 1 INSTRUCTION FOR CERTIFICATION 1.By signing and submitting this proposal, the prospective recipient of Federal assistance funds is providing the certification as set out below. 2.The certification in this clause is a material representation of fact upon which reliance was placed when this transaction was entered into. If it is later determined that the prospective recipient of Federal assistance funds knowingly rendered an erroneous certification, in addition to other remedies available to the Federal Government, the Department of Labor (DOL) may pursue available remedies, including suspension and/or debarment. 3.The prospective recipient of Federal assistance funds shall provide immediate written notice to the person to which this proposal is submitted if at any time the prospective recipient of Federal assistance funds learns that its certification was erroneous whom submitted or has become erroneous by reason of changed circumstances. 4.The terms “covered transaction”, “debarment”, “suspension”, “disqualified,” “ineligible”, “lower tier covered transaction”, “participant”, “person”, “primary covered transaction”, “principal”, “proposal”, and “voluntarily excluded”, as used in this cause, have the meanings set out in the Definitions and Coverage sections of rules implementing Executive Order 12549. You may contact the person to whom 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, disqualified, declared ineligible, or voluntarily excluded from participation in this covered transaction, unless authorized by the DOL. 6.The prospective recipient of Federal assistance funds agrees by submitting this proposal, that it will include the clause title “Certification Regarding Debarment, Suspension, Ineligible, or voluntarily excluded from the covered transaction” unless it knows that the certification is erroneous. 7.Nothing contained in the foregoing shall be construed to require establishment of a system of records in order to render in good faith the certification required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings. 8.Except for transactions authorized under paragraph 5 of these instructions, if a participant in a covered transaction knowingly enters into a lower tier covered transaction with a person who is suspended, debarred, ineligible, or voluntary 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. ATTACHMENT H (cont.) CERTIFICATION REGARDING DEBARMENT, SUSPENSION, INELIGIBILITY, AND VOLUNTARY EXCLUSION City of Santa Ana RFP No. 25-076A Page 36 of 36 EXHIBIT 1 AGREEMENT FOR HUD GRANT MANAGEMENT SERVICES BETWEEN MDG ASSOCIATES, INC. AND THE CITY OF SANTA ANA THIS AGREEMENT, made and entered into this 19th day of August, 2025, by and between MDG Associates, Inc., a California corporation (hereinafter "Consultant"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("City"). RECITALS A.On May 7, 2025, the City issued a Request for Proposal No. 25-076A ("RFP"), by which it sought an experienced consultant to provide comprehensive financial, grant monitoring, administrative and technical support services for federally funded subrecipient programs through the United States Department of Housing and Urban Development ("HUD"), including the Community Development Block Grant ("CDBG"), HOME Investment Partnership Program ("HOME"), and Emergency Solutions Grant ("ESG"), during the 2025-2026 Fiscal Year. B.Consultant submitted a resp onsive proposal that was selected by the City. Consultant represents that it is able and willing to provide services described in the scope of work that was included in the RFP. The RFP is referenced herein as if incorporated in full. C.In undertaldng the performance of this Agreement, Consultant represents that it is knowledgeable in its field and that any services performed by Consultant under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and condi tions hereinafter set forth, the parties agree as follows: 1.SCOPE OF SERVICES Consultant shall perform during the term of this Agreement, the tasks and obligations including all labor, materials, tools, equipment, and incidental customary work required to fully and adequately complete the services described and as set forth in Scope of Services -Exhibit A attached hereto and incorporated herein. 2.COMPENSATION a.The City agrees to pay, the Consultant agrees to accept as total payment for its services for City, the rates and charges identified in Compensation -Exhibit B. The total amount to be expended during the term of this Agreement shall not exceed $100,000 per year, which includes $300,000 for the entire term of the Agreement. Page 1 of 9 EXHIBIT 2 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 Consultant agree that all payments due and owning under this Agreement shall be made through Automated Clearing House (ACH) transfers. Consultant 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 Consultant's account(s) with financial institutions. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals and Scope of Work, which may reasonably be expected by City. 3.TERM This Agreement shall commence on the date first written above and terminate on June 30, 2028, unless terminated earlier in accordance with Section 15, below. The Term of this Agreement may be extended by a writing executed by the City Manager and the City Attorney. 4.INDEPENDENT CONTRACTOR Consultant shall, during the entire term of this Agreement, be construed to be an independent contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer-employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Consultant performs the services which are the subject matter of this Agreement; however, the services to be provided by Consultant shall be provided in a manner consistent with all applicable standards and regulations governing such services. Consultant shall pay all salaries and wages, employer's social security taxes, une mployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 5.OWNERSHIP OF MATERIALS This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, de signs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, in cluding but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Consultant under this Agreement ("Documents & Data"). Consultant shall require all subcontractors to agree in writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subcontractor prepares under this Agreement. Consultant represents and warrants that Consultant has the legal right to license any and all Documents & Data. Consultant makes no such representation and warranty in regard to Documents & Data which were provided to Consultant by the City. City shall not be limited in any way in its use of the Documents and Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City's sole risk. Page 2 of 9 EXHIBIT 2 6.INSURANCE Insurance requirements are attached hereto as Exhibit C. 7.INDEMNIFICATION Consultant agrees to defend, and shall indemnify and hold hannless the City, its officers, agents, employees, contractors, special counsel, and representatives from liability: (I) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the negligent operations of the Consultant, its subcontractors, agents, employees, or other persons acting on its behalf which relates to the services described in section 1 of this Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution, judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement. This indemnity and hold hannless agreement applies to all claims for damages, just compensation, restitution, judicial or eq uitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this Section or by reason of the terms of, or effects, arising from this Agreement. The. Consultant further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. Notwithstanding the foregoing, to the extent Consultant's services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant. 8.INTELLECTUAL PROPERTY INDEMNIFICATION Consultant shall defend and indemnify the City, its officers, agents, representatives, and employees against any and all liability, including costs, for infringement of any United States' letters patent, trademark, or copyright infringement, including costs, contai ned in the work product or documents provided by Consultant to the City pursuant to this Agreement. 9.RECORDS Consultant shall keep records and invoices in connection with the work to be performed under this Agreement. Consultant shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any services, expenditures, and disbursements charged to the City for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Consultant under this Agreement. All such records and Page 3 of 9 EXHIBIT 2 invoices shall be clearly identifiable. Consultant shall allow a representative of the City to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement during regular business hours. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to this Agreement for a period of three (3) years from the date of final payment to Consultant under this Agreement. 10.CONFIDENTIALITY If Consultant receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Consultant agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exer cise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. "Confide ntial Information" shall include all nonpublic information. Confidential infor mation includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and /or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is, through no fault of the Consultant disclosed in a publicly available source; ( c) is in rightful possession of the Consu ltant without an obligation of confidentiality; ( d) is required to be disclosed by oper ation of law; or ( e) is independently developed by the Consultant without reference to information disclosed by the City. 11.CONFLICT OF INTEREST CLAUSE a.Consultant covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with pe1formance of services specified under this Agreement. b.No innnediate family members of either the Mayor, City Council Member, or any appointed City Official, including appointed board and connnission mem bers, as defined under the City's Municipal Code, whose position with the City shall award or influence the award of this Agreement, or any competing contract or amendment thereof, shall be employed in any capacity by the Consultant or have any other direct or indirect financial benefit or interest in this Agreement. c.The section also prohibits the awarding of any agreement, contract, grant, or any amendment to those awards, to any former full-time employee for one-year from date of employee separation except for any CalPERS retiree as authorized by City Council resolution d.The Consultant must comply with all conflict of interest laws, ordinances, and regulations now in effect or hereafter to be enacted during the term of this Agreement. The Consultant warrants that it is not now aware of any facts which Page 4 of 9 EXHIBIT 2 conflict with the prohibitions defined above. If the Consultant hereafter becomes aware of any facts that might reasonably be expected to create a conflict of interest, it must immediately make full written disclosure of such facts to the City. Full written disclosure must include, but is not limited to, identification of all persons implicated and a complete description of all relevant circumstances. Failure to comply with the provisions of this paragraph will be a material breach of this Agreement. e.Consultant covenants that none of its directors, officers, employees, or agents shall participate in selecting or administrating any subcontract supported (in whole or in part) by City funds stemming from the Agreement where the awarding of the subcontract has any direct or indirect financial benefit or interest to any individual, as defined in subsections (b) and ( c) above. 12.NON-DISCRIMINATION Consultant shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, gender identity, gender expression, gender, medical conditions, genetic information, or military and veteran status, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, teaching, training, utilization, promotion, termination or other employment related activities or any services provided under this Agreement. Consultant affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 13.EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Consultant, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Consultant. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in ad dition to, the terms and conditions hereof, shall not bind or obligate Consultant or the City. Each party to this Agreement acknowle dges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which is not embodied herein. 14.ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Consultant, Consultant may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assi gmnent, 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 Agree ment performed by City personnel or by other Consultants retained by City. Page 5 of 9 EXHIBIT 2 15.TERMINATION This Agreement may be te1minated by the City upon thirty (30) days written notice oftermination. In such event, Consultant shall be entitled to receive and the City shall pay Consultant compensation for all services performed by Consultant prior to receipt of such notice of termination, subject to the fo11owing conditions: a.As a condition of such payment, the Executive Director may require Consultant to deliver to the City all work product(s) completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Consultant consents to the City's use thereof for such purposes as the City deems appropriate. b.Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 16.WAIVER No waiver of breach, failure of any condition, or any right or remedy contained in or granted by the provisions of this Agreement shall be effective unless it is in writing and signed by the party waiving the breach, failure, right or remedy. No waiver of any breach, failure or right, or remedy sha11 be deemed a waiver of any other breach, failure, right or remedy, whether or not similar, nor shall any waiver constitute a continuing waiver unless the writing so specifies. 17.VENUE/JURISDICTION 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 ag ree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 18.PROFESSIONAL LICENSES Consultant shall, throughout the term of this Agreement, maintain all necessary licenses, pennits, approvals, waivers, and exempt-ions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. Consultant shall notify the City immediately and in writing of its inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. Page 6 of 9 EXHIBIT 2 19.VALIDITY The invalidity in whole or in part of any provision of this Agreement shall not void or affect the validity of any other provision of this Agreement. 20.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 facsimile or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, California 92702-1988 Facsimile (714) 647-6956 With courtesy copies to: Community Development Agency City of Santa Ana 20 Civic Center Plaza (M-25) P.O. Box 1988 Santa Ana, California 92702-1988 Facsimile (714) 647-6549 City Attorney City of Santa Ana 20 Civic Center Plaza (M-29) P.O. Box 1988 Santa Ana, California 92702 Facsimile (714) 647-6515 To Consultant: MDG Associates, Inc. I 0722 Arrow Route, Suite 822 Rancho Cucamonga, California 91730 Phone: (909) 476-9696 Page 7 of 9 EXHIBIT 2 Facsimile: (909) 476-6086 21.MISCELLANEOUS PROVISIONS a.Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. b.All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. [signature page to follow] Page 8 of 9 EXHIBIT 2 IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: JENNIFER HALL City Cl erk APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney By:Uitcwc. (}JJ tlt,4_ � -� ANDREA GARCIA-MILLER Assistant City Attorney RECOMMENDED FO ::,C VAL: �MICHAELLGARCIA Executive Director Community Development Agency CITY OF SANT A ANA Alvaro Nunez City Manager CONSULTANT MDG Associates, Inc. B� RudyMufio' President UEI#: TCUDX2G9CMT3 Page 9 of 9 EXHIBIT 2 EXHIBIT A SCOPE OF SERVICES EXHIBIT 2 CITY OF SANTA ANA EXHIBIT I SCOPE OF SERVICES Consultant shall perform services as set forth below. General Responsibilities of the Consultant Consultant will provide select monitoring and technical support services, as well as administrative services for the City of Santa Ana's CDBG, HOME, and ESG Programs. The technical assistance and administrative services will be on-call for any forms of assistance or service related to these grant programs. This means the consultant may be required to administer or manage any form or part of the CDBG, HOME, and ESG Programs at any point-in-time on behalf of the City. These services also apply to the close-out and transfer of one-time grants for the Neighborhood Stabilization Program (NSP 1, 2 & 3). These services also include the City's Citizen Participation Plan Review, Language Access Plan Update, Consolidated Plan and Annual Action Plans, including any public meetings, completion of the draft Consolidate Plan and Annual Action Plans, Submission of the Consolidated Plan and Annual Action Plans in IDIS, and Acceptance of Consolidated Plan and Annual Action Plans by HUD. This Scope of Ser vices is not meant to be exhaustive relative to the administration or management of any form or part of the CDBG, HOME, and ESG Programs. Amongst the services to be provided, monitoring is highlighted below in detail as an example of the level of detail required by the Consultant: MONITORING Coordinate and finalize the monitoring visits directly with each sub-recipient and conclude follow up each fiscal year no later than June 1st . 1.Monitoring Letter Send a monitoring letter to each subrecipient requesting an appointment and indicating required documentation to be reviewed at the onsite monitoring. 2.Hold an Entrance Conference Hold an entrance conference onsite with the subrecipients' appropriate financial and/or program staff immediately before the monitoring to ensure that all subrecipient staff have a clear understanding of the purpose, scope and schedule of the monitoring. 3.Review Financial and/or Program Documents Utilize applicable HUD Forms from CPD Monitoring Handbook for Subrecipient Oversight for CDBG, ESG, and HOME or any other forms that Consultant deems acceptable for monitoring standards. Proposed forms are to be submitted for review to the City for preapproval by the City for use. 4.Hold an Exit Conference Meet with key representatives of the subrecipient organization to: 1) present preliminary results of the monitoring visit; 2) provide an opportunity for the subrecipient to correct any misconceptions or misunderstandings; 3) secure additional information from subrecipient staff to clarify or support their position; and 4) provide an opportunity for subrecipient staff to report on steps they are already taking to correct the matter. City of Santa Ana RFP No. 25-076A Page 17 of 36 EXHIBIT 2 CITY OF SANTA ANA 5.Draft Monitoring Letter for City's Review Draft a monitoring letter to subrecipient for the City's review after the monitoring visit. Letter should include observations, concerns, findings, recommended actions and/or corrective actions. 6.Follow-Up Follow-up on outstanding corrective actions and draft final monitoring close-out letter for the City's review. MONITORING STANDARDS All monitoring activities conducted under this engagement shall adhere to the standards and requirements set forth in the Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards (commonly referred to as Uniform Guidance), codified at 2 CFR Part 200. The consultant is expected to perform monitoring in a manner consistent with the principles of accountability, transparency, and risk-based oversight. This includes, but is not limited to, the following key components: 1.Compliance with Federal Regulations: All activities must align with the compliance requirements outlined in 2 CFR 200, including Subpart D (Post Federal Award Requirements) and Subpart F (Audit Requirements), ensuring that subrecipients use federal funds for allowable and eligible purposes. 2.Internal Control Evaluation: The consultant must assess the effectiveness of each subrecipient's internal control systems in relation to financial management, procurement practices, and programmatic operations, as described in 2 CFR §200.303. 3.Risk Assessment: Monitoring shall include a documented risk-based approach to determine the appropriate level of oversight for each subrecipient, consistent with the guidance in 2 CFR §200.331(b). This includes evaluating prior performance, financial stability, and the complexity of funded activi ties. 4.Performance and Financial Monitoring: The consultant will verify that programmatic goals are being met and that financial reporting, cost allocations, and expenditures conform to applicable federal guidelines and the specific terms and conditions of each sub-award. 5.Corrective Actions and Technical Assistance: If deficiencies are identified, the consultant shall provide clear recommendations for corrective action and, where appropriate, offer technical assistance to ensure timely and effective remediation. 6.Documentation and Reporting: All monitoring findings, recommendations, and follow-up actions must be thoroughly documented in accordance with 2 CFR §200.334 (Retention Requirements for Records), and submitted in a timely manner to City staff for review. These monitoring standards are designed to safeguard federal funds, support program integrity, and en sure the City of Santa Ana and its subrecipients maintain compliance with all applicable laws and regulations. City of Santa Ana RFP No. 25-076A Page 18 of 36 EXHIBIT 2 CITY OF SANT A ANA The monitoring will include second quarter billings and performance for fiscal year 2025-2026. City of Santa Ana RFP No. 25-076A Page 19 of 36 EXHIBIT 2 EXHIBITB COMPENSATION EXHIBIT 2 MDG Associates, Inc., is pleased to submit a cost proposal to provide the City of Santa Ana with the services outlined in the Request for Qualifications for U.S. Department of Housing and Urban Development (HUD) Grant Management Services. Our proposed pricing structure consists of a combination of fixed lump sum fees for defined tasks and hourly rates for as-needed or variable services. This blended approach is intended to provide the City with predictable costs for core activities while maintaining flexibility to address specialized or unanticipated needs. Details are provided in Table 1 below. ..... ---111.1■1■1••· !.l•-�•· • • ·- Table 1: Lump Sum Items --•n • :11 Program and Financial monitoring of up to five (5) Community Development Block Grant sub- recipients providing fair housing and/or public services. Financial monitoring of up to three (3) Emergency Solutions Grant sub-recipients. Two sub- recipients provide one activity and one subrecipient provides three activities Project monitoring of two {2) Community Development Block Grant capital improvement projects. Financial monitoring of two (2) HOME projects ----------- ---,.,·Ja,1 ,1.1rw_1P1, -"'---"'1 -"1t:•••.,�•,-.]·�-•1L�!lll.!lll - Monitoring -Sub Total: Technical support to enhance project documents and reporting documents for compliance with all applicable regulations - -1 .... 1111, .... 111111 ·-. - $16,150 $9,450 $6,450 $22,160 $54,210 � To be billed hourly* *Due to unknown level of need and subject matter, we are proposing to bill the technical assistance (TA) on an hourly basis. If requested, MDG can provide a budget for each TA assignment requested by the City. Note that MDGs' lump sum prices will increase at a rate of 2.5% annually should the City exercise its option to extend the contract. The hourly rates for the technical assistance component will also increase annually as provided in Table 2 below. -------------------------------------------(115 ------ EXHIBIT 2 •=-111111� Table 3: Rate Schedule - 5 Year Schedule (Hourly Rates) !;.OU w i".lt)"I---...... t-. .lty.1-.,.....�. !.&I p.,fl),I• ... ;:::::- President/Sr. Exec. Vice-President $175.00 $179.00 $184.00 Vice-President $164.00 $169.00 $173.00 Director $154.00 $158.00 $162.00 Deputy Director $139.00 $142.00 $146.00 Manager $123.00 $127.00 $130.00 Senior Associate $111.00 $114.00 $117.00 Associate $100.00 $103.00 $106.00 Senior Analyst $82.00 $84.00 $86.00 Analyst $77.00 $79.00 $81.00 Secretary $54.00 $56.00 $58.00 **Program year is defined as July 1 to June 30 of the following year. I.ti 00 ....i,111'..--�;1 i'.lt)'_J;,..,,-1,..• $188.00 $193.00 $178.00 $183.00 $166.00 $171.00 $150.00 $154.00 $134.00 $138.00 $120.00 $123.00 $109.00 $112.00 $89.00 $92.00 $83.00 $86.00 $60.00 $62.00 --------------------------------------------4' 16 ------ EXHIBIT 2 EXHIBITC INSURANCE REQUIREMENTS EXHIBIT 2 Prior to undertaking performance of work under this Agreement, Consultant shall maintain and shall require any subcontractors to obtain and maintain insurance as des cribed below for the entire Term of this Agreement against claims for injuries to persons or damage to property which may arise from or in connection with services, products and materials supplied to City. Total cost of such insurance shall be borne by Consultant. MINIMUM SCOPE AND LIMIT OF INSURANCE 1.Commercial General Liability (CGL): Insurance Services Office Form CG 00 0lcovering CGL on an "occurrence" basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $1,000,000 per occurrence and $2,000,000 aggregate. Required policy limits can be met with primary and umbrella/excess insurance policies. 2.Automobile Liability: Insurance Services Office Form CA 00 01 covering Code 1 (any auto), with limits no less than $1,000,000 combined single limits. In the event Consultant does not maintain commercial automobile liability insurance, City will accept evidence of personal automobile insurance. 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, policy or employee, for bodily injury or disease. Coverage is not required if Consultant has no employees and signs request to waive such insurance. 4.Professional Liability Insurance: with limits no less than $1,000,000 per occurrence or claim, and $1,000,000 aggregate. If Consultant maintains broader coverage and/or higher limits than the minimum requirements for each line of coverage shown above, City requires and shall be entitled to the broader coverage and/or the higher limits maintained by Consultant. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to City. Other insurance Provisions The above required insurance policies are to contain or be endorsed to contain the following provisions: 1. City, its City Council, its officers, officials, employees, agents, and volunteers are to be covered as additional insureds, under Consultant's CGL and Automobile Liability policies, with respect to any liability arising out of work or operations performed by or on behalf of the Consultant including materials, parts, equipment, and personnel furnished in connection with such work or operations. 2.Consultant's Insurance company(ies) agrees to waive ail rights of subrogation against City, its City Council, its officers, officials, employees, agents, and volunteers for losses paid under the terms of any policy which arise from work performed by Consultant under this Agreement. 3.For any claims related to this Agreement, Consultant's insurance coverage shall be primary and any insurance maintained by City, its City Council, its officers, officials, employees, agents, or volunteers shall not contribute with it. EXHIBIT 2 4.A severability of interest provision must apply for all the additional insureds, ensuring that Consultant's insurance shall apply separately to each insured against whom a claim is made or suit is brought, except with respect to the insurer's limits of liability. 5.Insurance policies required herein shall provide that coverage shall not be canceled, suspended, voided, reduced in coverage or in limits, non-renewed by the carrier, or materially changed except after thirty (30) days prior written notice has been given to City. Ten (10) days prior written notice shall be provided to City for policy cancellation or non-renewal due to non­ payment of premium. 6.Certificate Holder on each Evidence of Insurance certificate shall be: City of Santa Ana, Attention: Executive Director, Com munity Development Agency, 20 Civic Center Plaza, M-25, Santa Ana, CA 92701. The name and location of project must be included in the Description of Operations section of each certificate. Self-Insured Retentions Self-insured retentions must be declared to and approved by the City. The City may require the Consultant to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. Acceptability of Insurers Insurance is to be placed with insurers authorized to conduct business in the State of California with a current A.M. Best rating of no less than A:VII, unless otherwise acc eptable to City. Verification of Coverage Consultant shall furnish City with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage required by this clause) and a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements before work begins. However, failure to obtain the required documents prior to the work beginning shall not waive Consultant's obligation to provide them. City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. Special Risks or Circumstances City reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances. EXHIBIT 2