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Home My WebLink About _ 4.11(b)--Consolidation & Water Service Agreement Between CRCMWC and COR GI �" Y � F � � � ° � � � " � � CITY OF REDDING REPORT TO THE CITY COUNCIL MEETING DATE: November 7, 2023 FROM: Chuck Aukland,Public ITEM NO. 4.11(b} Works Director ***APPROVED BY*** � ��n � .�.._ s.N,.�� ukl�n�l,H'ciblic Wc�aks L'��reGt ' d/?412423 ry ip}�in,�C"i ana � 1Q131(2423 caulcland@ci.redding.ca.us btippin@cityofredding.org SUBJECT: 4.11(b)-- Consolidation and Water Service Agreement with the Cascade Racquet Club Mutual Water Company; and Resolution authorizing the submittal of a grant application by the City of Redding to the State Water Resources Control Board Drinking Water State Revolvin Fund Recommendation Adopt Resolution authorizing the submittal of a grant application by the City of Redding (City) to the State Water Resources Control Board Drinking Water State Revolving Fund; and, should the grant be awarded, authorize the Mayor to execute a Consolidation and Water Service Agreement with the Cascade Racquet C1ub Mutual Water Company for connection to the City's water system. Fiscal Impact There is no fiscal impact. The City will apply for a Driul�ing Water State Revolving Fund (DWSRF) grant to finance the construction of the project, including City connection impact charges. There are no funds allocated to the construction of the project at the time of this staff report. In the event the grant is not awarded, the project will not proceed. The estimated value of the DWSRF grant, if awarded, will be approximately$900,000. Alter�native Action The City Council (Council) could choose to not approve staff's recommendation and provide alternative direction to staff. Background/Analysis The Cascade Racquet Club Mutual Water Company (CRCMWC), Public Water System Identi�cation No. CA4500012, was formed in the 1960s to provide water service to 28 residential parcels along Forest Hills Drive and Wimbledon Drive near the current Sun Oaks Tennis and Fitness Club. Due to the aging water system and lack of resources to operate a small water company, the CRCMWC has been in contact with the City to consolidate into the City's water system. Report to Redding City Council November 1,2023 Re: 4.11(b)--Consolidation & Water Service Agreement Between CRCMWC and COR Page 2 The CRCMWC is located within the City limit and is surrounded by the City's water service area. Many of the existing customers of the CRCMWC already have a City water main in the street in front of their homes. The DWSRF grant will finance the consolidation of the CRCMWC into the City's Water Utility. The construction of 1,200 linear feet of new water main and 27 new service connections will allow the remaining parcels in the CRCMWC to be connected to the City's water distribution system. Three (3) new fire hydrants will be installed to replace the existing under-sized `wharf' style hydrants. University Enterprises, Inc. (UEI), a California nonprofit public benefit corporation, was awarded a Proposition 1 Technical Assistance grant from the California State Water Resources Control Board (SWRCB) to provide funding to assist small disadvantaged communities to iinprove drinking water and wastewater systems. In September 2021, the CRCMWC obtained a Technical Assistance Work Plan from UEI and SWRCB to prepare a Construction Application for the preparation of the general, technical, environmental, and fmancial packages, as well as the plans and specifications documents necessary, per State guidelines, to connect CRCMWC to the City's water system. PACE Engineering, also contracted with UEI, is preparing the general, technical, environmental, and financial packages for the construction application. Since the new water mains, services, and meters will be part of the City's water system and should be constructed to City standards and requirements, the City prepared the 90 percent plans and specifications documents for this construction project. The City has a subcontract with UEI and wi11 be reimbursed for the cost of producing the plans and specifications. If awarded, the City will be the recipient of the consolidation project financing and will bid the construction per our standard Public Works Bid process. Water Service Connection Impact Charges ($5,346 per parcel) will also be paid thru project financing. The estimated value of the DWSRF grant is $900,000. Construction is anticipated to begin in Summer 2024 with completion in 2025. The agreement and resolution have been approved as to form by the City Attorney. Envir�onmental Review This action is not a project as de�ned by the California Environmental Quality Act, and no further action is required. The agreement and resolution will a11ow the City, on behalf of the CRCMWC, to apply for financing for the construction of the consolidation project. Council Priority/City Manager Goals � Communication and Transparency — "Improve the quality of communication with the public and City employees to enhance knowledge and increase transparency to improve public trust." � Government of the 21st Century — `Be relevant and proactive to the opportunities and challenges of today's residents and workforce. Anticipate the future to make better decisions today." Attachments ^Resolution ^Location Map Agreement Previous Staff Report RESOLUTION NO. 2023- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF REDDING AUTHORIZING DESIGNATED CITY OFFICIALS TO FILE A GRANT APPLICATION, ACCEPTANCE, AND EXECUTION FOR FINANCIAL ASSISTANCE FROM THE STATE WATER RESOURCES CONTROL BOARD DRINKING WATER STATE REVOLVING FUND WHEREAS, the City of Redding ("City") proposes to apply for grant funding on behalf of the Cascade Racquet Club Mutual Water Colnpany (CRCMWC) for the City of Redding & Cascade Racquet Club Mutual Water Company Consolidation Project(Project)from the State Water Resources Control Board Drinking Water State Revolving Fund; and WHEREAS, the Cascade Racquet Club Mutual Water Coinpany operates a water system which serves 27 parcels within the Cascade Racquet Club Estates Subdivision; and WHEREAS, the Cascade Racquet Club Estates Subdivision is located entirely within the jurisdictional limits of the City of Redding but is not served by its water utility; and WHEREAS, the State Water Resources Control Board has identified several problematic issues relating to water delivery by the Cascade Racquet Club Mutual Water Company to include: water production and consumption are unknown do to a lack of water meters;the water system does not have redundant or auxiliary water if the existing well fails; the existing water system infrastruct�ure is at the end of its useful life; and there is no storage, emergency generator or well pump to adequately meet fire flow needs; and WHEREAS, the City of Redding has the legal authority and is authorized to seek funding from the State of California to address the aforementioned de�ciencies and enter into a funding agreement with the State of California for that purpose; and WHEREAS, the City intends to fmance the planning, design, construction, and associated fees of the Project with monies (the "Project Funds")provided by the State of California, acting by and through the State Water Resources Control Board; and WHEREAS,prior to the approval by the State Water Resources Control Board of the Project Funds, the City wi11 not incur certain capital expenditures with respect to the Project from available monies of the City; THEREFORE, BE IT RESOLVED by the City Council of the City of Redding as follows: 1. The Public Works Director (the "Authorized Representative"), or designee, is hereby authorized and directed to sign and file, far and on behalf of, the City of Redding, a Financial Assistance Application for a financing agreement �rom the State Water Resources Control Board for the planning, design, construction, and associated fees of the Project; 2. The Authorized Representative, or designee, is designated to provide the assurances, certi�eations, and commitments required for the financial assistance applieation, including executing a financial assistance agreement from the State Water Resources Control Board and any amendments or changes thereto; 3. The Authorized Representative, or designee, is designated to represent the City of Redding in carrying out the City's responsibilities under the fmancing agreement, including certifying disbursement requests on behalf of the City of Redding and compliance with applicable state and federal laws. I HEREBY CERTIFY that the foregoing resolution was introduced at a regular meeting of the City Council of the City of Redding on the 7th day of November,2023,and was duly adopted at said meeting by the following vote: AYES: COUNCIL MEMBERS: NOES: COUNCIL MEMBERS: ABSENT: COUNCIL MEMBERS: ABSTAIN: COUNCIL MEMBERS: MICHAEL DACQUISTO, Mayor ATTEST: APPROVED AS TO FORM: SHARLENE TIPTON, City C1erk BARRY E. DeWALT, City Attorney , \ , .. �...... � . � � � � �� ; �J � �` � ._. \ _ i- _ . � _.._ � . -__ - � _ �� __._� �� . . _. ; -�, �` , �'rr� �, i � __ �i i'I� o�o �� «R—� _ __ _– --- — _ _ 1 _ _ _ HRRTNELL F�V�— r-- __ --- ____ _ __ � r___. __ _ � ---- - � i \ �`'�.� �� _ �T� � _r � _,. _ � �� _ ___ _.__. � �. " � �� ...� �...� , ,,� }„ � � � ��. �� ,�,,( ��y/ \ � �-�� , , � ,.�.. , � �� , ,-- 7 1� '' �', � y� � � _ t '� i _..._ � � i i" � ,.. 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' __ _ ._ I ��...j _ � _ —_��.� ' � 1 �__I_ � � �1� i I � ._ ,� � - � .� � R F'KWY ioi ��R A �t� L�1 " �� Q., � ��, �` ` �r � �. ��1G.s � � ., � � �� .�_� _��, � ,.., �,� ,� ��.�� , � � . �� '. . .�_ ��GQ��I�G_- �t F � � � �— ,�� _ o :-�� =_--� r � I '��i��_1 -_ _ != � � `` �- � � �� sT .. _____ _ �, �\ �7 - - � � l _ l �_�, �� -� �- ........ a_ .. 4 �� _........... ___ � _ �.�,� ��- � �,�r�� T --� �� , __ �. _--r � _ _. � , r� , � ;, � � � -�"" � ' �� - (__ � �� , �. . � � ,-' �-� � � t , , � ,-' _ , , \ � �. w �'""�� \ -�EJ�:-T�C..-'f ,%\ ,�-'"� n,,� �" �---� ' �� - � � , �,�''� � `'~ , �� „ t � `_ _ .��ti� , "` -"r ,- r ��- � �� i � , � '�� __� � � �� ``�-.�� \.'"'� ., �.........., , 1 �`� I � �oF REoo2 CITY OF REDDING CASCADE RACQUET CLUB � � PUBLIC WORKS �WC WATER MAIN PROJECT , �, , r� � o t�,9' � �.��P DEPARTMENT LOCATION MAP ��Fo� CONSOLIDATION AND WATER SERVICE AGREEMENT BETWEEN THE CASCADE RAQUET CLUB MUTUAL WATER COMPANY AND CITY OF REDDING This Agreement is made by and between the CITY OF REDDING ("City") and CASCADE RAQUET CLUB MUTUAL WATER COMPANY("Company"). City and Company are hereinafter sometimes collectively referred to as "Parties." RECITALS A. Company holds title the property commonly referred to as CASCADE RAQUET CLUB MUTUAL WATER COMPANY, with the address of 3375 Forest Hills Drive, Redding, California, which is located inside the corporate limits of the City and within the limits of the County of Shasta, Assessor's Parcel Number 110-310-006, and is shown on Exhibit "A" attached hereto and incorporated by reference (the "Property"). The Property is operated by the Company as a Mutual Water System(PWSID No.CA4500012)and provides water service to 27 parcels within the Cascade Racquet Club Estates Subdivision. The source of potable water for the Company is ground water from a well on the Property; and B. The State Water Resources Control Board ("State Board") has determined that the water provided by the Company to its water system does comply with the drinking water standards; however water production and consumption are unknown due to the lack of ineters; the water system does not have a redundant or auxiliary water should the existing well fail; the existing water system infrastructure is at the end of its useful life; there is no storage, emergency generator or a well pump to meet fire flow; and C. In order to promote and protect the health and safety of the residents of the Company,the City is submitting an application for project funding with the State Board; and 1 D. The City, on behalf of the Company, is eligible to apply for financing ("Financing") with the State Board, which may include grants for small disadvantaged community drinking water system administration,planning and infrastructure improvements; and E. The Financing requires an agreement between the City and the Company that identifies the responsibilities and obligations of the Parties regarding the use of the Financing for the construction of the consolidation project and transfer to the City's water system; and F. The Parties desire to enter into such an agreement. AGREEMENT N�ow, therefore the Parties hereby agree as follows: 1. Incor�oration of Recitals. All of the above recitals are incorporated herein and the Parties acknowledge that the recitals are correct. All of the exhibits are incorporated herein by this reference as if fully set forth. 2. Financin�. The City is authorized to act regarding any Financing received and to use the Financing for the planning, design, construction, and associated fees of the Project. City shall use all reasonable efforts to obtain the Financing and any associated grant; however, the decision to approve the Financing and any associated grant is made by the State Board and not the Company or City. 3. Proiect Construction. Provided that Financing is approved in the amount in the financing application and provided that sufficient funds as determined by the City and Company are received to construct the Project, City shall construct the Project and connect to a new City water service and provide potable water to the 27 remaining parcels within the Company's 2 water system. The Project will include approximately 1,200 linear feet of 8-inch waterline in Forest Hills Drive which will be transferred to City ownership when the project is completed and accepted by City. 4. Pro�erty Owner Costs. Property owners shall be subject to the City's standard water rates and rules as other City water customers for the use of City water. City, using project Financing, shall pay City connection fee and all associated impact, encroachment, and administrative fees. 5. Consolidation. Upon completion of the Project and connection of the 27 remaining parcels within the Company's water system to the City's water service, Company agrees to surrender its water supply permit to the State Board, at which time the Company will cease operation of the existing Cascade Racquet Club Mutual Water Company water facilities as a public water system. 6. New Waterline. The City agrees to accept the waterline to be installed in the public right of way and to operate and maintain it for the useful life of the pipeline. '7. Onsite Im�rovements. In connecting City's water service to each of the 2'7 remaining parcels within the Company's water system, a meter acceptable to the City will be installed, and connected to the piping on each parcel("Onsite Improvements"). These Onsite Improvements and metered connection will be paid for with the Financing. Once the Onsite Improvements have been constructed and installed and the City's water service has been connected to each parcel, the property owner shall own and be responsible for the operation and maintenance of the Onsite Improvements. N�otwithstanding the above, the meter will be owned and maintained by the City. 3 8. Existing Well. Upon completion of the Project and connection of City water to Company, Company shall not be allowed to use the existing well water for potable water purposes. As part of the project, the existing well on the property will be isolated and separated from the City's water service providing potable water. Company shall have the option to continue to use the existing well for non-potable purposes, such as irrigation and fire protection purposes, in accordance with all applicable laws and regulations. 9. Binding on Successors. This Agreement shall be recorded with the Shasta County Recorder's Office and shall be binding upon Company, its grantees, successors, assigns and lessees. 10. Attorne_�. In the event that any litigation is commenced between the Parties to enforce the terms of this Agreement,the prevailing party in said litigation shall be entitled to litigation costs and reasonable attorney fees. 1 L Termination Due to Failure to Gain A�rovals. The Planning Phase will provide scope and funds to complete the CEQA process to the satisfaction of all parties. If any approvals or permits are not obtained, the project will not move into the construction phase and this Agreement will terminate with neither Party having liability to the other. 12. Waiver and Hold Harmless. Company hereby agrees, on behalf of itself and its shareholders, to waive all liability as against the City, its elected officials, officers and employees for any action brought due to the planning, construction and operation of the Project. Further, Company on behalf of its shareholders, hereby agrees as follows: A. To the fullest extent permitted by law, Company shall indemnify protect, defend and hold harmless, City, its elected officials, officers, employees, and agents, and each and every one of them,from and against all actions,damages,costs,liability,claims,losses,penalties and expenses(including,but not limited to,reasonable attorney's fees of the City Attorney 4 or legal counsel retained by City, expert fees, litigation costs, and investigation costs) of every type and description to which any or all of them may be subjected by reason of the planning, construction, or operation of the Project, except when liability arises due to the sole negligence, active negligence or misconduct of the City. This obligation shall cover claims of all types including,but not limited to,actions in tort filed by third parties,actions in breach of contract, actions by shareholders of Company, and any other action in law or equity. B. The Company's obligation to defend, indemnify and hold harmless shall not be excused because of the Company's inability to evaluate liability. Company shall respond within thirty(30) calendar days to the tender of any claim for defense and indemnity by the City, unless this time has been extended in writing by the City. If the Company fails to accept or reject a tender of defense and indemnity in writing delivered to City within thirty (30) calendar days, in addition to any other remedy authorized by law, the City may withhold such funds the City reasonably considers necessary for its defense and indemnity until disposition has been made of the claim or until the Company accepts or rejects the tender of defense in writing delivered to the City, whichever occurs first. This subdivision shall not be construed to excuse the prompt and continued performance of the duties required of Company herein. 13. Notices. Any and all notices or other matters required or permitted by this Agreement or by law to be served on, given to, or delivered to either party by the other party to this Agreement shall be in writing and shall be deemed duly served, given, or delivered when personally delivered to the party to whom it is directed, or, in lieu of personal service, when deposited in the United States mail, first-class postage prepaid, addressed to: 5 For the City. Jash Watkins, Water Utility Manager City af Reddzng 777 Cypress Ave. r��aa��; cA ��aol Company„ Mark Christ��oard Presrdent Cascade Racquet Club Mutual Water Company P.O:Box 493328 Redding, CA g6049-332$ IN WITNESS WHEREOF,the City of Redding and Cascade Racquet Club Mutual Water Company have executed this agreement an the days and year set forth belowe GASCADE RACQUET CLUB MUTUAL WATER COMPANY - �.�� Date� ��7" �.�� , 2023� By; ��1`,�� :� �� ;�� MARK CHRIST,Baard President CITY C}F REL7DING A Municipal Corporation Date. 2Q23 By. MICHAEL DACQLTISTO, Mayar Attest: Approved as to Form: By: By: SHARLENE TIPTON, City C1erk BARRY E. DeWALT, City Attomey b � � i �' � �a � � � � ° � � � " � � CITY OF REDDING REPORT TO THE CITY COUNCIL MEETING DATE: April 4, 2023 FROM: Chuck Aukland, Public ITEM NO. 4.11(e) Works Director ***APPROVED BY*** � ��n � .�.._ s.N,.�� ukl�n�l,H'ciblic Wc�aks L'��reGt ' 3/?2/2423 ry ip}�in,�C"i ana � 3/2�/2423 caulcland@ci.redding.ca.us btippin@cityofredding.org SUBJECT: 4.11(e)--A�uthorize the City Manager to Execute a Subcontract Between University Enterprises, Inc. and the City of Redding for Professional Engineering Services related to the Cascade Rac uet C1ub Mutual Water Com an Consolidation Recommendation Authorize the City Manager to execute a subcontract between University Enterprises, Inc. and the City of Redding for Professional Engineering Services related to the Cascade Racquet Club Mutual Water Company's consolidation into the City of Redding's Water Utility. Fiscal Impact There is no fiscal impact. University Enterprises, Inc. (UEI) will provide compensation to the City of Redding (City) Public Works Department in an amount not to exceed$43,'719 to perform professional engineering services and prepare 90% plans and specifications for the necessary water infrastructure to consolidate the Cascade Racquet Club Mutual Water Company into the City's Water Utility. Alter�native Action The City Council (Council) may choose not to authorize the City Manager to execute the Subcontract and provide alternative direction to staff. Background/Analysis The Cascade Racquet Club Mutual Water Company (CRCMWC), Public Water System Identification (PWSID) No. CA4500012, was formed in the 1960s to provide water service to 28 residential parcels along Forest Hills Drive and Wimbledon Drive near the current Sun Oaks Tennis and Fitness Club. Du� to the aging water system and lack of resources to operate a small water company, the CRCMWC has been in contact with the City to consolidate into the City's water system. � Report to Redding City Council March 28,2023 Re: 4.11(e)--Subcontract Between University Enterprises, lnc.and COR Page 2 The CRCMWC is located within the City limit and is surrounded by the City's water service area. Many of the existing customers of the CRCMWC already have a City water main in the street in front of their homes. Only 1,200 LF of new water main is needed to connect to the City's system. UEI, a California nonprofit public benefit corporation, was awarded a Proposition 1 Technical Assistance grant from the California State Water Resources Control Board (SWRCB) to provide funding to assist small disadvantaged communities to improve drinking water and wastewater systems. In September 2021, the CRCMWC obtained a Technical Assistance Work Plan from UEI and SWRCB to prepare a Drinking Water State Revolving Fund (DWSRF) Construction Application for the preparation of the general, technical, environmental, and financial packages, as well as the plans and specifications documents necessary, per State guidelines, to connect CRCMWC to the City's water system. PACE Engineering, also contracted with UEI, is preparing the general, technical, environmental, and financial packages for the construction application. Since the new water mains, services, and meters will be part of the City's water system and should be constructed to City standards and requirements, the City wi11 prepare the 90%Plans and Specifications documents which is the subject of the attached subcontract. If the construction application is approved by the SWRCB, the City will apply for a DWSRF grant to finance the construction of the project, including City connection impact fees. There are no funds allocated to the construction of the project at the time of this staff report; in the event the grant is not awarded, the project will not proceed. Staff will return to the Council at a fut�ure date to request authorization to apply for the grant funds. The subcontract has been approved as to form by the City Attorney. Envir�onmental Review This action is not a project as de�ned by the California Environmental Quality Act, and no further action is required. The subcontract will allow the City to provide design and technical study information necessary to ensure environmental clearance as the project progresses. Council Pr�iority/City Manager Goals � Communication and Transparency — "Improve the quality of communication with the public and City employees to enhance knowledge and increase transparency to improve public trust." Attachments ^Cascade Racquet Club MWC Water 1Vlain- Location Map Subcontract- UEI and COR � �y�; rl-; �, �, � ��,., �. t�: ; �C � �— __... ...., ..... ......... ....; Y; : � ..... , � � { Ui � ... I.�. .... , �"". . �, . � � Q' �' �,4 , m_ o: � o; � o � �, � 1-;ARTNELL AVE �LD 44 DR __i , � �T F� � y �, _ � , �� , i �`" \ —� �'� �A � I — — — �� \ � ;_ � � � ` ,,. C� ` — - ,. � a. � ` � ti�� , r�� , ��. �. �,��8 �� a � � � �� , ` �� PROJ�CT �� R�� _ � �� L.O CAT I O N �� -,o� � � � P �. d - �� . � _ � � , i �P� � � t / m �. � � f � , � � \ a �� — � �", � ! ``� �; �. � / _ � FO�E�T HILI�S D� �` � `� �'� � � _ � > �� __ - , � ��. � �. � �- � o � __ `� ct� n. � � ;_ _... �� _ _ _ _ , _ _ — --- �. �:°� °- �FE��f�FR PKWY �� — _ ��.� AGASSI L�I � _ r�, � � �, � `, o � �� : c�. � �, c� �a�G,OP ` � � _ � . _ � � � i� � �� . � � � - �.. � Q `. -c� � � � �' '" � � `1 ��- ' , � � � `, W� , T Y �C . .. .� . . , .__ , . �. ,� . -W, .-_... � . .... . .. �;. � ' ; �. \ `. �� U��, ST , ...__. . .� . , _ _ Q, �', , ' j � - � ; � , ; _ �, : . _. _ _. , _. �_ . . _� ., � _ �. _ �. , �, , �~ �� - � MO�ZGA�J�,-TF2L .--- �"Cl�f'tSE3AC�-CT � , � ,� � _ ; � J � . ;_ ` �� A �; � � .. o - - _ � __ . � � � �� ` z. r1i_ �L E1KE �TF?L �� ` � � > � � � � ' � , , � , � �� , � � _ . � � � � c� _. i '� r� ; � i r� � � � �� ' �,� —V .� OF REO �'�;.,' � `� �� i � �� CITY OF REDDING CASCADE RACQUET CLUB �� PUBLIC WORKS MWC WATER MAIN PROJECT Q9 -,, ��:=�� DEPARTMENT LOCATION MAP ��FoQ► � Subcontract#: 537811B SUBCONTRACT BETWEEN UNIVERSITY ENTERPRISES,INC. AND CITY OF REDDING, CALIFORNIA Parties This subcontract ("SubcontracY'), dated for convenience this gth day of March, 2023, is entered into by and between University Entierprises, Inc., a California nonprofit public benefit corporation organized and operating as an auxiliary organization serving California State University, Sacramento in accordance with California Education Code sections 89900,et seq. and Title 5 of the California of Regulations sections 42400, et seq. ("UEI") and the City of Redding, California ("Contractor"). UEI and Contractor are hereinafter collectively referred to as the "Parties." Recitals WHEREAS, UEI was awarded a Proposition 1 Technical Assistance grant from the California State Water Resources Control Board (the "Funding Agency") under Agreement No. D1612806 originally executed on or about September 1, 2016, and thereafter amended (the "Funding Agreement")to provide funding to be used by UEI to assist small, disadvantaged communities to improve their drinking water and wastewater systems (the "Project"); and WHEREAS, UEI administers grants and contracts benefiting California State University, Sacramento, and is authorized pursuant to Title 5 of the California Code of Regulations, section 42500(a)(7) to enter into subcontracts relating to the performance of responsibilities under the Funding Agreement; and WHEREAS, all work required of UEI under the Funding Agreement shall be performed and/or overseen by the Office of Water Programs at California State University, Sacramento ("OWP"), though UEI remains solely responsible under the above-referenced funding agreements to ensure the proper performance of UEPs obligations thereunder; and WHEREAS, UEI and Contractor wish to enter into this Subcontract for Contractor to perform certain professional services hereunder pursuant to Project Work Plan #6601-A in accordance with the terms and conditions of this Subcontract; NOW THEREFORE, in consideration of the mutual agreements set forth herein and of the terms and conditions below, the Parties agree as follows: Terms and Conditions 1. SERVICES. In pursuit of the Project, Contractor will perform those professional services identi�ed for Contractor to perform in, and generally described in, TA Work Plan 6571-B attached hereto Page 1 of 7 � as Exhibit A and incorporated herein by this reference, and which professional services are more specifically described in the following: Contractor's proposal dated December 13,2021, attached hereto as Exhibit B and incorporated herein by this reference (the "Services"). Contractor represents that: (i) it is qualified to undertake the Services, (ii) it possesses the means and resources required in order to perform the Services in compliance with the terms and conditions of this Subcontract, (iii)the Services will be performed in a manner consistent with that 1eve1 of skill and care ordinarily exercised by other qualified professional consultants performing work of the type contemplated herein, and(iv) in the performance of the work and preparation of any report, findings, recommendations, or other work product developed by the Contractor pursuant hereto, Contractor wi11 not violate the intellectual property rights of others. 2. TERM. Subject to the provisions of section 15, the term of this Subcontract shall be from September 24, 2021, to November 30, 2023, except that UEI may unilaterally extend the expiration date (and final invoice date)of this Subcontract by providing written notice to Contractor of a new expiration date. Upon such notice, the new expiration date will be deemed to have been automatically incorporated herein as an amendment to this Subcontract. 3. FUNDING AGREEMENT. This Subcontract is subject to, and Contractor shall comply with, all applicable terms and conditions of the Funding Agreement, which is attached hereto as Exhibit C and incorporated herein by this reference. Without limiting the foregoing, Contractor agrees to be bound to UET with respect to the obligations contained in Funding Agreement to the same degree and in the same manner that UEI is so bound to the Runding Agency under the Funding Agreement. In the case of a direct conflict between any of the terms and conditions contained in the Funding Agreement and any of the terms and conditions contained in this Subcontract, the latter shall govern. 4. COMPENSATION. This is a cost reimbursement agreement. In exchange for Contractor performing the Services in accordance with the terms and conditions of this Subcontract, UEI's total obligation to Contractor under this Subcontract shall not exceed the sum of Forty-Three Thousand Seven Hundred Nineteen Dollars ($43,719). Contractor shall perform the Services in accordance with, and subject to the line-item limitations contained in Exhibit B (the `Budget"). Contractor sha11 invoice UEI no more frequently than monthly for the proportion of those Services actually performed. At no time shall the cumulative amount of all invoices iss�ued by Contractor reflect a proportion of the above-referenced not-to-exceed amount that exceeds the proportion of the Services properly completed. All such invoices shall (a) reference this Subcontract number, (b) include an invoice number and date of the request, (c) contain the period covered by the invoice, (d)be itemized based on line items specified in the Budget, (e) contain supporting or back-up documentation for all amounts shown on the request, including all staff time shown by number of hours worked and hourly rate, and identify the proportion of the Services covered by the invoice as well as the total proportion of all of the Services cumulatively invoiced to date, and (� be signed by Contractor's Page 2 of 7 � authorized financial representative or designee. The above-referenced not-to-exceed amount of Forty-Three Thousand Seven Hundred Nineteen Dollars ($43,719) is incl�usive of all costs and expenses, including but not limited to travel and transportation costs and expenses, materials, equipment, overhead, taxes, and profit. Accordingly, Contractor shall not be entitled to reimbursement for travel and transportation time, or costs and/or expenses in addition to this not to exceed amount stated in this section 4. No work or travel outside the State of California is permitted under this Subcontract without prior UEI written authorization. Except as otherwise provided herein, Contractor's final invoice must be delivered to UEI within thirty(30)days after the completion of the Services but in no case later than December 29, 2023. Failure on the part of Contractor to comply with this deadline shall result in Contractor permanently waiving its right to any amounts included on such final invoice. The Parties agree that Services performed during the term of this Subcontract shall be performed under the provisions of this Subcontract and shall not entitle Contractor to any additional compensation. If, during the term of this Subcontract, UEI desires to retain Contractor to perform work or services determined by UEI to be new work or services not covered by this Subcontract, then a separate written agreement for new work or services must be executed by the Parties prior to performance of the new work or services. Acceptance by Contractor of final payment under this Subcontract shall constitute a release of UEI from all claims and liability to the Contractor for payment hereunder, and for any additional compensation or payment relating to any and all things done or furnished in connection with this Subcontract. However, final payment shall in no way relieve Contractor of liability far its obligations, or for faulty, incomplete, or defective work, discovered after final payment. 5. INDEPENDENT CONTRACTOR. Contractor and any and all agents and/or employees of Contractor shall perform the Services as an independent contractor using its own tools and equipm�nt, and not as an officer, employee, or agent of UEI. Contractor shall set its own hours and shall control the manner and means of performing the Services, though UEI retains the right to oversee that Contractor's performance of the Services complies with the requirements of this Subcontract. Contractor warrants and represents that neither it nor any of its employees or agents is an employee of the CSU system, or any of its auxiliary organizations. Payments to Contractor hereunder will be reported to state and federal tax authorities as required by law and UEI will not pay or withhold federal, state, or loeal income tax (except as may be required by applicable law) or other payroll taxes of any kind in connection with such payments. Contractor is independently responsible for payment of a11 applicable taxes. 6. DISCLAIMER OF RIGHTS. As an independent contractor, Contractor expressly disclaims each and all of the following and promises not to make a claim against or sue UEI for any such matters at any future date. The matters so disclaimed and waived are: Page 3 of 7 � a. Any claim that Contractor (or any of its employees or agents) is or may become a probationary employee or an employee of any nature whatsoever of UEI, except when affirmatively so employed under a subsequent written contract; b. Any claim or assertion of a right to participate in UEI employee health and welfare benefit programs under the terms of this Subcontract; c. Any claim or assertion of a right to paid sick leave,paid vacation leave, or an entitlement to a leave of absence under the terms of this Subcontract; and d. Any claim or assertion that Contractor is or may be entitled to a statement of or a hearing on the issue of the reason for termination of this Subcontract. 7. CONFLICT OF INTEREST. Contractor, by execution of this Subcontract, warrants and covenants that no official or employee of UEI,nor any business entity in which an official of UEI has an interest,has been employed or retained or solicited or aided in the procurement of this Subcontract, nor will any such person be employed in the performance of this Subcontract without immediate divulgence of such fact to UEI and consent by UEI,which consent may be granted or withheld in UEI's sole discretion. 8. SUBCONTRACTING; ASSIGNMENT. Except as otherwise stated in this Subcontract, Contractor sha11 perform all services required on its part to be performed hereunder using only resources available within its own organization. No portion of the work shall be subcontracted nor right to payment assigned without the advance written approval of UEI, which may be granted or denied in UEI's sole discretion. Because this Subcontract is an agreement for the performance of professional services and because Contractor was chosen based on its expertise in performing such professional services, assignment of this Subcontract or attempted assignment of this Subcontract by Contractor without the advance written consent of UEI (which consent may be granted or withheld in UEI's sole discretion) shall constitute a material breach of this Subcontract and entitle UEI to exercise any and all rights provided for by this Subcontract and/or by law for such material breach. 9. INDEMNIFICATION. To the extent of Contractor's fault, Contractor agrees to indemnify, defend and hold harmless UEI; OWP; the Funding Agency; the State of California; the Trustees of the California State University; California State University, Sacramento; and all of said entities' officers, directors, agents and employees from and against any and all liabilities, losses, claims, suits, allegations, demands, damages,penalties, and/or costs,including without limitation litigation costs and attorneys' fees,resulting from or arising out of the Contractor's performance of this Subcontract. The provisions of this section 9 shall survive any expiration or termination of this Subcontract. In the case of any conflict between the provisions of this section 9 and indemnification obligations contained in the Funding Agreement, the provisions of this section 9 shall govern. Page 4 of 7 � 10. INSURANCE. Contractor shall at its own cost and expense carry and maintain commercial general liability insurance protecting against bodily injury and property damage in a coverage amount of no less than Two Million Dollars ($2,000,000) combined single limit per occurrence. Such insurance policy shall be written on an"occurrence"basis, and not on a"claims made"basis, and shall be endorsed to name the �ollowing as additional insureds: UEI; OWP; the Funding Agency; the State of California; the Trustees of the California State University; California State University, Sacramento; and a11 of said entities' employees, agents, directors, officers, and affiliates. Additionally, Contractor shall at its own cost and expense carry and maintain professional liability insurance covering claims including acts, errors, and omissions, arising out of the rendering of, or failure to render, professional services related to this Subcontract. Such professional liability insurance shall have policy limits of no less than One Million Dollars($1,000,000)per claim. Such professional liability insurance must be maintained, and evidence of such insurance must be provided, for at least three (3) years after completion or cessation of the Services. This requirement shall survive any expiration or termination of this Subcontract. All insurance policies referenced in this paragraph shall be provided by insurance carriers that are reasonably acceptable to UEI. Upon execution of this Subcontract, and thereafter upon renewal of each of the above-referenced insurance policies, Contractor shall provide UEI certificates of insurance and applicable policy endorsements demonstrating Contractor's compliance with the provisions of this section 10. If Contractor is self-insured, upon execution of this Agreement, and thereafter upon any change in Contractor's self- insurance program or upon request of UEI, Contractor shall provide proof to UEI that Contractor's self-insurance program provides coverage that meets or exceeds the types of insurance coverages and insurance coverage limits specified in this section 10. 11. COMPLIANCE WITH LAWS. Contractor sha11 at its own cost and at all times during the term of this Subcontract comply with all applicable federal, state, and local laws. 12. RECORDS; RIGHT TO AUDIT. Contractor shall retain all fmancial records, including but not limited to documents, reports, books, and accounting reports that pertain to any work or transaction performed pursuant to this Subcontract for a period of three (3) years after final payment under this Subcontract, unless a longer retention period is required in the Funding Agreement. As to Subcontractor's books and records, UEI, Funding Agency, and any other governmental agencies mentioned in the Funding Agreement, sha11 have those audit rights specified in the Funding Agreement. The provisions of this section 12 shall survive any termination or expiration of this Subcontract. 13. AMENDMENT. Except as otherwise provided herein, this Subcontract may not be amended except in writing signed by both Parties. No amendment or ehange to any of the terms or conditions of this Subcontract shall be effective until executed by UEI's Director of Sponsored Programs Administration. Any variance from any of the terms or conditions of this Subcontract by Contractor prior to the approval and execution of an amendment by UEI's Director of Page 5 of 7 � Sponsored Programs Administration shall be at Contractor's own risk. 14. CONFLICTS. In the case of conflicts between any of the terms and conditions contained in Exhibit B on the one hand, and any of the terms and conditions contained in this Subcontract (excluding Exhibit B) on the other hand, the latter shall govern. 15. TERMINATION. This Subcontract may be terminated by UEI without cause and at no penalty, cost, or expense to UEI, upon thirty (30) days' advance written notice to Contractor. If this Subcontract is terminated at any time during its term, Contractor sha11, subject to the limitations of this Subcontract, be reimbursed for (i) all completed services rendered up to and including the day it received noticed of such termination, to the extent such services comply with the terms and conditions of this Subcontract, and(ii) all non-cancellable obligations in existence at the time that Contractor received notification of the termination of this Subcontract. 16. NOTIFICATION. Any notice required or permitted hereunder sha11 be sent by a party hereto to the other via U.S. mail, postage prepaid and certified(with return receipt requested),by reliable overnight carrier, or by personal service, at the following addresses: Cont�actor UEI Josh Watkins, Water Utility Manager Monica Kauppinen, Director, Sponsored Prog. City of Redding, Public Works Department University Enterprises,Inc. P.O. Box 496071 6000 J Street, MS 6111 Redding, CA 96049-6071 Sacramento, CA 95819 If delivered via personal service, the notice shall be deemed effective upon such delivery. If delivered by reliable overnight carrier, such notice shall be deemed effective one(1)day after deposit with such carrier, properly addressed and postage prepaid. If delivered via eertified mail, such notice sha11 be deemed effective as of the earlier of(i) three (3) days after deposit in the U.S. mail, properly addressed, postage prepaid, eertified with return receipt requested, or(ii)the date of acceptance of delivery as evidenced by the date of the signature on the return receipt. Either party may change its address by giving written notice to the other pursuant to the provisions of this section 16. 17. ENTIRE AGREEMENT. This Subcontract and all attachments hereto constitute the entire understanding between the Parties on the subject matter specified herein. There are no other understandings, agreements, representations, or warranties, express or implied, that are not specified in this Subcontract. Contractor, by execution of this Subcontract, acknowledges that Contractor has read this Subcontraet,understands the Subcontract, and agrees to be bound by its terms and conditions. 18. APPLICABLE LAW, JURISDICTION AND VENUE. This Subcontract shall be construed pursuant to California law, excluding its choice of Page 6 of 7 � law provisions. The Parties to this Subcontract agree that any dispute which may arise between them in connection with this Subcontract shall be adjudicated before a federal or state court located in Sacramento County, California, and they hereby irrevocably and exclusively submit to the personal jurisdiction of such federal and state courts located in Sacramento County, California with respect to any action or 1ega1 proceeding commenced by any party. The Parties irrevocably waive any objection they now or hereafter may have respecting the venue of any such action or proceeding brought in such a court or respecting the fact that such court is an inconvenient forum. 19. ATTORNEYS' FEES. If any legal action, arbitration, or other proceeding, is brought for the enforcement of this Subcontract, or because of an alleged dispute,breach, or default in connection with any of the provisions of this Subcontract, the prevailing parry sha11 be entitled to recover reasonable attorneys' fees and other costs incurred in that action or proceeding, including any appeal of such action or proceeding, in addition to any other relief to which that party may be entitled. 20. AUTHORIZATION. Each person executing this Subcontract represents that the execution of this Subcontract has been duly authorized by the party on whose behalf the person is signing and that such person is authorized to execute the Subcontract on behalf of such party. 21. ELECTRONIC SIGNATURES. Each party agrees that this Subcontract and any other documents to be delivered in connection herewith may be electronically signed, and that any electronic signatures appearing on this Subcontract or such other documents are the same as handwritten signatures for the purposes of validity, enforceability, and admissibility. The Parties agree to the foregoing terms and conditions. CONTRACTOR UEI CITY OF REDDING UNIVERSITY ENTERPRISES,INC. By: By: Barry Tippin, City Manager Monica F. Kauppinen, Director Sponsored Programs Administration Tax ID #: 94-6000401 Date: Date: Page 7 of 7 � TA �`�'�F, ,,, ':� :, �� ;,,; �`�Q� �'�TF,. SZL`*`5�.�\..��.5.`l��C`��Ylllll�.�1`S`...�.,��'l�"`�,t��"�O"\'\'\t G�� n � � �� v�nrv�o wsur� Ca�a and Trada y'� ��.��.�� 6oilnrsvtWnrk: ,��4• . . .., .... .... � TECHNICAL ASSISTANCE (TA) WORK P�AN UNIVERSITY ENTERPRISES, INC. (UEI) AND CALIFORNIA STATE WATER RESOURCES CONTROL BOARD SAFE AND AFFORDABLE FUNDING FOR EQUITY AND RESILIENCE (SAFER) DRINKING WATER PROGRAM TECHNICAL ASSISTANCE (PROJECT) AGREEMENT NUMBER (NO.) D19-17008 AMENDED TA WORK PLAN NO. 6571-�4B TA START DATE: SEPTEMBER 24, 2021 AMOUNT: $ 112,374 Whereas through the passage of various bond acts, including Proposition 1 in November 2014 and Senate Bill 200 in July 2019, the State Water Resources Control Board (State Water Board) is authorized to make available certain general obligation bond proceeds (GO Bond Proceeds) and Safe and Affordable Drinking Water Funds (SADW Funds) for projects meeting certain criteria; and Whereas the State Water Board has determined that this Project is eligible for certain GO Bond Proceeds and/or SADW Funds; Therefore, the parties hereby amend the Agreement, originally executed on April 14, 2021, and incorporated herein, to add: AMENDED TA WORK PLAN NO. 6571-�4B (6a pages attached) ** ** Entire Exhibit added to replace TA work plan No. 6571-A (executed April 27, 2022) All other terms and conditions shall remain the same. RECIPIENT: By: �� Name:Monica F. Kauppinen Title: Director, Sponsored Programs Administration �ate: J a n 13, 2023 STATE WATER RESOURCES CONTROL BOARD: ..-r �`` By: Name: Jo arkoski Title: Deputy Director, Division of Financial Assistance Date: 1/19/23 � Amended Work Plan No. 6571-�4B Page 1 of 6 Technical Assistance (TA) Work Plan TA Type: � Drinking Water ❑ Wastewater ❑ Storm Water ❑ Groundwater Grant Agreement No. D19-17008 TA Start Date: September 24, 2021 TA Recipient(s): Cascade Racquet Club Mutual Water, PWSID No. CA4500012 Community/System Information: Population Served: 89 (Drinking Water Watch Site 2021) Number of Connections: 27 (Drinking Water Watch Site 2021) Median Household Income (MHI): $74,432 (2015-19 American Community Survey) Community/System Contact(s): Mark Christ, Board President, Cascade Racquet Club Mutual Water, mchrist a�ci.redding.ca.us, 530-722-5738 Additional Community/ System Contact: Amended Work Plan No.: 6561-�B Work Plan Title: Drinking Water State Revolving Fund (DWSRF) Construction Financing Application Assistance Amended Work Plan Submittal Date: ��hr��or�i �, �n�� October 3, 2022 A. Technical Assistance Details Water System Description: The Cascade Racquet Club Mutual Water (CRC Mutual), PWSID No. CA4500012, is located within the City of Redding (COR) water system boundaries, at the corner of Forest Hills and Wimbledon streets. The CRC Mutual has 27 connections, all of which are residential. The source of water is a single groundwater well, and the water system includes a 1,500-gallon pressure tank and a distribution system. Current and Past Compliance Issues: The aging water system infrastructure is coming to the end of its useful life. Both the well and 1,500-gallon pressure tank are 60 years old and are degrading. The system also lacks adequate storage capacity and financial resources required for long-term sustainability. There are no current enforcement actions issued to CRC Mutual. Rev. 03/24/21 � Amended Work Plan No. 6571-�4B Page 2 of 6 Need for Technical Assistance: The CRC Mutual has been in contact with the COR and both are in agreement to consolidate the CRC Mutual into the COR. The COR has already prepared several documents that can assist in the construction application, including 30% Plans, a construction cost estimate and a CEQA Conditional Exemption form. The scope of the project includes the following task: • Drinking Water State Revolving Fund (DWSRF) Construction Application — Preparation of the General, Technical, Environmental and Financial Packages, per the State Water Board Division of Financial Assistance (DFA) guidelines. The content of these four Packages are described on the DFA website and include various engineering, environmental compliance, and related tasks to complete the application. Other TA Providers: No other TA providers are currently involved in TA efforts for this system. Reason for Work Plan Amendment B: This Work Plan Amendment is for a time extension onlv. The time extension is needed as a result of the lenqth of the neqotiation time on an aqreement between the Citv of Reddinq and UEI, to compensate the Citv for their time associated with developinq the Plans and Specifications, is takinq lonqer than anticipated. B. Summary of Proposed Deliverables and Activities Lead TA Pro�ider Deliverable & �ue No. ' Task ' Notes and Details Regarding Related Activities 'gudget' staff/con�ultant s Date ■ Hold kickoff ineeting and prepare meeting notes Sacramento State Needs Assessment ■ Identify scope, deliverables, schedule, and Office of Water 1 and Work Plan budget; solicit and review proposals from team Programs (OWP): Completed $ 6,439 members. Randy Marx ■ Prepare work plan DWSRF Construction Financing Application: PACE: General Package — $ 4,572 2 General Package ' Prepare General Package. Tom Warnock ^�� 11/4/2023 Rev. 03/24/21 � Amended Work Plan No. 6571-�4B Page 3 of 6 Lead TA Pro�ider Deliuerable & �ue Nc�. �� Task �� N�rtes and '��Details Regarding Related Activitfes � �� Budgef� � staff/consultant s Date DWSRF Construction ■ Prepare draft and final Technical Memorandum Technical Financin A lication: TM , per DFA uidelines, and meetin COR Memorandum J PP � ) J 9 Draft- e��n�� 3 Technical Package ■ requirements. PACE: Completed on $ 9,908 Develop all above documents in accordance Tom Warnock 10/15/2022 Technicai with the Water Board's DWSRF construction Final- �� Memorandum financing appiication guidance. 5/15/2023 ■ Prepare 90% Plans and Specifications, per DFA Cit of Reddin 90% Plans and 4 90% Plans and Specs guidelines, and meeting COR requirements. y g' Specs -�� $ 43,719 Josh Watkins 3/15/2023 ■ Compile the above documents and complete a Technical 5 Technical Package Technical Package. PACE: Package4� $ 11,120 Tom Warnock 6/15/2023 ■ Prepare CEQA documentation as appropriate (no Federal Cross Cutters required) f �ilo ('`G(14 rinni imar��e �e�i+h +ho C��to DWSRF Construction , Financing Application: prepare and submit all final California 6a) Copy of CEQA Environmental ■ Environmental Qualitv Act (CEQA) documents documents filed Package and notices for the Selected Construction with the State 6a) Copy of CEQA Proiect to the Governor's Office of Planninq Clearinghouse and and Research, State Clearinqhouse. A copv of the County Clerk's documents filed with PACE: $ 7,500 6 all such CEQA documents and notices shall office- ��F�� the State Tom Warnock Clearinghouse and also be sent to Division of Financial 6/15/2023 the County Clerk's Assistance. For further quidance contact the office Drinkinq Water Environmental Review Unit 6b) Environmental Staff. Package — 6b) Environmental ' Recipient shall prepare an analysis of ��'�o%� Package environmental alternatives memo for 6/15/2023 construction proiects that are not exempt from CEQA. The analvsis of environmental alternatives memo shall discuss the followin : Rev. 03/24/21 � Amended Work Plan No. 6571-�4B Page 4 of 6 Lead TA Pro�ider Deliuerable & �ue Nc�. �� Task �� N�rtes and '��Details Regarding Related Activitfes � �� Budgef� � staff/consultant s Date o A "no proiect/no action" alternative. o Comparative analysis amonq the alternatives that includes discussions of beneficial and adverse impacts on the existina environmental, future environmental and individual sensitive environmental issues associated with the proiect. o Analvsis of direct, indirect, and cumulative impacts on sensitive environmental resources, if applicable. o Appropriate mitiqation measures to mitiqate adverse impacts, if appropriate. o Thorouqh discussion of the rationale for selection of the chosen alternative for the proiect. ■ For certain proiects covered under a Neqative Declaration or Mitiqated Neqative Declaration it mav be appropriate to limit analvsis of environmental alternatives to a "no proiect/no action" alternative and the selected proiect. For further quidance contact the Drinkina Water Environmental Review Unit Staff. ■ Com lete Environmental Packa e. DWSRF Construction Financing Application: Financial Security prepare DWSRF Construction Financing OWP: Financial Package 7 Package ■ Application Financial Security Package. Dakota Keene — F��%� � 2'898 Financing Package 12/31/2022 Rev. 03/24/21 � Amended Work Plan No. 6571-�4B Page 5 of 6 Lead TA Pro�ider Deliuerable & �ue Nc�. �� Task �� N�rtes and '��Details Regarding Related Activitfes � �� Budgef� � staff/consultant s Date ■ Provide project management services o Oversight of TA team o Coordinate conference calls and meetings OWP: �i��n�� o Ensure quality o deliverables ,�� 8 Project Management Anne Kernkama $ 13,334 o Upload materials to FAAST as needed �„„,�� 11/30/2023 o Execute Work Plan o Serve as primary point of contact ■ Monitor project scope, schedule, & budget Assist with any follow up items on the application OWP: Anne Deliverable to be Provide Post- � Determined- 9 after submission, including assistance with the Kernkamp o�� $ 2,668 Application Support construction financing agreement. ��^�'�,� �� 10/15/2023 C. Total Budget (direct costs, including fringe) � Budget Categc�ry Tat�l Amount Re uested Personnel $ 25,339 Ex enses and Su lies $ 0 E ui ment >$5,000 $ 0 Travel $ 0 Professional and Consultant Services $ 76,819 Contin enc 2 10% $ 10,216 Total Costs $ 'I 12,374 � Costs may be shifted between line items upon written approval from the State Water Board Project Manager. Any costs exceeding the total amount requested will require an amendment to this work plan. 2 Use of contingency budget will require written approval from the State Water Board Supervising Engineer. Budqet Assumptions: None. Rev. 03/24/21 � Amended Work Plan No. 6571-�4B Page 6 of 6 D. California Environmental Quality Act (CEQA) Certification Please indicate if all the work you will implement in connection with this work plan is consistent with one of the following CEQA exemptions: � Feasibility and planning studies with no ground disturbing activities (Cal. Code Regs., Tit. 14, § 15262) ❑ Includes information collection via pilot studies, test wells, boreholes, etc. (Cal. Code Regs., Tit. 14, § 15306) If proposed work includes ground disturbing activities in an area(s) with a potential for environmental impacts, including riparian habitat, wetland, endangered species habitat or sensitive cultural resources areas, you must notify your State Water Board Project Manager of the nature and scope of such work and receive approval prior to commencing ground disturbing activities. Rev. 03/24/21 �� CITY OF REDDING ,�"�"�� '�� "��'�`� PUB�IC WORKS ENGINEERING �J ` � Proposed Fee and Billing Rates for Engineering Services � � � Cascade Racquet Club MWC Water improvements Project �<r,�p�"�'�` Hours and Fee Task 1 Task 2 Task 3 Project Data Review and Management Topographic Survey 90%Design City of Redding Staff 2022 hrs fee hrs fee hrs fee Title Hourly Rate Project Coordinator $293J1 2 $587 ! $0 6 $1,762 Associate Civil Engineer $195.71 10 $1,957 ' 8 $1,566 84' $16,440 Assistant Engineer $218.76 $0 i $0 12 $2,625 Engineer Tech II $165.42 $0 8 $1,323 84' $13,895 Env. Compliance Manager $169.84 $0 ' $0 $0 City Surveyor $200.81 $0 2 $402 1 $201 Survey Party Chief $118.24 ' $0 12 ' $1,419 $0 Assistant Surveyor $85.65 ` $0 16 $1,370 2 $171 Expenses: Bid Advertise in Record Searchlight Task Totals 12 $2,545 ' 46 $6,080 189 $35,094 Project Total Hours Fee 247 $43,719 Note: Costs for final design, design services during bid & construction periods, and construction management not included. Prepared By: Kurt Maire, PE Date: 12/13/2021 �� ! � EXHIBIT C � , FUNDING AGREEMENT �� _. _,_.._� � wv.�c'ac eo�ur�a o.ertam�.n- - Y1A7EC2 BDNt?201�} • ��I�� .r,�"!�„1�.��a i��C UNIVERSITY ENTERPRISES, 1NC. A[�D CALIFORN]A S�ATE WATER RE50URCE5 CONTROL BOARD - � � ca<<rantrra' VV�ater �oa�d5 TECHNICAL A5S15TAiVCE GRAN7 DRINKING WATER AND 1NAS`�E�NATER TECHNICAL ASSISTANCE AND OUTREACH AGREEMENT No. D1612806 AMOUNT: $7,00O,OOfl ELIGIBL� START RATE; September 1, 204� W�RK COMPLETION DATE: August 31,2019 Fi1VAl. DISBURS�M�lVT REQU�ST DATE: IVo�ember3D, 20�9 RECORDS RET�N�'IDN TERM END DATE: August31, 2055 � �� E�niversity Enterpr[ses, Inc. Agreement Na. Q1612806 Page 2 of 28 WH�R�AS, 1. The 5tate Water Board is authorized to pro�ide funding under this Agreement pursuant to the following: • Propositian 1 5ma11 Community Grants and Drin€cing Water- Section 79720-79725 of the Water Cade (Prop 1) 2. The State Water Soard determines eligibility far financial assistance, determines a reasonable sc�edule for praviding financial assistance,�establishes com�liance with the Prop 1, and esfablishes the terms and conditians of a funding agreement. 3. The Recipient has applied to the State Water Board for funding for tf�e Project described in Exhibit A of this Agreement and the State Water Board has selected the appl�cation far funding through a competiti�e process. 4. Th�Stat�Water Board praposes to assist i� f�ndir�g the costs of the Project, �nd the Recipient desires to participate as a recipient of financial ass€stance fram �he State Water Baard, upon the terms and conditEons set forth in this Agreament, all pursuant to Prop 1; NOW,THEREFOR�, in consideration of th� premises,mutual represer�tations, covenants and agreemenfs in this Agreement, the State Water Board and the Recipient, �ach binding itself, its successors and assigns, do mutual]y prom€se, covenanf, and agree as follows: 1. Defnitions. lJnless otherwise specified, each capitalized term used in this Agreement has the fol[owing meaning: "Agreement"means this Grant, including ali e�ibits and attachments hereto. "Authoriz�d Representative" means the duly appninted represe�tative of the Recipient as set forth in t�e certified ariginal of the Recipient's authorizing.resolution that designates the aufhorized representative by title. "Days"means calendar days unless otherwise express[y indicated. "Disbursement Perind" m�ans the period �uring which Pro�ect Funds may be disbursed, . "Division" means the Division af F'inarscial Assistance o€the Stafe Water Board or any other segment of the State Water Board authorized to administer the funding pragram(s) set forth in Section 1. "Eligible 5tart Date" means tY�e date set forth in Exhibi# B, establishing the date on or after which Proj�ct Costs may be incurr�d and eligible for reimbursement hereund�r. "Fina1 Disburs�ment Request Date" means#he da�e estab[ished in �xhibit B, af�er which date, no fur�h�r Project Funds disbursemertts may be requested. "Fiscaf Year" means fhe p�rind o�fwelve(12} months terminating on June 30 of any year. "Force Accounf" means the use of the Recipienf's own employees or resources far the Project. "GAAP" means generally accepted accounting principles, as is.su�d by the Govemmental Accounting 5tandards Board. ; � �� i � University Enterprises, lnc. Agreement f�o. D�612806 �age 3 of 28 "Grant Manager" means the person designated by the State Water Board to manage performance of�he Agreement. The Grant Manager is set forth in Section 2 of this agreement. "Indirect Gosts"means those casfs that are incurred far a common orjoint purpose benefiting more t€�an one cost abjective and are not readily assignable to the Projecf (i.e., costs that are nnt directly related Eo the Project). "Party Cnntact" m�ans, for the Recipient, the Authorized Representat€ve of the Recipienf or any designee of the Authorized Representative, and, far the State Water Board, #he Grant Manager, .or the Program Analyst. "Policy" means the Praposifian 1 Technical Assistance Funding Plan, as amsnded from time ta time. "!'roject" means the Project as c€escribed in Exhibi.t A and in the documents incorporated �y reference. "�roject Com�letion" means, as determined by the DivisEon, fhat the Project is com�lefe to the reasanable satisfaction af the Division and is the last date on which Project Costs may be incurred. Work occurring af�er Project Campletion is nat eligible for reimbursement under this Agr�ement. "Project Costs" means the incurred costs of the Recipienf wh9ch are eligibfe under this Agreement, which are allowable costs as defined u�der fhe Palicy, and whici� are reasonable, necessary and allacable by the Rec�pient to the Project under GAAP. "F'roject Director" means an empinyee of the Recipient designated by the Authorized Representative to be responsible for the ov�rall management of the administrative and technical as�ects of the executed Agreement. 7he Praject Dis-ector is set forth in S�ctign 2�f this Agreement. "Project Funds"means�unds d9sbursed by the 5tate Water Board to the Recipient for purposes af this Agreement. "Recipien�° means Uni�ersity Enf�rprises, Inc. "Regional Water Quality Control Board"or"Regional Wafer Board" means the appropriate Regional Water Quality Control Bo�rd. "State" means State af Califarnia, "State Water Board" rneans the Stat�Water Resourcas Control Board, an adrrtinistrati�e and regulatory agency of the State of Cafifornia. "Technical Assistance Recipient" means the small disadvantaged camrnunity or cornmunities iden#ified in the Work Plan(s), "Work Completion° means the Recipient's submit#al of all work set forth under Exhibit A for review and appro�al by fhe Division. The Di�isior� may require corrective work ta be perfiormed prior to Project Completion. "Work Completion �ate" means the date set forth in Exhibit A that is the last dafe on which all work ar submittals in Exhibit A must be achieved. "Year" means calendar year ur�less o�herwise expressly indicated. . .. �� . � . � I'i University Enterprises, Inc. Agreement No. D1612$06 Page 4 of 28 Z. Party Contacts. � 7he Party Contacts during the term nf this Agreement are: StatE Water Board Recipient Section: O�ce of Sustainabfe Water Solutions Name: Diana Conkle, Grant Mana er Name: Monica Kau inen, Pro�ect Direcfar � Addresa: 1001 I street Address: 6fl40 J Street, Baokstore Buildin , Suite 3400 Cit , State,.Zi : Sacramento, CA, 95814 Cit , State, Zi : Sacramenta, CA, 95819-61�1 P�one; 916 341-5660 Phone: 916 278-7380 �ax: 916 341-5707 Fax: 916 278-4886 �mail: Diana.Conkle@waterboard�.ca.gov Emai[: mkauppinen@cs�s.adu The Recipient may change its Proj�ct Director upon written notice to the Grant Manager, which notice sha11 be accompanied by authorization from the Recipient's Au�horized Representative. The State Water Board wifl notify the Project birector of any changes to its Party Contacts. 3., Exhibits and Appendices Incorporated. The following exhibifs and appendices to t�is Agreemenf, including any amendments and suppfements h�ereto, are hereby incorporated herein and made a part of this Agreement: EXF{1B17A—SCOPE OF WORK EXH�BI7�— F'UiVD]iVG PROVI510NS EXHlB1T C--STANDARD TERMS AND CONDITIONS EXHEB]T D—SPECIAL CONDITlONS 4. Recipient Representations and Commitments, The R�ci�ient represents, rNarrants, and commits to tY�e foliowing as of the date signed by the Recipient and continuing thereafter for the terrr� of the Agreement: (a} General Commitments. l"he Recipient accepts and agrees to comply with all terms, provisions, conditions, and commitments of this Agreement, incfuding all incorporated docum�nts, and ta ful�l[ all assurances, declarations, representations, and cammitments made by the Recipient in its app[icatian, accompanying documents, and carrimunications fifed ir� support af its request far financial assistance and throughaut the term of this Agreement. (b) Autharization and Validity, The execut€on and delivery of this Agreement, including all incorporated docurrtents, has been duly authorzz�d, This Agreement co�stitutes a valid and binding obligation of the Recipient, enforceable in accordance with its terms, except as such �nforcement may be limited by law. (c) No Violat€ons. The ex�cutinn, delivery, and performance by Recipient ofthis Agreemer�t, including alf incarporafed docum�nts, do not violate any provision nf any law ar regulation in effect as of the date set forth on the first page hereof, or result in any breach ar defaul#under any contract, n�ligation, indenture, ar other instrument to which Recipient is a party or by which Recipient is bound as af the daEe set forth on the first page hereof. (d) No Litigation. There are no pending or, to Recipien�'s �Cnowledge, threakened actions, clairns, investigations, suits, or proceedings before any governmental autharity, court, or adminiskrativa agency which affect the fir�ancial condi#ion or o�erations of the Recipient andlor the Rroject. E I € �� . � Llniversity�nterprises, Inc. Agreement No. Di612806 Page 5 of 28 (e) Solvency. �fon�of the transactions cantemplated by this Agreement will b�or have besn made with an actual intenf to hinder, delay, or defraud any present or future creditars of Recipient. As of the date set#orth on the first page herenf, Reci�ient is solvent and wi[I not be rendered insolvent by the transactions cantemp[atad by this Agreement. Recipient is able to pay its debts as they became due. , (fl l.egal Status and Elig.ibility, Recipient is duly organiz�d and existir�g and in good standing under the laws of the State of Ca€ifornia, an� will remain sa during the t�rm of this Agreemer�t. Rec9pient shall at all times rr�aintair� its current legal existence and preserve and keep in full#orce and effect its fegal rights and authority. Recipient shall maintain its eligibility for funding under this Agreement for the term of fhis Agre�ment. {g} Good Standing. The Recipient is currently in compliance with the state r�quirements set forth in Exhibit C. Within the pr�ceding ten years, the Recipient has no�failed to demonstrafe compliance with pre�iaus stafe audit disallowances. , � {h} Insurance. Recipient maintains sufficient insurance coverage cansidering the scape of ihis Agree�ent, including,far example, but not necessarily limited ta, Genera!L9ability,Autamobile Liability,Worker's Comper�sation and Employer's Liability, Professior�al Liability. 5. Project Campletion. The Recipient shall expedifiously proceed wiYh an� complete the Project in accordance with #his Agreement, 8. I�ot9ce. (a) �he Recipient shall nofify the Division in writing within five(5) working days of the occurrence of the fnllowing: (1) Bank�uptcy, insoi�ency, receivership or similar event of the Recipient; (2) Actians taken pursuant to state law in anticipatior� of filing for�ankruptcy; (b) 7he Recipient shall nntify the Divisian within 1Q warking days of#he f�llowing� (1) Any litigafior� pending or threatened against Recipient regarding its continued existence, consideration o#dissolution, or disincorporation; (c) The Recipient shall natify the Division promptly of the follnwing: {1} Any proposed change in scope of t�e Praject. Most changes wilE require an amendment to this Agreement; (2) Cessation of work on t�e Project where such cessafion of wnrk is expected ta or daes extend for a period of thirty(30) days or mare; {3) Any circumstance, combination of circumstanc�s, or condition, which is expected ta or does delay Work Campletian for a periad of ninety(90) days or more beyond the estimated date previously provided to fhe Division; (�) Any mnnitoring activities such that the Stafe Wat�r Board andlor Regional Water Quality Control Board staff may observe and documenf suct� activities; � �� i ; University Enterprises, ]nc. Agre�ment �fo. �1612806 Page S of 28 (5) Any public or media event publicizing the accomplishments and/or results of this Agreement and p�o�ide the opportunity for attendance and �articipation by state representatives with at least t�n (�0) working days' notice fo the Divis€on; or (6} Work Completion, and Project Campletion. 7. No Qbligation of ths State; State Budget Act Contingency. Any abligation of the State Water Board herein contained shall nat be an abfigation, debt, or liability of the Sfafe and any such obliga#ion shall be�ayab�e salely out of the moneys apprapriated by the 5#ate Legislature ta the 5tate Water Board firom the special fund associated with this Agreemant. If the B�dget Act of the current year andlar any subseguent years covered under this Agreement daes nat appro�riate sufficient funds for the program,this Agr�ement shall be of no force and effect. �"his pra�ision sF�all he construed as a condition precedent to the obligation of the State Water Board t�make any payments under this Agreers�ent. In this event,.the Sta�e shall have no fiability to pay any funds whatsoe�er to Recipient or to furnish any ot€�er consideratians under t�is Agreement and Recipient shall not be obligat�d to perForm any provisions of Ehis Agreement. Notl�ing in this Agreement shall be construed to provide the Recipient wiEh a right of priority#or payment aver any other recipient. [f tY�is Agreement's funding for any�'iscal Year[s reduced ar defeted by the Budget Ac#, by Executive Order, ar by arder of the Department of Finance, the State shall ha�e the option to either cancel this Agreement with no liability accurring to the State, or offer an Agreer�ient amendment to khe Recipient to reflect the�reduced amounE. . � 3 � �.tniv�rsit��.nter�ris�s, I��. Agreern�nt No. C�'16�2846 R�g�7 t��28 1�!WITt��S t+G'N��F; t1�is A,greer�ent has been ex�c�#ed by th�pa€#ies h�r��c�. U?Nf'��tSI`Cl'��d1'°�R;PRISES�p II�EC., .� By: -,� I�aa��. Mcar��ca ��pp�ner� Tt��: D3re�f4r Spc��sa�ed �'ragrams AcRmin�str�ti�n f7ate: � � �� a 1� �� S�'A�'�W,�1`�'IER R�aAURCES+GCINTI��L �fl ., �� B�y.,��..��' �w� ' N�me: ��rri� �ol�remus Tfl�:- [��puty C�ir��#or C�ivisi�r� +�f Finar��ial As��stance N, r L7a�e> �,� �� i University Enterprises, Inc. Agreemenf No. �1692806 , Page 8 of 28 EXHIBfTA—SCOPE OF WORK A.1 Completion pates.. The Wark Completion Date is established as August 31,2019. The Recipient si�all deliver any request for e}ctensian of the Work Completion date no less than 9�days prior to the Work Completion �ate. The Di�ision will not unreasonal�ly deny such a timely request, b�at the Di�ision may d�ny requests received after this time. A.2 Purpose. T�is grant is for the benefit af the Recipient.This grant is for the b�nefit oftihe Technicaf Assistance €�ecipient identified in the Work Plan or Wo�k P[ans. lts purpose is for t�e provisian of technical assistance ta smail disad�antaged communities to develop, fund, and implemen�their capital improvemen# prajects. . A.3 5cape of Wark. The R�cipient agr�es to do the following: _ The Division accepts requests for techn':cal assistance on a confinuous bas[s.. The Division may refer eligible assistance requests (ARs) to the Recipienf. After accepting an AR, the Recipi�nt wil{ deterr�in� what specific assistance it pians ta provide and wiU submit a technical assistance Work Plan with esticnated deliverables and du�dates for Divisiqn app.ro�al, i"he technical assistance proposed in a given Work Plan shall be consistent with the general#echnica] assistance tasks ou�lined below, and the grantee shali implement technical assistance consistent with Divisiort-approved work plans, or amendments thereto, including timely submiftal nf deliverabies within the a�proved Work Plan budget. �ach appro�ed Work Plan shall constitute an amendment to fhis Agreemerst and must be signed and dated by the Deputy Director of the Division or designee and the Authorized Representative, Prnj�ct Directar, or designee to be effective. (a) 5coping:�he purpose of this tasK is to define the project and prepare a work plan. {1} Characterize challenges and pofential solutians (Z} Conduct kickoff mseting to discuss path forward (3) Prepare project work pfan (b) Pre-Planning: The purpose of this task is to determine wh�ther to cansolidate or impro�e the water andlor wa5tewater system(s). (1} Conduct Community Outreach a. Preparelim�lemenf outreach strategy b. Assess community infierest in the projec# c. Conductldocument community meetings d. Prepareldistribute communication materiais e. Canduct pre-project socio-economic assessm�nt to establish baseline (2} Conduct a Median Housel�ol� [ncorne (MHI) 5urvey , � �� Uni�ersity�nterprises, Inc. Agreement No. C31612806 , Page 9 of 28 (3) Evafuate Consnlidation Feasibility a. Identify pntential facilities within a fiv�-mil�radius b. Initiate contacf with candidate facility owners c. Conduct cost-benefit ana[ysis of consolidation constr�ction d, E�aluate organization of restrt�ctured water andlor wastewater system{s) e, Prepare preliminary agr�ements to participat� in facility consolidation f. �valuate and docurrtenk Laca�Agency Formation Commission (LAFCO) requirements g. Evaluafe governance options • h. �acilitate decision-making process i. Prepare consolidation commltm�nts (e.g. board resolution} j. Assist with forrnation of new entity (A) Conduct Technical, Managerial, and Financial Ass�ssment and Assistance a. E�aluate whether water quality meets regula#ary fimits (either through review of existing data or thro�gh sampling and analysis) b. De�elo� or update policy manual c. Develop or updat�financia! policy d. Develop or update hudget and projectslcapital impro��ment and asset mar�agement pians e. De�elop or updat�op�rations and maintenanc�plans f, Determine scope and budge#for�Ianning g, Assist in preparing Drinking Water State Revolving Fund (DWSRF) andlor Cfean Water State Reval�ing Fund (CWSRF) plannir�g financing application h. Pro�ide grantlfunding administratian i, Assist in procurement of prof�ssional s�rvices (c) Pfanning; The purpose of t�is task is to conduct or review studies and prepare or re�iew conceptual, pre-, and�nal designs far the water and/or was�ewafer syst�m impravements, (�} ConductCommunity0utreach a. fmpler-r�entoutreach strategy b. Conductldocum�nt carnmunity meetings c. Prepareldistribute communicafian materials �� University Enterprises, ]nc. , Agreement Na. D1612806 Page 10 of 28 ' (2} Conduct �etail�d E�afuatian of Drinking Water Source, and Treatment ar�d Distribution • 5ystems a. Water quality(raw sup�ly and distribuiion system) i. Conduct hydrageo�ogic and geotecf�nical evaluatians, as appropriate b. Capacity(supply, treatment and storage} i. Conduct hydrogeofog[c and geotecF�nical evafuations, as appropriate c. Leak detection and water audits d. Condifian assessmentlexpected facility life e. Er�ergy uselefficiency (3) Identify Needed Water System ]mprav�ments a. Additional source water(surface, ground or recycl�d) b. Facilities needing �etrafitting (source, treatment, storage, distribution) c. Facilit'ses needing replacement (source, treatment, starage, distributinn) d. Newfacilities (source, treatrrzant, sfiorage, diskribution) e. Identify and e�a[uate alternative solutions—consider non-cosf and cost�enefits and recommend solution(s) (4) Canduct a Detailed Evaluation of Wasfewater System a. Wastewater quality(pre-and post-treatment) b, Capacity(collectian, treatment and disposal) i. Cnnduct hydrogeologic and geotechnical evaluatians, as appropriate c. Septic to sewer con�ersions d. Leak detection e. Condition assessmantlexpected facility life f. Energy uselefficiency (5) Ider�tify Ne�ded Wastewater 5ystem Improvements a. Facilities needing retrofi�ting (collection, treatment and disposal} b. Facilit�es n��ding replacement (coflectinn, treatment and disposal) c. New facilities (collection, treakment and disposal) ; i �� E University En#er�rises, Inc. Agreement No. b16128Q6 Page 11 of 28 d, Identify and e.valua�e alternative solutions—consider n�n-cost and cost benefts and recomrrtend solution (6) Provide Environmental Services a. fdentify strategy to meet environmental requirerr�ents (e.g. CEQA, other} b. Prepare permit applications and reporis (e.g. domestic water suppEy permit, Report of Waste �ischarge, �tc.) (7) Provide Design or Design Review Services . a. Conceptual (10%)design, cost estimafe, and delivery method (e.g. conventional or designl6uild)for selected so[ution i. Water supply(e.g. we�fs or other) ii. Water treatment . iii. Water distributian i�. Wastewater coll�ction v. Wastewater treaEment � vi. EfFluent dispasal b, Pi[at studies i. Waier supply(e.g. we�fs ar o#her) ii. Water treatment iii. Wastewater treatmer�t iv. Effluent disposal c. Preliminary(30%} design {including er�gineer's estimate and supparting drawings, as apprnpriate) i. Wat�r supply(e.g. wells or other) ii. Water treatment iii. Water distribution iv. Wastewater collection � v. Wastewater treatrs�ent vi. Effluent disposal d. Detailed ('�OQ%)design (including detailed engir�eer's estimate and plans and specifications, as appro�ria�e) � i �� I i E�niv�rsity Enterprises, Inc, Agreernent No. D1512806 Page 12 of 28 , i. Water supply(e.g. welis ar other) ii. Water treatment iii. Water distribution iv. Wasfewater collectior� � v, Wastewater treatment � vi. Effluent disposa! , (8) Provide Management Support �. a. Pr�pare Request for Aroposal �RFP)for detailed designer(s) or contractor(s) {depending on delivery method) b. P�ovide support during bidding . �. Answer questions durir�g the bid period and prepare addenda ii. Evaluate.bids and make recommendation to award � c. Conduct rate s#udy d. Suppor� Proposition 2'!8 compliance e. Prepare relevant se�vice, management, operating, or joint powers agreement(s) f. Prepare consolidatian agr�ement(s) g. Assist in preparing a DWSR�'or CWSRF construction funding application h. Prepare resolutinns, CAI'tl�C�tI031S, and [egal opinions (d) Co�struc#ion: 7he purpose of this task is to oversee construction and cammissioning of wafer system improvements. (1) Conduct Community Outreach a. lmp[ement outreach strat�gy b, Gonductldacumen# commun�ty meetings c. Prepareld9stribut�communication materials d. Prepare post-projeck sacio-ecanomie assessment (2) Provide 7echnical 5upport a. Conduct periodic inspections � b. Answer cantra�tor requests for information c. Review contractor construction schadule �� , � i ; Uni�ersity �nterprises, Inc. Agreement No. D1G12806 Page 13 of 28 d. Review equipment technical submittals e. Prepare construction change orders f. Review contractor pay requests and receive certEfed payrolls g. Recei�e certificatlons of proper installation h. Review materials an� perFormance testing i. Schedule operator training by contractor j. Monitor facility start-up K. Coordinate completian of record drawings for facilities and locations (3) Provide Managerial Support , a. Updafie aperations and ma9nfenance documentation, as appropriate b. Pro�ide training c. P�rForm contract claseout d. Manage warranty ser�ices e. Prepare emergency response plan (4) F'ravide Financ[al Managemen� Support a. Assist in funding adminisfratian Related t�chnical assistance tasks not specifically listed abava, but consistent with the general scope and types of technical assistanc�described above rnay be included in a technical assistance Work Pian subject to Division appro�al. A.4 Reporting. {a) Progress Reports. The Recipien#shal! submit quarterly�rogress reports to the Grant Manager within thirty(3d)days follawing tJ�e end of the calendar quarter(March, June, 5�pt�mb�r, and December). Progress Repor�s shall provide a.brief description of activities that have occurred, � miles�ones achieved, rnonitoring results {if applicable), and any problems encountered in the perFormance of the work under this A�reement during the ap�licable reporting period. Reporting s�all be required even if no grant related acti�ikies occurred during the repor�ing periad. The Recipient shal] docum�nt al[ activfEies and expenditures in progrsss reports, including work pe�Farmed l�y contractors. Pragress reports must be signed by the Authorized Repr�sentative, Project Director, or designee. (b} As Needed lnformation or Reports. The Recipienk agrees to provide expeditiously, during the term of this Agreement, such reports, dafa, and information as may be reasonably required by the G]ivision, including buf not limited to maferial necessary or appropriate for evaluation of the funding program or to fulfill any reporfir�g requirements of the state or federal gavernment. i �� University Enterprises, Inc. Agreement �lo. D16�28a6 . Page '[4 of 28 (c) Final Project Summary. At the conclus�on af the Project, the Recip�ent must submit a draft Finaf F'roject Summary to the Grant Manager for revlaw and approval. The draf� Final Project 5ummary shall con#ain a �rie#summary ofthe Project, including accompfishm�n#s, b�fore arsd after pictures, as appropriate. The draft Final Project 5ummary shall be in a format provided by the Grant Manag�r. Folfowing comments from the Grant Manager, the Recipient shall submit the revised Fir�al Project Summary for re�iew and approval and shall upload an ele�ctronic cnpy of the fnal Project Summary to the FAAST systerr�. � �� { ; . E Uni�ersity�nterprises, Inc. Agreement No. D1612806 Page 15 af 28 EXHIBIT B—FtJNDIiVG i'ROVISIONS 6.1 Project.Funding. 5ubject fo the#erms of this Agreement, the State Water Baard agrees to provide Project F'unds as a grant in fhe amount of u�to seven million ar�d no cents($7,OQ0,004), B.2 Estimated Reasonable �roject Cost. ' The es#imated reasonabfe cost of the total Project is seven mi[lion and no cen#s ($7,ODO,Q00}. B.3 Funding Dates. (a) The Efigjble Start Dafe is 5eptember 1, 2096. OtF�erwise efigibl�costs incurred prior ta this date will nat be reimbursed, unfess otherwise specifiied in Exhi�it p. (b) The Final Disbursement Request Date is November 30, 2�19. T€�e Deputy Director of the Division may ex�end this date for good cause. E�ensions may require an amendment ta this Agreemant. All dis�ursement requests must be submitted to the Division such that they are received prior to this date. Late disbursemenf requests will not be honared and remainir�g amounts will be deobligated. (c) The#erm of this agreement is from the 5tart Date on the cover�age of this Agreement to the End Date of August 31, 2055. B.�F Budget Summary. LINE I7�M PROJECT FUNDS �'O`CAL COSTS (GRAN7) PersonnellS ecificStaff $1,422,997 $1,422,997 Expenses and Su lies $78,127 $78,�27 S ecia! Pu ose � ui ment >5,OQ0 $0 $0- Travef $117,864 $��7,864 Professional and Consultant Services $4,10d,QOfl $4,100,000 Indirect Costs $1,281,�12 $1,2$1,p12 . T�TAL. $7,400,QD0 $7,000,000 B.5 Budget Flexibifity. (a) 5ubject to the prior review and approval of the Grant Manager, adjustments between existing line item(s) may be used to defray allowabie direct costs up to ffteen percent (15%} of the total ambunt, incfudir�g any amendment(s)thereto. Line item adjustrr3er�ts in excess of ffteen percent (15%) require an Agreem�nt amendment, (b)The Recipient may submit a request tor an adjustment in writing to the Grant Manager. 5uch adjustm�nt may not increase or decr�ase the total grant amount. The R�cipient shall submit a co�y of the or�ginal Agreement Budget sheet re#lacting the requested changes and shall note proposed changes by striking out the original amaunt(s)followed with proposed change(s) in bold and underlined. Budget adjustments dele#ing a bud�et line item nr adding a new budget line item shall require a formal am�ndm�nt. The Di�ision may alsa pro�ose budget adjustments. (c) The sum of adjusfed fine ifems shall nat exceed the total budget amount. i �� € University Enterprises, Inc. Agreement No. R9612806 Page 16 of 28 B.6 Disbursement of Praject Funds;Availability of Project Funds, (a) The State Water Board's obligation to disburse Project Funds is contingent upon the availabil€ty of sufficient funds to permit the disbursements provided far hereir�. [f sufficient fiunds are not available for any reason, including but not limited to failure af the State go�ernment ta appropriate funds necessary for disbursement of i'roject Funds, the State Water Board shall not be obligated to make any disbursemer�ts to the Recipient under fhis Agreement. This prov9sion shall be construed as a condition precederot to the obligation of the Sfat�Water Board to make any disbursements under fhis Agreement. iVothing in this Agreement shall be construed to provide the Recipient with a rEght of priority for disbursement over any other recipient. If any disbu�sements due tha.Recipienk under this Agr�ement are deferr�d because su€fci�nt funds ara una�ailable, it is the inten#ion of fhe State Water Board thaf such disburserr�ent will be made to the Recipient when suffcient funds do become available, but this intentian is not binding. If this Agreement's fundir�g for any fiscal year is r�duced or deleted by the Budget Act, by Executi�e Order, or by order of the Depa�tmenf of Fina�ce, the State shall �ave the option to eithar cancel this Agre�rnent with no liability occurring to the Stafe, or offer an amendment to khe Recipient to reflect the reduced amount. (b) Except as may be ofiherwise provided in this Agreement, disbursement of Project Funds will be made as fol]ows: {1) Upon execution and deGvery af this Agreement,the Recipient may request disbursement for eligible Project Casts as specified in this Exhib'sf fram �he Project Funds through submission to the State Water Board of d�isbursement requests using ti�e disbursement requesf form pro�ided by fhe Grant Manager. (2) �isbursement requests shall contain t�e following information: a. �he date of#he request; b. The time period covered by the request, i.e., the term "from° and "to"; c. The total amount requ�sted; d. D.ocumenta#ion of�riatch e. Origina4 signa#ure and date(in ink) of Recipient's Aut�orized Representati�e; and, f. The Final Disbursement Request shall be cleariy marked "FINAL DISBURSEM��VT REQUEST" and shall be submitted NO �ATER THAN Navem�er 3�, 2a19. {3) Reques�s must be i�emized based on the line items specified in the budget in this Exhibit. Requests must be sigr�ed by the Autharized Represen#ative, Project Rirector, or designee and must be addressed to the Grant Manager as set forth in th� Par#y Co�tacts section of this Agreem�nt, Requ�sts for disbursement aubmitted in any ofher format than the one provided by the Stake Water Board will cause a request for disbursement to be disputed. In fhe event of such a disput�, t�e Grant Manager will notify the Recipien�. Paymsnt will not be made until the disp�te is resolved and a carrected request submitted. The Grant Manager has the responsibif�ty for appro�ing requests for disbursement. Requesfis must be compl�t�: and executed by t�e Recipient: Praject Casts incurred prinr to the Eligible Start �ate of this Agreem�r�t wil] not be funded. (4) Project Funds must�e requested at least quar�erfy, not more tY�an mbnthly, far eligible costs incurred during the reporting period of the corresponding Progress Repnrt, dascribing the acfi�ities and expenditures for which the dis�ursement is being requested. �� i University Enterprises, Inc. Agreement Na. D1612806 Page 17 of 28 (5) T�e Recipient agrees that it will not request disbursement for any Projec# Cost until such cos� has been incurred and is currently d�e and payable by the Recipient, although the actual payment of such cost by tha Recipient is not required as a candition of disbursement request, S�pporting documentation (e.g., receipts}must be submitted with each dis�ursement . request. �isbursement of Project Funds wi�l be made only after receipt of a complete, adequately sup�orted, properly documented, and accurately addressed disbursement request. (6) The Recipient may request reimbursem�nt far ackual (not budgeted) indirect cosfs, This may include reasonable cast af items necessary for fhe implemeniation and management of the Project, such as: re�t, utilities (gas electric, water, sewer trash, infernet, etc.), janitorial services, reasanable maintenance and repairs, pest control, landscaping, equi�men# (workstatian, fax machines, compu#ers, printers, copiers, postage machines, servers, data storage), office suppfies (paper clips, staples, paper, etc.), printing, shipping, sl�redding, postage, caurier se�vice; tel�phon�, docurn�nt storage, insurance (general liability, professional liability, work�rs compensation (if not already reflected as part of fringe), and support staff(such as procurerr:ent services, accounting, information technology, human resources, trainin.g and staff developrnent}. Any casts ineligible far reimbursemer�t thraugh this Agreernent should be excluded priar to requesting reimbursement. Examples nf in�]igihle costs include: p.atents or copyrights, �ank fees or ser�ice charges,.fiaxas, (icenses, intarest, existing indebtadness, amortization, depreciation, [asses, damages or settlements, fines or penalties, fees refatad to incorporation, costs relat�d to establishment or reorganization, ir�surance de�uctibles, lobbying, legal defense or prasecutian costs, fitigation, ad�ertising, contributions ta other nonprofits or e�ents, public relations, marketing, employee appreciation, scholarships ar tuition fees, employas relocatior�, con#erence attendance, subscriptions or publication fees, membership dues, entertainment, meals, refreshments,alcoholic beverages decorations, childcare or stipends for meeting participants, profit or markup by the grantee, contractor or subcontractor markup fees, auto insurance (state mileage rates already include compensation for such costs),travef costs non cansis,tent with State tra�el policies, miscellaneous costs, cont[ngencies, other costs deemed f�y Grant Manager t�be unreasonable, excessive, inappropriate or not related to#he purposes of the grant. It is#he Recipient's responsibifity to verify that ineligib[e costs are not cfaimed, and to maintain backup documentation and source documents to support indirect cosi accoun.ting, All such documentation must be availabfe.in the case of an audit, No cos�s in�oiced as par� of indirect costs should be include� elsewhere as a�irect cost. Fringe should be incfuded in personnel. (7) The R�cipi�nt will not seek reim�ursement of any Project Casts that have been reimbursed from other funding sources. (8} Recipient shafl spend Project Funds within 30 days of receipt, Any interest earned an Project Funds shall be repor�ed to th�State Wat�r Board and will eiti�er be required to be Ceturned to t1�e Stafe Water Board ar deducted from future disbursements. In the event that the Recipienfi fails to disburse Project Funds#o contractors or vendors witf�in thirty(30}days from � receipt of the funds, th� Recipient shall imme�iately return such#�nds to the State Wat�r Baard. Ir�te�-est shalI accrue on such funds from �he date of disbursement th�ough tY�e date of ma[ling ot funds to the State Water Board. If the Recipient held such €unds in interest-bearing accounts, any interest earned on the€unds shall also be due to t�e Stata Water Board. � �� Uni�ersity Enterprises, Inc. Agreement Na. b16�2806 Page �8 of 28 (9) Recipient shafl req�esf its final disbursement no later than the Final Disbursement Request date specified herein unless prior approval is granted by th� Divisior�. If#he Recipient fails to da so, then tl�e undisbursed balance af this Agresment will be deobligated. (90)The Recipient agrees that if wifl not requsst a d'€sbursement unless that cost is allowable, reasonable, and allacabfe. (�1)Notwithstanding any ofher provision of this Agreement, no disbursement shall be req�ired at any#ime or in any mannsr that is in violation of or in conflict with federal or state laws, policies, or regulations. (12)The Recipient agrees that it sha�l not be enfitled tn interest earned on undisbu�sed Project Funds. (13}Any reimbursement for necessary travel and per diem shall be at rates not tn exc�ed those set by the California Department of Human Resources. These rates may be found at http:llwwuv.caIhr.ca.qavlemplayeeslPagesltravel-reimburserr�er�ts.as�x. Reimbursemer�t will be at the 5tate tra�el and per diem arriounts that are current as of the date costs are incurred by#he Recipient. No travel outside the State of Cafifornia shal[ be reimbursed unless prior written authorization is obtained from the Grant Manag�r. (14)T�e Recip9ent must include any nther do�uments or requests required or allawed under this' Agreemen.t. B.7 Withholding of nisbursemen#s and Material Violatians. (a) Natwithsfandir�g any other provision ofth4s Agreement, the Recipient agrees that the State Water Board may retain an amount equal to ten percent{1 Q°lo} of the Project Funds until Project Comp�etion. Ar�y retained amounts due tn fhe Recipient will be promptly disburs�d to the Recipient, without interest, up�on Project Campletion, ' (b) 7he State Wafer 8oard may withhold all or any portior� of the funds provided for by this Agreement in the event that: (1) The Recipi�nt has rt�aterially�iolated, or threafens to materially violate, any term, provisian, condition, or commitmer�#of this Agreement; or (2) The Recipient�ails to maintain reasonable progress#oward Project Completion. 6.8 Remai�ing Balance. , In the event#he Recipient does na� request all of the funds encumbered under�his Agre�ment, any remair�ing funds r��ert ta the State. B.9 Fraud and Misuse of�ublic Funds. All requests for disbursement submitt�d shaIl be accurate and signed under penalty of perjury. Any ar�d all costs submitted pursuant to this Agreement shall only be far the tasks set farkh f�erein. �he Recipient shall not submit any in�oice cantaining costs that are ineligible or haue been reimbursed from oth�r funding sources unless required and specifically noted as such (i.e., match casts). Any eligible costs for which the Recipient is seeking reimbursement shalf no;be reimbursed from any other source. bouble or multipfe billing for t�me, services, or any other eligible cast is illegaf and canstitutes fraud. Any suspected occurrences of fraud, forgery, embezzlement, theff, or any other misuse of public funds may resui� in susp�nsian of dis�ursements of Project Funds andlor termination of this Agreerrient requir'sng the repayment of all funds disbursed hereunder. Additionally, the beputy Director of the Division may request E �� ; University Enterprises, Ir�c. ' Agreement No. D1612806 , Page 19 of 28 an audit and refer tne matter to the Attorney General's Office or the appropriate district attorr�ey's offiice for criminal prosecution or the imposition of civil liability. (Ci�. Code, §§ 'E 572-1573; Pen. Code, §§47q, 489-490.) �� ; lJniversity Enterprises, Inc. Agreemenk Na. D16128D6 Page 20 of 28 ' EXHI�IT C—STANDARD TERMS ANQ CONDETIOiVS C.1 Accounting and Auditing Stanclards. The Recipierst must ma�ntain Project accaunts accarding to GAAP. The Recipient shal] maintain GAA�- compfiant Project accaunts, including GAAP requirements relatir�g to the reporfing of infrastructure assets. 'C.2 Amendme�t. No amendmer�t or variatio.n of the terms of this Agreement shall ba�afid unless made in writing, signed by the pa�ties and approvad as required. No ora] or written understanding or agreement not incorparafed in this Agresment is bindir�g on any of the parties. C.3 Assignabifity. This Agreem�nt�s not assignabf� by the Recipient, either in whole or in part. C.4 Audit. (a) The Rivision, at its option, may calE for an audit of financial information relative to the Planning, where the Divisior� d�termin�s that an audit is desirable to assure program integrity or where sucY�an audit becomes necassary because ofstat�orfederal r�quirements. Where such an audit is called for, th�audit shall be per#ormed by a certi#ied pu�lic accountant independent aF the � Recipient and at the cost af the Recipient. T�e audit shall be in the form required by the Uivision. (b} Audit disallowances will be returned to the State Water Board. Failure to comply with audit disallowance pro�isions shall disqualify the Recipient frorr3 participating in State Water Board funding programs. C.5 [Reserved] C.6 Claims, Any claim of fhe Recipient is limited to the rights, rernedies, and claims procedures pravided to the Recipient under this Agr�em�nt. C.7 Campetiti�e Bidding Recipient shall adhere to any applica�le state or local ordinance for com�efitive bidding and applicable labar laws. If R�cipient is a pri�afe entity, any construction contracts rela#ed in any way to the Planning shal� be let by competitive bid procedures#hat ensure award of such contracts to the iowest res�onsihle bidders. Recipient shalf nat award a constructian contract unt€I a summary of bids and identification of the selected lowest responsible bidder is submiifed to and appra�ed in writing by the Division. Recipi�nt must pro�ide a full explanation if Recipient is proposing to award a construction contract fo anyone ather than the lowest responsible bidder. C.8 Compliance with Law, Regulations, etc. 7he Recipient agrees thaf it wil1, at all times, comply with and require its contrac#or and subcontractors ta comply with all applicable federal and state laws, rules, guidelines, regulafioros, and requirements. Withaut lirnitation of the foregoing, the Recipient agrees that, to the ex�ent applicable, the Recipient wi�l: �� i Uni�ersity Enter�rises, Irsc. Agreement Na D�612806 Page 21 of 28 (a) Comply with the State Water Board's Policy; (b) Corrtply with and require compliance with fhe fist of state �aws(cross-cufters) in Section C-31 ofthis Agreement. C,9 Conflict of Interesf. The R�cipient certifies that its owners, officers, directors, agents, representati�es, and etnpfoyees are in compliance, and shafl retnain compliant through Project Gompietion, with a�plicable state and federal conflict of ir�terest ]aws, including but not limit�d to laws related to conflict of interes# iaws related to contracting and procuremen�. C.10 Damages for Breach Affecting Tax-Exempt 5tatus or Federal Complianc�. � . In the event that any breach of any of the provisions of this Agreemant by the Recipient shall result in#he loss of tax-exempt status for any bonds of the State or any subdivision or agency ther�of, including bonds issued on behalf of the $tata Water Board, or if such breach shal[ result in an obligation on the part of the State or any subdivision or agency thereof to reimburse the federal government by reason of any arbitrage pro�ts, the Recipient shall immediate�y reimburse the State or ar�y subdivision or agency thereof in an amount equal to any damages paid by or loss incurred by the State or any subdivision or agency thereof due to such breach. [n the e�ent that any breach af any af#he provisians of this Agreement by the Recipient shall result in the failure of Project Funds ta be used pursuant to khe provisions of#his Agreement, ar if suc� �reach sha[f resuft in an obligation nn fY�e part of the State or any subdivision or agency thereof ta reimburse tlie federal government,the Recipient shal] immediately reimburse the State or any subdivisian or agency thereof i� an amounf equal to any damages paid by or loss incurred by the State or any subdivision or agency thereof due to such breach. C.1� Disputes. (a) The Recipient may a�peal a staff decision within 30 days to ti�e Deputy Dirsctor of the Division or designee, for a fnal �ivision decision. The Recipien#may appeal a final Division decision to the State Water Board within 30 days. The Office of the Chief Counsei of the Sta�e Water Board will prepare a summary of fihe dis�ute and make recommen�atians relative to its final resolution, � whlch will be pravided to the State Water Board's �xecutive Direc#or and each State Water Board Member. Upon the motion of any State Water Board Member, the S#a#e Water 8oard will r�view and resnlve the dis�ute in the manner determined by the State Water Baard. Should the State Water Baard determine not to re�iew the final Division decision, fhis decision wil[ represent a final agency action an the dispute. (b) This clause does not preclude consideration of legal questions, pra�ided that nathing herein shall be construed to make flnal the decision flf t�e 5tate Water Baard, or any officfal or representative thereof, on any questian of IaUv. . (c) Recipient shall continue with th� responsibilities under this Agreement during any dispute. C.12 Financiaf Management Sys�em and Standards. The RecipienE agrees to comply with federal standards�or financial managemen�systems. The Recipient agrees that, at a mfnimum, its fiscal controi and acco�nking procedures wiil be suffcient to permit preparation of repor�s required by the federal or state government and tracking of Project Funds to a le�el of expenditure ad�quate to establ€sh that such funds haWe not �een ussd in violatian af federal or state law or the terms of t1�is Agreement. �� '� ; University Enter�rises, Inc. Agreement No. D1612806 Page 22 of 28 C.13 Governing Law. This Agreemen# is go�erned by and shall be interpre#ed in accordance with the laws of the State of Cafifornia. C.14 lncome RestricEions. The Recipient agrees that any refunds, rebates, credits, or other amaunts(including any interest thereon) accruing to or received by the Recipient under this Agreement sf�ali be paid by the Recipient to the State, to the extent that they are properly allocable to costs for which the Recipient has been reimbursed by the SEate under fhis Agreement. C.15 Indemnification and State Re�iews, Tf�e parties agree that review or appraval o�Project documents �y the State Water Board is for administrative purposes only, including conforrr�ity with ap�lication ar�d eligibi�ity criteria, and expressly not for the purposes of desi�n defect re�iew or construction feasibility, and does not relieve the Recip[ent af its responsibility tn engage in proper p]anning. 7o the extent permitted by law, the Recipient agrees to indemnify, defend, and hold harmless #he 5tate Water Board, and its a�€cers, err�playees, and agents (coliecti�eEy, "Indemnified Persons"}, against any loss or liability arising ou�of any claim or actian brought against any]ndemnified Persons from and against any and all losses, claims, damages, liabilities, or expenses, of every conceivable kind, character, and nature whatsoe�er arising out of, resulting from, ar in any way connected with (1) the Project or the canditions, occupancy, use, possessiort, canduct, or management nf, work done in ar abouf, or the planning, design, acquisition, installation, or canstruction, of tha Project or any part thereof; (2}the carrying out af any of the transactions contemplated by this Agreement or any related document; (3) any violatian of any appficable law, rule or regulation, any environmental law(includir�g, without limitation, the Federal Comprehensive �n�ironrt�ental Response, Comp�nsation and Liability Act, #he Resource Gonservatian and Reca.very Act, the California Hazardous Substance Account Act, the Federal Watar Pollution Contral Act,the Clean AirAct, fhe Toxic 5ubstances Control Act, the Occupationaf Safety and Health Act, the Safe Drinking Water Act, the California Nazardous Waste Control Law, and California Water Cade Section 13344, and any successors to said laws), ru�e or regulatia� or the release of arty toxic substance an or near the System; or(4) any untrue statement or alleged untrue statement ot any material fact ar omission ar alleged omission ta state a mater'sal fact necessary ta make the�tatements required to be stated ther�€n, in light of the circumstances under which they were made, not misleading with respect to any in#ormafion pravided by the Recipient for use in any disclosut-e dacument utiliz�d in connectlon with any of the trans.actfons contemplated by this Agre�ment. To the€ullest extent permitted by law, the Racipient agrees to pay and discharge any judgment or award entered or made against [ndemnifed Persons with resp�ct to any such claim or action, and ar�y settlement, compramise or ofher volun�ary resolution. The pro�isions of this secti.on shafl survi�e the term of this Agreemenf and t�e discharge of the Recipient's Obligation hereunder. C.16 In�ependent Actor. The Recipient, and its agents and employees, if any, in the performance of this Agreement, sY�all act in an independent capacity and not as officers, employees, or agents of the Stafe Water Board. C.17 Integration. This Agre�ment is the complefe and fina[Agreement between the parties. C.�B Non-Discrimination Clause. (a) During the perFormance af this Agreement, R�cipient and its cor�tractors and subcontractors shall not unlawfully discriminate, harass, or alla�nr harassment against any employee or app]icanf for employment because of sex, race, color, ar�cestry, religia�s creed, natianal origin, sexuai � � �� Lfniv�rsity Enterprisss, Inc. Agreem�nt No. D4612806 Page 23 of 28 orier�tation, physical disability(including HkV and AfDS}, mental disability, medical condition (cancer), age (over 40), marital status, deniai of famify care leave, ar genetic i�formation, gender, gender ider�tity, gender express4on, or military and veteran sfatus. (b) The Recipient, its contractors, and subcontractors shall ensure that the e�aluafinn and treatment of#heir employees and applicanfs for employrnent are free from such discrimination and f�arassmenf. (c) The Recipient, i#s contractors, and subcontractors shalf comply witl� the provisions of the F'air �mp[oyment and Housirtg Act and the applicable regulations �romulgated thereunder. (Gov. Code, §12990, s�abds. (a)-{� et seq.; Cal. Code Regse,tit. 2, §7285 et seq.} Such regulations are incorporated into this Agre�ment by reference and made a part hereof as if set forth in#uil. (d) The Recipien#, its con#ractors, and subcontractors shall gi�e written natice of their abligations under this clause to labor organizations with which they have a collective bargaining or other agreement. (e) The F2ecipient shall include the nondiscrimination ar�d compliance pro�isians af this clause in all subcantracts to perform work under the Agreement. C.19 No 7hird Party Rights. Tne parties to this Agreement do not create rights in, or gra�t remedies fo, any ti�ird party as a beneficiary of this Agreement, or of any duty, covenant, obligation, ar undertaking establish�d herei�. C.2Q [Reserved] C.21 Qther Assistance. If€unding for�roj�et Cosfs is made available to the Recipient firorn sources other than this Agreement, the Recipient sha[I imrriediately notify the Grant Manager. C.22 Permits, Contracting, Disqualificakion, The Recipient shalf comply in all material respects with all applicable fedaral, state and local laws, rules and regulafions. Recipient shall procure all permits, licenses and oEher authorizations necessary to accomplish the work contemplated in this Agreement, payal] charg�s and �ees, and give aIl notices necessary and incidental ta the due and lawFul prasecutian of the work. Fo�any work related �o this Agreeme�t, the Recipient shall not contract wit� any individual or organizatior� on the State Water Board's L.ist of bisquafifed Businesses and Persons that is identified as debarred or suspended or ot�erwise excluded fram or ineligible for participation in any work overseen, directed, funded, or administered by the 5tate Water Board program for wi�ich fundin� under this Agreement is authorized. The State Water Baard's List of Disqualified Business�s and Persons is located at http:llwww.waterboards.ca.qovlr�vater issueslprogramslustcfldbp.sY�tml. C23 Pu�lic Records. � The Recipient ac�Cnowledges#hat, except for a subset of information regarding arc�aeologicaf records, the Project records and locations are public records, including but nat limited to all of the submissions accompanying th�app][cation, all of the documents incorporated by reference into this Agreement, and all reports, dis�ursement reques#s, and supporting documentation submitted hereunder. �� ! University Enterprises, Inc. Agreement No. D161280� Page 24 of 28 C.24 Prevailing Wages. , 7he Recipienf agrees to be bound by all applicable pro�isions o€State Labor Code regarding prevailing wages. 7he Recipient shall rnonitor all agreemer�ts.subjec�to reimbursement from this Agreement to ensure that the pre�ail�ng wage provisions of#he State Labor Code are be'sng met. C.25 Prafessiana[s. The Recipient agraes that anly professionals with valid licenses in #he 5tate of Califarnia will be used to perForm services under this Agreement where such services are called for, Afl technical reports required pursuant to this Agreement that invoive planning, investigation, evaluation, or design, or other word requiring inferpretation and proper application of engineering ar geologic sciences shall be prepared by or under the direction af persons registered to�ractice in California. Ail technical reports must corttain the ' � statemer�t of the qualifications of ti�e responsible registered professional{s). 7echnica] reports must bear the signature(s) and seal(s) of the registered professional(s) in a manner such that all work c�n be clearly attrihuted to the professional responsible for tiie work. Any contractors, ouEside associates, or cansultants requirad by the Recipient in cannection with the services covered by khis Agreem�nt sl�all be limited to such individuals or firms as were speci#ically identified and agreed to during negotiations far this Agreement, if any, or as are specifically accepted in wr�tirtg by the Grant Manag�r during the performance of tnis Agreement. . C.26 Public Funding. This Project is publicly tunded. Any service provider or contrac�or with which the Recipiant cor�tracts must nat have any role or relationship with the R�cipEent, tha�, in efFect, substantially fimits the Recip€ent's ability to exercise its rights, inclucf[ng cancellation rights, under the contract, based on all the facts and circumstances. C.27 Recipient's Responsibility for Wark. 7he Recipient shal! be responsi�le fo.r all work and for persons or entities engaged in work perfnrmed pursuant to this Agresment, including, but not limited to, contractors, subcontractors, suppliers, and providers of services. The Recipient shal! be responsible for any and all disputes arising out of 9ts contracts for work on the Project. Th� State Water Board will not mediate disputes between the Recipient , _ and any other entity concerning responsi�ility for performance of wark. , C.28 Records. Withouf limitat�on of the requirement to maintain Project accounts in accardar�ce witf� GAAP, the Recipient agrees to: (a) Establish an official file for tY�e Praject wY�ich shall adequately dacument all significant actions relative to the Proj�ct; (b} �stablis�separate accaunts which will adequately and accurately depict all amounts rec�i�ed and expended on the Project, including all assistance funds recei�ed under�his A�re�ment; (c) Establish separate accaunts which +n�ill adequafely d�pict all income receivsd wY�ich is attributabfe to the Project, specifically including any i�cam�attributable ta assistance#unds disbursed under this Agreement; (d) �stablish an accounting system which will accurately depict final total casts of the Project, ir�cluding both direct and 'sndirect costs; �� Univers9ty Enferprises, Inc. Agreement No. D16128fl6 Page 25 of 28 (e} Establish such accaunts and maintair� such records as may b�n�cessary for the State fo fulfill tederal reporting requirernents, including any and all reporting r�quirements under federal tax statutes or regulations; and (f� If Force Account is used by tf�e Recipi�r�t for the Prajec#, accounfs will be estabEished wh€ch , reasanably document all employee�ours charged to the Pro}ect and the associafed tasks performed by each empfoyee. (g) Maintain separate books, recards and other materia[ relative to the Project. {h) Retain such books, records, and oth�r material for itseff and for each contrac#or or subcontractor who performed work on this Prajecf for a minimum of thirty-six{36) years after Work Campfetion. The Recipient shall rsquire that such books, recards, and other materiaf be subject at a11 reasonable times (at a minimum during normal b�siness hours)to inspecfiion, cnpying, and audit by the 5tate Water Bnard, the Bureau of State Audifs, the Internal Revenue Service, the Go�ernor, or any authorized representatives of the aforem�ntioned, and shall allaw intanriews . during normal business hours of any employees who might reasonably have infiormation related to such records. The Recipient agrees to include a simi[ar right regarding audit, interviews, and recards retention in a�y su�cantract related to the perFormance of this Agreement, The provisions of this section shall survive the term of this Agreement. C.29 Re[a#ed Litigation. A Recipi�nf is�arohibited from using funds from any disbursemant under this Agreement to pay costs associated with any litigation the Recipient pursues. R�gardl�ss of whethar the Praject or any eventual construction project is the subject of litigation, the Recipient agrees to complete the Project funded by the Agreement or to repay all Pro;ecf F'unds plus interesf to the State Water Baard, C.30 Rights in Data. � The Recipient agrees that afl data, plans, drawings, specifications, reparks, computer programs, operating manuals; notes, and ofher written or graphic work produced in fY�e perFormance af this Agreement are subject to the rights of the Stafe as set�ort� in#his section. The State shall hav�the right to reproduce, publisY�, and use all such work, or any pa�t thereof, in any manner a�d far any purposes whatsae�er and to authorize others to do so. If any such work is copyrightable, the Recipient may copyrig�t the same, except that, as to any wnrk which is copyrighted by the Recipient,the 5tate reserves a royaf#y-free, nanexclusi�e, and irrevocable l9cense to reproduce, publish, and use such work, or any part therenf, and to authorize others to do so, and to receive electronic copies from the Reci�ient upon request. C.31 State Cross-Cutter Gompliance. Recipient re�resents and certifies that, to the extent appfica�le, it is in compliance with the follawing conditions precedent and agrees that it will continue to maintain compliance during the te�-m o�this Agreement: (a} State Water Baard's Drought Err�erg�ncy Water Conservation regulations, Title 23, article 22,5 of the California Code af Regula�ions. The Recipient will include a discussion nf its implementatian in �rogr�ss Repor�s submitted pursuant to this Agreement, (b) Califamia Enviranmental Quality Act (C�QA}. Implementatfon and construction acti�ities must comply uVith CEQA and potentially ather environmental review requfrements, including the National En�ironmental Palicy Act (NEPA). Proceeding with work subject to CEQA andlor N�PA witho�t environmental clearance by the 5tate 1Nater Baard shall constitute a breach of a materia� provisior� of this Agreement. If 7echnical Assistance work impl�ment�d per this Agreement will include graund disturbing activities (such as test wells, boreholes} implemen�ed#or tne purpases �� University Enterprises, �nc. ' Agreement N�. D1612806 Page 26 of 28 af information collection, and proposed in an area(s)wi�h potenfial for�nvironmental impacts (including riparian habitat, wetfand, endangered species habitat or sensitive cultural resources areas), the Recipient shall notify the Grant Manager of the nature and scope o�such work and receive approval to proceed pr€or to commencing ground distur�ing acti�i#ies. (c} VVater Code section 5903, subdivisio� (�){2)(A). If Recipient is a wa#er diverter, Recipient must �aintain compiiance by submifting monthly dfvers'son reports fo the Division o#Water Rigf�ts of the State Water Resources Controf Board. (d} Labor Code sections 1725.5 and 1771.1. To bid for public works contracts, Recipient acknowfedges that Recipient and Recipient's subc�ntractors must register with the Department of Industrial Relations. (e} Water Cade sections 526 and 527. If Recipient is an urban water supplier as defined by Water Code, it shall hav�complied and maintain campliance with sections 526 and 527 of the Water Code �elating to installation of m�t�rs and volumetric charging. (fj Urban Water Management Planning Act (Water Code, § '�0610 �t seq.). If Recipient is an "urban water supp[ier" as defned �yVVater Code sectior� 1Q�17, the Recipient certifes fhat it has � submitted an Urban Wafer Management Plan that.has been deemed complete by the Department of Water Resources and is in compliance witi�fhat plan. Tliis shall constitute a condition precedent to this Agreement. (g) Urban Water�emand Management Water Code section 1 Q63�.5, subdi�ision (a)(1). 1f Recipient is an "urban water supplier" as deflned by Water Code section 10617, Recipient certifies that it is implementing water demand management measures.approved by�he Departrnent of Water Resaurces. (h} Delta Plan Consistency Findings. Water Code section 85225 and California Code of Regulations, ti�le 23, section 50D2. ]f Recipient is a state or local �ublic agency and the proposed action is covered by the Relta Plan, Recipient will submit a certification o€project eonsistency with the Delta Plan to the Delta Stewardship Council prior to undertaking the implementationlconstn.sction project associated with this Proj�cf. (E) Agr�cultural Wa#er Management Plan Consistency. A Recipient that is an agricultural water supplier as defined �y sectian 10608_T2 of the Water Code must cnmply witf� the Agricultural Water Management Planning Act. {V11at. Code, § 108D� ef seq.) Q) Charter City Projec� Labnr Requirements. L.abar Code section �782 and Public Contract Code section 2503; (1} Prevailing Wage Where Recipient is a charter city or a joint powers authority that includes a charter city, Recipient certifles that no charter provision nor ordinanc�authorizes a construction projec� contractor nnt to comply with Labor Code's prevai{ing wag�rate raquirements, nor, within the priar two years (starting frorn January 1, 20'E5 or af�er) has the city awarded a public works contract withcut requiring the con#ractor to comply with such wage rate requirements accordin�to Labor Code seckion 1782. (2) Lahor Agreements Where Recipient is a charter city or a joint powers authori#y that includes a charter city, Recipient cer�ifies that no charter prnvisiar�, initiati�e, or ordinance Iimits or constrains t�e �� ; � Universi#y Enterprises, Inc. Agreemsnt No. D1612806 F'age 27 of 28 city's authority or discretion to adopt, require, or utilize prnject labor agreements that include all the taxpayer protection antidiscr'tmination provisions of Public Gor�tract Code . section 250� in canstructian projecfs, and that Recipien�is according]y efigihle for state funding or financial assistance pursuant to Public Cor�tra�t Code section 2503. C.32 State Water Board Acfion; Costs and Attorney Fees, T�e Recipient agrees that any remedy provided in this Agreement is in additian to and not in derogation of any other legai or equitable remedy available to the State Water Soard as a result of breach of this Agreement by ti�e Recipient,.whether such breach occurs before or after complefion of the Praject, and exercise of any remedy pro�ided by this Agreement 6y the 5tate Water Board shall not precEude the State Water Board from pursuing any lega€ remsdy or right which would otherwise be a�ailabfe. I�the event of litigation betwe�n the parties �ereto arisir�g fram ti�is Agreement, it is agreed fhat each party shall bear its own costs and attorney fees. C.33 Termination; lmmediate Acceleration; Interest. (a) This Agreement may be terrr€inafed at any fime prior to the End Date set for�h on the cover and [n Exh[bit B, at fi�e optian of the State Water Board, upan via[ation by the Recipient af any material provision of this Agreement after such violafion has been called to the attention of the Recipient and after failure o##he Recipient to bring itself info compliance v�ith the provisians af this Agreement within a rsasonable time as established by the �ivisian. (b). In the e�ent of such terrr�ination, the Recipient agrees, u�nn demand, to immediately repay to the State Water Board an amount equal to Proj�ct Funds disbursed her�under, accrued interest, penalty assessments, and Additional Payments. En the event of termination., interest shall accrue on al] atnounts due at the highest legal rate of interes#from the date that natice of termination is rnailed to the Recipient to the date all monies due have been recei�ed by the State Water Baard. C.34 Timeliness. Time is af the essence in this Agreement. C,35 Unenforceable Provision. In tne event t�at any pro�ision of fhis Agreement is unenforceable or held to 6e unen€orceable, then the parties agre�fF�at al[ other provisions of this Agreernent have force and effect and shall not be affected there�y. C.36 Venue. �he State Water Board and th� Recipient hereby agree that any action arising o�t nf this Agreement s1�a11 be fifed and maintai�ed in th�Superiar Court in and for the County of Sacramento, California. C.37 Waiver and Rights of th�5ta�e Wat�r Soard. Any waiver of righ#s by the State Water 8oard with rsspect to a default or other matfier arising under the Agreement at ar�y time shall not be consider.�d a wai��r of rights with �espect�o any other default or matter. Any rigf�ts and remedies of the SEafe Water Board provid�d for in this Agreement ar�in addition to any other rigF�ts arsd remedies pro�ided by law. �� ; Uni�ersity Enterprises, Inc. Agreemer�f No. D16128D6 Page 28 of 28 �XHISIT D—SPECIAL CON�ITIO�ES Recipient acknowledges and agrees to the following special can�itions: ' None , � ; � �� "� i �% ��'�" � C��.s�9�lr �w��e ... ,.,s.nn+,r, t �^ �t_ ��G��aw s�a� i,�rt�tk&�a �,s��..es � � � � E ,cc��r r�ta . .. . ��P{\+kFi.^�.nl>,BWN exe #�:�t{'rE�'".tuP! �� .�� .,�: �� '.�� .. �� :... June 13, 2019 University Enterprises, Inc Attn: Monica Kauppinen, Director 6000 J Street, Bookstore Building, Suite 3400 Sacramento, CA 95819 Agreement Number: D16-12806 Enclosed is your amended Funding Agreement for your approval and signature. This Agreement cannot be considered binding by either party until executed by the State Water Resources Control Board ("State Water Board"). If in agreement with all terms and conditions of the Agreement, please have the Authorized Representative, as noted in the executed resolution, sign and return two (2) signature pages no later than thirtv (30) calendar davs from the date of this letter to: US Mail Overniqht Mail Koreenia Lazo Koreenia Lazo State Water Resources Control Board State Water Resources Control Board Division of Financial Assistance Division of Financial Assistance P.O. Box 944212 1001 I Street, 16t" Floor Sacramento, CA 94244-2120 Sacramento, CA 95814 Ms. �azo may be contacted at (916) 319-0807 or Kcar��r�i�,��c�(��nr��rbc��rd�.��.�c�v Once the Agreement is signed by both parties, we will forward an executed copy to you for your entity's records. Enclosures F�ti�.,��t �va�i `��., r;�� E��c:n� �cit�rs"uh, ��¢'�rtr�� ,`r:'x,�xF� 1f7�7T (;�.Tra��t,ti��^u°�a�;a?nt�i��:�:��"��BT�..t � M;�t4€iai�.�h�awdr��:P.�1 F��a�7C?��c+°,a.rnr;�tn,.,.��;lk,�r�Ri�.�-i�1t7SF „::.�u�.Pwv�. �+��rl��iar��i=:��^�.e�a�4�� F�u�, �w ��i� � ,::: t t��"��.��ti��"��,�,�� "� � 7F��,� ,,.�s_ �a°�r��cs�� ;��fi�r�:�� "i ¢��•��o�..��'��4��:.t�� UNIVERSITY ENTERPRISES, INC. AND CALIFORNIA STATE WATER RESOURCES CONTROL BOARD Gs� Foa�oe 3��N� t�� TECHNICA�ASSISTANCE GRANT DRINKING WATER AND WASTEWATER TECHNICAL ASSISTANCE AND OUTREACH CALSTARS AGREEMENT No. D1612806 FI$CAL AGREEMENT NO. SWRCBOOOOOOOOOOD161280600 AMENDMENT NO. 1 AMOUNT: $7,000,000 ELIGIB�E START DATE: September 1, 2016 WORK COMPLETION DATE: n,�n��+�� n,c,�une 30,2021 FINAL DISBURSEMENT REQUEST DATE: ^'^��^,hor zn 'n''°September 30,2021 RECORDS RETENTION TERM END DATE: , June 30,2057 This Aqreement executed bv the State Water Board on October 26, 2016, is herebv amended and restated,to revise the Exhibits A&B (deletions shown as stricken and revisions in bold and underlined). Except as noted herein all other terms and conditions shall remain the same. Please note, paqe numbers may have chanqed. � University Enterprises, Inc. CalStars Agreement No. D1612806 Fi$Cal Aqreement No. SWRCBOOOOOOOOOOD161280600 Amendment No. 1 Page 2 of 29 WHEREAS, 1. The State Water Board is authorized to provide funding under this Agreement pursuant to the following: • Proposition 1 Small Community Grants and Drinking Water- Section 79720-79725 of the Water Code (Prop 1) 2. The State Water Board determines eligibility for financial assistance, determines a reasonable schedule for providing financial assistance, establishes compliance with the Prop 1, and establishes the terms and conditions of a funding agreement. 3. The Recipient has applied to the State Water Board for funding for the Project described in Exhibit A of this Agreement and the State Water Board has selected the application for funding through a competitive process. 4. The State Water Board proposes to assist in funding the costs of the Project, and the Recipient desires to participate as a recipient of financial assistance from the State Water Board, upon the terms and conditions set forth in this Agreement, all pursuant to Prop 1; NOW, THEREFORE, in consideration of the premises, mutual representations, covenants and agreements in this Agreement, the State Water Board and the Recipient, each binding itself, its successors and assigns, do mutually promise, covenant, and agree as follows: 1. Definitions. Unless otherwise specified, each capitalized term used in this Agreement has the following meaning: "Agreemenf'means this Grant, including all exhibits and attachments hereto. "Authorized Representative" means the duly appointed representative of the Recipient as set forth in the certified original of the Recipient's authorizing resolution that designates the authorized representative by title. "Days" means calendar days unless otherwise expressly indicated. "Disbursement Period" means the period during which Project Funds may be disbursed. "Division" means the Division of Financial Assistance of the State Water Board or any other segment of the State Water Board authorized to administer the funding program(s) set forth in Section 1. "Eligible Start Date" means the date set forth in Exhibit B, establishing the date on or after which Project Costs may be incurred and eligible for reimbursement hereunder. "Final Disbursement Request Date" means the date established in Exhibit B, after which date, no further Project Funds disbursements may be requested. "Fiscal Year" means the period of twelve (12) months terminating on June 30 of any year. "Force Account" means the use of the Recipient's own employees or resources for the Project. � University Enterprises, Inc. CalStars Agreement No. D1612806 Fi$Cal Aqreement No. SWRCBOOOOOOOOOOD161280600 Amendment No. 1 Page 3 of 29 "GAAP" means generally accepted accounting principles, as issued by the Governmental Accounting Standards Board. "Grant Manager" means the person designated by the State Water Board to manage performance of the Agreement. The Grant Manager is set forth in Section 2 of this agreement. "Indirect Costs" means those costs that are incurred for a common or joint purpose benefiting more than one cost objective and are not readily assignable to the Project(i.e., costs that are not directly related to the Project). "Party Contact" means, for the Recipient, the Authorized Representative of the Recipient or any designee of the Authorized Representative, and, for the State Water Board, the Grant Manager, or the Program Analyst. "Policy" means the Proposition 1 Technical Assistance Funding Plan, as amended from time to time. "ProjecY' means the Project as described in Exhibit A and in the documents incorporated by reference. "Project Completion" means, as determined by the Division, that the Project is complete to the reasonable satisfaction of the Division and is the last date on which Project Costs may be incurred. Work occurring after Project Completion is not eligible for reimbursement under this Agreement. "Project Costs" means the incurred costs of the Recipient which are eligible under this Agreement, which are allowable costs as defined under the Policy, and which are reasonable, necessary and allocable by the Recipient to the Project under GAAP. "Project Director" means an employee of the Recipient designated by the Authorized Representative to be responsible for the overall management of the administrative and technical aspects of the executed Agreement. The Project Director is set forth in Section 2 of this Agreement. "Project Funds" means funds disbursed by the State Water Board to the Recipient for purposes of this Agreement. "Recipient" means University Enterprises, Inc. "Regional Water Quality Control Board"or"Regional Water Board" means the appropriate Regional Water Quality Control Board. "State" means State of California. "State Water Board" means the State Water Resources Control Board, an administrative and regulatory agency of the State of California. "Technical Assistance Recipient" means the small disadvantaged community or communities identified in the Work Plan(s). "Work Completion" means the Recipient's submittal of all work set forth under Exhibit A for review and approval by the Division. The Division may require corrective work to be performed prior to Project Completion. "Work Completion Date" means the date set forth in Exhibit A that is the last date on which all work or submittals in Exhibit A must be achieved. � University Enterprises, Inc. CalStars Agreement No. D1612806 Fi$Cal Aqreement No. SWRCBOOOOOOOOOOD161280600 Amendment No. 1 Page 4 of 29 "Year" means calendar year unless otherwise expressly indicated. 2. Party Contacts. The Party Contacts during the term of this Agreement are: State Water Board Reci ient Section: Office of Sustainable Water Solutions Name: G��►�e Name: Monica Kauppinen, Project Director Nabiul Afrooz, Grant Mana er Address: 1001 I street Address: 6000 J Street, Bookstore Buildin , Suite 3400 Cit , State, Zi : Sacramento, CA, 95814 Cit , State, Zi : Sacramento, CA, 95819-6111 Phone: 916 �4�-�8-323-9322 Phone: 916 278-7380 Fax: 916 341-5707 Fax: 916 278-4886 Email: Email: mkauppinen@csus.edu Nabiul.Afrooz waterboards.ca. ov The Recipient may change its Project Director upon written notice to the Grant Manager, which notice shall be accompanied by authorization from the Recipient's Authorized Representative. The State Water Board will notify the Project Director of any changes to its Party Contacts. 3. Exhibits and Appendices Incorporated. The following exhibits and appendices to this Agreement, including any amendments and supplements hereto, are hereby incorporated herein and made a part of this Agreement: EXHIBIT A—SCOPE OF WORK EXHIBIT B— FUNDING PROVISIONS EXHIBIT C—STANDARD TERMS AND CONDITIONS EXHIBIT D—SPECIAL CONDITIONS 4. Recipient Representations and Commitments. The Recipient represents, warrants, and commits to the following as of the date signed by the Recipient and continuing thereafter for the term of the Agreement: (a) General Commitments. The Recipient accepts and agrees to comply with all terms, provisions, conditions, and commitments of this Agreement, including all incorporated documents, and to fulfill all assurances, declarations, representations, and commitments made by the Recipient in its application, accompanying documents, and communications filed in support of its request for financial assistance and throughout the term of this Agreement. (b) Authorization and Validity. The execution and delivery of this Agreement, including all incorporated documents, has been duly authorized. This Agreement constitutes a valid and binding obligation of the Recipient, enforceable in accordance with its terms, except as such enforcement may be limited by law. (c) No Violations. The execution, delivery, and performance by Recipient of this Agreement, including all incorporated documents, do not violate any provision of any law or regulation in effect as of the date set forth on the first page hereof, or result in any breach or default under any � University Enterprises, Inc. CalStars Agreement No. D1612806 Fi$Cal Aqreement No. SWRCBOOOOOOOOOOD161280600 Amendment No. 1 Page 5 of 29 contract, obligation, indenture, or other instrument to which Recipient is a party or by which Recipient is bound as of the date set forth on the first page hereof. (d) No Litigation. There are no pending or, to Recipient's knowledge, threatened actions, claims, investigations, suits, or proceedings before any governmental authority, court, or administrative agency which affect the financial condition or operations of the Recipient and/or the Project. (e) Solvency. None of the transactions contemplated by this Agreement will be or have been made with an actuai intent to hinder, delay, or defraud any present or future creditors of Recipient. As of the date set forth on the first page hereof, Recipient is solvent and will not be rendered insolvent by the transactions contemplated by this Agreement. Recipient is able to pay its debts as they become due. (f) Legal Status and Eligibility. Recipient is duly organized and existing and in good standing under the laws of the State of California, and will remain so during the term of this Agreement. Recipient shall at all times maintain its current legal existence and preserve and keep in full force and effect its legal rights and authority. Recipient shall maintain its eligibility for funding under this Agreement for the term of this Agreement. (g) Good Standing. The Recipient is currently in compliance with the state requirements set forth in Exhibit C. Within the preceding ten years,the Recipient has not failed to demonstrate compliance with previous state audit disallowances. (h) Insurance. Recipient maintains sufficient insurance coverage considering the scope of this Agreement, including,for example, but not necessarily limited to, General �iability,Automobile Liability,Worker's Compensation and Employer's Liability, Professional Liability. 5. Project Completion. The Recipient shall expeditiously proceed with and complete the Project in accordance with this Agreement. 6. Notice. (a) The Recipient shall notify the Division in writing within five (5)working days of the occurrence of the following: (1) Bankruptcy, insolvency, receivership or similar event of the Recipient; (2) Actions taken pursuant to state law in anticipation of filing for bankruptcy; (b) The Recipient shall notify the Division within 10 working days of the following: (1) Any litigation pending or threatened against Recipient regarding its continued existence, consideration of dissolution, or disincorporation; (c) The Recipient shall notify the Division promptly of the following: (1) Any proposed change in scope of the Project. Most changes will require an amendment to this Agreement; (2) Cessation of work on the Project where such cessation of work is expected to or does extend for a period of thirty(30) days or more; � University Enterprises, Inc. CalStars Agreement No. D1612806 Fi$Cal Aqreement No. SWRCBOOOOOOOOOOD161280600 Amendment No. 1 Page 6 of 29 (3} Any circumstance, combination of circumstances, or condition, which is expected to or does delay Work Completion for a period of ninety(90) days or more beyond the estimated date previously provided to the Division; (4) Any monitoring activities such that the State Water Board and/or Regional Water Quality Control Board staff may observe and document such activities; (5) Any public or media event publicizing the accomplishments and/or results of this Agreement and provide the opportunity for attendance and participation by state representatives with at least ten (10)working days' notice to the Division; or (6) Work Completion, and Project Completion. 7. No Obligation of the State; State Budget Act Contingency. Any obligation of the State Water Board herein contained shall not be an obligation, debt, or liability of the State and any such obligation shall be payable solely out of the moneys appropriated by the State �egislature to the State Water Board from the special fund associated with this Agreement. If the Budget Act of the current year and/or any subsequent years covered under this Agreement does not appropriate sufficient funds for the program, this Agreement shall be of no force and effect. This provision shall be construed as a condition precedent to the obligation of the State Water Board to make any payments under this Agreement. In this event, the State shall have no liability to pay any funds whatsoever to Recipient or to furnish any other considerations under this Agreement and Recipient shall not be obligated to perform any provisions of this Agreement. Nothing in this Agreement shall be construed to provide the Recipient with a right of priority for payment over any other recipient. If this Agreement's funding for any Fiscal Year is reduced or deleted by the Budget Act, by Executive Order, or by order of the Department of Finance, the State shall have the option to either cancel this Agreement with no liability occurring to the State, or offer an Agreement amendment to the Recipient to reflect the reduced amount. � University Enterprises, Inc. CalStars Agreement No. D1612806 Fi$Cal Aqreement No. SWRCBOOOOOOOOOOD161280600 Amendment No. 1 Page 7 of 29 IN WITNESS WHEREOF, this "^��n�Amendment has been executed bythe parties hereto. UNIVERSITY ENTERPRISES, INC.: gy: Name: Monica Kauppinen Title: Director Sponsored Programs Administration Date: STATE WATER RESOURCES CONTROL BOARD: By: Name: �eslie �audon Title: Deputy Director Division of Financial Assistance Date: � University Enterprises, Inc. CalStars Agreement No. D1612806 Fi$Cal Aqreement No. SWRCBOOOOOOOOOOD161280600 Amendment No. 1 Page 8 of 29 EXHIBIT A—SCOPE OF WORK A.1 Completion Dates. The Work Completion Date is established as n„n„�+�� n,o�une 30, 2021. The Recipient shall deliver any request for extension of the Work Completion date no less than 90 days prior to the Work Completion Date. The Division will not unreasonably deny such a timely request, but the Division may deny requests received after this time. A.2 Purpose. This grant is for the benefit of the Recipient.This grant is for the benefit of the Technical Assistance Recipient identified in the Work Plan or Work Plans. Its purpose is for the provision of technical assistance to small disadvantaged communities to develop, fund, and implement their capital improvement projects. A.3 Scope of Work. The Recipient agrees to do the following: The Division accepts requests for technical assistance on a continuous basis. The Division may refer eligible assistance requests (ARs)to the Recipient. After accepting an AR, the Recipient will determine what specific assistance it plans to provide and will submit a technical assistance Work Plan with estimated deliverables and due dates for Division approval. The technical assistance proposed in a given Work Plan shall be consistent with the general technical assistance tasks outlined below, and the grantee shall implement technical assistance consistent with Division-approved work plans, or amendments thereto, including timely submittal of deliverables within the approved Work Plan budget. Each approved Work Plan shall constitute an amendment to this Agreement and must be signed and dated by the Deputy Director of the Division or designee and the Authorized Representative, Project Director, or designee to be effective. (a) Scoping: The purpose of this task is to define the project and prepare a work plan. (1) Characterize challenges and potential solutions (2) Conduct kickoff meeting to discuss path forward (3) Prepare project work plan (b) Pre-Planning: The purpose of this task is to determine whether to consolidate or improve the water and/or wastewater system(s). (1) Conduct Community Outreach a. Prepare/implement outreach strategy b. Assess community interest in the project c. Conduct/document community meetings d. Prepare/distribute communication materials e. Conduct pre-project socio-economic assessment to establish baseline � University Enterprises, Inc. CalStars Agreement No. D1612806 Fi$Cal Aqreement No. SWRCBOOOOOOOOOOD161280600 Amendment No. 1 Page 9 of 29 EXHIBIT A—SCOPE OF WORK (2) Conduct a Median Household Income (MHI) Survey (3) Evaluate Consolidation Feasibility a. Identify potential facilities within a five-mile radius b. Initiate contact with candidate facility owners c. Conduct cost-benefit analysis of consolidation construction d. Evaluate organization of restructured water and/or wastewater system(s) e. Prepare preliminary agreements to participate in facility consolidation f. Evaluate and document�ocal Agency Formation Commission (LAFCO) requirements g. Evaluate governance options h. Facilitate decision-making process i. Prepare consolidation commitments (e.g. board resolution) j. Assist with formation of new entity (4) Conduct Technical, Managerial, and Financial Assessment and Assistance a. Evaluate whether water quality meets regulatory limits (either through review of existing data or through sampling and analysis) b. Develop or update policy manual c. Develop or update financial policy d. Develop or update budget and projects/capital improvement and asset management plans e. Develop or update operations and maintenance plans f. Determine scope and budget for planning g. Assist in preparing Drinking Water State Revolving Fund (DWSRF) and/or Clean Water State Revolving Fund (CWSRF) planning financing application h. Provide grant/funding administration i. Assist in procurement of professional services (c) Planning: The purpose of this task is to conduct or review studies and prepare or review conceptual, pre-, and final designs for the water and/or wastewater system improvements. � University Enterprises, Inc. CalStars Agreement No. D1612806 Fi$Cal Aqreement No. SWRCBOOOOOOOOOOD161280600 Amendment No. 1 Page 10 of 29 EXHIBIT A—SCOPE OF WORK (1) Conduct Community Outreach a. Implement outreach strategy b. Conduct/document community meetings c. Prepareldistribute communication materials (2) Conduct Detailed Evaluation of Drinking Water Source, and Treatment and Distribution Systems a. Water quality(raw supply and distribution system) i. Conduct hydrogeologic and geotechnical evaluations, as appropriate b. Capacity(supply, treatment and storage) i. Conduct hydrogeologic and geotechnical evaluations, as appropriate c. �eak detection and water audits d. Condition assessment/expected facility life e. Energy use/efficiency (3) Identify Needed Water System Improvements a. Additional source water(surface, ground or recycled) b. Facilities needing retrofitting (source, treatment, storage, distribution) c. Facilities needing replacement (source, treatment, storage, distribution) d. New facilities (source, treatment, storage, distribution) e. Identify and evaluate alternative solutions—consider non-cost and cost benefits and recommend solution(s) (4) Conduct a Detailed Evaluation of Wastewater System a. Wastewater quality(pre- and post-treatment) b. Capacity(collection, treatment and disposal) i. Conduct hydrogeologic and geotechnical evaluations, as appropriate c. Septic to sewer conversions d. Leak detection e. Condition assessment/expected facility life � University Enterprises, Inc. CalStars Agreement No. D1612806 Fi$Cal Aqreement No. SWRCBOOOOOOOOOOD161280600 Amendment No. 1 Page 11 of 29 EXHIBIT A—SCOPE OF WORK f. Energy use/efficiency (5) Identify Needed Wastewater System Improvements a. Facilities needing retrofitting (collection, treatment and disposal) b. Facilities needing replacement(collection, treatment and disposal) c. New facilities (collection, treatment and disposal) d. Identify and evaluate alternative solutions—consider non-cost and cost benefits and recommend solution (6) Provide Environmental Services a. Identify strategy to meet environmental requirements (e.g. CEQA, other) b. Prepare permit applications and reports (e.g. domestic water supply permit, Report of Waste Discharge, etc.) (7) Provide Design or Design Review Services a. Conceptual (10%)design, cost estimate, and delivery method (e.g. conventional or design/build)for selected solution i. Water supply(e.g. wells or other) ii. Water treatment iii. Water distribution iv. Wastewater collection v. Wastewater treatment vi. Effluent disposal b. Pilot studies i. Water supply(e.g. wells or other) ii. Water treatment iii. Wastewater treatment iv. Effluent disposal c. Preliminary(30%) design (including engineer's estimate and supporting drawings, as appropriate) i. Water supply(e.g. wells or other) � University Enterprises, Inc. CalStars Agreement No. D1612806 Fi$Cal Aqreement No. SWRCBOOOOOOOOOOD161280600 Amendment No. 1 Page 12 of 29 EXHIBIT A—SCOPE OF WORK ii. Water treatment iii. Water distribution iv. Wastewater collection v. Wastewater treatment vi. Effluent disposal d. Detailed (100%)design (including detailed engineer's estimate and plans and specifications, as appropriate) i. Water supply(e.g. wells or other) ii. Water treatment iii. Water distribution iv. Wastewater collection v. Wastewater treatment vi. Effiuent disposal (8) Provide Management Support a. Prepare Request for Proposal (RFP)for detailed designer(s)or contractor(s) (depending on delivery method) b. Provide support during bidding i. Answer questions during the bid period and prepare addenda ii. Evaluate bids and make recommendation to award c. Conduct rate study d. Support Proposition 218 compliance e. Prepare relevant service, management, operating, or joint powers agreement(s) f. Prepare consolidation agreement(s) g. Assist in preparing a DWSRF or CWSRF construction funding application h. Prepare resolutions, certifications, and legal opinions (d) Construction: The purpose of this task is to oversee construction and commissioning of water system improvements. � University Enterprises, Inc. CalStars Agreement No. D1612806 Fi$Cal Aqreement No. SWRCBOOOOOOOOOOD161280600 Amendment No. 1 Page 13 of 29 EXHIBIT A—SCOPE OF WORK (1) Conduct Community Outreach a. Implement outreach strategy b. Conduct/document community meetings c. Prepareldistribute communication materials d. Prepare post-project socio-economic assessment (2) Provide Technical Support a. Conduct periodic inspections b. Answer contractor requests for information c. Review contractor construction schedule d. Review equipment technical submittals e. Prepare construction change orders f. Review contractor pay requests and receive certified payrolls g. Receive certifications of proper installation h. Review materials and performance testing i. Schedule operator training by contractor j. Monitor facility start-up k. Coordinate completion of record drawings for facilities and locations (3) Provide Managerial Support a. Update operations and maintenance documentation, as appropriate b. Provide training c. Perform contract closeout d. Manage warranty services e. Prepare emergency response plan (4) Provide Financial Management Support a. Assist in funding administration � University Enterprises, Inc. CalStars Agreement No. D1612806 Fi$Cal Aqreement No. SWRCBOOOOOOOOOOD161280600 Amendment No. 1 Page 14 of 29 EXHIBIT A—SCOPE OF WORK Related technical assistance tasks not specifically listed above, but consistent with the general scope and types of technical assistance described above may be included in a technical assistance Work Plan subject to Division approval. A.4 Reporting. (a) Progress Reports. The Recipient shall submit quarterly progress reports to the Grant Manager within thirty(30) days following the end of the calendar quarter(March, June, September, and December). Progress Reports shall provide a brief description of activities that have occurred, milestones achieved, monitoring results (if applicable), and any problems encountered in the perFormance of the work under this Agreement during the applicable reporting period. Reporting shall be required even if no grant related activities occurred during the reporting period. The Recipient shall document all activities and expenditures in progress reports, including work performed by contractors. Progress reports must be signed by the Authorized Representative, Project Director, or designee. (b) As Needed Information or Reports. The Recipient agrees to provide expeditiously, during the term of this Agreement, such reports, data, and information as may be reasonably required by the Division, including but not limited to material necessary or appropriate for evaluation of the funding program or to fulfill any reporting requirements of the state or federal government. (c) Final Project Summary. At the conclusion of the Project, the Recipient must submit a draft Final Project Summary to the Grant Manager for review and approval. The draft Final Project Summary shall contain a brief summary of the Project, including accomplishments, before and after pictures, as appropriate. The draft Final Project Summary shall be in a format provided by the Grant Manager. Following comments from the Grant Manager, the Recipient shall submit the revised Final Project Summary for review and approval and shall upload an electronic copy of the final Project Summary to the FAAST system. � University Enterprises, Inc. CalStars Agreement No. D1612806 Fi$Cal Aqreement No. SWRCBOOOOOOOOOOD161280600 Amendment No. 1 Page 15 of 29 EXHIBIT B— FUNDING PROVISIONS 6.1 Project Funding. Subject to the terms of this Agreement, the State Water Board agrees to provide Project Funds as a grant in the amount of up to seven million and no cents ($7,000,000). 6.2 Estimated Reasonable Project Cost. The estimated reasonable cost of the total Project is seven million and no cents ($7,000,000). 6.3 Funding Dates. (a) The Eligible Start Date is September 1, 2016. Otherwise eligible costs incurred prior to this date will not be reimbursed, unless otherwise specified in Exhibit D. (b) The Final Disbursement Request Date is , September 30, 2021. The Deputy Director of the Division may extend this date for good cause. Extensions may require an amendment to this Agreement. All disbursement requests must be submitted to the Division such that they are received prior to this date. Late disbursement requests will not be honored and remaining amounts will be deobligated. (c) The term of this agreement is from the Start Date on the cover page of this Agreement to the End Date of "��^��c+ �'' 'nti�June 30, 2057. B.4 Budget Summary. LINE ITEM PROJECT FUNDS TOTAL COSTS GRANT Personnel/S ecific Staff $1,422,997 $1,422,997 Ex enses and Su lies $78,127 $78,127 S ecial Pur ose E ui ment >5,000 $0 $0 Travel $117,864 $117,864 Professional and Consultant Services $4,100,000 $4,100,000 Indirect Costs $1,281,012 $1,281,012 TOTA� $7,000,000 $7,000,000 B.5 Budget Flexibility. (a) Subject to the prior review and approval of the Grant Manager, adjustments between existing line item(s) may be used to defray allowable direct costs up to fifteen percent(15%)of the total amount, including any amendment(s)thereto. Line item adjustments in excess of fifteen percent (15%) require an Agreement amendment. (b)The Recipient may submit a request for an adjustment in writing to the Grant Manager. Such adjustment may not increase or decrease the total grant amount. The Recipient shall submit a copy of the original Agreement Budget sheet reflecting the requested changes and shall note proposed changes by striking out the original amount(s)followed with proposed change(s) in bold and underlined. Budget adjustments deleting a budget line item or adding a new budget line item shall require a formal amendment. The Division may also propose budget adjustments. (c) The sum of adjusted line items shall not exceed the total budget amount. � University Enterprises, Inc. CalStars Agreement No. D1612806 Fi$Cal Aqreement No. SWRCBOOOOOOOOOOD161280600 Amendment No. 1 Page 16 of 29 EXHIBIT B— FUNDING PROVISIONS 6.6 Disbursement of Project Funds; Availability of Project Funds. (a) The State Water Board's obligation to disburse Project Funds is contingent upon the availability of sufficient funds to permit the disbursements provided for herein. If sufficient funds are not available for any reason, including but not limited to failure of the State government to appropriate funds necessary for disbursement of Project Funds, the State Water Board shall not be obligated to make any disbursements to the Recipient under this Agreement. This provision shall be construed as a condition precedent to the obligation of the State Water Board to make any disbursements under this Agreement. Nothing in this Agreement shall be construed to provide the Recipient with a right of priority for disbursement over any other recipient. If any disbursements due the Recipient under this Agreement are deferred because sufficient funds are unavailable, it is the intention of the State Water Board that such disbursement will be made to the Recipient when sufficient funds do become available, but this intention is not binding. If this Agreement's funding for any fiscal year is reduced or deleted by the Budget Act, by Executive Order, or by order of the Department of Finance, the State shall have the option to either cancel this Agreement with no liability occurring to the State, or offer an amendment to the Recipient to reflect the reduced amount. (b) Except as may be otherwise provided in this Agreement, disbursement of Project Funds will be made as follows: (1) Upon execution and delivery of this Agreement, the Recipient may request disbursement for eligible Project Costs as specified in this Exhibit from the Project Funds through submission to the State Water Board of disbursement requests using the disbursement request form provided by the Grant Manager. (2) Disbursement requests shall contain the following information: a. The date of the request; b. The time period covered by the request, i.e., the term "from"and "to"; c. The total amount requested; d. Documentation of match e. Original signature and date (in ink)of RecipienYs Authorized Representative; and, f. The Final Disbursement Request shall be clearly marked "FINAL DISBURSEMENT REQUEST" and shall be submitted NO LATER THAN , September 30, 2021. (3) Requests must be itemized based on the line items specified in the budget in this Exhibit. Requests must be signed by the Authorized Representative, Project Director, or designee and must be addressed to the Grant Manager as set forth in the Party Contacts section of this Agreement. Requests for disbursement submitted in any other format than the one provided by the State Water Board will cause a request for disbursement to be disputed. In the event of such a dispute, the Grant Manager will notify the Recipient. Payment will not be made until the dispute is resolved and a corrected request submitted. The Grant Manager has the responsibility for approving requests for disbursement. Requests must be complete and executed by the Recipient. Project Costs incurred prior to the Eligible Start Date of this Agreement will not be funded. � University Enterprises, Inc. CalStars Agreement No. D1612806 Fi$Cal Aqreement No. SWRCBOOOOOOOOOOD161280600 Amendment No. 1 Page 17 of 29 EXHIBIT B— FUNDING PROVISIONS (4) Project Funds must be requested at least quarterly, not more than monthly, for eligible costs incurred during the reporting period of the corresponding Progress Report, describing the activities and expenditures for which the disbursement is being requested. (5) The Recipient agrees that it will not request disbursement for any Project Cost until such cost has been incurred and is currently due and payable by the Recipient, although the actual payment of such cost by the Recipient is not required as a condition of disbursement request. Supporting documentation (e.g., receipts) must be submitted with each disbursement request. Disbursement of Project Funds will be made only after receipt of a complete, adequately supported, properly documented, and accurately addressed disbursement request. (6) The Recipient may request reimbursement for actual (not budgeted) indirect costs. This may include reasonable cost of items necessary for the implementation and management of the Project, such as: rent, utilities (gas electric, water, sewer trash, internet, etc.),janitorial services, reasonable maintenance and repairs, pest control, landscaping, equipment (workstation, fax machines, computers, printers, copiers, postage machines, servers, data storage), office supplies (paper clips, staples, paper, etc.), printing, shipping, shredding, postage, courier service, telephone, document storage, insurance (general liability, professional liability, workers compensation (if not already reflected as part of fringe), and support staff(such as procurement services, accounting, information technology, human resources, training and staff development). Any costs ineligible for reimbursement through this Agreement should be excluded prior to requesting reimbursement. Examples of ineligible costs include: patents or copyrights, bank fees or service charges, taxes, licenses, interest, existing indebtedness, amortization, depreciation, losses, damages or settlements, fines or penalties, fees related to incorporation, costs related to establishment or reorganization, insurance deductibles, lobbying, legal defense or prosecution costs, litigation, advertising, contributions to other nonprofits or events, public relations, marketing, employee appreciation, scholarships or tuition fees, employee relocation, conference attendance, subscriptions or publication fees, membership dues, entertainment, meals, refreshments, alcoholic beverages decorations, childcare or stipends for meeting participants, profit or markup by the grantee, contractor or subcontractor markup fees, auto insurance (state mileage rates already include compensation for such costs), travel costs non consistent with State travel policies, miscellaneous costs, contingencies, other costs deemed by Grant Manager to be unreasonable, excessive, inappropriate or not related to the purposes of the grant. It is the Recipient's responsibility to verify that ineligible costs are not claimed, and to maintain backup documentation and source documents to support indirect cost accounting. All such documentation must be available in the case of an audit. No costs invoiced as part of indirect costs should be included elsewhere as a direct cost. Fringe should be included in personnel. (7) The Recipient will not seek reimbursement of any Project Costs that have been reimbursed from other funding sources. (8) Recipient shall spend Project Funds within 30 days of receipt. Any interest earned on Project Funds shall be reported to the State Water Board and will either be required to be returned to the State Water Board or deducted from future disbursements. In the event that the Recipient fails to disburse Project Funds to contractors or vendors within thirty(30) days from � University Enterprises, Inc. CalStars Agreement No. D1612806 Fi$Cal Aqreement No. SWRCBOOOOOOOOOOD161280600 Amendment No. 1 Page 18 of 29 EXHIBIT B— FUNDING PROVISIONS (9) receipt of the funds, the Recipient shall immediately return such funds to the State Water Board. Interest shall accrue on such funds from the date of disbursement through the date of mailing of funds to the State Water Board. If the Recipient held such funds in interest-bearing accounts, any interest earned on the funds shall also be due to the State Water Board. (10)Recipient shall request its final disbursement no later than the Final Disbursement Request Date specified herein unless prior approval is granted by the Division. If the Recipient fails to do so, then the undisbursed balance of this Agreement will be deobligated. (11)The Recipient agrees that it will not request a disbursement unless that cost is allowable, reasonable, and allocable. (12)Notwithstanding any other provision of this Agreement, no disbursement shall be required at any time or in any manner that is in violation of or in conflict with federal or state laws, policies, or regulations. (13)The Recipient agrees that it shall not be entitled to interest earned on undisbursed Project Funds. (14)Any reimbursement for necessary travel and per diem shall be at rates not to exceed those set by the California Department of Human Resources. These rates may be found at http://www.calhr.ca.gov/employees/Paqes/travel-reimbursements.aspx. Reimbursement will be at the State travel and per diem amounts that are current as of the date costs are incurred by the Recipient. No travel outside the State of California shall be reimbursed unless prior written authorization is obtained from the Grant Manager. (15)The Recipient must include any other documents or requests required or allowed under this Agreement. B.7 Withholding of Disbursements and Material Violations. (a) Notwithstanding any other provision of this Agreement, the Recipient agrees that the State Water Board may retain an amount equal to ten percent (10%)of the Project Funds until Project Completion. Any retained amounts due to the Recipient will be promptly disbursed to the Recipient, without interest, upon Project Completion. (b) The State Water Board may withhold all or any portion of the funds provided for by this Agreement in the event that: (1) The Recipient has materially violated, or threatens to materially violate, any term, provision, condition, or commitment of this Agreement; or (2) The Recipient fails to maintain reasonable progress toward Project Completion. B.8 Remaining Balance. In the event the Recipient does not request all of the funds encumbered under this Agreement, any remaining funds revert to the State. � University Enterprises, Inc. CalStars Agreement No. D1612806 Fi$Cal Aqreement No. SWRCBOOOOOOOOOOD161280600 Amendment No. 1 Page 19 of 29 EXHIBIT B— FUNDING PROVISIONS 6.9 Fraud and Misuse of Public Funds. All requests for disbursement submitted shall be accurate and signed under penalty of perjury. Any and all costs submitted pursuant to this Agreement shall only be for the tasks set forth herein. The Recipient shall not submit any invoice containing costs that are ineligible or have been reimbursed from other funding sources unless required and specifically noted as such (i.e., match costs). Any eligible costs for which the Recipient is seeking reimbursement shall not be reimbursed from any other source. Double or multiple billing for time, services, or any other eligible cost is illegal and constitutes fraud. Any suspected occurrences of fraud, forgery, embezzlement, theft, or any other misuse of public funds may result in suspension of disbursements of Project Funds and/or termination of this Agreement requiring the repayment of all funds disbursed hereunder. Additionally, the Deputy Director of the Division may request an audit and refer the matter to the Attorney General's Office or the appropriate district attorney's office for criminal prosecution or the imposition of civil liability. (Civ. Code, §§ 1572-1573; Pen. Code, §§470, 489-490.) � University Enterprises, Inc. CalStars Agreement No. D1612806 Fi$Cal Aqreement No. SWRCBOOOOOOOOOOD161280600 Amendment No. 1 Page 20 of 29 EXHIBIT C—STANDARD TERMS AND CONDITIONS C.1 Accounting and Auditing Standards. The Recipient must maintain Project accounts according to GAAP. The Recipient shall maintain GAAP- compliant Project accounts, including GAAP requirements relating to the reporting of infrastructure assets. C.2 Amendment. No amendment or variation of the terms of this Agreement shall be valid unless made in writing, signed by the parties and approved as required. No oral or written understanding or agreement not incorporated in this Agreement is binding on any of the parties. C.3 Assignability. This Agreement is not assignable by the Recipient, either in whole or in part. C.4 Audit. (a) The Division, at its option, may call for an audit of financial information relative to the Planning, where the Division determines that an audit is desirable to assure program integrity or where such an audit becomes necessary because of state or federal requirements. Where such an audit is called for, the audit shall be performed by a certified public accountant independent of the Recipient and at the cost of the Recipient. The audit shall be in the form required by the Division. (b) Audit disallowances will be returned to the State Water Board. Failure to comply with audit disallowance provisions shall disqualify the Recipient from participating in State Water Board funding programs. C.5 [Reserved] C.6 Claims. Any claim of the Recipient is limited to the rights, remedies, and claims procedures provided to the Recipient under this Agreement. C.7 Competitive Bidding Recipient shall adhere to any applicable state or local ordinance for competitive bidding and applicable labor laws. If Recipient is a private entity, any construction contracts related in any way to the Planning shall be let by competitive bid procedures that ensure award of such contracts to the lowest responsible bidders. Recipient shall not award a construction contract until a summary of bids and identification of the selected lowest responsible bidder is submitted to and approved in writing by the Division. Recipient must provide a full explanation if Recipient is proposing to award a construction contract to anyone other than the lowest responsible bidder. C.8 Compliance with Law, Regulations, etc. The Recipient agrees that it will, at all times, comply with and require its contractor and subcontractors to comply with all applicable federal and state laws, rules, guidelines, regulations, and requirements. Without limitation of the foregoing, the Recipient agrees that, to the extent applicable, the Recipient will: � University Enterprises, Inc. CalStars Agreement No. D1612806 Fi$Cal Aqreement No. SWRCBOOOOOOOOOOD161280600 Amendment No. 1 Page 21 of 29 EXHIBIT C—STANDARD TERMS AND CONDITIONS (a) Comply with the State Water Board's Policy; (b) Comply with and require compliance with the list of state laws (cross-cutters) in Section C-31 of this Agreement. C.9 Conflict of Interest. The Recipient certifies that its owners, officers, directors, agents, representatives, and employees are in compliance, and shall remain compliant through Project Completion, with applicable state and federal conflict of interest laws, including but not limited to laws related to conflict of interest laws related to contracting and procurement. C.10 Damages for Breach Affecting Tax-Exempt Status or Federal Compliance. In the event that any breach of any of the provisions of this Agreement by the Recipient shall result in the loss of tax-exempt status for any bonds of the State or any subdivision or agency thereof, including bonds issued on behalf of the State Water Board, or if such breach shall result in an obligation on the part of the State or any subdivision or agency thereof to reimburse the federal government by reason of any arbitrage profits, the Recipient shall immediately reimburse the State or any subdivision or agency thereof in an amount equal to any damages paid by or loss incurred by the State or any subdivision or agency thereof due to such breach. In the event that any breach of any of the provisions of this Agreement by the Recipient shall result in the failure of Project Funds to be used pursuant to the provisions of this Agreement, or if such breach shall result in an obligation on the part of the State or any subdivision or agency thereof to reimburse the federal government, the Recipient shall immediately reimburse the State or any subdivision or agency thereof in an amount equal to any damages paid by or loss incurred by the State or any subdivision or agency thereof due to such breach. C.11 Disputes. (a) The Recipient may appeal a staff decision within 30 days to the Deputy Director of the Division or designee, for a final Division decision. The Recipient may appeal a final Division decision to the State Water Board within 30 days. The Office of the Chief Counsel of the State Water Board will prepare a summary of the dispute and make recommendations relative to its final resolution, which will be provided to the State Water Board's Executive Director and each State Water Board Member. Upon the motion of any State Water Board Member, the State Water Board will review and resolve the dispute in the manner determined by the State Water Board. Should the State Water Board determine not to review the final Division decision, this decision will represent a final agency action on the dispute. (b) This clause does not preclude consideration of legal questions, provided that nothing herein shall be construed to make final the decision of the State Water Board, or any official or representative thereof, on any question of law. (c) Recipient shall continue with the responsibilities under this Agreement during any dispute. C.12 Financial Management System and Standards. The Recipient agrees to comply with federal standards for financial management systems. The Recipient agrees that, at a minimum, its fiscal control and accounting procedures will be sufficient to permit preparation of reports required by the federal or state government and tracking of Project Funds to a level � University Enterprises, Inc. CalStars Agreement No. D1612806 Fi$Cal Aqreement No. SWRCBOOOOOOOOOOD161280600 Amendment No. 1 Page 22 of 29 EXHIBIT C—STANDARD TERMS AND CONDITIONS of expenditure adequate to establish that such funds have not been used in violation of federal or state law or the terms of this Agreement. C.13 Governing Law. This Agreement is governed by and shall be interpreted in accordance with the laws of the State of California. C.14 Income Restrictions. The Recipient agrees that any refunds, rebates, credits, or other amounts (including any interest thereon) accruing to or received by the Recipient under this Agreement shall be paid by the Recipient to the State, to the extent that they are properly allocable to costs for which the Recipient has been reimbursed by the State under this Agreement. C.15 Indemnification and State Reviews. The parties agree that review or approval of Project documents by the State Water Board is for administrative purposes only, including conformity with application and eligibility criteria, and expressly not for the purposes of design defect review or construction feasibility, and does not relieve the Recipient of its responsibility to engage in proper planning. To the extent permitted by law, the Recipient agrees to indemnify, defend, and hold harmless the State Water Board, and its officers, employees, and agents (collectively, "Indemnified Persons"), against any loss or liability arising out of any claim or action brought against any indemnified Persons from and against any and all losses, claims, damages, liabilities, or expenses, of every conceivable kind, character, and nature whatsoever arising out of, resulting from, or in any way connected with (1)the Project or the conditions, occupancy, use, possession, conduct, or management of, work done in or about, or the planning, design, acquisition, installation, or construction, of the Project or any part thereof; (2)the carrying out of any of the transactions contemplated by this Agreement or any related document; (3)any violation of any applicable law, rule or regulation, any environmental law (including, without limitation, the Federal Comprehensive Environmental Response, Compensation and Liability Act, the Resource Conservation and Recovery Act, the California Hazardous Substance Account Act, the Federal Water Pollution Control Act, the Clean Air Act, the Toxic Substances Control Act, the Occupational Safety and Health Act, the Safe Drinking Water Act, the California Hazardous Waste Control Law, and California Water Code Section 13304, and any successors to said laws), rule or regulation or the release of any toxic substance on or near the System; or(4) any untrue statement or alleged untrue statement of any material fact or omission or alleged omission to state a material fact necessary to make the statements required to be stated therein, in light of the circumstances under which they were made, not misleading with respect to any information provided by the Recipient for use in any disclosure document utilized in connection with any of the transactions contemplated by this Agreement. To the fullest extent permitted by law, the Recipient agrees to pay and discharge any judgment or award entered or made against Indemnified Persons with respect to any such claim or action, and any settlement, compromise or other voluntary resolution. The provisions of this section shall survive the term of this Agreement and the discharge of the Recipient's Obligation hereunder. C.16 Independent Actor. The Recipient, and its agents and employees, if any, in the performance of this Agreement, shall act in an independent capacity and not as officers, employees, or agents of the State Water Board. � University Enterprises, Inc. CalStars Agreement No. D1612806 Fi$Cal Aqreement No. SWRCBOOOOOOOOOOD161280600 Amendment No. 1 Page 23 of 29 EXHIBIT C—STANDARD TERMS AND CONDITIONS C.17 Integration. This Agreement is the complete and final Agreement between the parties. C.18 Non-Discrimination Clause. (a) During the performance of this Agreement, Recipient and its contractors and subcontractors shall not unlawfully discriminate, harass, or allow harassment against any employee or applicant for employment because of sex, race, color, ancestry, religious creed, national origin, sexual orientation, physical disability(including HIV and AIDS), mental disability, medical condition (cancer), age (over 40), marital status, denial of family care leave, or genetic information, gender, gender identity, gender expression, or military and veteran status. (b) The Recipient, its contractors, and subcontractors shall ensure that the evaluation and treatment of their employees and applicants for employment are free from such discrimination and harassment. (c) The Recipient, its contractors, and subcontractors shall comply with the provisions of the Fair Employment and Housing Act and the applicable regulations promulgated thereunder. (Gov. Code, §12990, subds. (a)-(f) et seq.; Cal. Code Regs., tit. 2, § 7285 et seq.) Such regulations are incorporated into this Agreement by reference and made a part hereof as if set forth in full. (d) The Recipient, its contractors, and subcontractors shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other agreement. (e) The Recipient shall include the nondiscrimination and compliance provisions of this clause in all subcontracts to perform work under the Agreement. C.19 No Third Party Rights. The parties to this Agreement do not create rights in, or grant remedies to, any third party as a beneficiary of this Agreement, or of any duty, covenant, obligation, or undertaking established herein. C.20 [Reservedj C.21 Other Assistance. If funding for Project Costs is made available to the Recipient from sources other than this Agreement, the Recipient shall immediately notify the Grant Manager. C.22 Permits, Contracting, Disqualification. The Recipient shall comply in all material respects with all applicable federal, state and local laws, rules and regulations. Recipient shall procure all permits, licenses and other authorizations necessary to accomplish the work contemplated in this Agreement, pay all charges and fees, and give all notices necessary and incidental to the due and lawful prosecution of the work. For any work related to this Agreement, the Recipient shall not contract with any individual or organization on the State Water Board's List of Disqualified Businesses and Persons that is identified as debarred or suspended or otherwise excluded from or ineligible for participation in any work overseen, directed, � University Enterprises, Inc. CalStars Agreement No. D1612806 Fi$Cal Aqreement No. SWRCBOOOOOOOOOOD161280600 Amendment No. 1 Page 24 of 29 EXHIBIT C—STANDARD TERMS AND CONDITIONS funded, or administered by the State Water Board program for which funding under this Agreement is authorized. The State Water Board's List of Disqualified Businesses and Persons is located at http://www.waterboards.ca.gov/water issues/programs/ustcf/dbp.shtml. C.23 Public Records. The Recipient acknowledges that, except for a subset of information regarding archaeological records, the Project records and locations are public records, including but not limited to all of the submissions accompanying the application, all of the documents incorporated by reference into this Agreement, and all reports, disbursement requests, and supporting documentation submitted hereunder. C.24 Prevailing Wages. The Recipient agrees to be bound by all applicable provisions of State Labor Code regarding prevailing wages. The Recipient shall monitor all agreements subject to reimbursement from this Agreement to ensure that the prevailing wage provisions of the State Labor Code are being met. C.25 Professionals. The Recipient agrees that only professionals with valid licenses in the State of California will be used to perform services under this Agreement where such services are called for. All technical reports required pursuant to this Agreement that involve planning, investigation, evaluation, or design, or other word requiring interpretation and proper appiication of engineering or geologic sciences shall be prepared by or under the direction of persons registered to practice in California. All technical reports must contain the statement of the qualifications of the responsible registered professional(s). Technical reports must bear the signature(s) and seal(s)of the registered professional(s) in a manner such that all work can be clearly attributed to the professional responsible for the work. Any contractors, outside associates, or consultants required by the Recipient in connection with the services covered by this Agreement shall be limited to such individuals or firms as were specifically identified and agreed to during negotiations for this Agreement, if any, or as are specifically accepted in writing by the Grant Manager during the performance of this Agreement. C.26 Public Funding. This Project is publicly funded. Any service provider or contractor with which the Recipient contracts must not have any role or relationship with the Recipient, that, in effect, substantially limits the RecipienYs ability to exercise its rights, including cancellation rights, under the contract, based on all the facts and circumstances. C.27 Recipient's Responsibility for Work. The Recipient shall be responsible for all work and for persons or entities engaged in work performed pursuant to this Agreement, including, but not limited to, contractors, subcontractors, suppliers, and providers of services. The Recipient shall be responsible for any and all disputes arising out of its contracts for work on the Project. The State Water Board will not mediate disputes between the Recipient and any other entity concerning responsibility for performance of work. � University Enterprises, Inc. CalStars Agreement No. D1612806 Fi$Cal Aqreement No. SWRCBOOOOOOOOOOD161280600 Amendment No. 1 Page 25 of 29 EXHIBIT C—STANDARD TERMS AND CONDITIONS C.28 Records. Without limitation of the requirement to maintain Project accounts in accordance with GAAP, the Recipient agrees to: (a) Establish an official file for the Project which shall adequately document all significant actions relative to the Project; (b) Establish separate accounts which will adequately and accurately depict all amounts received and expended on the Project, including all assistance funds received under this Agreement; (c) Establish separate accounts which will adequately depict all income received which is attributable to the Project, specifically including any income attributable to assistance funds disbursed under this Agreement; (d) Establish an accounting system which will accurately depict final total costs of the Project, including both direct and indirect costs; (e) Establish such accounts and maintain such records as may be necessary for the State to fulfill federal reporting requirements, including any and all reporting requirements under federal tax statutes or regulations; and (f) If Force Account is used by the Recipient for the Project, accounts will be established which reasonably document all employee hours charged to the Project and the associated tasks performed by each employee. (g) Maintain separate books, records and other material relative to the Project. (h) Retain such books, records, and other material for itself and for each contractor or subcontractor who performed work on this Project for a minimum of thirty-six (36)years after Work Completion. The Recipient shall require that such books, records, and other material be subject at all reasonable times (at a minimum during normal business hours)to inspection, copying, and audit by the State Water Board, the Bureau of State Audits, the Internal Revenue Service, the Governor, or any authorized representatives of the aforementioned, and shall allow interviews during normal business hours of any employees who might reasonably have information related to such records. The Recipient agrees to include a similar right regarding audit, interviews, and records retention in any subcontract related to the perFormance of this Agreement. The provisions of this section shall survive the term of this Agreement. C.29 Related Litigation. A Recipient is prohibited from using funds from any disbursement under this Agreement to pay costs associated with any litigation the Recipient pursues. Regardless of whether the Project or any eventual construction project is the subject of litigation, the Recipient agrees to complete the Project funded by the Agreement or to repay all Project Funds plus interest to the State Water Board. C.30 Rights in Data. The Recipient agrees that all data, plans, drawings, specifications, reports, computer programs, operating manuals, notes, and other written or graphic work produced in the performance of this Agreement are subject to the rights of the State as set forth in this section. The State shall have the right to reproduce, � University Enterprises, Inc. CalStars Agreement No. D1612806 Fi$Cal Aqreement No. SWRCBOOOOOOOOOOD161280600 Amendment No. 1 Page 26 of 29 EXHIBIT C—STANDARD TERMS AND CONDITIONS publish, and use all such work, or any part thereof, in any manner and for any purposes whatsoever and to authorize others to do so. If any such work is copyrightable, the Recipient may copyright the same, except that, as to any work which is copyrighted by the Recipient, the State reserves a royalty-free, nonexclusive, and irrevocable license to reproduce, publish, and use such work, or any part thereof, and to authorize others to do so, and to receive electronic copies from the Recipient upon request. C.31 State Cross-Cutter Compliance. Recipient represents and certifies that, to the extent applicable, it is in compliance with the following conditions precedent and agrees that it will continue to maintain compliance during the term of this Agreement: (a) State Water Board's Drought Emergency Water Conservation regulations. Title 23, article 22.5 of the California Code of Regulations. The Recipient will include a discussion of its implementation in Progress Reports submitted pursuant to this Agreement. (b) California Environmental Quality Act(CEQA). Implementation and construction activities must comply with CEQA and potentially other environmental review requirements, including the National Environmental Policy Act(NEPA). Proceeding with work subject to CEQA and/or NEPA without environmental clearance by the State Water Board shall constitute a breach of a material provision of this Agreement. If Technical Assistance work implemented per this Agreement will include ground disturbing activities (such as test wells, boreholes) implemented for the purposes of information collection, and proposed in an area(s)with potential for environmental impacts (including riparian habitat, wetland, endangered species habitat or sensitive cultural resources areas), the Recipient shall notify the Grant Manager of the nature and scope of such work and receive approval to proceed prior to commencing ground disturbing activities. (c) Water Code section 5103, subdivision (e)(2)(A). If Recipient is a water diverter, Recipient must maintain compliance by submitting monthly diversion reports to the Division of Water Rights of the State Water Resources Control Board. (d) �abor Code sections 1725.5 and 1771.1. To bid for public works contracts, Recipient acknowledges that Recipient and RecipienYs subcontractors must register with the Department of Industrial Relations. (e) Water Code sections 526 and 527. If Recipient is an urban water supplier as defined by Water Code, it shall have complied and maintain compliance with sections 526 and 527 of the Water Code relating to installation of ineters and volumetric charging. (f) Urban Water Management Planning Act(Water Code, § 10610 et seq.). If Recipient is an "urban water supplier"as defined by Water Code section 10617, the Recipient certifies that it has submitted an Urban Water Management Plan that has been deemed complete by the Department of Water Resources and is in compliance with that plan. This shall constitute a condition precedent to this Agreement. (g) Urban Water Demand Management Water Code section 10631.5, subdivision (a)(1). If Recipient is an "urban water supplier" as defined by Water Code section 10617, Recipient certifies that it is implementing water demand management measures approved by the Department of Water Resources. � University Enterprises, Inc. CalStars Agreement No. D1612806 Fi$Cal Aqreement No. SWRCBOOOOOOOOOOD161280600 Amendment No. 1 Page 27 of 29 EXHIBIT C—STANDARD TERMS AND CONDITIONS (h} Delta Plan Consistency Findings. Water Code section 85225 and California Code of Regulations, title 23, section 5002. If Recipient is a state or local public agency and the proposed action is covered by the Delta Plan, Recipient will submit a certification of project consistency with the Delta Plan to the Delta Stewardship Council prior to undertaking the implementation/construction project associated with this Project. (i) Agricultural Water Management Plan Consistency. A Recipient that is an agricultural water supplier as defined by section 10608.12 of the Water Code must comply with the Agricultural Water Management Planning Act. (Wat. Code, § 10800 et seq.) (j) Charter City Project �abor Requirements. �abor Code section 1782 and Public Contract Code section 2503: (1) Prevailing Wage Where Recipient is a charter city or a joint powers authority that includes a charter city, Recipient certifies that no charter provision nor ordinance authorizes a construction project contractor not to comply with Labor Code's prevailing wage rate requirements, nor, within the prior two years (starting from January 1, 2015 or after) has the city awarded a public works contract without requiring the contractor to comply with such wage rate requirements according to Labor Code section 1782. (2) Labor Agreements Where Recipient is a charter city or a joint powers authority that includes a charter city, Recipient certifies that no charter provision, initiative, or ordinance limits or constrains the city's authority or discretion to adopt, require, or utilize project labor agreements that include all the taxpayer protection antidiscrimination provisions of Public Contract Code section 2500 in construction projects, and that Recipient is accordingly eligible for state funding or financial assistance pursuant to Public Contract Code section 2503. C.32 State Water Board Action; Costs and Attorney Fees. The Recipient agrees that any remedy provided in this Agreement is in addition to and not in derogation of any other legal or equitable remedy available to the State Water Board as a result of breach of this Agreement by the Recipient, whether such breach occurs before or after completion of the Project, and exercise of any remedy provided by this Agreement by the State Water Board shall not preclude the State Water Board from pursuing any legal remedy or right which would otherwise be available. In the event of litigation between the parties hereto arising from this Agreement, it is agreed that each party shall bear its own costs and attorney fees. C.33 Termination; Immediate Acceleration; Interest. (a) This Agreement may be terminated at any time prior to the End Date set forth on the cover and in Exhibit B, at the option of the State Water Board, upon violation by the Recipient of any material provision of this Agreement after such violation has been called to the attention of the Recipient and after failure of the Recipient to bring itself into compliance with the provisions of this Agreement within a reasonable time as established by the Division. � University Enterprises, Inc. CalStars Agreement No. D1612806 Fi$Cal Aqreement No. SWRCBOOOOOOOOOOD161280600 Amendment No. 1 Page 28 of 29 EXHIBIT C—STANDARD TERMS AND CONDITIONS (b) In the event of such termination, the Recipient agrees, upon demand, to immediately repay to the State Water Board an amount equal to Project Funds disbursed hereunder, accrued interest, penalty assessments, and Additional Payments. In the event of termination, interest shall accrue on all amounts due at the highest legal rate of interest from the date that notice of termination is mailed to the Recipient to the date all monies due have been received by the State Water Board. C.34 Timeliness. Time is of the essence in this Agreement. C.35 Unenforceable Provision. In the event that any provision of this Agreement is unenforceable or held to be unenforceable, then the parties agree that all other provisions of this Agreement have force and effect and shall not be affected thereby. C.36 Venue. The State Water Board and the Recipient hereby agree that any action arising out of this Agreement shall be filed and maintained in the Superior Court in and for the County of Sacramento, California. C.37 Waiver and Rights of the State Water Board. Any waiver of rights by the State Water Board with respect to a default or other matter arising under the Agreement at any time shall not be considered a waiver of rights with respect to any other default or matter. Any rights and remedies of the State Water Board provided for in this Agreement are in addition to any other rights and remedies provided by law. � University Enterprises, Inc. CalStars Agreement No. D1612806 Fi$Cal Aqreement No. SWRCBOOOOOOOOOOD161280600 Amendment No. 1 Page 29 of 29 EXHIBIT D—SPECIAL CONDITIONS Recipient acknowledges and agrees to the following special conditions: None