Contract_#230052_-_City_of_West_Sacramento_-_GMG_Sac_Ave.pdf

Contract No.: 230052 Funding Source: State REAP 2 Project Billing Code: SAC229

2416727.1 7203.552

MEMORANDUM OF UNDERSTANDING

BETWEEN

SACRAMENTO AREA COUNCIL OF GOVERNMENTS

And the

CITY OF WEST SACRAMENTO

FOR THE GREEN MEANS GO PROGRAM:

SACRAMENTO AVENUE CORRIDOR INFILL AND INFRASTRUCTURE CAPACITY,

NEEDS AND FINANCING PLAN PROJECT

This Memorandum of Understanding (“MOU” or “Agreement”) is made effective ____________, 2023 (the “Effective Date”), by and between the Sacramento Area Council of Governments (“SACOG”) and the CITY OF WEST SACRAMENTO (“Local Agency”).

RECITALS:

WHEREAS, SACOG, as a council of governments and Metropolitan Planning Organization, provides and/or facilitates member services on behalf of the six counties and 22 cities in the greater Sacramento region; and

WHEREAS, SACOG is the recipient of funds from the State of California Housing and Community Development Department in connection with the Green Means Go funding program;

and

WHEREAS, Local Agency is a member of SACOG and is the recipient of SIX HUNDRED FIFTY THOUSAND DOLLARS ($650,000.00) of SACOG Green Means Go funds (the “Funds”); and

WHEREAS, the Funds will be used to pay for the SACRAMENTO AVENUE

CORRIDOR INFILL AND INFRASTRUCTURE CAPACITY, NEEDS AND FINANCING

PLAN PROJECT as more particularly described in Exhibit “A” attached hereto and incorporated herein (the “Project”).

NOW, THEREFORE, SACOG and Local Agency agree as follows:

1. Recitals: the recitals above are hereby incorporated in this Agreement.

2. Compliance with Laws and Funding Agreement: Local Agency will comply with all applicable Federal, State, and local laws, codes, ordinances, regulations, orders, circulars, and directives, including, without limitation, all Federal regulatory requirements associated with the funding provided to Local Agency hereunder. Further, Local Agency will require the appropriate debarment certification form from all Local Agency contractors and Local Agency certifies that it will not knowingly enter into any transaction with a contractor, subcontractor, material supplier, or vendor who is debarred, suspended, declared ineligible, or voluntarily excluded from covered transactions by any Federal or State agency.

November 1

Project Billing Code: SAC229

2416727.1 7203.552

Local Agency acknowledges that the Funds are being provided to SACOG via an agreement between SACOG and the Department of Housing and Community Development (“HCD”), a copy of which is attached hereto and incorporated herein as Exhibit “B” (the “Funding Agreement”). Local Agency agrees to comply with all applicable terms, conditions, and requirements of the Funding Agreement, as such terms relate to recipients or sub-recipients of funds under the Funding Agreement. In the event of any inconsistency or conflict between this MOU and the Funding Agreement, the terms of the Funding Agreement shall prevail.

3. Funding Amount: The amount to be paid to Local Agency for administration by Local Agency in accordance with Exhibit A will not exceed SIX HUNDRED FIFTY THOUSAND DOLLARS ($650,000.00) unless agreed to in advance by the parties pursuant to a written amendment signed by SACOG’s Executive Director or Deputy Executive Director. In no instance will SACOG be liable for any payments or costs for work in excess of this amount, nor for any unauthorized or ineligible costs.

4. Term: The term of this Agreement shall be from the Effective Date until JUNE 30, 2026, unless agreed to in advance by written amendment signed by SACOG’s Executive Director or Deputy Executive Director.

5. Independent Contractor: The Local Agency, and the agents and employees of the Local Agency, in the performance of this Agreement, will act as and be independent contractors and not officers or employees or agents of SACOG. Local Agency, its officers, employees, agents, and subcontractors, if any, will have no power to bind or commit SACOG to any decision or course of action, and will not represent to any person or business that they have such power. Local Agency has and will retain the right to exercise full control of the supervision of the work and over the employment, direction, compensation and discharge of all persons assisting Local Agency in the performance of work funded by this Agreement. Local Agency will be solely responsible for all matters relating to the payment of its employees and contractors including, but not limited to, compliance with all laws, statutes, and regulations governing such matters.

6. Accounting Records:

a. Local Agency, its staff, contractors and subcontractors shall establish and maintain an accounting system and reports that properly accumulate incurred project costs by line. The accounting system shall conform to Generally Accepted Accounting Principles (GAAP), enable the determination of incurred costs at interim points of completion, and provide support for reimbursement payment voucher or invoices.

b. Local Agency shall establish a separate ledger account for receipts and expenditure of the Funds and maintain expenditure details in accordance with the scope of work, project timeline and budget.

Project Billing Code: SAC229

2416727.1 7203.552

c. Local Agency shall maintain documentation of its normal procurement policy and competitive bid process (including the use of sole source purchasing), and financial records of expenditures incurred during the course of the project in accordance with

GAAP.

d. Local Agency agrees that SACOG and the State of California or their designated representative shall have the right to review and to copy any records and supporting documentation pertaining to the performance of this Agreement.

7. Reporting and Payment:

a. On a quarterly basis, Local Agency will provide SACOG with both a written report on the progress made on the Scope of Work (Exhibit “A”) and an invoice for reimbursement. Invoices for contractual work completed through June 30 of a fiscal year must be submitted by July 30. Local Agency shall submit written invoices by e-mail in to SACOG. Local Agency’s written progress report shall be completed as required by SACOG, and shall be for the periods ending March, June, September and December. Local Agency shall also provide a copy of Local Agency’s annual progress report that is submitted to the State of California Housing and Community Development Department annually in April.

b. Payments to Local Agency hereunder will be made in arrears. Local Agency will submit a detailed and properly documented invoice on its letterhead for reimbursement which invoice will include the following: (i) a description of the work performed, (ii) a detailed accounting of costs incurred, and (iii) evidence that Local Agency has already incurred costs for the Project. Attached as Exhibit “C” is SACOG’s matrix of required supporting documentation for Local Agency invoices. Invoices for expenditures incurred prior to July 1, 2021 will not be reimbursed.

c. The Local Agency shall not be entitled to reimbursement of indirect costs unless a copy of an applicable, approved indirect cost plan has been received by SACOG prior to submittal of the first invoice from the Local Agency. Indirect cost rates shall be submitted annually in accordance with SACOG requirements.

d. Local Agency will be notified within ten (10) business days following receipt of its invoice by SACOG of any circumstances or data identified by SACOG in Local Agency’s invoice that would cause withholding of approval and subsequent payment. Local Agency’s invoice will include documentation of reimbursable expenses and billed items sufficient for SACOG, in its opinion, to substantiate billings. SACOG reserves the right to withhold payment of disputed amounts. Local Agency’s failure to comply with any of the reporting requirements in this Agreement may impact Local Agency’s ability to receive future Green Means Go funds.

8. Audit, Retention and Inspection of Records:

a. SACOG or its designee, including but not limited to any State or Federal agency, will have the right to review, obtain, copy, and audit all books, records, computer records, accounts, documentation and any other materials (collectively “Records”) pertaining to performance of this Agreement, including any Records in the possession of any contractors or subcontractors. Such Records shall include all records of employment, employment advertisements, employment application forms, and other pertinent employment data, as well as any records pertaining to compliance with Public Contract Code Sections 10115, et seq. and Title 21, California Code of Regulations, Chapter 21, Section 2500, et seq. (when applicable) and other matters connected with the performance of the contract pursuant to Government Code Section 8546.7.

b. Local Agency agrees to provide SACOG or its designee, the State, the California State Auditor or any duly authorized representative of the State or Federal government, with any relevant information requested and will permit SACOG or its designees access to its premises, upon reasonable notice, during normal business hours, for the purpose of interviewing employees and inspecting and copying such Records for the purpose of determining compliance with any applicable Federal and State laws and regulations. Local Agency further agrees to maintain such Records for a period of three (3) years after final payment under the Agreement or three (3) years from the conclusion or resolution of any and all audits or litigation relevant to this Agreement and any amendments, whichever is later. If any litigation, claim, negotiation, audit, monitoring, inspection or other action has been started before the expiration of the three (3) years after final payment under this Agreement, all records must be retained by Local Agency, its contractors and subcontractors until completion of the action and resolution of all issues which arise from it. Records related to any and all audits or litigation relevant to this Agreement shall be retained for five (5) years after the conclusion or resolution of the matter.

SACOG shall have the right to audit Local Agency records and interview employees.

c. If so directed by SACOG upon expiration of this Agreement, the Local Agency will cause all Records relevant to the Scope of Work to be delivered to SACOG as depository.

d. In addition to any other remedies available to SACOG in law or equity for breach of this Agreement, SACOG, may at its discretion, exercise a variety of remedies, including, but not limited to, requiring repayment of the Funds disbursed and expended under this Agreement.

9. Third Party Contracts:

a. All procurements related to the expenditure of the Funds must be conducted using a fair and competitive procurement process. Local Agency may use its own procurement procedures as long as the procedures comply with all City/County laws, rules and ordinances governing procurement, and all applicable provisions of California law.

b. Any contract entered into as a result of this Agreement shall contain all the provisions stipulated in this Agreement and shall be applicable to Local Agency’s contractors and subcontractors. Copies of all agreements with contractors and subcontractors shall be submitted to SACOG’s project manager.

c. Local Agency shall be responsible for monitoring and enforcement of all agreements with contractors and subcontractors to ensure compliance with the terms of this Agreement.

10. Termination:

a. Either party may terminate this Agreement for any reason, with or without cause, at any time, by giving the other party fifteen (15) days written notice. The notice will be deemed served and effective for all purposes on the date it is deposited in the U.S. mail, certified, return receipt requested, addressed to the other party at the address indicated in Section 17 below.

b. If either party issues a notice of termination, SACOG will reimburse Local Agency for work actually performed up to the effective date of the notice of termination, subject to the limitations in Section 6 and less any compensation to SACOG for damages suffered as a result of Local Agency’s failure to comply with the terms of this Agreement.

c. Local Agency will have the right to terminate this Agreement in the event SACOG is unable to make required payments, including, without limitation, a failure of the State to appropriate funds. In such event, Local Agency will provide SACOG with seven (7) days written notice of termination. The notice will be deemed served and effective on the date it is deposited in the U.S. mail, certified, return receipt requested, addressed to SACOG at the address indicated in Section 17. SACOG will make payment to Local Agency through the date of termination, subject to the provisions of Section 6 above.

11. Indemnity: Local Agency specifically agrees to indemnify, defend, and hold harmless

SACOG, its directors, officers, members, agents, and employees (collectively the “Indemnitees”) from and against any and all actions, claims, demands, losses, costs, expenses, including reasonable attorneys’ fees and costs, damages, and liabilities

(collectively “Losses”) arising out of or in any way connected with the performance of this Agreement. Local Agency shall pay all costs and expenses that may be incurred by SACOG in enforcing this indemnity, including reasonable attorneys’ fees. The provisions of this Section shall survive the expiration, termination, or assignment of this Agreement.

12. Assignment: The parties understand that SACOG entered into this Agreement based on the Project proposed by Local Agency. Therefore, without the prior express written consent of SACOG, this Agreement is not assignable by the Local Agency either in whole or in part.

13. [Reserved]

14. Time: Time is of the essence in this Agreement and will follow the timeline set forth in the scope of work (Exhibit “A”), unless modified pursuant to Section 15.

15. Amendments: No alteration or variation of the terms of this Agreement will be valid unless made in writing and signed by the parties hereto, and no oral understanding or agreement not incorporated herein, will be binding on any of the parties hereto.

16. Contractors and Subcontractors: Local Agency will be fully responsible for all work performed by its contractors and subcontractors.

a. SACOG reserves the right to review and approve, which approval shall not be unreasonably withheld, any contract or agreement to be funded in whole or in part using funds provided under this Agreement.

b. Any contract or subcontract to be funded in whole or in part using funds provided under this Agreement will require the contractor and its subcontractors, if any, to:

(1) Comply with applicable State and Federal law requirements that pertain to, among other things, labor standards, Non-Discrimination, the Americans with Disabilities Act, Equal Employment Opportunity, the Drug-Free Workplace Act.

(2) Maintain at least the minimum State-required Workers’ Compensation

Insurance for those employees who will perform the work or any part of it.

(3) Maintain unemployment insurance and disability insurance as required by law, along with liability insurance in an amount that is reasonable to compensate any person, firm, or corporation who may be injured or damaged by the Local Agency or any subcontractor in performing work associated with this Agreement or any part of it.

(4) Retain all books, records, accounts, documentation, and all other materials relevant to this Agreement for a period of three (3) years from the date of termination of this Agreement, or three (3) years from the conclusion or resolution of any and all audits or litigation relevant to this Agreement and any amendments, whichever is later.

(5) Permit SACOG and/or its representatives, upon reasonable notice, unrestricted access to any or all books, records, accounts, documentation, and all other materials relevant to this Agreement for the purpose of monitoring, auditing, or otherwise examining said materials.

17. Project Managers: SACOG’s Project Manager for this Agreement is Greg Chew, unless

SACOG otherwise informs Local Agency. With the exception of notice of termination sent by certified mail pursuant to Section 10 above, any notice, report, or other communication required by this Agreement will be mailed by first-class mail to the SACOG Project Manager at the following address:

Greg Chew, Senior Planner Sacramento Area Council of Governments 1415 L Street, Suite 300 Sacramento, CA 95814 Telephone: 916-798-0464 Email: gchew@sacog.org

Local Agency’s Project Manager for this Agreement is Stephanie Chhan. No substitution ofLocal Agency’s Project Manager is permitted without prior written agreement by SACOG, which agreement will not be unreasonably withheld. With the exception of notice of termination sent by certified mail pursuant to Section 10 above, any notice, report, or other communication to Local Agency required by this Agreement will be mailed by first-class mail to:

Stephanie Chhan, Senior Transportation Planner City of West Sacramento 1110 Capitol Avenue, West Sacramento CA 95691 Telephone: 916-617-5300 Email: Stephaniec@cityofwestsacramento.org

18. Successors: This Agreement will be binding on the parties hereto, their assigns, successors, administrators, executors, and other representatives.

19. Waivers: No waiver of any breach of this Agreement will be held to be a waiver of any prior or subsequent breach. The failure of SACOG to enforce at any time the provisions of this Agreement or to require at any time performance by the Local Agency of these provisions, will in no way be construed to be a waiver of such provisions nor to affect the validity of this Agreement or the right of SACOG to enforce these provisions.

20. Litigation: Local Agency will notify SACOG immediately of any claim or action undertaken by it or against it that affects or may affect this Agreement or SACOG, and will take such action with respect to the claim or action as is consistent with the terms of this Agreement and the interests of SACOG.

21. Non-Liability of SACOG: SACOG shall not be liable to Local Agency or any third party for any claim for loss of profits or consequential damages. Further, SACOG shall not be liable to Local Agency or any third party for any loss, cost, claim or damage, either direct or consequential, allegedly arising from a delay in performance or failure to perform under

22. Amendments Required by State Agencies: If any State agency having jurisdiction, requires a change to the terms of this Agreement, the parties will amend this Agreement as necessary, or will terminate it immediately.

23. Counterparts and Electronic Signatures: This MOU may be signed in one or more counterparts, each of which will constitute an original and all of which taken together shall constitute one and the same instrument. Documents executed, scanned, and transmitted electronically and electronic signatures shall be deemed original signatures for purposes of this MOU and all matters related thereto, with such scanned and electronic signatures having the same legal effect as original signatures.

24. Authority: The persons signing on behalf of the parties to this MOU each warrant they have the legal authority to execute this MOU.

25. Entire Agreement: This MOU embodies the entire agreement of the parties in relation to the matters contained herein, and no other understanding, whether verbal, written, or otherwise, exists among the parties.

26. Americans with Disabilities Act (ADA) of 1990; Accessibility: By signing this Agreement, Local Agency assures SACOG that it complies with the Americans with Disabilities Act (ADA) of 1990 (42 U.S.C. § 12101, et seq.), which prohibits discrimination on the basis of disability, as well as all applicable regulations and guidelines issued pursuant to the ADA including, but not limited to, those found within the Code of Federal Regulations, Title 49, parts 27, 37, and 38. Local Agency also agrees that it will award no construction contract unless its plans and specifications for such facilities conform to the provisions of California Government Code Sections 4450 and 4454, if applicable.

27. Compliance with Non-discrimination and Equal Employment Opportunity Laws: It is SACOG’s policy to comply with State and Federal laws and regulations including Title VI of the Civil Rights Act of 1964, Americans with Disabilities Act of 1990 (ADA) and other Federal discrimination laws and regulations, (including 49 CFR Part 21 through Appendix C, 23 CFR part 200, 23 CFR part 230, 49 U.S.C. 5332, 42 U.S.C. 12101, et seq., and the Title VI Assurance executed by California under 23 U.S.C. 324 and 29 U.S.C. 794), as well as the Unruh Civil Rights Act of 1959, the California Fair Employment and Housing Act (Government Code Section 12990, et seq.), and other California State discrimination laws and regulations. SACOG does not discriminate against any employee or applicant for employment because of race, religion (including religious dress and grooming practices) color, national origin, (includes use and possession of a driver’s license issued to persons unable to prove their presence in the United States is authorized under federal law), ancestry, disability, (including physical and mental, including HIV and AIDS) medical condition, (including genetic characteristics, cancer or a record or history of cancer), military or veteran status, marital status, sex/gender (includes pregnancy, childbirth, breastfeeding, and/or related medical conditions), age (40 and above), gender identity, gender expression, or sexual orientation pursuant to Sections 12940 et seq. of the Government Code. SACOG prohibits discrimination by its employees, Local Agency's, contractors and consultants.

Local Agency hereby certifies, under penalty of perjury under the laws of California, that it complies with, and that Local Agency will require that its contractors and subcontractors comply with, the following non-discrimination and equal opportunity laws. Any failure by Local Agency to comply with these provisions shall constitute a material breach of this Agreement, which may result in the termination of this Agreement or such other remedy as SACOG may deem appropriate.

a. Local Agency and its contractors and subcontractors shall comply with all provisions prohibiting discrimination on the basis of race, color, or national origin of Title VI of the Civil Rights Act of 1964, as amended, 42 U.S.C. §§ 2000d, et seq., with U.S. D.O.T. regulations, “Nondiscrimination in Federally-Assisted Programs of the Department of Transportation – Effectuation of Title VI of the Civil Rights Act”, 49 C.F.R. Part 21, and with any applicable implementing Federal directives that may be issued. Title VI provides that the recipients of federal assistance will implement and maintain a policy of nondiscrimination in which no person shall, on the basis of race, color, ancestry, national origin, religion, religious creed, sex, age, or disability, be excluded from participation in, denied the benefits of, or subject to discrimination under any program or activity by the recipients of federal assistance or their assignees and successors in interest.

b. Local Agency and its contractors and subcontractors shall comply with all applicable equal employment opportunity (EEO) provisions of 42 U.S.C. § 2000e, implementing Federal regulations, and any applicable implementing Federal directives that may be issued. Local Agency and its contractors and subcontractors shall ensure that applicants and employees are treated fairly without regard to their race, color, creed, sex, disability, age, or national origin.

c. Local Agency and its contractors and subcontractors will act in accordance with

Title VI and will not unlawfully discriminate, harass, or allow harassment, against any employee or applicant for employment because of sex, sexual orientation, race, color, ancestry, religion, religious creed, national origin, physical disability (including HIV and AIDS), mental disability, medical condition, age or marital status. Local Agency and its contractors and subcontractors will further ensure that the evaluation and treatment of their employees and applicants for employment are free from such discrimination and harassment, including the improper denial of family and medical care leave and pregnancy disability leave. Local Agency and its contractors and subcontractors will comply with all applicable Federal and State employment laws and regulations including, without limitation, the provisions of the California Fair Employment and Housing Act (Government Code § 12900, et seq.) and the applicable regulations promulgated thereunder (California Code of Regulations, Title 2, § 7285.0, et seq.), as well as Title 2, California Code of Regulations, Section 8103. The applicable regulations of the Fair Employment and Housing Commission implementing Government Code §§ 12990 (a-f), set forth in Chapter 5 of Division 4 of Title 2 of the California Code of Regulations, are incorporated into this Agreement by reference and made a part hereof as if set forth in full. Local Agency and its contractors and subcontractors will give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other agreement.

d. Local Agency and its subcontractors shall also comply with the Older Americans Act, as amended (42 U.S.C. 6101), prohibiting discrimination on the basis of age, Section 324 of Title 23 U.S.C., prohibiting discrimination based on gender, and Section 504 of the Rehabilitation Act of 1973 (29 U.S.C. 794) and 49 CFR part 27 regarding discrimination against individuals with disabilities.

e. Local Agency, with regard to the work performed by it during the Agreement, shall act in accordance with Title VI. Specifically, Local Agency shall not discriminate on the basis of race, color, ancestry, national origin, religion, religious creed, sex, age, or disability in the selection and retention of subcontractors, including procurement of materials and leases of equipment.

f. Local Agency and its contractors will include the provisions of this Section 27 in all contracts to perform work funded under this Agreement. Local Agency shall take such action with respect to any such contract as SACOG may direct as a means of enforcing such provisions, including sanctions for noncompliance.

g. Sanctions for Noncompliance: In the event of the Local Agency's noncompliance with the nondiscrimination provisions of this Agreement, SACOG shall impose such contract sanctions as it or the State may determine to be appropriate, including, but not limited to:

i. Withholding of payments to the Local Agency under this Agreement until the Local Agency complies, and/or

ii. Cancellation, termination or suspension of the Agreement, in whole or in part.

28. Drug-Free Certification: By signing this Agreement, Local Agency hereby certifies under penalty of perjury under the laws of the State of California that Local Agency will comply with the requirements of the Drug-Free Workplace Act of 1990 (Government Code § 8350, et seq.) and will provide a drug-free workplace by taking the following actions:

a. Publish a statement notifying employees that unlawful manufacture, distribution, dispensation, possession, or use of a controlled substance is prohibited, and specifying actions to be taken against employees for violations.

b. Establish a Drug-Free Awareness Program to inform employees about:

(1) The dangers of drug abuse in the workplace;

(2) The person’s or the organization’s policy of maintaining a drug-free workplace;

(3) Any available counseling, rehabilitation, and employee assistance programs; and

(4) Penalties that may be imposed upon employees for drug abuse violations.

c. Every employee of Local Agency who works under this Agreement will:

(1) Receive a copy of Local Agency’s Drug-Free Workplace Policy Statement;

and

(2) Agree to abide by the terms of Local Agency’s Statement as a condition of employment on this Agreement.

29. Union Organizing: By signing this Agreement, Local Agency hereby acknowledges the applicability of Government Code § 16645 through § 16649 to this Agreement, excluding §

16645.2 and § 16645.7.

a. Local Agency will not assist, promote, or deter union organizing by employees performing work on this Agreement if such assistance, promotion, or deterrence contains a threat of reprisal or force, or a promise of benefit.

b. Local Agency will not meet with employees or supervisors on SACOG or State property if the purpose of the meeting is to assist, promote, or deter union organizing, unless the property is equally available to the general public for meetings.

30. Prohibition of Expending State or Federal Funds for Lobbying:

a. Local Agency certifies, to the best of his or her knowledge or belief, that:

(1) No State or Federal appropriated funds have been paid or will be paid, by or on behalf of the Local Agency, to any person for influencing or attempting to influence an officer or employee of any State or Federal agency, a Member of the State Legislature or United States Congress, an officer or employee of the Legislature or Congress, or any employee of a Member of the Legislature or Congress in connection with the awarding of any State or Federal contract, the making of any State or Federal grant, the making of any State or Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any State or Federal contract, grant, loan, or cooperative agreement.

(2) If any funds other than Federally 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 any employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative Agreement, the Local Agency will complete and submit Standard Form- LLL, “Disclosure Form to Report Lobbying,” in accordance with its instructions.

b. This certification is a material representation of fact upon which reliance was placed when this Agreement was entered into. Submission of this certification is a prerequisite for making or entering into this Agreement imposed by Section 1352, Title 31, U.S. Code. Any person who fails to file the required certification will be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure.

c. Local Agency also agrees by signing this Agreement that he or she will require that the language of this certification be included in all lower tier contracts and subcontracts.

31. Prevailing Wage and Labor Requirements.

a. Should Local Agency award any construction contracts utilizing Federal funds under this Agreement, Local Agency agrees to comply with all applicable statutes, rules and regulations promulgated by the Federal government including, but not limited to, (i) prevailing wage requirements of the Davis Bacon Act (40 U.S.C.

§276a, et seq.) and related regulations (29 CFR Part 5); (ii) anti-kick back and payroll records requirements of the Copeland “Anti-Kickback” Act (40 U.S.C.

§276c and 18 U.S.C. §874) and related regulations (29 CFR Part 3); and (iii) workweek computation and overtime requirements of the Contract Work Hours and Safety Standards Act (40 U.S.C. §327-333) and related regulations (29 CFR Part 5).

b. Should Local Agency award any “public work” contract, as defined by California Labor Code Section 1720, utilizing State funds under this Agreement, Local Agency agrees to comply with all pertinent California statutes, rules, and regulations including, but not limited to, prevailing wage provisions of Labor Code

Section 1771. Nothing in this section is intended to preclude any exemptions within Labor Code Section 1720 that may apply to Local Agency. If required by Civil Code sections 9550 et seq., any contractor or subcontractor shall be required to provide and maintain bonds to secure the payment of prevailing wages to workers.

c. Any contract or subcontract entered into as a result of this Agreement will contain all of the provisions of this section.

33. Economic Sanctions:

Pursuant to California State Executive Order N-6-22 (Order) imposing economic sanctions against Russia and declaring support of Ukraine, SACOG shall terminate any contract with any individual or entity that is in violation of the Order or that is subject to economic sanctions therein and shall not enter a contract with any such individual or entity while the Order is in effect.

[Signatures on Next Page]

IN WITNESS WHEREOF, THE PARTIES HAVE ENTERED INTO THIS MEMORANDUM

OF UNDERSTANDING AS OF THE DATE FIRST ABOVE WRITTEN:

SACRAMENTO AREA COUNCIL

OF GOVERNMENTS

By:______________________________

JAMES CORLESS

Executive Director

APPROVED AS TO FORM:

Sloan Sakai Yeung & Wong LLP Legal Counsel to SACOG

CITY OF WEST SACRAMENTO

By:______________________________

AARON LAUREL

City Manager

JEFFREY MITCHELL

City Attorney

LIST OF EXHIBITS:

Exhibit “A”: Scope of Work

Exhibit “B”: Standard Agreement between State and SACOG regarding REAP 2 Grants

Exhibit “C”: Required Supporting Documentation for Grant Recipients https://secure.na2.adobesign.com/verifier?tx=CBJCHBCAABAAvMucBTz8k5YAuMQc6WAxFactmhd8mUFO https://na2.documents.adobe.com/verifier?tx=CBJCHBCAABAAvMucBTz8k5YAuMQc6WAxFactmhd8mUFO https://adobecancelledaccountschannel.na2.documents.adobe.com/verifier?tx=CBJCHBCAABAAvMucBTz8k5YAuMQc6WAxFactmhd8mUFO https://adobefreeuserschannel.na2.documents.adobe.com/verifier?tx=CBJCHBCAABAAvMucBTz8k5YAuMQc6WAxFactmhd8mUFO

EXHIBIT “A”

Project Description

Jurisdiction: _City of West Sacramento__________________________________________________

Project Title: Sacramento Avenue Corridor Infill and Infrastructure Capacity, Needs and Financing Plan

Project Location: _West Sacramento Green Zone__________________________________________

Project Housing Nexus:

Check all that apply.

_____ Reduce Time __ __ Impact on housing supply and/or affordability

__X__ Reduce Development Costs _____ Increase approval certainty and/or streamlines entitlements

__ X__ Infrastructure Capacity _____Other: ____________

Project Location Type:

Check all that apply.

__X _Green Zone _____Community wide

_____Civic Lab Corridor _____Other: _______________

Project Goal Statement:

The Sacramento Avenue Corridor Infill and Infrastructure Capacity, Needs, and Financing Plan will support and encourage more infill housing production and improve housing affordability in the Sacramento Avenue Corridor by identifying zoning and development code changes and non‐ transportation utility improvement needs and identifying existing utility infrastructure conditions and future needs to meet buildout growth.

Project Description:

The Plan will identify zoning and development code changes to support infill housing development and non‐transportation utility improvement needs. The Plan may include public engagement; field investigations and survey work; utility conditions and capacity assessments; capital improvement cost estimates; and an implementation, funding, and financing strategy. Based on funding received, the Plan will evaluate sewer, water, storm drain, electrical, gas, broadband, and/or telecommunications utilities in the Green Zone along and adjacent to Sacramento Avenue.

Implementation:

The City is underway with the Sacramento Avenue Complete Street Plan, which will identify mobility and urban form improvements for multi‐modal transportation and safety. Coordination of the Sacramento

Avenue Complete Street Plan and the Corridor Infill and Infrastructure Capacity, Needs, and Financing

Plan will allow the City to look for opportunities to integrate improvements under one project and reduce the construction impacts to the community. Otherwise, the Infill and Infrastructure Plan will reduce development costs by providing developers with information of existing infrastructure conditions and reducing uncertainty regarding the condition and capacity of utilities in the Green Zone. City staff will seek adoption of amendments to the General Plan and development and zoning codes to promote infill housing development by June 2026. Another advantage to this approach is that it will promote improvements on a corridor‐wide basis as opposed to addressing them on a parcel by parcel basis.

SCOPE OF WORK

Project Tasks, Deliverables, Timeline and Budget

Grant Project Name: Sacramento Avenue Corridor Infill and Infrastructure Capacity, Needs and Financing Plan

Task

Detailed Description of Tasks / Milestones Task Timeline (in months and year)

Deliverable(s) including delivery date

Total Budget

Green Means Go Funds

Other Funds (include source)

1 Regular reporting to SACOG (this is a required task for all projects)

1. Progress report and invoicing (quarterly)

2. Summary of potential housing units impacted by project (final deliverable upon project completion)

$5,000 $0 $5,000

2 Zoning and Planning Updates to Encourage Housing Development and/or Infill Housing

Amendments to the City’s planning documents to encourage more infill housing and improve housing affordability. This may involve Zoning Amendments or changes to development review processes.

Develop two (2) buildout scenarios that are consistent with the City’s Housing Element and General Plan.

1. Updated , Zoning Code, Ordinances/Resolutions, or other Planning Documents and related environmental documentation for the proposed actions

$190,000 $190,000 $0

3 Sewer, Water, and Stormwater Existing Utility Database, Conditions Assessment, and Utility Needs Assessment

Prepare field survey and map utilities along the corridor.

Verify existing data regarding utilities and utility

1. Sewer, Water, and Stormwater Infrastructure database(s) with shapefile(s) consistent with the City’s existing data

$350,000 $350,000 $0 accessories and update as needed for the Green Zone. This may include researching as‐built plans, following the ABC process, or reaching out to utility owners. Utility accessories include manholes, vaults, fire hydrants, water valves, etc. Review the existing Storm Drainage/Storm Water Master Plan Update to understand the storm drain system along the corridor and help identify proposed improvements.

Prepare conditions assessment memorandum(s) of utilities to understand existing capacity. This may require the use of CCTV, visual inspections, coordination with utility agencies, load‐capacity analysis of existing infrastructure, review of City’s documents/studies/models, etc. Identify estimate of properties on septic to understand capacity needs if these properties switch to the public sewer system.

Prepare an infrastructure needs assessment for water, sewer and stormwater sheds to meet City’s buildout conditions and up to two (2) buildout scenarios to provide adequate public facilities for growth. This may require the development of water, sewer, and stormwater projections or the review and validation of City provided models to verify needed infrastructure findings. Include analysis of opportunities and challenges to achieve the buildout scenarios.

2. Sewer, Water, and Stormwater Existing Conditions Report(s)

3. Sewer, Water, and

Stormwater Future Scenario Needs Planning Memorandum(s)

4 Electric and Gas Distribution Grid Needs Assessment

Compile information from Pacific Gas & Electric regarding existing distribution capacity, voltage support services, reliability services, and resiliency services. Conduct scenario analysis and identify infrastructure needs to meet City’s buildout conditions and up to two (2) buildout scenarios to provide adequate public facilities for growth and in alignment with the City’s planning and policies documents (i.e. General Plan, Mobility Action Plan, Mayors’ Commission on Climate Change, etc.) to support mobility hubs and electric vehicle supply equipment. Include analysis of opportunities and challenges to achieve the buildout scenarios.

1. Electric and Gas Existing Conditions Report(s)

2. Electric and Gas Future

Scenario Needs Planning Memorandum(s)

$60,000 $60,000 $0

Project Billing Code: SAC229

2416727.1 7203.552

5 Telecommunications and Broadband Needs Assessment

Using the City of West Sacramento’s Broadband Infrastructure Assessment and Action Plan, determine whether existing broadband assets meet City’s buildout conditions and up to two (2) buildout scenarios to provide adequate public facilities for future growth and in alignment the City’s planning and policies documents (i.e. General Plan, Mobility Action Plan, Mayors’ Commission on Climate Change, etc.) to support mobility hubs and electric vehicle supply equipment. Identify appropriate minimum conduit specifications to support needs in the buildout scenarios.

1. Telecommunications and Broadband Future Scenario Needs Planning Memorandum(s)

$50,000 $50,000 $0

TOTALS $655,000 $650,000 $5,000

EXHIBIT “B”

22-REAP2-17489

Regional Early Action Planning Grants of 2021 (REAP 2.0) NOFA Date: July 18, 2022 Approved Date: November 10, 2022 Prep. Date: November 15, 2022

EXHIBIT A - AUTHORITY, PURPOSE, AND SCOPE OF WORK

1. Authority

The Regional Early Action Planning Grants Program of 2021 is established for the purpose of providing regions with one-time funding, including grants for transformative planning and implementation activities. Up to six hundred million dollars ($600,000,000) shall be distributed under the Program in accordance with Chapter 3.15 of the Health and Safety Code (Statute). Of this amount, approximately 85 percent ($510,000,000) is available to Metropolitan Planning Organizations (MPOs). The California Department of Housing and Community Development (Department or HCD) shall administer the Program (referred to herein as the Regional Early Action Planning Grants Program of 2021, or “REAP 2.0”) to MPOs and other regional entities in accordance with the Statute and Guidelines, pursuant to Health and Safety Code section 50515.10(h).

Pursuant to Health and Safety Code Section 50515.08(c)(3), an MPO or regional entity may request up to 10 percent of its available funding in advance. This Standard Agreement (Agreement) authorizes the encumbrance of the total funds available to the applicant, including advance payment, subject to all statutory requirements and all applicable provisions, including but not limited to the Guidelines, approved advance and full applications and any subsequent modifications.

The Grantee shall consult with the Department on any amendment modification or other provision related to the implementation of the Program. The Department’s decisions related to the administration of the Program shall be final pursuant to Health and Safety Code section 50515.10(i).

2. Purpose

In accordance with the authority cited above, the Grantee has been awarded financial assistance in the form of a grant from the Program. The Department has agreed to make the grant for planning and implementation activities pursuant to the Guidelines and this Agreement. By entering into this Agreement and thereby accepting the award of the Program funds, the Grantee agrees to comply with the terms and conditions of the Guidelines, advance application and full application, as well as this Agreement, subsequent amendments or modifications to this Agreement and the requirements of the authority cited above. Based on all representations made by the Grantee, the State shall encumber the full amount pursuant to the Guidelines and provide advance payment upon request and subsequent payments in accordance with Exhibit B. All terms, conditions and other relevant provisions will be subject to amendments as a result of subsequent applications and awards for remaining funds as described in Exhibit B.

3. Definitions

Terms herein shall have the same meaning as defined by the Guidelines and Statute.

4. Scope of Work

Regional Early Action Planning Grants of 2021 (REAP 2.0) NOFA Date: July 18, 2022 Approved Date: November 10, 2022 Prep. Date: November 15, 2022

Grantee shall use the awarded funds in accordance with the approved scope of work as contained in the timeline and budget and related information outlined in the approved application for 10 percent advance payment and subsequent applications for total funding. The scope of work may be amended in compliance with statutory requirements subject to approval by the Department.

5. Monitoring

A. The Grantee shall maintain books, records, documents, and other evidence that demonstrates the funding was used for the appropriate purposes, as described in the Statute, Guidelines, Scope of Work, approved advanced application, subsequent approved applications and all other pertinent documents. These books, records, documents and other evidence shall be available for audit and inspection by the Department at any point during the term of the Agreement and subject to any amendments to this Agreement.

B. The Department may request additional information, as needed, to demonstrate statutory compliance, satisfactionof program requirements and neces sary amendments to this Agreement, including but not limited to reporting or audit requirements, implementing advance payment(s), or award amount to the Grantee.

C. The Department may monitor expenditures and activities of the Grantee, as the department deems necessary, to ensure compliance with statutory or Department requirements.

D. The Department may, as it deems appropriate or necessary, request the repayment of funds from a Grantee or pursue any other remedies available to it by law for failure to comply with Program requirements pursuant to Health and Safety Code section

50515.10 (g).

E. The Department’s decision to approve or deny an application or request for funding pursuant to the program, and its determination of the amount of funding to be provided, shall be final pursuant to Health and Safety Code section 50515.10(i).

F. Monitoring provisions may be amended and are subject to additional provisions in accordance with this Agreement or subsequent amendments.

6. Department Contract Coordinator

The Contract Coordinator of this Agreement for the Department is the Housing Policy Development Manager, or the Manager’s designee. Unless otherwise informed, any notice, report, or other communication required by this Agreement shall be submitted under the penalty of perjury by email to REAP2021@hcd.ca.gov .

Regional Early Action Planning Grants of 2021 (REAP 2.0) NOFA Date: July 18, 2022 Approved Date: November 10, 2022 Prep. Date: November 15, 2022

EXHIBIT B - BUDGET DETAIL AND PAYMENT PROVISIONS

1. Application for Funds

A. The Department is entering into this Agreement on the basis of, and in reliance upon, facts, information, assertions and representations contained in any application or award or any subsequent modifications or additions to such thereto approved by the Department. All awarded applications for funding and any approved modifications and additions thereto are hereby incorporated into this Agreement.

B. The Grantee warrants that all information, facts, assertions and representations contained in any approved application, award or approved modifications and additions thereto are true, correct, and complete to the best of the Grantee’s knowledge. In the event that any part of an application and any approved modification and addition thereto is untrue, incorrect, incomplete, or misleading in such a manner that would affect the Department's approval, disbursement, or monitoring of the funding and the grant or activities governed by this Agreement, the Department may declare a breach hereof and take such action or pursue such remedies as are provided for breach hereof.

2. Grant and Reimbursement Limit

A. The maximum total amount encumbered to the Grantee pursuant to this Agreement shall not exceed $33,727,893.48.

B. This Agreement authorizes an initial advance payment(s) up to 10% Award for eligible activities as described in the approved Advance Application.

C. This Agreement authorizes advance payment and subsequent awards up to the total award amount as described in Section 2A of this Exhibit and is subject to Department approval.

D. The Grantee shall submit and follow a schedule for the expenditure of the 10 percent advance and any subsequent award prior to disbursement of funds. The schedule is subject to Department approval and may be revised as the Department deems necessary.

3. Grant Timelines

A. This Agreement is effective upon approval by all parties and the Department, which is evidenced by the date signed by the Department on page one, Standard Agreement, STD 213 (the “Effective Date").

B. All Grant funds must be obligated no later than June 30, 2024 and expended by June 30, 2026 pursuant to Health and Safety Code section 50515.10(e)(1).

Regional Early Action Planning Grants of 2021 (REAP 2.0) NOFA Date: July 18, 2022 Approved Date: November 10, 2022 Prep. Date: November 15, 2022

C. Final invoices must be submitted to the Department three months prior to the expenditure deadline. Under special circumstances, approved by the Department and in accordance with the expenditure deadline, the Department may modify the invoice deadline and may provide exception, including but not limited to, advance payment to carry out the terms of this Agreement.

D. It is the responsibility of the Grantee to monitor the progress and timeliness of grant fund obligations, including invoicing and reimbursements within the specified dates.

4. Allowable Uses of Grant Funds

A. The Department shall not award or disburse funds unless it determines that the grant funds shall be expended in compliance with the terms and provisions of the Statute and Guidelines which includes associated forms and guidelines, approved applications and this Agreement.

B. Grant funds shall only be used by the Grantee for project activities approved by the Department that involve planning and implementation activities in accordance with the Statute and Guidelines.

C. Grant funds may not be used for administrative costs of persons employed by the Grantee for activities not directly related to eligible…