Contract No.: 230060 Funding Source: State REAP 2 Project Billing Code: SAC229

MEMORANDUM OF UNDERSTANDING

BETWEEN

SACRAMENTO AREA COUNCIL OF GOVERNMENTS

And the

CITY OF WEST SACRAMENTO

FOR THE GREEN MEANS GO PROGRAM

WASHINGTON DISTRICT UNDERGROUND UTILITY INFRASTRUCTURE

INFILL AND UPGRADE 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 FOUR MILLION DOLLARS ($4,000,000.00) of SACOG Green Means Go funds (the “Funds”) that will be used to pay for the WASHINGTON DISTRICT UNDERGROUND UTILITY INFRASTRUCTURE INFILL AND UPGRADE PROJECT as more particularly described in Exhibit “A” attached hereto and incorporated herein (the “Project”); and

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.

Local Agency acknowledges that the Funds are being provided to SACOG via an agreement between SACOG and the Department of Housing and Community Development

November 1

Project Billing Code: SAC229

(“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 FOUR MILLION DOLLARS ($4,000,000.00) 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.

c. Local Agency shall maintain documentation of its normal procurement policy and competitive bid process (including the use of sole source purchasing), and financial

Project Billing Code: SAC229 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 provide any and all information requested by SACOG and necessary for SACOG to submit an annual progress report to the State of California Housing and Community Development Department in April of each year of this Agreement.

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 Amber Wallace. No substitution of Local 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:

Amber Wallace, Senior Civil Engineer

City of West Sacramento 1110 Capital Avenue West Sacramento CA 95691

Telephone: 916-617-5327 Email: amberwa@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.

32. 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

APPROVED AS TO FORM:

JEFF 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=CBJCHBCAABAA9lyHpuhQdVhSr7R7eAjUcpVkCQPkfZDk https://na2.documents.adobe.com/verifier?tx=CBJCHBCAABAA9lyHpuhQdVhSr7R7eAjUcpVkCQPkfZDk https://adobecancelledaccountschannel.na2.documents.adobe.com/verifier?tx=CBJCHBCAABAA9lyHpuhQdVhSr7R7eAjUcpVkCQPkfZDk https://adobefreeuserschannel.na2.documents.adobe.com/verifier?tx=CBJCHBCAABAA9lyHpuhQdVhSr7R7eAjUcpVkCQPkfZDk

EXHIBIT “A”

Project Description

Jurisdiction: ___City of West Sacramento___________________________________________

Project Title: Washington District Underground Utilities Infrastructure Infill and Update Project

Project Location: West Sacramento________________________________________________

Project Housing Nexus:

Check all that apply.

__x___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 Project will make critical improvements to the City’s utility infrastructure (i.e., water, sewer, and storm drain mains) within the areas identified for housing infill and redevelopment projects. By making these infrastructure improvements in advance of Washington District projects, City planners and private developers will have a reliable infrastructure backbone on which to tie‐in into. This will minimize the City and Developers’ risk exposure of tying into aging infrastructure while reducing a Developer’s utility improvement cost; thus making projects more cost effective.

Additionally, the project will include the design and installation of approximately 3000 linear feet of fiber optic conduit only within the Green Zone Area. The actual fiber optic line would be installed under a separate project.

The fiber optic conduit will allow the City to install fast and reliable source of communication that would benefit public safety, general communication, and interconnect the two existing bridges and one new bridge (I Street Bridge, Tower Bridge, and C Street to Railyard Bridge) within the Washington District.

Project Description:

This project will further the City’s efforts to improve the underground water, wastewater, and storm drain utilities within the Washington District that the City was unable to complete on previous projects. These improvements will occur within the Washington District bound by B Street to the north, 2nd Street to the east, Tower Bridge Gateway to the south, and 8th Street to the west. The majority of the Washington District is comprised of multifamily dwellings and commercial properties, though some single‐family residents do exist.

The utility improvements are segmented sections that may impact multiple residential and commercial establishments on multiple roads. At some locations improvements to more than one utility will be required. It is anticipated that each utility will require a different method of construction: new alignment with abandonment of existing line, remove and replace within the same alignment, or rehabilitate in‐place. The construct sequence will be important to minimize impacts within the District and maximize construction efficiency.

Regarding water utility improvements, there are four (4) locations throughout the District with most improvements requiring 12‐inch water mains. The four locations include:

Approx. 1,400 feet between 4th Street and 2nd Street along Metro Lane, 3rd Street, and B Street

Approx. 1,300 feet between 5th Street and E Street along C Street and 6th Street. A portion of the pipe crosses railroad tracks.

Approx. 200 feet between C Street and D Street along 4th Street across the railroad tracks

Approx. 1,000 feet between G Street and W. Capital Ave through a commercial parking lot, along W. Capitol Ave, and a small portion on 5th Street.

Regarding the wastewater (gravity sewer) utility improvements, there are potentially nine (9) locations throughout the District most are 8‐inch sewer mains. The condition of these sewer mains is not known at this time; a condition assessment using closed circuit television (CCTV) is expected. These 9 locations include:

Approx. 500 feet between B Street and C Street along 4th Street

Approx. 300 feet between B Street and C Street along 3rd Street

Approx. 300 feet between Elizabeth Street and California Street along 6th Street

Approx. 300 feet between C Street and the railroad across private property (possibly a sewer lateral)

Approx. 2,000 feet between 6 Street and 3rd Street along C Street (potential dual 8” sewer mains)

Approx. 2,000 feet between 7th Street and 2nd Street along E Street

Approx. 400 feet between 7th Street and 6th Street along F Street

Approx. 800 feet between 5th Street and 3rd Street along F Street

Approx.1,200 feet between 6th Street and 3rd Street along G Street

Regarding the storm drain utility improvements, there are three (3) locations throughout the District most are 12‐ inch minimum diameters. The condition of these sewer mains is not known at this time; a condition assessment using closed circuit television (CCTV) is expected. These 3 locations include:

Approx. 850 feet between E Street and 6th Street along 7th Street and F Street

Approx. 450 feet between 3rd Street and 2nd Street along E Street

Approx.200 feet between 6th Street and 5th Street along C Street

As mentioned above, the City is proposing to install fiber optic conduit as part of this project. The conduit size has not been determined but would be installed between C Street and Ballpark Drive along 3 Street/Riverfront Street.

Utility trenches would be restored per the City’s pavement restoration standards.

Implementation:

The Washington District Underground Utilities Infrastructure Infill and Update Project will utilize the funds received to develop contract documents (i.e., plans and specifications) and fund construction specific to rehabilitate and/or replace aging and/or undersized water, wastewater, storm drain infrastructure within the District. The Project will also install conduit for future installation of fiber optic lines to provide the City a reliable means of communication within the Washington District and along the River front. The contract documents will be publicly advertised to solicit contractor bids for construction. Grant funds appropriated for construction will be used to construct the necessary utility infrastructure.

SCOPE OF WORK

Project Tasks, Deliverables, Timeline and Budget

Grant Project Name: Washington District Underground Infrastructure Infill and Update Project

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)

(November 2023 – March 2026)

1. Progress report and invoicing (quarterly)

2. Summary of potential housing units impacted by project (final deliverable upon project completion, March 2026)

$15,000 $15,000 (City Capital Improve‐ ment Project

(CIP))

2 Design Consultant Solicitation The City intends to contract with an outside engineering firm to prepare the necessary contract documents, environmental documents, permits, and provide bid support and engineering services during construction.

The solicitation will be an electronic request for proposal (RFP) conducted through the City’s Open Gov platform.

(November 2023 – January 2024)

1. Design Proposal Request identifying the intended design scope of services.

(October 2023)

2. 30‐day solicitation period

3. 30‐days to prepare for City

Council approval (January 2024)

$15,000 $15,000 (City CIP)

3 Water, Sewer, Storm Drain Utility Investigation; Survey;

geotechnical; and Preliminary Design Report

Review existing survey data and identify additional survey needs pertaining to project area coverage and ground features; spatial control and tie to City coordinate system;

topographic and invert elevations (e.g., manhole and drain inlet inverts)

Review of existing City utility records, as‐built plans, and obtaining other utility records through the ABC Utility Process. Existing utility design plans were prepared in 2017 for another Washington District Project that was constructed in 2019. These plans will be investigated and incorporated into this Projects design.

Upon reviewing available utility information, a physical condition assessment may be necessary to determine the suitable method of rehabilitation or replacement. This may require a close caption television inspection (CCTV), visual inspection, ground penetrating radar locating and/or tracing, or water/sewer/storm drain system modeling to determine or verify size and capacity.

Prepare a preliminary design report intended to summarize the available records and utility investigation; present the geological conditions (e.g., corrosive soils, groundwater, environmental hazards) that may influence the design;

present the design criteria and approach to advance the design that includes the engineers design recommendations, request for additional information or clarification by the City, or request for input/decision by the City.

Prepare preliminary plans and cost estimate that reflect the criteria and design approach identified in the preliminary design report.

(February 2024

– June 2024)

Preliminary Design Report, Plans, and Engineering Cost Estimate.

(June 2024)

$140,000 $70,000 $70,000

4 Fiber Optic Conduit Infrastructure Based on the City of West Sacramento’s Broadband Infrastructure Assessment and Action Plan, coordination meeting(s) would be held with City staff regarding the City’s plans and objective to make available broadband infrastructure (i.e., fiber conduit) and the overall infrastructure buildout timing.

Discuss and identify the appropriate minimum conduit number, alignment, and specification to support the City’s proposed buildout.

Information and decisions from these coordination meetings will be presented in the preliminary design report, plans and cost estimate.

(February 2024

– March 2024)

1. Fiber Optic Conduit discussion and recommendation within the Preliminary Design Report (June 2024)

$15,000 $15,000

Project Billing Code: SAC229

5 Environmental, Cultural Resources, and Permitting A previous Washington District project completed in 2019 underwent an environmental documentation process that established a number of mitigation measures. The City anticipates most of these mitigation measures to be applicable to this Project.

The City anticipates that the project design team will, at a minimum, subcontract the environmental and cultural resources portion of this task. Depending on the permitting complexity, the design team may elect to subcontract a portion of the permitting as well. The design team will:

Review all existing and environmental documentation specific to the project location. Identify additional environmental documentation and studies/surveys/evaluations needed and prepare all necessary documentation and applications to address all local, State, and Federal requirements.

Coordinate with the local Native American tribe(s) regarding the presence of culturally sensitive areas and the to identify the terms and conditions to constructing within these areas.

Identify all existing and necessary permits associated with the project. Identify the terms, status, and timeline for each permit. Prepare all necessary reports and/or applications necessary to obtain the permits.

Items from this task will be, at a minimum, identified in the preliminary design report. Due to their complexity and expected duration, they are identified on a separate timeline.

(June 2024 – October 2024)

1. Environmental Documentation (IS/MND)

2. Clearance from the California Native American Heritage Commission

3. Various project related permit approvals

(October 2024)

$50,000 $25,000 $25,000

6 Contract Documents (Plans, Specifications, and Cost Estimate) Contract documents will be prepared and submitted to the City for review at the following interval: preliminary (30%), 75%, 100%, Bid Ready. The Contract Documents will be comprised of the necessary information to construct wastewater, storm drain, and water infrastructure, and the proposed conduit and infrastructure to accommodate the future fiber optic lines.

30% Plans: Identify the project location, proposed plan sheets, existing utility plans, proposed alignment or rehabilitation method, typical and standard details. These plans are intended to provide an overview of the existing conditions and utilities, identify the proposed utility improvements, and the impacts that may be encountered.

The 30% plans will be used in making decisions that will advance the design.

75% Plans and Specification: Incorporate the comments/decisions from the preliminary (30%) plans and preliminary design report. Prepare plans and profiles for each utility identifying utility appurtenances, callouts, station, notes, and project specific details/tables/etc.

Specifications will include a draft of all anticipated technical specifications. Prepare an updated Engineering Cost Estimate.

100% Plans and Specifications: Incorporate the comments from the 75% plans and specifications. Develop the front end and project special provisions. Prepare an updated Engineering Cost Estimate.

Bid Ready: Incorporate all final revisions and obtain the necessary signatures.

June 2024 – December 2024)

1. Preliminary (30%) Plans and Cost Estimate (June 2024)

2. 75% Plans, Specifications, and Cost Estimate (September 2024)

3. 100% Plans, Specifications, and Cost Estimate (October 2024)

4. Bid Ready Plans, Specifications, and Final Cost Estimate (December 2024)

$110,000

$52,000 $58,000

Project Billing Code: SAC229

7 Bid Support The City will utilize Open Gov to solicit the contract documents for bid and construction. During the project advertisement period, the City and engineering will collaborate efforts to address any bidder questions and prepare necessary addendum.

Upon opening the electronic bids through Open Gov, the City will evaluate the bids and make a recommendation for award.

(January 2025 – March 2025)

1. Response to bidder questions and addendum preparation assistance (January 2025 – March 2025)

$12,000 $12,000 (City CIP)

8 Engineering Service During Construction The design consultant’s team will provide engineering services during construction. Services will include:

Submittal and construct documentation review Design clarifications and revisions Assisted in the review of contract change orders.

Prepare final DDW waiver documentation.

Prepare record drawings.

Conduct field visits.

(April 2025 – March 2026)

1. Requested Engineering Services During Construction (April 2025 – March 2026)

$40,000 $40,000 (City CIP)

9 Washington District Underground Utilities Infrastructure Infill and Update Project – Construction Management & Inspection The construction management team will:

Manage the contract in accordance with the plans, specifications, and City contract.

Manage the construction documentation.

Manage the pay requests.

Process change orders (if necessary).

Review final documentation for project acceptance.

Provide inspection services (if requested by the City) Conduct field visits.

(April 2025 – March 2026)

1. Requested Construction Management and Inspection Services During Construction (April 2025 – March 2026)

$500,000 $500,000 (City CIP)

10 Environmental Mitigation – During Construction 12 months, 2025/6)

1. Environmental and Cultural Resource Mitigation and Management

$200,000 $200,000

Project Billing Code: SAC229

11 Washington District Underground Utilities Infrastructure Infill and Update Project ‐ Construction

(12 months, 2025/6)

1. Project Construction, as detailed in the Project Description of this agreement

$3,903,000 $3,853,000 $50,000 (City CIP)

TOTALS $5,000,000 $4,000,000 $1,000,000

EXHIBIT “B”

Funding Source: State REAP 2

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).