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Home My WebLink About _ 4.11(f)--Award BN No. 5551 Cascade Racquet Club MWC Water Main GI �" Y C� F � � �- ' � ° � � i � CITY OF REDDING �� REPORT TO THE CITY COUNCIL MEETING DATE: October 7, 2025 FROM: Michael Webb, Public Works ITEM NO. 4.11(� Director ***APPROVED BY*** ie ael � iiEali� oaks L)arector �3(?�1242� t�s�a a �, t�t � 9/30/202� mwebb@cityofredding.org sbade@cityofredding.org SUBJECT: 4.11(�--Award Bid Negotiation No. 5551 Cascade Racquet Club Mutual Water Com an Water Main Recommendation Authorize and approve the following actions relative to Bid Negotiation No. 5551 Cascade Racquet Club Mutual Water Company Water Main Project: (1) Award to Zeis Construction in the amount of$419,177; (2) Approve an additional $193,000 to cover the cost of administration and inspection fees; (3) Approve $35,000 for project development costs; (4) Approve $50,000 for construction contingency funding; (5) Authorize the Interim City Manager to approve additional increases in either the construction management or construction contingency amounts up to a total of$50,000; (6) Accept California State Water Resources Control Board grant funds of$1,067,509 for the proj ect; and (7) Find that the Project is categorically exempt from review under the California Environmental Quality Act, pursuant to Section 15301 — Existing Facilities and Section 15303 New Construction or Conversion of Small Struct�ures. Fiscal Impact The Cascade Racquet Club Mutual Water Company (CRCMWC) Water Main Project (Project) will have no �scal impact to the General Fund. All project costs will be funded by a California State Water Resources Control Board Drinking Water Grant (Grant), which will provide up to $1,06'7,509 in funding. There is no local match requirement associated with the grant. A summary of the project costs is provided in the table below: Report to Redding City Council October 1,2025 Re: 4.11(f)--Award BN No. 5551 Cascade Racquet Club MWC Water Main Page 2 Cost Summar Item Estimated Pro�ect Develo ment Costs $ 35,000 Construction Contract� Contin enc $469,177 Contract Administration, Ins ection, Testin $193,000 Additional Cit Mana er Authorit $ 50,000 Total Pro'ect Costs $747,177 Project cost components are estimates and some shifting of the project development, construction management, and construction contingency funds may be necessary to balance the project within the approved budget. Alter�native Action City Council (Council) may choose not to award the bid or accept the grant for the project and provide staff with alternate direction. Without the project, many properties within the CRCMWC would be unable to connect to the City of Redding's (City) water system, and the CRCMWC would be required to continue operating its aging we11 and water system to serve its customers. Background/Analysis The CRCMWC, Public Water System Identification No. CA4500012, was formed in the 1960's to provide water service to 28 residential parcels within the Cascade Racquet Club Estates Subdivision, located along Forest Hills Drive and Wimbledon Drive near the Sun Oaks Tennis and Fitness Club. The CRCMWC is located within the City limits and is surrounded by the City's water service area. Many existing CRCMWC customers already have a City water main in the street in front of their homes and one parcel is already connected to the City's system, but currently there is an approximate 1,200-foot gap in the City water main along Forest Hills Drive in front of several CRCMWC residences. CRCMWC currently serves its 27 remaining customers via a 350-foot-deep well located at 3375 Forest Hills Drive (west of Sun Oaks Tennis and Fitness Club) and through 2,600 feet of four- inch-diameter asbestos cement water mains. The well and piping were installed in 1964, and have reached the end of their useful service lives. Additionally, the existing system lacks a redundant or auxiliary water source in the event of well failure or a power outage. Due to the aging infrastructure, lack of redundancy, and limited resources to operate a small utility company, CRCMWC contacted the City to request consolidation into the City's water system. On November 7, 2023, the Council authorized the City to apply for a State Water Resources Control Board grant to fund the incorporation of all CRCMWC customers into the City's system. The grant was awarded in August 2024. This project will construct the water infrastructure necessary to integrate all CRCMWC customers into the City's system. It will close the �xisting water main gap along Forest I�ills Drive by installing more than 1,200 feet of new eight-inch water main. The project will also include installation of new City service connections to the 2'7 parcels and the installation of City- standard�re hydrants in the area. The existing well will be demolished, and the old water piping will be abandoned in place. Report to Redding City Council October 1,2025 Re: 4.11(f)--Award BN No. 5551 Cascade Racquet Club MWC Water Main Page 3 A bid tabulation is attached for bids received and opened on June 12, 2025, for the project construction. The low bid, in the amount of $419,177, was submitted by Zeis Construction of Redding, California. The engineer's estimate was $522,820. On September 8, 2025, the State Water Resources Control Board provided Fina1 Budget Approval based on the bid from Zeis Construction and authorized the City to award a contract for construction. EnviNonmental Review Staff has determined that the project is categorically exempt from environmental review under California Environmental Quality Act Guidelines, pursuant to Sections 15301 - Existing Facilities and Section 15303- New Construction or conversion of Small Structures. Class 1 exemptions include the minor alteration of existing public structures and facilities. Class 3 exemptions consist of construction and location of new small facilities and equipment, or conversion of existing structures. The existing water system would be extended, and would result in negligible expansion of use. The expansion would consist of newly located small facilities and equipment. The action area has been reviewed and does not have significant values for wildlife habitat or other environmental resources, and the project has no potential to have a significant effect on the environment. Council Prior�ity/City Manager Goals . This is a routine operational item. Attachments ^Bid Tabulation ^Location Map ^Notice of Exemption Grant Agreement Previous Staff Report 11-7-23 BID TABULATION FOR: CASCADE RACQUET C�UB MUTUA�WATER COMPANY WATER MAIN Bid Schedule No.: 5551 i es xcavatinq ENGINEER'S EST Zeis Construction N &T Diqmore, Inc Pavinq Inc 6/12/2025 UNIT UNIT UNIT UNIT ITEM DESCRIPTION UNIT QTY PRICE TOTAL PRICE TOTAL PRICE TOTAL PRICE TOTAL 1 Water Pollution Control Plan LS 1 $10,000.00 $10,000.00 $2,200.00 $2,200.00 $6,500.00 $6,500.00 $2,500.00 $2,500.00 2 Construction Area Sign EA 6 $600.00 $3,600.00 $650.00 $3,900.00 $600.00 $3,600.00 $600.00 $3,600.00 3 Project Funding Sign EA 1 $2,500.00 $2,500.00 $2,000.00 $2,000.00 $1,500.00 $1,500.00 $1,300.00 $1,300.00 4 Traffic Control LS 1 $20,000.00 $20,000.00 $3,500.00 $3,500.00 $27,000.00 $27,000.00 $35,000.00 $35,000.00 5 Trench Sheeting & Shoring LS 1 $7,500.00 $7,500.00 $2,500.00 $2,500.00 $9,400.00 $9,400.00 $1,500.00 $1,500.00 6 Water (8" PVC) LF 1208 $190.00 $229,520.00 $133.50 $161,268.00 $140.00 $169,120.00 $170.00 $205,360.00 7 Valve (8" Gate) EA 5 $4,000.00 $20,000.00 $3,800.00 $19,000.00 $5,200.00 $26,000.00 $6,450.00 $32,250.00 8 Water Service EA 27 $6,000.00 $162,000.00 $4,885.50 $131,908.50 $5,655.00 $152,685.00 $3,500.00 $94,500.00 9 Abandon Valve EA 1 $1,000.00 $1,000.00 $900.00 $900.00 $1,200.00 $1,200.00 $2,000.00 $2,000.00 10 Remove Valve EA 4 $1,300.00 $5,200.00 $1,375.00 $5,500.00 $750.00 $3,000.00 $400.00 $1,600.00 11 Replace Fire Hydrant Assembly EA 3 $15,500.00 $46,500.00 $16,333.50 $49,000.50 $10,700.00 $32,100.00 $15,400.00 $46,200.00 12 Well Demolition LS 1 $15,000.00 $15,000.00 $37,500.00 $37,500.00 $25,000.00 $25,000.00 $35,000.00 $35,000.00 TOTAL -CONTRACT ITEMS $522,820.00 $419,177.00 $457,105.00 $460,810.00 Sunrise Excavatinq SnL Group, Inc Site Work Solutions A�cner Excavatinq Inc UNIT UNIT UNIT UNIT ITEM DESCRIPTION UNIT QTY PRICE TOTAL PRICE TOTAL PRICE TOTAL PRICE TOTAL 1 Water Pollution Control Plan LS 1 $1,500.00 $1,500.00 $1,750.00 $1,750.00 $1,954.35 $1,954.35 $5,207.00 $5,207.00 2 Construction Area Sign EA 6 $1,500.00 $9,000.00 $400.00 $2,400.00 $425.98 $2,555.88 $400.00 $2,400.00 3 Project Funding Sign EA 1 $2,000.00 $2,000.00 $1,250.00 $1,250.00 $1,271.58 $1,271.58 $600.00 $600.00 4 Traffic Control LS 1 $31,000.00 $31,000.00 $23,000.00 $23,000.00 $1,767.67 $1,767.67 $29,088.00 $29,088.00 5 Trench Sheeting & Shoring LS 1 $16,895.00 $16,895.00 $2,000.00 $2,000.00 $2,064.74 $2,064.74 $5,220.00 $5,220.00 6 Water (8" PVC) LF 1208 $172.00 $207,776.00 $170.00 $205,360.00 $201.76 $243,726.08 $183.22 $221,329.76 7 Valve (8" Gate) EA 5 $5,360.00 $26,800.00 $5,000.00 $25,000.00 $4,523.21 $22,616.05 $2,977.00 $14,885.00 8 Water Service EA 27 $4,465.00 $120,555.00 $5,850.00 $157,950.00 $5,568.81 $150,357.87 $6,288.00 $169,776.00 9 Abandon Valve EA 1 $300.00 $300.00 $1,250.00 $1,250.00 $697.42 $697.42 $816.00 $816.00 10 Remove Valve EA 4 $250.00 $1,000.00 $1,800.00 $7,200.00 $1,222.81 $4,891.24 $621.00 $2,484.00 11 Replace Fire Hydrant Assembly EA 3 $15,765.00 $47,295.00 $14,250.00 $42,750.00 $14,919.55 $44,758.65 $17,665.00 $52,995.00 12 Well Demolition LS 1 $33,488.00 $33,488.00 $30,000.00 $30,000.00 $39,164.75 $39,164.75 $35,687.24 $35,687.24 TOTAL -CONTRACT ITEMS $497,609.00 $499,910.00 $515,826.28 $540,488.00 Page 1 of 2 BID TABULATION FOR: CASCADE RACQUET C�UB MUTUA�WATER COM Bid Schedule No.: 5551 timpe �e e aus ie xner onstruction Associates, Inc RTA Construction Inc Inc. 6/12/2025 UNIT UNIT UNIT ITEM DESCRIPTION UNIT QTY PRICE TOTAL PRICE TOTAL PRICE TOTAL 1 Water Pollution Control Plan LS 1 $4,264.00 $4,264.00 $3,000.00 $3,000.00 $3,448.80 $3,448.80 2 Construction Area Sign EA 6 $284.00 $1,704.00 $500.00 $3,000.00 $1,246.66 $7,479.96 3 Project Funding Sign EA 1 $1,135.00 $1,135.00 $1,760.00 $1,760.00 $2,870.00 $2,870.00 4 Traffic Control LS 1 $68,000.00 $68,000.00 $29,100.00 $29,100.00 $35,580.00 $35,580.00 5 Trench Sheeting & Shoring LS 1 $4,800.00 $4,800.00 $930.00 $930.00 $12,950.00 $12,950.00 6 Water (8" PVC) LF 1208 $180.00 $217,440.00 $209.00 $252,472.00 $154.07 $186,116.56 7 Valve (8" Gate) EA 5 $8,425.00 $42,125.00 $3,380.00 $16,900.00 $3,333.25 $16,666.25 8 Water Service EA 27 $5,300.00 $143,100.00 $6,680.00 $180,360.00 $8,445.01 $228,015.27 9 Abandon Valve EA 1 $2,382.00 $2,382.00 $1,720.00 $1,720.00 $2,085.91 $2,085.91 10 Remove Valve EA 4 $1,550.00 $6,200.00 $230.00 $920.00 $3,187.47 $12,749.88 11 Replace Fire HydrantAssembly EA 3 $20,228.00 $60,684.00 $23,000.00 $69,000.00 $23,837.25 $71,511.75 12 Well Demolition LS 1 $37,000.00 $37,000.00 $43,838.00 $43,838.00 $37,350.92 $37,350.92 TOTAL -CONTRACT ITEMS $588,834.00 $603,000.00 $616,825.30 Cox& Cox Construction Inc. Allen Gill Construction Inc AVERAGE UNIT UNIT UNIT ITEM DESCRIPTION UNIT QTY PRICE TOTAL PRICE TOTAL ' PRICE 1 Water Pollution Control Plan LS 1 $1,481.00 $1,481.00 $8,042.00 $8,042.00 $3,487.26 2 Construction Area Sign EA 6 $1,417.50 $8,505.00 $1,991.00 $11,946.00 $834.60 3 Project Funding Sign EA 1 $3,668.50 $3,668.50 $3,133.00 $3,133.00 $1,874.d1 4 Traffic Control LS 1 $38,816.50 $38,816.50 $52,547.00 $52,547.00 ` $31,�99.93 5 Trench Sheeting & Shoring LS 1 $12,717.50 $12,717.50 $8,512.00 $8,512.00 ; $6,624.10 6 Water (8" PVC) LF 1208 $205.25 $247,942.00 $255.00 $308,040.00 $1$1.15 7 Valve (8" Gate) EA 5 $4,615.00 $23,075.00 $3,872.00 $19,360.00 $4,744.62 ' 8 Water Service EA 27 $5,836.90 $157,596.30 $9,747.00 $263,169.00 $6,018.44 9 Abandon Valve EA 1 $3,674.00 $3,674.00 $3,335.00 $3,335.00 $1,696.69 10 Remove Valve EA 4 $2,249.00 $8,996.00 $823.00 $3,292.00 $1,204.$6 ' 11 Replace Fire HydrantAssembly EA 3 $21,321.50 $63,964.50 $17,226.00 $51,678.00 $17,553.$2 12 Well Demolition LS 1 $47,773.50 $47,773.50 $44,486.00 $44,486.00 $37,130.7d Average Bid TOTAL -CONTRACT ITEMS $618,209.80 $777,540.00 $549,611.20 ' Page2of2 � � � _C....._1 i ��. �� I � I � � `� � ---� � �\ � �` � .\ �. _ , I _� i \�`\\ C � �1 �` ( i_� � J I_..... —. � . � \ �_ � Hi�RTI�ELC A\7E - --..._ -- _--- — —__( I�� ` _ __ _ -_ � — 0 L f�.�k� -t)f� _. -- ___ _ -- __ - ____ _ �_� _ i �._.� (i �. � `�� ST\ � I �t� �TF � __--' � h'�liy\_ �ti_.�\ � _ _ `� \ �� _ _ _.._ _. .. ``�,�� , �, �� .. .� � �. . � � � , ��. , , � , �. � � �� \ � � �� , � ,. ` \ �� 1 �/ ,4., �- ��.� ,, . � �� i , � �a � ' � � � i _..._ _ �� i � i .� � ._-- - .___ � ,� � _ _ �- � � �- � ,. � i �\ r � , -. . �, , � / ' ,t i r '��` � � r° � �� ,�___� , , �`\ � , ,• ,.. , — � r o� �, r—_ �...M �� ,. � � ,..... � =� ��C� ' ______, � � e i�� —..__ _ __� _� � �� , , � , M , \'� -- � �� , � � ._. � ,.r �+ , __� � � �� `�'��. � .. 1 ..._,._._._.._. 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L - � L� .� �j� T_ �__ �__ - - --`�`�" �..... ..._ � - , �_ �,. ,. , � _ � _i _ _..... _ .... � � �...-�- �� - �t � � � ; ��.- - � -- A ��I-.. .� C�-SIB�L7 .�F -��""' �__ --_ � I � � � �� '�"��,' ` �;�_ � ; , � , , � — r-~ .... � � �_ _ __ '{ ( ,�`�� , f ``�,� � � ( � . - - � � � r ,, ��- , „ t � .... _ __ .w�w-��\ ,,�r�KtL KE}�_L \Q� f�,- �rf _��-] '� � � � ��,�,.r �,� ,r � ,,,,,\ l_� ._ _ _ � _ � ,,� ,'"f ;_..� l � , .,� � ��` l��>'�.�,�/ � �� ' l� l� � ( � � ( ` -.,�, '� �F RFO CITY OF REDDING .� OZ CASCADE RACQUET CLUB � � PUBLIC WORKS MWC WATER MAIN PROJECT � - /i i�. o t� �,;�„.��P DEPARTMENT LOCATION MAP '9��FoA�, l�QNTICE QF EXEMPTI�N To. � (Jffiee c�f Planning and Res�arcli F1zvM: City c�f R�dcting 14Q4 Tenth Street,Rc�am 12I Pub��c V�or�� De�aartrraent Sacramento,CA 95$14 7'7��y�ress Avenue Redding,CA 96001 0 Shasta Gc�ur�ty Glerk County of Sh�sta P.+C�.Bc�x�9088(}, 1643 M�rket Street R�dding,CA 9�0�9-�8$0 Fraject Title. Cascade Ra�quet Clul�Mutual Water��mpan�{CR�MWC�Consolidation Prc,�ect,J.CC�:#5205-�5 Project L,ocation—�peci�ic: Fc�rest Hills Drive& Wimbledon Drr've Pro�ect Locatian—City: Reddin� Project Locat�on�—C�unty: Shasta Uescription of Project: The Citv of Tteddin�will ct�nsolidate its existing water systern with the CRCNIWC wat�r system, to serve 2'7 si�le famil�v residences 1n the Cascade Racquet Club Estates Subdivision. On� res�dence fn this subr3z�visi�n is currentlV served bv the Ci 's_Water LTtili . The CRCMWC's wcll and distribution svstem was constructed in 1964 and these �`aeilities are cc�m�n t� o the,�nd �af their us�ful service Iifa. The �rc�ject entails abandc�nirt� the CR{CMWC's existin�ributian systezn. install'rng 1 20(} fe�t caf new �-inch_pc+lyvinyl �hl�rrde (PV�`} water main ita Fcsrest Hit1s Drxve� installin�27 wat�r service connecfiic�ns wrth autc�mated meter re�isters, and in�talling tl�re�new fir�h�dr ts.It is expected tlaat the CRCl�1WC well t�arcel wrll be conueved ta�trivat� awn�rst�i . Consolidation wi1l ensure a safe and reliable�otable water supply fcar custc�mers in the GRCMWC service area. Name of Fublic Agency Approving Project:City nf R�ddin�__� Name of Ferson or Age�cy Carrying C}ut Project: Josh Watkins: Water UtiIi 1Vlan�ger Exempt Status: (cheek o�e� ❑ Ministerial [Sec�ion 21080(b){l); 15268] ❑ I7eclared Emerg�ncy[Sectic�n 21080(b){3); 15269{a}] ❑ Emer�ency Prcaject[Sectic�n 21t�8C�(b)(4); 152�i9(b)] Cl Sfiatutory Exemptions. State cod�numbarz ❑ Cc�mm�rn Sense E�emption (This project does not fall within an exempt class;but it can be seerz with c�rtainty tihat there is no possibility tha�the activity may have a signi�cant�ffe�t on the enviranrrzent{14��R'154�i�[la][3]), � Categarical E�cemptiQn. �tate type�nd section iaumber: �eetion 15301. E�istin��acilities and Sectic�n 153(l�. New Constructit�n or Canversic�n af Small �tructures: ..�1�. No exceptions apply that w�uld bar the use caf a eategorical exemptic�n(P 21 C184 and 14 CCR 1530U.2}. Reasons wk�y pro�ect is �e�+�mpt: Class 1 exemptio�s includ� the minor alteratiern of existzn ubtic structures anci facilities. Class 3 exempt�c�ns cons�st c�f construction and lercatic�n c�f�ew smail facilities and cc�uipment,or ec�nversi�n c�f existin� struetures. The existin�water s�stem would be extended, and wauld �esult in ne�1i ible e� anp sion of use: The expansion would consist of newlv located smali facilities and equiprnent. The actlon area has been reviewed and does nat have si�nifca�t values for wil€llife habitat or other environmeratal resc�urces, and the �ject h�s no potentiat to have a si�nificant effect on th�environment. Lead Agency Contact Person.Arnber I�ellev Telephone: 530.225.4046 If�iled by Appl°rcant. 1. Attach certifed dc�cccm�nt of exemptic�n f�nding. 2. Has�notice c�f exemption been�iled by the public a�ency apprc�ving the pro,�ec�`?❑Yes Q N�a Signature: ��;��., :r- �1ate:.�. � ��c��' Title: Envit�c�nmental Ccrm liance Ma a er ��ignedl by Lead A��ncy Date rec�ived for�ting at C�PR: Cl Signed bY Applicant � t~t.t��t t�r�r��,-�� r,r�r�?� �� ..� ra�rr�ar�ra�n ��dr��. � � Gaga cane9"TracCe �c�`� , � C�al(�srs tst�Nt+r�C �^� „ s �. ��'�au�,��° ��"s��?�`�'°��`�„�`��'d��a��:�,��s�'�a��'�`� AGREEMENT No. D2402015 by and between CITY OF REDDING ("Recipient") AND CALIFORNIA STATE WATER RESOURCES CONTROL BOARD ("State Water Board") for the purpose of the EDWG-4510005-001C: CITY OF REDDING AND CASCADE RACQUET CLUB MUTUAL WATER COMPANY CONSOLIDATION ("Project") • Section 116766 of the Heaith and Safety Code and Resolution Nos. 2023-0006 and 2023-0037. PROJECT FUNDING AMOUNT: $1,067,509 ESTIMATED REASONABLE PROJECT COST: $1,067,509 ELIGIBLE WORK START DATE: JANUARY 4, 2023 ESTIMATED COMPLETION OF CONSTRUCTION DATE: FEBRUARY 28, 2027 PROJECT COMPLETION DATE: FEBRUARY 28, 2027 FINAL REIMBURSEMENT REQUEST DATE: MARCH 1, 2027 RECORDS RETENTION END DATE: FEBRUARY 28, 2063 Adobe Acrobat Sign Transaction Number.CBJCHBCAA&AAFkd2bH4GCRFS4pVoslNk38nP1twucoEu City of Redding Project No. EDWG-4510005-001 C Agreement No.: D2402015 Page 2 of 37 1. The State Water Board and the Recipient mutually promise, covenant, and agree to the terms, provisions, and conditions of this Agreement, including the following Exhibits, which are attached hereto or are incorporated by reference: • EXHIBIT A—SCOPE OF WORK AND SCHEDULE • EXHIBIT B—FUNDING PROVISIONS • EXHIBIT C—GENERAL TERMS AND CONDITIONS • EXHIBIT D—SPECIAL CONDITIONS 2. The following documents are also incorporated by reference, as well as any documents incorporated by reference in Exhibit D: • the Final Plans &Specifications, including any amendments, as approved by the Division, which are the basis for the construction contract to be awarded by the Recipient; and • the Drinking Water System Permit No. 01-02-12(A)009, and any amendments thereto. 3. Party Contacts during the term of this Agreement are: State Water Board Ci of Reddin Section: Division of Financial Assistance Name: Judith Salazar, Project Manager Name: Josh Watkins, Water Utility Mana er Address: ; 1001 I Street, 16th Floor Address: 777 C ress Avenue City, State, ; Sacramento, CA 95814 City, State, Redding, CA 96001 Zi � Zi : Phone: ; 916 445-0827 Phone: ; 530 224-6068 Email: Judith.Salazar Waterboards.ca. ov Email: 'watkins ci ofreddin .or Each party may change its contact upon written notice to the other party. While Party Contacts are contacts for day-to-day communications regarding Project work, the Recipient must provide official communications and notices to the Division's Deputy Director. 4. Conditions precedent to this Agreement are set forth as follows: (a) The Recipient must deliver to the Division a resolution authorizing this Agreement and identifying its authorized representative by title. (b) The Recipient must deliver an opinion of general counsel satisfactory to the State Water Board's counsel dated on or after the date that the Recipient signs this Agreement. 5. The Recipient represents, warrants, and commits to the following as of the Eligible Work Start Date and continuing thereafter for the term of this Agreement, which shall be at least until the Records Retention End Date: (a) The Recipient agrees to comply with all terms, provisions, conditions, and commitments of this Agreement, including all incorporated documents. (b) The execution and delivery of this Agreement, including all incorporated documents, has been duly authorized by the Recipient. Upon execution by both parties, 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. EDWG14viii2023 City of Redding Project No. EDWG-4510005-001 C Agreement No.: D2402015 Page 3 of 37 (c) None of the transactions contemplated by this Agreement wiii be or have been made with an actual intent to hinder, delay, or defraud any present or future creditors of Recipient. The Recipient is solvent and will not be rendered insolvent by the transactions contemplated by this Agreement. The Recipient is able to pay its debts as they become due. The Recipient maintains sufficient insurance coverage considering the scope of this Agreement, including, for example but not necessarily limited to, general liability, automobile liability, workers compensation and employer liability, professional liability. (d) The Recipient is in compliance with all State Water Board funding agreements to which it is a party. 6. This Agreement, and any amendments hereto, may be executed and delivered in any number of counterparts, each of which when delivered shall be deemed to be an original, but such counterparts shall together constitute one document. The parties may sign this Agreement, and any amendments hereto, either by an electronic signature using a method approved by the State Water Board or by a physical, handwritten signature. The parties mutually agree that an electronic signature using a method approved by the State Water Board is the same as a physical, handwritten signature for the purposes of validity, enforceability, and admissibility. 7. The Recipient has reviewed and fully understands the provisions and requirements of this Agreement. The Recipient has reviewed and affirms the representations and warranties in this Agreement. IN WITNESS WHEREOF, this Agreement has been executed by the parties hereto. CITY OF REDDING: STATE WATER RESOURCES CONTROL BOARD: Josl� watt�ins �'�r�as�,� By: By:� Name:Josh Watkins Name: Joe Karkoski Title: Water Utility Manager Title: Deputy Director Division of Financial Assistance �ate: Aug 30, 2024 �ate: Sep 13, 2024 Adobe Acrobat Sign Transaction Number.CBJCHBCAABAAFkd2bH4GCRFS4pVoslNk38nP1twucoEu EOWG14viii2023 City of Redding Project No. EDWG-4510005-001 C Agreement No.: D2402015 Page 4 of 37 EXHIBIT A—SCOPE OF WORK AND SCHEDULE A.1 PROJECT PURPOSE AND DESCRIPTION. The Project is for the benefit of Cascade Racquet Ciub Mutuai Water Company (CRCMWC) and the City of Redding (Recipient) and has a Usefui Life of at least 40 years. The funding under this Agreement will be used to fully consolidate the CRCMWC water system with the Recipient's water system. The Project will resolve California Waterworks Standards and provide overall system reliability. A.2 SCOPE OF WORK. Portions of this scope of work may be funded through separate agreements or programs, including agreements with third-party technical assistance providers. Such tasks may still be included herein to clearly document expectations of the Recipient regarding implementation of the Project under this Agreement. Any costs funded through other agreements or programs cannot be submitted for reimbursement under this Agreement. The Recipient agrees to do the following: 1. Project Management 1.1 Provide all technical and administrative services as needed for Project completion; monitor, supervise, and review all work performed; and coordinate budgeting and scheduling to ensure the Project is completed within budget, on schedule, and in accordance with approved procedures, applicable laws, and regulations. 1.2 Notify the Project Manager at least fifteen (15)working days in advance of upcoming meetings, workshops, and trainings. 1.3 Conduct periodic and final site visits with the Project Manager. 1.4 Conduct pre-, during, and post-construction photo monitoring at the Project site and submit to the Project Manager as part of Progress Reports. 2. Initial Submissions 2.1 Submit the mandatory Technical, Managerial, and Financial (TMF)Assessment elements, including Budget/Capital Improvement Plan, Consolidation Feasibility, Ownership, and Water Rights, to the Project Manager for approval. 2.1.1 Mandatory TMF elements must be met to the satisfaction of the Division prior to Bid Solicitation Approval. 2.2 Submit the Expedited Drinking Water Grant(EDWG) Financial Security Package to the Project Manager for approval. 2.2.1 Division review and approval must be complete prior to Bid Solicitation Approval. 2.3 Complete necessary work to resolve any incomplete items identified by Division after the Division reviews submittals for Items 2.1 and 2.2. 2.4 Submit the professional engineering services contract(s)to the Project Manager for review and approval prior to disbursement of funds for costs incurred under such contract(s}. Exhibit A City of Redding Project No. EDWG-4510005-001 C Agreement No.: D2402015 Page 5 of 37 3. Environmental Compliance, Permitting, and Approvals No construction or construction-related activities, including construction bid solicitation, is authorized until the California Environmental Quality Act(CEQA) process, permitting, access negotiations and other required approvals are complete. 3.1 Complete documentation required under the CEQA for the proposed construction project. 3.1.1 Submit the draft CEQA document or Notice of Exemption, as applicable, to the Project Manager for comment. 3.1.2 Submit the complete EDWG Program Environmental Package to the Project Manager, including one of the following: the Notice of Exemption filed with the County Clerk and with the Governor's Office of Planning and Research, State Clearinghouse; or the final CEQA document(Negative Declaration, Mitigated Negative Declaration, or Environmental Impact Report), Mitigation Monitoring and Reporting Plan, comments and responses, adoption/certification resolution, and the Notice of Determination filed with the County Clerk and the Governor's Office of Planning and Research. 3.1.3 Obtain written concurrence from the Project Manager confirming the State Water Board has made its own environmental findings if applicable and concurs that implementation/construction may proceed. The State Water Board may deem the Project ineligible for funding if construction begins prior to the Division's issuance of this written approval. 3.2 Obtain all public agency approvals, entitlements, permits, and agreements, if any, that are required for Project implementation before field work begins. 3.2.1 Submit evidence of any necessary California Public Utilities Commission (CPUC) approvals and notice to the CPUC of the receipt of grant funds. 3.2.2 If the Project is carried out on lands not owned by the Recipient, the Recipient must obtain adequate property rights or rights of way for the Useful Life of the Project. 3.2.3 If the Project requires or involves the diversion or appropriation of water, the Recipient must submit appropriate documentation showing that Recipient has acquired necessary water rights. 3.2.4 If the Project is a consolidation, the Recipient must submit an executed copy of the consolidation agreement(s) in a form satisfactory to the Division. Recipients are strongly advised to share a draft of the consolidation agreement(s)with the Project Manager, and to incorporate comments from the Project Manager before the agreement is finalized. 3.2.5 Submit evidence of any necessary Local Agency Formation Commission approvals. 3.2.6 Submit a list and signed copies of any other necessary approvals, entitlements, permits, and agreements to the Project Manager. 4. Planning, Design, and Engineering 4.1 Prepare an Engineering Report, Technical Memo, or similar document to support the design plans and specifications in Item 4.2, and submit to the Project Manager for comment. 4.2 Prepare the fifty percent(50%) design plans and specifications and submit to the Project Manager for approval. The Project shall include: Exhibit A City of Redding Project No. EDWG-4510005-001 C Agreement No.: D2402015 Page 6 of 37 • Install approximately one thousand, two hundred (1,200) linear feet of new eight-inch (8") diameter polyvinyl chloride (PVC)water main to connect to the Recipient's water utility; • Abandon approximately two thousand, one hundred (2,100) linear feet of water mains and pipes, four(4)valves, and three (3)fire hydrants within the CRCMWC water system per the Recipient's standards; • Install approximately three (3) hydrants and five (5) gate valves; • Furnish and install water meters for approximately twenty-seven (27) service connections with automated meter registers; and • Decommission and properly abandon the existing well within the CRCMWC water system per Shasta County standards. 4.3 Complete the one hundred percent(100°/a) design plans and specifications and prepare a summary identifying any changes from the fifty percent(50%) plans in Item 4.2. Submit the one hundred percent(100%) design plans and specifications and summary of changes for the Project to the Project Manager for approval. 5. Bid Solicitation 5.1 Complete the bid documents in accordance with the approved design plans and specifications in Item 4.3 and submit to the Project Manager for approval. 5.2 Complete EDWG Request for Bid Solicitation Approval Form, after obtaining: TMF approval in Item 2.1, Financial Security Package approval in Item 2.2, environmental clearance in Item 3.1.3, and the necessary approvals, entitlements, permits, and agreements in Item 3.2. Submit to the Project Manager to obtain written Bid Solicitation Approval. 5.3 Advertise the Project for bid after receiving Project Manager approval in Item 5.2. Submit complete EDWG Final Budget Approval (FBA) Form, including necessary attachments, such as the advertised bid documents and bid summary, to obtain written FBA from the Project Manager. 6. Construction and Implementation Construction, equipment procurement, or acquisition costs are not eligible for reimbursement prior to FBA. 6.1 After receiving FBA, award the construction contract(s)and submit the Notice(s)to Proceed and awarded contract(s)for the Project to the Project Manager. 6.2 Submit any proposed changes that arise during construction that may affect the Project's benefits and components listed in Item 4.2, schedule, or costs to the Project Manager for approval prior to proceeding with the changes. 6.3 Submit the necessary TMF Assessment elements to the Project Manager by the Completion of Construction. 6.3.1 Prior to disbursement of the final 10% of the total Project Costs, necessary TMF elements must be demonstrated to the satisfaction of the Division, which may include elements that will be subsequently completed under DDW supervision. 6.4 Submit any required drinking water permit amendment application documents to the regulating agency (Division of Drinking Water, Local Primacy Agency, County Health Department, etc.) and the Project Manager before the Completion of Construction (if applicable). 6.5 Construct the Project in accordance with the approved design plans and specifications in Item 4.3. Exhibit A City of Redding Project No. EDWG-4510005-001 C Agreement No.: D2402015 Page 7 of 37 6.6 Expeditiously initiate Project operations upon Completion of Construction. A.3 SIGNAGE. The Recipient must place a professionally prepared sign at least four feet tall by eight feet wide made of 3/inch thick exterior grade plywood or other approved material in a prominent location on the Project site and must maintain the sign in good condition for the duration of Project implementation. The sign may include another agency's required information and must include, prominently displayed, the following disclosure statement and color logos (available from the Division): �`�� '�"� �� t�� ,.��tt� ��'�� A t�cs�cand Trisc6e ��'�a�" � t7r�Ilar�aaP Vdr�rk �� "Funding for this project has been provided in full or in part under the Safe and Affordable Drinking Water Fund through an agreement with the State Water Resources Control Board." A.4 SCHEDULE. Failure to provide items by the due dates indicated in the table below may constitute a material violation of this Agreement. The Division may adjust the dates in the "Estimated Due Date" column of this table, but"Critical Due Date" adjustments will require an amendment to this Agreement. As applicable for specific submittals, the Recipient must plan adequate time to solicit, receive, and address comments prior to submitting the final submittal. The Recipient must substantially complete construction by the approved Estimated Completion of Construction date unless an extension is granted by the Division in writing. The Recipient must deliver any request for extension no less than 30 days prior to the approved Estimated Completion of Construction date. Late requests may not be honored. The Recipient must complete and submit all work in time to be approved by the Division prior to the approved Estimated Due Date for the Final Reimbursement Request. ITEM DESCRIPTION OF SUBMITTAL CRITICAL DUE ESTIMATED DUE DATE DATE EXHIBIT A.2—SCOPE OF WORK 1. Project Management 1.1 Technical and Administrative Services N/A Ongoing � 2 Notification of Upcoming Meetings, N/A As Needed Workshops, and Trainings 1.3 Site Visits N/A As Needed 1.4 Photo Documentation N/A Ongoing 2. Initial Submissions 2.1 Mandatory TMF Assessment Elements N/A Completed 2.2 EDWG Financial Package N/A August 30, 2024 Exhibit A City of Redding Project No. EDWG-4510005-001 C Agreement No.: D2402015 Page 8 of 37 ITEM DESCRIPTION OF SUBMITTAL CRITICAL DUE ESTIMATED DUE DATE DATE 2 3 Compiete any incompiete items identified by N/A Compieted Division after review of Items 2.1 and 2.2. 2.4 Professional Engineering Services Contract(s) N/A Prior to disbursement of any related costs 3. Environmental Compliance, Permitting, and Approvals 3.1.1 Draft CEQA N/A Completed 3.1,2 EDWG Environmental Package and Final N/A Completed CEQA 3.2.1 California Public Utilities Commission N/A N/A Approvals 3.2.2 Property Rights or Rights of Way N/A N/A 3.2.3 Documentation of Necessary Water Rights N/A N/A 3.2.4 Consolidation Agreement(s) N/A September 30, 2024 3.2.5 Local Agency Formation Commission N/A N/A Approvals List and Signed Copies of Any Other 3.2.6 Necessary Approvals, Entitlements, Permits, N/A Completed and Agreements 4. Planning, Design, and Engineering 4.1 Engineering Report, Technical Memo, or N/A Completed Similar pocument 4.2 50% Plans and Specifications N/A Completed 4.3 100% Plans and Specifications N/A September 30, 2024 5. Bid Solicitation 5.1 Bid Documents N/A September 30, 2024 5.2 EDWG Request for Bid Solicitation Approval N/A October 31, 2024 5.3 EDWG Request for Final Budget Approval N/A December 31, 2024 Form 6. Construction and Implementation 6.1 Notice(s)to Proceed N/A February 28, 2025 6.2 Notification of Project Changes N/A As Needed 6.3 Necessary TMF Assessment Elements N/A Completed 6.4 Permit Amendment Application Documents N/A N/A 6.5 Completion of Construction N/A February 28, 2026 February 28, 6.6 Project Completion 2�27 N/A REPORTS A.5 Progress Reports Quarterly N/A A.6 Project Completion Report N/A February 28, 2026 A.7 Special Reports As Required A.8 Final Inspection and Certification N/A February 28, 2026 Exhibit A City of Redding Project No. EDWG-4510005-001 C Agreement No.: D2402015 Page 9 of 37 ITEM DESCRIPTION OF SUBMITTAL CRITICAL DUE ESTIMATED DUE DATE DATE EXHIBIT B AND C— gUDGET COSTS AND REIMBURSEMENT FUNDING TERMS No later than B.6.1 and First Reimbursement Request 90 days from ��A B.6.2 Agreement Execution Date C.16 Final Reimbursement Request March 1, 2027 N/A A.5 PROGRESS REPORTS. The Recipient must provide a progress report to the Division each quarter, beginning no later than 90 days after execution of this Agreement. The Recipient must provide a progress report with each Reimbursement Request. Failure to provide a complete and accurate progress report may result in the withholding of Project Funds, as set forth in Exhibits B and C. A progress report must contain the following information: 1. A summary of progress to date including a description of progress since the last report, percent construction complete, percent contractor invoiced, and percent schedule elapsed; 2. Discussion of any delays experienced or anticipated in meeting the project schedule provided in Section A,4 and measures to meet the schedule; 3. A description of compliance with environmental requirements, including a discussion of the status of the Recipient's compliance with: a. the water-quality related mitigation measures in any Mitigation Monitoring and Reporting Program adopted for the Project, including, but not limited to, any mitigation measures included in the biological resources, geology/soils, hazards and hazardous materials, hydrology/water quality, and utilities/service systems resource categories to reduce the potential for significant water quality impacts; and b. any permits issued for the Project that include water quality elements, including Clean Water Act, Section 401 Certification or Section 404 Permit, Lake and Streambed Alteration Agreement, and/or Rivers and Harbors Act, Section 10 Permit issued by the relevant state and federal agencies. 4. A listing of change orders including amount, description of work, and change in contract amount and schedule; and 5. Any problems encountered, proposed resolution, schedule for resolution, and status of previous problem resolutions. A.6 PROJECT COMPLETION REPORT. (a) The Recipient must submit a Project Completion Report to the Division with a copy to the appropriate District Office on or before the due date established by the Division and the Recipient at the time of final project inspection. The Project Completion Report must include the following: i. Description of the Project; ii. Description of the water quality problem the Project sought to address; Exhibit A City of Redding Project No. EDWG-4510005-001 C Agreement No.: D2402015 Page 10 of 37 iii. Discussion of the Project's likelihood of successfully addressing that water quality problem in the future; and iv. Summary of compliance with applicable environmental requirements, including a discussion of the status of the Recipient's compliance with: a. any Mitigation Monitoring and Reporting Program adopted for the Project; and b. any permits issued for the Project that include water quality elements, including Clean Water Act, Section 401 Certification or Section 404 Permit, Lake and Streambed Alteration Agreement, and/or Rivers and Harbors Act, Section 10 Permit issued by the relevant state and federal agencies. (b) If the Recipient fails to submit a timely Project Completion Report, the State Water Board may stop processing pending or future applications for new financial assistance, withhold reimbursements under this Agreement or other agreements, and begin administrative proceedings, A.7 SPECIAL REPORTS. The Recipient must submit information required for compliance with Greenhouse Gas Reduction Fund requirements, as required by the Division. A.8 FINAL PROJECT INSPECTION AND CERTIFICATION. Upon completion of the Project, the Recipient must provide for a final inspection and must certify that the Project has been completed in accordance with this Agreement, any final plans and specifications submitted to the State Water Board, and any amendments or modifications thereto. If the Project involves the planning, investigation, evaluation, design, or other work requiring interpretation and proper application of engineering, or other professionals, the final inspection and certification must be conducted by a California Registered Civil Engineer or other appropriate California registered professional. The results of the final inspection and certification must be submitted to the Project Manager. Exhibit A City of Redding Project No. EDWG-4510005-001 C Agreement No.: D2402015 Page 11 of 37 EXHIBIT B—FUNDING PROVISIONS B.1 ESTIMATED REASONABLE COST AND PROJECT FUNDS. The estimated reasonabie cost of the totai Project is set forth on the Cover Page of this Agreement, and is greater than or equal to the funding anticipated to be provided by the State Water Board under this Agreement. Subject to the terms of this Agreement, the State Water Board agrees to provide Project Funds not to exceed the amount of the Project Funding Amount set forth on the Cover Page of this Agreement. B.2 RECIPIENT CONTRIBUTIONS. The Recipient must pay any and all costs connected with the Project including, without limitation, any and all Project Costs. If the Project Funds are not sufficient to pay the Project Costs in full, the Recipient must nonetheless complete the Project and pay that portion of the Project Costs in excess of available Project Funds, and shall not be entitled to any reimbursement therefor from the State Water Board. If the Recipient obtains funds for the Project from any third parties, the Recipient shall immediately notify the Division. The amount of this Agreement may be reduced to reflect such funds. B.3 VERIFIABLE DATA. Upon request by the Division, the Recipient must submit verifiable data to support deliverables specified in the Scope of Work. The Recipient's failure to comply with this requirement may be construed as a material breach of this Agreement. B.4 BUDGET COSTS. Estimated budget costs are contained in the Summary Project Cost Table below. TOTAL PROJECT ITEM DESCRIPTION ESTIMATED FUNDING COST AMOUNT A Construction $511,700 $511,700 B Pre-Purchased Material/E ui ment $0 $0 C Real Pro ert or Easement Ac uisition $0 $0 D Chan e Order Contin enc $51,170 $51,170 E Force Account $0 $0 F Allowances Soft Costs $243,569 $243,569 G Water Service Connection $144,342 $144,342 H Conditional Costs $116,728 $116,728 TOTAL $1,067,509 $1,067,509 The Division's Final Budget Approval(s) and related Forms 259 and 260 will document a more detailed budget of eligible Project Costs and Project funding amounts. Construction of the Project may be completed in phases only with written approval of the Division. If construction proceeds under separate phases, the Recipient must submit a Final Budget Approval package and receive Final Budget Approval from the Division for each phase. The Recipient is prohibited from requesting disbursement amounts that represent Recipient's mark-ups to costs invoiced or otherwise requested by consultants or contractors. Reimbursement of costs under the Conditional Costs line item is not authorized without the Division's written approval. The Conditional Costs line item is for increased costs and unforeseen items, provided that the costs are eligible and consistent with the approved scope of work of this Agreement and are Exhibit B City of Redding Project No. EDWG-4510005-001 C Agreement No.: D2402015 Page 12 of 37 determined to be reasonable and necessary by the Division. The Recipient must contact the Project Manager with any requests to use the Conditional Costs line item; approval is subject to the Division's discretion. The Division will not approve the use of Conditional Costs for construction costs and construction change orders until after it has provided a Final Budget Approval for the Project. B.5 LINE ITEM ADJUSTMENTS. 1. The Recipient may submit a request for an adjustment befinreen line items of the budget in writing to the Project Manager for the Division's review and approval. Such adjustment may not increase or decrease the total Project Funding Amount. The Recipient shall submit a copy of the Agreement budget 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. 2. The Division may adjust the funding amounts of the line items of the budget as follows, in accordance with any applicable rules. Under no circumstances may the sum of line items in the approved budget exceed the Project Funding Amount set forth on the Cover Page of this Agreement. (a) The Division may adjust the budget for existing line items, other than the Contingency and Conditional Costs line items, by shifting funds from one line item to another. The sum of all line item adjustments approved by the Division for this Agreement must not exceed fifteen percent(15%)of the total Project Funding Amount. If the Division modifies the budget(i) at the time of the Division's Final Budget Approval(s), (ii) by amending the Agreement, or(iii)following the Recipient's submittal of its final Reimbursement Request, then any adjustments that were made prior to such modification of the budget shall not be counted in the calculation of the 15% limit. (b) At the time of the Division's Final Budget Approval(s)and/or any amendments to the Agreement, the Division may adjust the amounts allocated to the line items of the budget at its discretion. Any adjustments at these times are not subject to the 15% limit in paragraph a. (c) Following the Recipient's submittal of its final Reimbursement Request, the Division may adjust the amounts allocated to the line items of the budget at its discretion. Any adjustments at this time are not subject to the 15% limit in paragraph a. 3. No tine item adjustment is authorized until the Division provides written approval for the adjustment to the Recipient. Any line item adjustments to the budget that are due to a change in scope of work will require an Agreement amendment. B.6 REIMBURSEMENT PROCEDURE. Except as may be otherwise provided in this Agreement, reimbursements will be made as follows: 1. Upon execution and delivery of this Agreement by both parties, the Recipient may request immediate reimbursement of any eligible incurred planning and design allowance costs through submission to the State Water Board of the Reimbursement Request Form 260 and Form 261, or any amendment thereto, duly completed and executed, except that the Recipient may not acquire or request reimbursement of costs for materials, equipment, or land until after any required environmental review process is complete and the Division provides written notice that such items may be reimbursed under this Agreement. To be eligible for reimbursement, Project Costs, including any planning and design allowance costs, must have been incurred in compliance with Exhibit B City of Redding Project No. EDWG-4510005-001 C Agreement No.: D2402015 Page 13 of 37 all applicable requirements, including the state cross-cutting requirements listed in Exhibits C and D. 2. The Recipient must submit a Reimbursement Request for costs incurred prior to the date this Agreement is executed by the State Water Board no later than ninety (90) days after this Agreement is executed by the State Water Board. Late Reimbursement Requests may not be honored. 3. Additional Project Funds will be promptly disbursed to the Recipient upon receipt of Reimbursement Request Form 260 and Form 261, or any amendment thereto, duly completed and executed by the Recipient for incurred costs consistent with this Agreement, along with receipt of progress reports due under this Agreement. 4. The Recipient shall not solicit construction bids or conduct any construction activities until the Division has provided written bid solicitation approval. The Division will not provide bid solicitation approval until after the Division completes its applicable review, which will include but not be limited to environmental review. 5. The Recipient must not request reimbursement 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 Reimbursement Request. Supporting documentation (e.g., receipts) must be submitted with each Reimbursement Request. The amount requested for Recipient's administration costs must include a calculation formula (i.e., hours or days worked times the hourly or daily rate=total amount claimed). Reimbursement of Project Funds will be made only after receipt of a complete, adequately supported, properly documented, and accurately addressed Reimbursement Request. Upon request by the Division, supporting documents for professional and administrative services must include the employees' names, classifications, labor rates, hours worked, and descriptions of the tasks performed. Reimbursement Requests submitted without supporting documents may be wholly or partially withheld at the discretion of the Division. 6. The Recipient must spend Project Funds within 30 days of receipt. If the Recipient earns interest earned on Project Funds, it must report that interest immediately to the State Water Board. The State Water Board may deduct earned interest from future reimbursements. 7. The Recipient must not request a reimbursement unless that Project Cost is allowable, reasonable, and allocable. 8. Notwithstanding any other provision of this Agreement, no reimbursement shall be required at any time or in any manner which is in violation of or in conflict with federal or state laws, policies, or regulations. 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 Funding Amount until Project Completion. Any retained amounts due to the Recipient will be promptly disbursed to the Recipient, without interest, upon Project Completion. No Project construction shall proceed until after the Division has provided approval for construction to proceed. Construction costs incurred prior to the date that the Division provides approval to proceed are not eligible for reimbursement. No disbursement for construction costs shall be provided until after the Division has approved the final budget form(s) submitted by the Recipient including the applicable costs. Exhibit B City of Redding Project No. EDWG-4510005-001 C Agreement No.: D2402015 Page 14 of 37 B.7 REVERTING FUNDS AND DISENCUMBRANCE. In the event the Recipient does not submit Reimbursement Requests for all funds encumbered under this Agreement timely, any remaining funds revert to the State. The State Water Board may notify the Recipient that the project file is closed, and any remaining balance will be disencumbered and unavailable for further use under the Agreement. Exhibit B City of Redding Project No. EDWG-4510005-001 C Agreement No.: D2402015 Page 15 of 37 EXHIBIT C—GENERAL TERMS AND CONDITIONS GENERAL TERMS AND CONDITIONS 2019-NOV is posted at https:/l .waterboards.ca.qovlwater issueslprograms/�rants loans/qeneral terms.html and replicated below: 1. DEFINITIONS. Unless otherwise specified in this Agreement, each capitalized term used in this Agreement has the following meaning: • "Agreement" means this agreement, including all exhibits and attachments hereto. • "Cover Page" means the front page of this Agreement. • "Days" means calendar days unless otherwise expressly indicated. • "Deputy Director" means the Deputy Director of the Division. • "Division" means the Division of Financial Assistance of the State Water Board or any other division or unit of the State Water Board authorized to administer this Agreement. • "Event of Default" means the occurrence of any of the following events: a) A representation or warranty made by or on behalf of the Recipient in this Agreement or in any document furnished by or on behalf of the Recipient to the State Water Board pursuant to this Agreement shall prove to have been inaccurate, misleading or incomplete in any material respect; b) Failure by the Recipient to observe and perform any covenant, condition, or provision in this Agreement,which failure shall continue for a period of time, to be determined by the Division; c) Initiation of proceedings seeking arrangement, reorganization, or any other relief under any applicable bankruptcy, insolvency, or other similar law; the appointment of or taking possession of the Recipient's property by a receiver, liquidator, assignee, trustee, custodian, conservator, or similar official; the Recipient's entering into a general assignment for the benefit of creditors; the initiation of resolutions or proceedings to terminate the Recipient's existence, or any action in furtherance of any of the foregoing; d) A determination pursuant to Gov. Code section 11137 that the Recipient has violated any provision in Article 9.5 of Chapter 1 of Part 1 of Division 3 of Title 2 of the Government Code; or e) Loss of the Recipient's rights, licenses, permits, or privileges necessary for the Project, or the occurrence of any material restraint on the Recipient's enterprise by a government agency or court order. • "Final Reimbursement Request Date" means the date set forth as such on the Cover Page of this Agreement, after which date, no further reimbursements or disbursements may be requested. • °Fiscal Year" means the period of twelve (12) months terminating on June 30 of any year. • "GAAP" means generally accepted accounting principles, the uniform accounting and reporting procedures set forth in publications of the American Institute of Certified Public Accountants or its successor, or by any other generally accepted authority on such procedures, and includes, as applicable, the standards set forth by the Governmental Accounting Standards Board or its Exhibit C City of Redding Project No. EDWG-4510005-001 C Agreement No.: D2402015 Page 16 of 37 successor, or the Uniform System of Accounts, as adopted by the California Public Utilities Commission for water utilities. • "Material Obligation" means an obligation of the Recipient that is material to this transaction. • "Party ContacY' means, for the Recipient, the Authorized Representative of the Recipient or any designee of the Authorized Representative, and, for the State Water Board, the Division staff set forth in Section 2 of this Agreement. • "Project" means the Project funded by this Agreement as described in Exhibits A and B and in the documents incorporated by reference herein. • "Project Completion" means, as determined by the Division, that the Project is complete to the reasonable satisfaction of the Division. • "Project Costs" means the incurred costs of the Recipient which are eligible for funding under this Agreement, pursuant to applicable statutes, policy, regulations, or guidelines. • "Project Funding Amount" means the maximum amount payable under this Agreement, as set forth on the Cover Page. • "Project Funds" means all moneys disbursed to the Recipient by the State Water Board for eligible Project Costs pursuant to this Agreement. • "Project Manager" means the person designated by the State Water Board to manage performance of this Agreement. The Project Manager is set forth on the Cover Page. • "Records Retention End Date" means the last date that the Recipient is obligated to maintain records related to this Agreement and is set forth on the Cover Page of this Agreement. • "Regional Water Quality Control Board" or"Regional Water Board" means the appropriate Regional Water Quality Control Board. • "Reimbursement Period" means the period during which Project Funds may be disbursed. • "Reimbursement Request" means the Recipient's request for Project Funds from the State Water Board as set forth in Exhibit B. • "State" means State of California. • "State Water Board" means the State Water Resources Control Board. • "Work Completion" means the Recipient's submittal of all work set forth under Exhibit A for review and approval by the Division. • "Work Completion Date" means the date set forth on the Cover Page of this Agreement and is the last date on which Project Costs may be incurred under this Agreement. • "Year" means calendar year unless otherwise expressly indicated. 2. ACCESS, INSPECTION, AND PUBLIC RECORDS. The Recipient must ensure that the State Water Board, the State Auditor, or any authorized representative of the foregoing, will have safe and suitable access to the Project site at all reasonable times through the Records Retention End Date or Exhibit C City of Redding Project No. EDWG-4510005-001 C Agreement No.: D2402015 Page 17 of 37 useful life of the Project, whichever is longer, The Recipient acknowledges that, except for a subset of information regarding archaeological records and personally identifiable information, the Project records and locations may be public records, including but not limited to all of the submissions accompanying the application, all of the documents incorporated into this Agreement by reference, and all reports, Reimbursement Requests, and supporting documentation submitted hereunder. 3. ACCOUNTING AND AUDITING STANDARDS; FINANCIAL MANAGEMENT SYSTEMS. The Recipient must maintain GAAP-compliant project accounts, including GAAP requirements relating to the reporting of infrastructure assets. Without limitation of the requirement to maintain Project accounts in accordance with GAAP, the Recipient must: (a) Establish an official file for the Project which adequately documents 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 Project 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 Project Funds disbursed under this Agreement; (d) Establish an accounting system which will accurately depict final total costs of the Project if authorized under this Agreement; (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 (fl If the Recipient uses its own employees, equipment, or resources for any phase of the Project, accounts will be established which reasonably document all employee hours charged to the Project and the associated tasks performed by each employee. 4. AMENDMENT, No amendment or variation of the terms of this Agreement shall be valid unless made in writing and signed by both the Recipient and the Deputy Director or designee and approved as required. 5. ASSIGNABILITY. This Agreement is not assignable by the Recipient, either in whole or in part, without the consent of the State Water Board. Amendment of the Agreement may be required. 6. AUDIT. The Division may call for an audit of financial information relative to the Project if the Division determines that an audit is desirable to assure program integrity or if an audit becomes necessary because of State or federal requirements. If an audit is called for, the audit must be performed by a certified public accountant independent of the Recipient and at the cost of the Recipient. The audit must be in the form required by the Division. The Recipient must return, or ensure the return of, any audit disallowances within 30 days. 7. BONDING. Where construction contractors are used, the Recipient must not authorize construction to begin until each contractor has furnished a performance bond in favor of the Recipient in the following amounts: faithful performance (100%) of contract value; labor and materials(100°/a) of contract value. This requirement shall not apply to any contract for less than $25,000.00. 8. COMPETITIVE BIDDING. Recipient must adhere to any applicable State law 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 Project must be let by competitive bid procedures which assure award of such contracts to the lowest responsive and responsible bidders. Recipient must not award a construction contract until a summary of bids and identification of the selected lowest responsible Exhibit C City of Redding Project No. EDWG-4510005-001 C Agreement No.: D2402015 Page 18 of 37 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. 9. COMPLIANCE WITH APPLICABLE LAWS, RULES, AND REQUIREMENTS. The Recipient must, at all times, comply with and require its contractors and subcontractors to comply with all applicable federal and State laws, rules, guidelines, regulations, and requirements and with provisions of the adopted environmental mitigation plan, if any, for the useful life of the Project. 10. COMPUTER SOFTWARE. The Recipient certifies that it has appropriate systems and controls in place to ensure that State funds will not be used in the perFormance of this Agreement for the acquisition, operation or maintenance of computer software in violation of copyright laws. 11. CONFLICT OF INTEREST. The Recipient certifies that it, its owners, officers, directors, agents, representatives, and employees are in compliance with applicable State and federal conflict of interest laws and will remain in compliance for the useful life of the Project. 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 Recipient's ability to exercise its rights, including cancellation rights, under the contract, based on all the facts and circumstances. Public entities are required to have adopted conflict of interest codes and may be required to provide documentation of those codes to the Division. 12. DATA MANAGEMENT. The Recipient will undertake appropriate data management activities so that Project data can be incorporated into statewide data systems. 13. DEBARRED, DISQUALIFIED, OR EXCLUDED CONTRACTORS. The Recipient must not contract or allow subcontracting with excluded parties. The Recipient must not contract with any party who is debarred or suspended or otherwise excluded from or ineligible for participation in any work overseen, directed, funded, or administered by the State Water Board program for which this funding is authorized. For any work related to this Agreement, the Recipient must 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, 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/proarams/enforcement/finra/dbp.shtml 14. DRUG-FREE WORKPLACE. The Recipient certifies that it will provide a drug-free workplace in compliance with the Drug-Free Workplace Act(Gov. Code. §§ 8350-8357). The Recipient shall publish a statement notifying employees that the unlawful manufacture, distribution, dispensation, possession, or use of a controlled substance is prohibited in the Recipient's workplace and specifying the actions to be taken against employees for violations of the prohibition. The Recipient shall establish a drug-free awareness program to inform employees about the dangers of drug abuse in the workplace, the RecipienYs policy of maintaining a drug-free workplace, any available drug counseling, rehabilitation and employee assistance programs, and penalties that may be imposed upon employees for drug abuse violations. The Recipient shall provide that every employee who works on the Project receives a copy of the Recipient's drug-free workplace policy statement and agrees to abide by the terms of the statement as a condition of employment on the Project. 15. ENVIRONMENTAL CLEARANCE. No work that is subject to California Environmental Quality Act (CEQA) or the National Environmental Policy Act(NEPA) may proceed under this Agreement until the State Water Board has provided approval to proceed. Upon receipt and review of the Recipient's environmental documents, the State Water Board shall make the appropriate environmental findings before determining whether to approve construction or implementation funding for the Project under this Agreement. Providing approval for such construction or implementation funding is fully discretionary. The State Water Board may require changes in the scope of work or additional Exhibit C City of Redding Project No. EDWG-4510005-001 C Agreement No.: D2402015 Page 19 of 37 mitigation as a condition to providing construction or implementation funding under this Agreement. Recipient shall not perform any work subject to CEQA and/or NEPA before the State Water Board completes its environmental review and specifies any changes in scope or additional mitigation that may be required. Proceeding with work subject to CEQA and/or NEPA without approval by the State Water Board shall constitute a breach of a material provision of this Agreement. If this Project includes modification of a river or stream channel, the Recipient must fully mitigate environmental impacts resulting from the modification. The Recipient must provide documentation that the environmental impacts resulting from such modification will be fully mitigated considering all of the impacts of the modification and any mitigation, environmental enhancement, and environmental benefit resulting from the Project, and whether, on balance, any environmental enhancement or benefit equals or exceeds any negative environmental impacts of the Project. 16. FINAL REIMBURSEMENT REQUEST, The Recipient agrees to ensure that its final Reimbursement Request is received by the Division no later than the Final Reimbursement Request Date, unless prior approval has been granted by the Division. If the final Reimbursement Request is not received timely, the undisbursed balance of this Agreement may be deobligated. 17. FRAUD AND MISUSE OF PUBLIC FUNDS. All requests for disbursement must be accurate and signed by the Recipient or its Authorized Representative under penalty of perjury. All costs submitted pursuant to this Agreement must only be for the work or tasks set forth in this Agreement. The Recipient must 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 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 cost is improper and will not be compensated. Any suspected occurrences of fraud, forgery, embezzlement, theft, or any other misuse of public funds may result in suspension of disbursements and, notwithstanding any other section in this Agreement, the termination of this Agreement requiring the immediate 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. 18. FUNDING CONTINGENCY. The State Water Board's disbursement of funds hereunder is contingent on the Recipient's compliance with the terms and conditions of this Agreement. The State Water Board's obligation to disburse 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 federal or State government to appropriate funds necessary for disbursement of funds, the State Water Board shall not be obligated to make any disbursements to the Recipient under this Agreement. If this Agreement's funding for any fiscal year expires due to reversion or is reduced, substantially delayed, or deleted by the Budget Act, by Executive Order, or by order or action of the Department of Finance, the State Water Board has the option to either cancel this Agreement with no liability accruing to the State Water Board, or offer an amendment to the Recipient to reflect the reduced amount. 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 entity. 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. 19. GOVERNING LAW. This Agreement is governed by and shall be interpreted in accordance with the laws of the State of California. 20. RECIPIENT'S SHARE. The Recipient agrees that it will provide for the payment of its full share, if any share is required, of Project Costs and that all costs connected with the Project will be timely paid by the Recipient. Exhibit C City of Redding Project No. EDWG-4510005-001 C Agreement No.: D2402015 Page 20 of 37 21. INDEMNIFICATION AND STATE REVIEWS. The parties agree that review or approval of Project plans and specifications 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 properly plan, design, construct, operate, and maintain the Project. To the extent permitted by law, the Recipient agrees to indemnify, defend, and hold harmless the State Water Board and any trustee, and their officers, employees, and agents for the Bonds, if any (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 Project; 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, except those arising from the gross negligence or willful misconduct of the Indemnified Parties. The Recipient must also provide for the defense and indemnification of the Indemnified Persons in any contractual provision extending indemnity to the Recipient in any contract let for the performance of any work under this Agreement, and must cause the Indemnified Parties to be included within the scope of any provision for the indemnification and defense of the Recipient in any contract or subcontract. 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 survive the term of this Agreement. 22. 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. 23. INSPECTION. Throughout the useful life of the Project, the State Water Board shall have the right to inspect the Project area to ascertain compliance with this Agreement. 24. INTEGRATION. This Agreement constitutes the complete and final agreement between the parties. No oral or written understanding or agreement not incorporated in this Agreement shall be binding on either party. 25. LIENS. The Recipient must not make any pledge of or place any lien on the Project or Project assets except upon consent of the Division. 26. NO DISCRIMINATION. The Recipient must comply with Government Code section 11135 and the implementing regulations(Cal. Code Regs, tit. 2, § 11140 et seq.), including, but not limited to, ensuring that no person is unlawfully denied full and equal access to the benefits of, or unlawfully subjected to discrimination in the operation of, the Project on the basis of sex, race, color, religion, ancestry, national origin, ethnic group identification, age, mental disability, physical disability, medical condition, genetic information, marital status, or sexual orientation as such terms are defined under California law, for as long as the Recipient retains ownership or possession of the Project. If Project Funds are used to acquire or improve real property, the Recipient must include a covenant of Exhibit C City of Redding Project No. EDWG-4510005-001 C Agreement No.: D2402015 Page 21 of 37 nondiscrimination running with the land in the instrument effecting or recording the transfer of such real property. The Recipient must comply with the federal American with Disabilities Act of 1990 and implementing regulations as required by Government Code section 11135(b). The RecipienYs obligations under this section shall survive the term of this Agreement. During the performance of this Agreement, Recipient and its contractors and subcontractors must 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. The Recipient, its contractors, and subcontractors must ensure that the evaluation and treatment of their employees and applicants for employment are free from such discrimination and harassment. The Recipient, its contractors, and subcontractors must comply with the provisions of the Fair Employment and Housing Act and the applicable regulations promulgated thereunder. (Gov. Code, §12990, subds. (a)-(fl 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. The Recipient, its contractors, and subcontractors must give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other agreement. The Recipient must include the nondiscrimination and compliance provisions of this clause in all subcontracts to perform work under this Agreement. 27. NO THIRD-PARTY RIGHTS. This Agreement creates no rights in and grants no remedies to any third party as a beneficiary of this Agreement. 28. NO OBLIGATION OF THE STATE. 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 encumbered pursuant to this Agreement. 29. NON-WAIVER. Nothing in this Agreement shall affect or impair the Recipient's obligation to undertake work under this Agreement or shall affect or impair the right of the State Water Board to bring suit to enforce such work. No delay or omission of the State Water Board in the exercise of any right arising upon an Event of Default shall impair any such right or be construed to be a waiver of any such Event of Default. The State Water Board may exercise from time to time and as often as shall be deemed expedient by the State Water Board, any remedy or right provided by law or pursuant to this Agreement. Any waiver of rights by the State Water Board with respect to a default or other matter arising under this Agreement at any time shall not be considered a waiver of rights with respect to any other default or matter. 30. OTHER FUNDING SOURCES; INCOME RESTRICTIONS. If funding for Project Costs is made available to the Recipient from sources other than this Agreement, the Recipient must notify the Division. The Recipient may retain such funding up to an amount which equals the Recipient's contribution to Project costs. To the extent allowed by requirements of other funding sources, excess funding must be remitted to the State Water Board. The Recipient agrees that any refunds, rebates, credits, or other amounts (including any interest thereon)accruing to or received by the Recipient as related to this Agreement must be paid by the Recipient to the State Water Board, to the extent that they are properly allocable to costs for which the Recipient has been reimbursed by the State Water Board under this Agreement. 31. PERMITS AND AUTHORIZATIONS. Recipient must 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. Signed copies of any such permits or licenses must be submitted to the Division before any construction or implementation begins. 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, or as are specifically authorized by Exhibit C City of Redding Project No. EDWG-4510005-001 C Agreement No.: D2402015 Page 22 of 37 the State Water Board's Project Manager during the performance of this Agreement. Any substitutions in, or additions to, such contractors, associates, or consultants, shall be subject to the prior written approval of the State Water Board's Project Manager. 32. PREVAILING WAGES. If applicable, the Recipient agrees to be bound by all applicable provisions of State Labor Code regarding prevailing wages. If applicable, the Recipient must monitor all agreements subject to reimbursement from this Agreement to ensure that the applicable prevailing wage provisions of the State Labor Code are being met. Division of Industrial Relations (DIR) requirements may be found at: http://www.dir.ca.gov/Icp.asp. For more information, please refer to DIR's Public Works Manual at: http://www.dir.ca.gov/dlse/PWManualCombined.pdf. 33. PRIOR COSTS. No costs incurred prior to the Eligible Work Start Date are eligible for reimbursement. 34. PROFESSIONALS. The Recipient agrees that only licensed professionals 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, design, or other work requiring interpretation and proper application of engineering, architectural, or geologic sciences, shall be prepared by or under the direction of persons registered to practice in California pursuant to Business and Professions Code, sections 5536.1, 6735, 7835, and 7835.1.As required by these laws, completed 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. 35. RECORDS, INSPECTION, AUDITS, AND INTERVIEWS; RECORDS RETENTION. The Recipient must maintain separate books, records and other material relative to the Project and retain such books, records, subcontracts, and other material until at least the Records Retention End Date set forth on the Cover Page of this Agreement. The Recipient must require that such books, records, and other material are subject at all reasonable times (at a minimum during normal business hours)to inspection, copying, and audit by the State Water Board, the Department of Finance, the California State Auditor, the Bureau of State Audits, or any authorized representatives of the aforementioned, including federal funding agencies and their auditors, if any. The Recipient must allow and must require its contractors to 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 duty regarding audit, interviews, and records retention in any contract or subcontract related to the performance of this Agreement. The provisions of this section survive the term of this Agreement. 36. RELATED LITIGATION. Under no circumstances may the Recipient use funds from any reimbursement under this Agreement to pay costs associated with any litigation the Recipient pursues against the State Water Board or any Regional Water Board. Regardless of the outcome of any such litigation, and notwithstanding any conflicting language in this Agreement, the Recipient agrees to complete the Project funded by this Agreement or to repay all of the disbursed funds plus interest. 37. REMEDIES. The State Water Board may enforce its rights under this Agreement by any judicial proceeding, whether at law or in equity. None of the remedies available to the State Water Board shall be exclusive of any other remedy, and each such remedy shall be cumulative and in addition to every other remedy given hereunder or now or hereafter existing at law or in equity. The State Water Board may exercise any remedy, now or hereafter existing, without exhausting and without regard to any other remedy. Any dispute of the Recipient is limited to the rights and remedies provided to the Recipient under this Agreement and is subject to the procedures provided to the Recipient under this Agreement. 38. REPORTS-AS NEEDED. The Recipient must provide expeditiously any reports, data, and information 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. Exhibit C City of Redding Project No. EDWG-4510005-001 C Agreement No.: D2402015 Page 23 of 37 39. 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 responding to any and all disputes arising out of its contracts for work on the Project, including, but not limited to, payment disputes with contractors and subcontractors. The State Water Board will not mediate disputes between the Recipient and any other entity concerning responsibility for performance of work. 40. 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, 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. The Recipient may disclose, disseminate and use in whole or in part, any final form data and information received, collected, and developed under this Agreement, subject to appropriate acknowledgement of credit to the State Water Board for financial support. The Recipient shall not utilize the materials for any profit-making venture or sell or grant rights to a third party who intends to do so. 41. STATE WATER BOARD ACTION; COSTS AND ATTORNEY FEES. 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. 42. STATUS QUO. If any action to enforce any right or exercise any remedy shall be brought and either discontinued or determined adversely to the State Water Board, then the State Water Board shall be restored to its former position, rights, and remedies as if no such action had been brought. 43. TERMINATION, IMMEDIATE REPAYMENT, AND INTEREST: This Agreement may be terminated by written notice at any time, at the option of the State Water Board, if: a. the Recipient has received funds as a result of a material misrepresentation in the funding application or other submitted document; or b. 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 State Water Board. In the event of such termination, the Recipient agrees, upon demand, to immediately repay to the State Water Board an amount equal to the amount of Project Funds disbursed to the Recipient prior to such termination. 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 of full repayment by the Recipient. 44. TIMING. Time is of the essence. The Recipient must expeditiously proceed with and complete the Project. Failure to proceed according to the timelines set forth in this Agreement may require the Recipient to repay to the State Water Board all disbursed Project Funds. 45. TRAVEL AND PER DIEM. No work or travel outside the State of California is permitted under this Agreement unless the Division provides prior written authorization. No work or travel outside the United States of America is authorized. Failure to comply with this restriction may constitute an Event of Default and result in termination of this Agreement. Any reimbursement for necessary travel and per diem shall be set pursuant to and at rates not to exceed those set by the California Department of Human Resources at http://www.calhr.ca.qov/emplovees/Paqes/travel-reimbursements.aspx as of the date costs are incurred by the Recipient. Exhibit C City of Redding Project No. EDWG-4510005-001 C Agreement No.: D2402015 Page 24 of 37 46. UNDISBURSED FUNDS. The Recipient is not entitled to interest earned on undisbursed funds. 47. UNENFORCEABLE PROVISION; SEVERABILITY. 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. 48. UNION ACTIVITIES: The Recipient hereby acknowledges the applicability of Government Code sections 16645 through 16649 to this Agreement. The Recipient certifies that none of the Project Funds will be used to assist, promote, or deter union organizing. If the Recipient incurs costs or makes expenditures to assist, promote, or deter union organizing, the Recipient will maintain records sufficient to show that no reimbursement from Project Funds has been sought for these costs and the Recipient shall provide those records to the Attorney General upon request. 49. VENUE, Any action arising out of this Agreement shall be filed and maintained in the Superior Court in and for the County of Sacramento, California. 50. 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 this Agreement at any time shall not be considered a waiver of rights with respect to any other default or matter. 51. WATER CONSERVATION AND EFFICIENCY PROGRAMS: The Recipient acknowledges that it has appropriate water conservation and efficiency programs in place, and that this provision constitutes a condition of this Agreement. A web link with examples of water conservation and e�ciency programs is available at: http://www,waterboards.ca.gov/waterrights/water issues/proqrams/drought/conservation.shtml. 52. WATER DIVERSION AND USE: To the extent applicable, the Recipient has complied with, and shall continue to comply with, the requirements of Water Code, division 2, part 5.1, section 5100 et seq. for filing statements of water diversion and use. 53. WITHHOLDING OF DISBURSEMENTS AND REIMBURSEMENTS. Notwithstanding any other provision of this Agreement, the State Water Board may withhold all or any portion of the Project Funds upon the occurrence of any of the following events: a) Failure of the Recipient to maintain reasonable progress on the Project as determined by the Division; b) Commencement of litigation or a judicial or administrative proceeding related to the Project, or Recipient that the State Water Board determines may impair the timely satisfaction of Recipient's obligations under this Agreement; c) Any investigation by State, local, or federal investigators or auditors, or a grand jury, relating to the Recipient's financial management, accounting procedures, or internal fiscal controls; d) A material adverse change in the condition of the Recipient, or the Project, that the Division reasonably determines would materially impair the Recipient's ability to satisfy its obligations under this Agreement, or any other event that the Division reasonably determines would materially impair the Recipient's ability to satisfy its obligations under this Agreement; e) The Recipient's material violation of, or threat to materially violate, any provision of this Agreement; fl Suspicion of fraud, forgery, embezzlement, theft, or any other misuse of public funds by the Recipient or its employees, or by its contractors or agents directly or indirectly regarding the Project; Exhibit C City of Redding Project No. EDWG-4510005-001 C Agreement No.: D2402015 Page 25 of 37 g) An event requiring notice under this Agreement; or h) An Event of Default or an event that the Division determines may become an Event of Default. Exhibit C City of Redding Project No. EDWG-4510005-001 C Agreement No.: D2402015 Page 26 of 37 EXHIBIT D—SPECIAL CONDITIONS D.1 DEFINITIONS. (a) Notwithstanding Exhibit C, the following terms have no meaning for the purposes of this Agreement: • Work Completion • Work Completion Date. (b) Each capitalized term used in this Agreement has the following meaning: • "Allowance" means an amount based on a percentage of the accepted bid for an eligible project to help defray the planning, design, and construction engineering and administration costs of the Project. • "Authorized Representative" means the duly appointed representative of the Recipient as set forth in the certified original of the Recipient's authorized representative resolution that designates the authorized representative by title. • "Completion of Construction"means that the work of building and erection of the Project is substantially complete to the reasonable satisfaction of the Division. • "District Office" means District Office of the Division of Drinking Water of the State Water Board. • "Division of Drinking Water" means the Division of Drinking Water of the State Water Board. • "Eligible Work Start Date" means the date set forth on the Cover Page of this Agreement, establishing the date on or after which any non-construction costs may be incurred and eligible for reimbursement hereunder. • "Enterprise Fund"means the enterprise fund of the Recipient in which Revenues are deposited. • "Estimated Completion of Construction Date" means the estimated due date for Completion of Construction, as determined by the Division after consultation with the Recipient, and is established on the Cover Page of this Agreement. • "Event of Default" means, in addition to the meanings set forth in Exhibit C, the occurrence of any of the following events: a) A material adverse change in the condition of the Recipient, the Revenues, or the System, which the Division reasonably determines would materially impair the RecipienYs ability to satisfy its obligations under this Agreement. b) Failure to operate the System or the Project, unless the Division has given its approval for such non-operation. c) The occurrence of a material breach or event of default under any Recipient obligation that results in the acceleration of principal or interest or otherwise requires immediate prepayment, repurchase or redemption, or that the Division determines would materially impair the Recipient's ability to satisfy its obligations under this Agreement. d) If the Recipient is a member of a joint powers authority, the occurrence of a material breach or event of default under any agreement to which the joint powers authority is a party, relevant to the System or the Revenues, that the Division determines would materially impair the Recipient's ability to satisfy its obligations under this Agreement. e) Failure to obtain and keep the necessary water rights for the Useful Life of the Project. • "Final Budget Approval (FBA)" means the Division-approved final budget for the Project, or phase of the Project, as set forth in Exhibit B. Exhibit D City of Redding Project No. EDWG-4510005-001 C Agreement No.: D2402015 Page 27 of 37 • "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). Examples of Indirect Costs include, but are not limited to: central service costs; general administration of the Recipient; non-project-specific accounting and personnel services performed within the Recipient organization; depreciation or use allowances on buildings and equipment; the costs of operating and maintaining non-project-specific facilities; tuition and conference fees; generic overhead or markup; and taxes. • "Initiation of Construction" means the date that notice to proceed with work is issued for the Project, or, if notice to proceed is not required, the date of commencement of building and erection of the Project. • "Net Revenues" means, for any Fiscal Year, all Revenues received by the Recipient less the Operations and Maintenance Costs for such Fiscal Year. • "Operations and Maintenance Costs" means the reasonable and necessary costs paid or incurred by the Recipient for maintaining and operating the System, determined in accordance with GAAP, including all reasonable expenses of management and repair and all other expenses necessary to maintain and preserve the System in good repair and working order, and including all reasonable and necessary administrative costs of the Recipient that are charged directly or apportioned to the operation of the System, such as salaries and wages of employees, overhead, taxes (if any), the cost of permits, licenses, and charges to operate the System and insurance premiums; but excluding, in all cases depreciation, replacement, and obsolescence charges or reserves therefor and amortization of intangibles. • "Project Completion Date" means the date that the Project shall be complete to the reasonable satisfaction of the Division, and is established on the Cover Page of this Agreement. • "Revenues" means, for each Fiscal Year, all gross income and revenue received or receivable by the Recipient from the ownership or operation of the System, determined in accordance with GAAP, including all rates, fees, and charges (including connection fees and charges) as received by the Recipient for the services of the System, and all other income and revenue howsoever derived by the Recipient from the ownership or operation of the System or arising from the System, including all income from the deposit or investment of any money in the Enterprise Fund or any rate stabilization fund of the Recipient or held on the Recipient's behalf, and any refundable deposits made to establish credit, and advances or contributions in aid of construction. • "System" means all drinking water collection, transport, treatment, storage, and delivery facilities, including land and easements thereof, owned by the Recipient, or its successor agency, and all other properties, structures, or works hereafter acquired and constructed by the Recipient and determined to be a part of the System, together with all additions, betterments, extensions, or improvements to such facilities, properties, structures, or works, or any part thereof hereafter acquired and constructed. • "Useful Life° means the economically useful life of the Project beginning at Project Completion, which must be at least 20 years. D.2 ADDITIONAL REPRESENTATIONS AND WARRANTIES. The Recipient represents, warrants, and covenants each of the following: (a) [Reserved]. Exhibit D City of Redding Project No. EDWG-4510005-001 C Agreement No.: D2402015 Page 28 of 37 (b) The Recipient has not made any untrue statement of a material fact in its application for this financial assistance or omitted to state in its application a material fact that makes the statements in its application not misleading. (c) The Recipient agrees to fulfill all assurances, declarations, representations, and commitments in its application, accompanying documents, and communications filed in support of its request for funding under this Agreement. (d) 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 of execution of this Agreement by the Recipient, or result in any breach or default under any contract, obligation, indenture, or other instrument to which Recipient is a party or by which Recipient is bound as of the date of execution of this Agreement by the Recipient. (e) There are, as of the date of execution of this Agreement by the Recipient, no pending or, to Recipient's knowledge, threatened actions, claims, investigations, suits, or proceedings before any governmental authority, court, or administrative agency that materially affect the financial condition or operations of the Recipient, the Revenues, and/or the Project. (fl There are no proceedings, actions, or offers by a public entity to acquire by purchase or the power of eminent domain any of the real or personal property related to or necessary for the Project. (g) The Recipient is duly organized and existing and in good standing under the laws of the State of California. Recipient must at all times maintain its current legal existence and preserve and keep in full force and effect its legal rights and authority. Within the preceding ten years, the Recipient has not failed to demonstrate compliance with state or federal audit disallowances. (h) Any financial statements or other financial documentation of Recipient delivered or to be delivered to the State Water Board as of the date(s) set forth in such financial statements or other financial documentation: (a) are or will be materially complete and correct; (b) present fairly the financial condition of the Recipient; and (c) have been or will be prepared in accordance with GAAP. Since the date(s) of any financial statements or other financial documentation previously provided to the State Water Board, there has been no material adverse change in the financial condition of the Recipient, nor have any assets or properties reflected on such financial statements or other financial documentation been sold, transferred, assigned, mortgaged, pledged or encumbered, except as previously disclosed in writing by Recipient and approved in writing by the State Water Board. (i) The Recipient is current in its continuing disclosure obligations associated with its material debt, if any. Q) The Recipient has no conflicting or Material Obligations, except as set forth in this paragraph. (k) The Recipient and its principals, contractors, and subcontractors, to the best of the Recipient's knowledge and belief, are not presently debarred, suspended, proposed for debarment, declared ineligible, or otherwise excluded from participation in any work overseen, directed, funded, or administered by the State Water Board program for which this funding is authorized; nor have they engaged or permitted the perFormance of services covered by this Agreement from parties that are debarred or suspended or otherwise excluded from or ineligible for participation in any work overseen, directed, funded, or administered by the State Water Board program for which this funding is authorized. The Recipient shall select contractors and subcontractors for this Project that meet the requirements of this paragraph. Exhibit D City of Redding Project No. EDWG-4510005-001 C Agreement No.: D2402015 Page 29 of 37 D.3 ACKNOWLEDGEMENTS. The Recipient must include the foliowing acknowledgement in any document, written report, or brochure to be shared with the general public prepared in whole or in part pursuant to this Agreement: • "Funding for this project has been provided in full or in part under the Safe and Affordable Drinking Water Program through an agreement with the State Water Resources Control Board. The contents of this document do not necessarily reflect the views and policies of the foregoing, nor does mention of trade names or commercial products constitute endorsement or recommendation for use." D.4 RATES, FEES, AND CHARGES. The Recipient must, to the extent permitted by law, fix, prescribe and collect rates, fees and charges for the System during each Fiscal Year which are reasonable, fair, and nondiscriminatory and which will be sufficient to generate Revenues in the amounts necessary to cover Operations and Maintenance Costs, and must ensure that Net Revenues are in an amount necessary to meet its obligations under this Agreement. The Recipient may make adjustments from time to time in such fees and charges and may make such classification thereof as it deems necessary, but shall not reduce the rates, fees and charges then in effect unless the Net Revenues from such reduced rates, fees, and charges will at all times be sufficient to meet the requirements of this section. D.5 PROPERTY RIGHTS AND WATER RIGHTS. (a) Unless otherwise previously disclosed to the Division and described in the legal opinion accompanying this Agreement, the Recipient(1) has sufficient real or personal property and access rights necessary for the purposes of this Agreement, not subject to third party revocation, which rights extend at least to the Records Retention End Date of this Agreement, and (2) possesses all water rights necessary for this Project and the continued operation of the System. (b) If the Recipient does not have sufficient property, access, or water rights as described in paragraph a, above at the time of execution of this Agreement, then prior to the Division's bid solicitation approval, construction activities, and any reimbursement for construction, the Recipient shall provide evidence satisfactory to the Division that the Recipient has obtained the necessary property rights and water rights, including a legal opinion satisfactory to the State Water Board's counsel that the Recipient has sufficient property rights in the Project property for the purposes contemplated under this Agreement as well as sufficient water rights for the Project and the continued operation of the System. D.6 CALIFORNIA ENVIRONMENTAL QUALITY ACT(CEQA) COMPLIANCE. The Recipient shall comply with all applicable laws and regulations for the Project, including CEQA. No bid solicitation or construction may proceed unless and until the State Water Board completes its own CEQA findings and gives authorization to proceed with such activities. THE STATE WATER BOARD EXPRESSLY WITHHOLDS APPROVAL OF ANY CONSTRUCTION OR CONSTRUCTION-RELATED ELEMENT OF THE PROJECT AND THE RELEASE OF FUNDS ASSOCIATED WITH THAT CONSTRUCTION OR CONSTRUCTION-RELATED ELEMENT OF THE PROJECT UNTIL COMPLETION OF THE CEQA PROCESS, INCLUDING THE STATE WATER BOARD MAKING ITS OWN FINDINGS UNDER CEQA IF APPLICABLE. PROCEEDING WITH THE BID SOLICITATION PROCESS, EQUIPMENT PROCUREMENT, PURCHASE OF LAND OR OTHER PROPERTY RIGHTS, AND/OR CONSTRUCTION PRIOR TO RECEIVING AUTHORIZATION FROM THE DIVISION MAY RENDER THE PROJECT INELIGIBLE FOR FUNDING AND MAY BE GROUNDS FOR IMMEDIATE TERMINATION OF THE AGREEMENT. Any funds in the preliminary award notification or this Agreement linked to the construction element of the Project are for encumbrance purposes only and will be reviewed after the State Water Board makes any necessary CEQA findings. The appropriate environmental review under CEQA must be complete before the State Water Board determines whether Exhibit D City of Redding Project No. EDWG-4510005-001 C Agreement No.: D2402015 Page 30 of 37 to approve funding for construction of the Project or for any site acquisition (purchase of land, etc.) associated with the Project. If the Recipient is the CEQA lead agency for the project, when the CEQA review process is complete, the Recipient shall file a CEQA Notice of Determination or Notice of Exemption for the Project at both the applicable County Clerk's office and at the Governor's Office of Planning and Research, State Clearinghouse. D.7 TECHNICAL SPECIAL CONDITIONS. (a) The Recipient must comply with all requirements specified in the Division's written bid solicitation approval(s) or Final Budget Approval(s)for the Project, if any.Any such requirements are incorporated into this Agreement by reference. (b) The Recipient shall notify the Division prior to construction of Project facilities, when the project is fifty percent(50%) complete, and when the project is one hundred percent(100°/a) complete. (c) The Recipient must report on employment outcomes annually for Project that provide jobs or job training using a format provided by the Project Manager. D.8 ENVIRONMENTAL SPECIAL CONDITIONS. (a) The Recipient shall not purchase land or equipment specific to the Project, solicit bids for construction of the Project, award a construction contract for the Project, or commence construction unless and until environmental review of the construction project is complete, including all of the following: i. The CEQA lead agency must have either(1) completed the appropriate CEQA document (negative declaration, mitigated negative declaration, or environmental impact report, etc.)for the Project and filed a Notice of Determination (NOD)with the appropriate County Clerk and with the Governor's Office of Planning and Research, State Clearinghouse, or(2) determined that the Project is exempt from CEQA, and filed a Notice of Exemption (NOE)with the appropriate County Clerk and with the Governor's Office of Planning and Research, State Clearinghouse. ii. The Recipient must have provided all information requested by the Division to complete the Division's environmental review of the Project. iii. The State Water Board must have completed its CEQA review and filed either an NOD or an NOE with the Governor's Office of Planning and Research, State Clearinghouse, for the construction of the Project. (b) The Mitigation Monitoring and Reporting Program adopted by the CEQA lead agency for the Project, if any, pursuant to the CEQA, and approved by the Division, is incorporated by reference, and the Recipient shall comply with the conditions and recommendations therein and shall implement all mitigation measures therein. (c) The Recipient shall make no changes in the Project, construction area, or special conditions, without obtaining the appropriate and necessary prior approval(s)from the State Water Board. D.9 FINANCIAL SPECIAL CONDITIONS. (a) The Recipient shall provide all information requested by the Division to complete the financial review of the Project prior to the Division providing bid solicitation approval. Exhibit D City of Redding Project No. EDWG-4510005-001 C Agreement No.: D2402015 Page 31 of 37 (b) The Recipient shall not award a construction contract for the Project or commence construction unless and until the Division provides a Final Budget Approval, and the following condition is met. i. If the Division determines that Recipient's water rates are insufficient to cover the operation and maintenance of the Recipient's water system, including the Project, the Recipient must do the following: • Complete a water rate study that is approved by the Division. • Adopt water rates satisfactory to the Division prior to Final Budget Approval and disbursement of construction funds. Satisfactory rates must be in effect prior to Completion of Construction. If the Project is bid in phases with Division approval, the Recipient must adopt water rates satisfactory to the Division prior to the first Final Budget Approval, and prior to disbursement of any construction funds. • Provide a supplementary opinion of counsel satisfactory to the Division's counsel affirming that the water rates were properly adopted. (c) If requested by the Division, the Recipient shall submit documentation that the Recipient has established a separate enterprise fund for water service, which shall be used solely for System Revenues and System expenses. The Division may withhold disbursements at its discretion until documentation satisfactory to the Division is submitted. (d) If requested by the Division, the Recipient shall submit audited financial reports on an annual basis, by December 31 of each year, until completion of the Project. The Division may withhold disbursements at its discretion until reports satisfactory to the Division are submitted. D.10 SPECIAL COMPLIANCE CONDITIONS. (a) The Recipient shall not solicit construction bids or conduct any construction activities until the Recipient has requested approval from the Division using the procedures specified by the Division, and the Division has provided approval in writing. (b) The Recipient shall submit the following documents and information to the Project Manager: i. A copy of the Recipient's adopted Conflict of Interest Code, including the designated positions required to file a Statement of Economic Interests (Form 700), as well as other documentation, satisfactory to the Division demonstrating the Recipient's compliance with section 11 of Exhibit C of this Agreement. No Project Funds will be disbursed under this Agreement until the Recipient satisfies this requirement unless specifically authorized by the Division. ii. Copies of all consultant services contracts related to this Project and documentation demonstrating the Recipient's procurement processes for such contracts. Procurement processes for consultant services contracts(e.g., professional engineering, environmental, land surveying, project management) shall be based upon demonstrated competence and qualifications and shall ensure that rates are reasonable and consistent with state laws regarding contracting for professional services. No Project Funds will be disbursed under this Agreement for such contracts until the Recipient complies with this requirement to the satisfaction of the Division with respect to the requested costs, unless specifically authorized by the Division. iii. Documentation of the policies and/or procedures Recipient uses when reviewing and approving consultant, contractor, and subcontractor invoices. Such policies and/or procedures must ensure that(1) consultant, contractor, and/or subcontractor invoices provide sufficient documentation of the work performed; and (2)the consultant, contractor, and/or subcontractor costs incurred are eligible and are consistent with the respective project scope Exhibit D City of Redding Project No. EDWG-4510005-001 C Agreement No.: D2402015 Page 32 of 37 of work, budget, and actual work completed. No Project Funds wili be disbursed under this Agreement until the Recipient complies with this requirement to the satisfaction of the Division with respect to the requested costs, unless specifically authorized by the Division. The Division's review of the documents and information referenced above, or any other documents submitted in relation to this Project, does not relieve the Recipient from responsibility for ensuring that its procedures comply with all applicable laws, rules, guidelines, regulations, and requirements. D.11 FUNDS RELATED TO CONTAMINATION. (a) As a condition precedent to this Agreement, the Recipient shall (i) notify the Division of any demands, including but not limited to litigation and insurance claims, made by the Recipient against third parties for reimbursement of costs, monetary damages, or other relief, related to drinking water contamination, including but not limited to contamination by 1,2,3-trichloropropane (1,2,3-TCP), perfluoroalkyl and polyfluoroalkyl substances(PFAS), or other contaminants (Contamination-Related Demands); (ii) notify the Division of any payments or funds received by the Recipient, agreements, settlements, and court or administrative orders that have arisen out of or are related to drinking water contamination or Contamination-Related Demands (Contamination-Related Payments, Agreements, or Orders); and (iii)to the extent requested by the Division or the Division's counsel, provide information and access to documentation of any Contamination-Related Demands and Contamination-Related Payments, Agreements, or Orders. (b) After execution of this Agreement, the Recipient shall promptly notify the Division of the new occurrence of any Contamination-Related Demands and Contamination-Related Payments, Agreements, or Orders. Upon request, the Recipient shall promptly provide information and access to documents to the extent requested by the Division or the Division's counsel. (c) The Recipient shall not spend or allocate any funds received as a result of Contamination-Related Demands or Contamination-Related Payments, Agreements, or Orders (Recovered Funds) unless the Recipient has obtained written consent for the use of such Recovered Funds from the Division. At the discretion of the Division, the Project Funding Amount of this Agreement may be reduced, disbursements may be withheld, and the Agreement may be rescinded, to offset the amount of any Recovered Funds or any Contamination-Related Payments, Agreements, or Orders. Upon demand by the Division, the Recipient shall return Project Funds to offset any Recovered Funds or Contamination-Related Payments, Agreements, or Orders within thirty (30) days or within another time period approved by the Division. The Recipient shall ensure that no duplicative reimbursements of costs occur under this Agreement and any past or future Recovered Funds or Contamination- Related Payments,Agreements, or Orders. Noncompliance with this Funds Related to Contamination section shall be an Event of Default. (d) If the Recipient is not regulated by the California Public Utilities Commission (CPUC), the provisions of this paragraph (d)shall apply. If the Division provides written consent, the Recipient may place Recovered Funds into a restricted reserve account to be used for one of the following purposes but only if such purpose is approved by the Division: (1) as co-funding or match funding for the Project, (2)for a capital improvement project other than the Project that addresses the associated drinking water contamination, (3)for Operations and Maintenance Costs related to addressing the associated drinking water contamination, (4)for Operations and Maintenance Costs of the System in general, or (5)for other purposes approved by the Division. To the extent requested by the Division, the Recipient shall provide access to (i) documentation satisfactory to the Division showing the total amount of Recovered Funds deposited into a restricted reserve account prior to the start of construction of the Project and (ii)documentation thereafter of any Recovered Funds that Recipient receives and places into such an account. Exhibit D City of Redding Project No. EDWG-4510005-001 C Agreement No.: D2402015 Page 33 of 37 (e) If the Recipient is regulated by the CPUC, paragraph (d)shall not apply, and the Recipient shall comply with all applicable CPUC rules with respect to the Recovered Funds and shall provide to the Division copies of all notices, applications, and any other documents filed with the CPUC, and any documents issued by the CPUC, within 10 days of submittal or issuance as applicable, with respect to the receipt and use of Recovered Funds and with respect to any proposed transfer of any assets funded by Recovered Funds. D.12 APPOINTMENT OF RECEIVER OR CUSTODIAN. Upon the filing of a suit or other commencement of judicial proceedings to enforce the rights of the State Water Board under this Agreement, the State Water Board may make application for the appointment of a receiver or custodian of the Revenues, pending such proceeding, with such power as the court making such appointment may confer. D.13 RETURN OF FUNDS. Notwithstanding any other provision of this Agreement, if the Division determines that an Event of Default has occurred, the Recipient may be required, upon demand, to immediately return to the State Water Board any grant or principal forgiveness amounts received pursuant to this Agreement and pay interest at the highest legal rate on all of the foregoing. D.14 [RESERVED]. D.15 [RESERVED]. D.16 OPERATION AND MAINTENANCE. The Recipient shall sufficiently and properly staff, operate, and maintain the facility and structures constructed or improved as part of the Project throughout the term of this Agreement, consistent with the purposes of this Agreement. The Recipient assumes all operations and maintenance costs of the facilities and structures; the State Water Board shall not be liable for any cost of such maintenance, management or operation. D.17 INSURANCE, The Recipient will procure and maintain or cause to be maintained insurance on the System and Project with responsible insurers, or as part of a reasonable system of self-insurance, in such amounts and against such risks(including damage to or destruction of the System/Project) as are usually covered in connection with systems similar to the System/Project. Such insurance may be maintained by a self- insurance plan so long as such plan provides for(i)the establishment by the Recipient of a separate segregated self-insurance fund in an amount determined (initially and on at least an annual basis) by an independent insurance consultant experienced in the field of risk management employing accepted actuarial techniques and (ii) the establishment and maintenance of a claims processing and risk management program. In the event of any damage to or destruction of the System/Project caused by the perils covered by such insurance, the net proceeds thereof shall be applied to the reconstruction, repair or replacement of the damaged or destroyed portion of the System/Project. The Recipient must begin such reconstruction, repair or replacement as expeditiously as possible, and must pay out of such net proceeds all costs and expenses in connection with such reconstruction, repair or replacement so that the same must be completed and the System and Project must be free and clear of all claims and liens. Exhibit D City of Redding Project No. EDWG-4510005-001 C Agreement No.: D2402015 Page 34 of 37 Recipient agrees that for any policy of insurance concerning or covering the construction of the Project, it will cause, and will require its contractors and subcontractors to cause, a certificate of insurance to be issued showing the State Water Board, its officers, agents, employees, and servants as additional insured; and must provide the Division with a copy of all such certificates prior to the commencement of construction of the Project. D.18 CONTINUOUS USE OF PROJECT; NO LEASE, SALE, TRANSFER OF OWNERSHIP, OR DISPOSAL OF PROJECT. The Recipient agrees that, except as provided in this Agreement, it will not abandon, substantially discontinue use of, lease, sell, transfer ownership of, or dispose of all or a significant part or portion of the Project during the Useful Life of the Project without prior written approval of the Division. Such approval may be conditioned as determined to be appropriate by the Division, including a condition requiring repayment of all disbursed Project Funds or all or any portion of all remaining funds covered by this Agreement together with accrued interest and any penalty assessments that may be due. D.19 NOTICE. Upon the occurrence of any of the following events, the Recipient must notify the Division's Deputy Director and Party Contacts by phone and email within the time specified below: (a) Within 24 hours, the Recipient must notify the Project Manager by phone and by email and the Division by phone at(916) 327-9978 and by email, DrinkinqWaterSRFCa�waterboards.ca.gov, of any discovery of any potential tribal cultural resource, archaeological or historical resource, or human remains in the Project area. If there are any applicable provisions of a mitigation, monitoring and reporting program adopted for the project, the Recipient shall comply with such provisions. The Recipient must coordinate with the Division to determine the appropriate course of action necessary to mitigate potential impacts. In the event of the discovery of human remains during construction of the Project, the Recipient shall cease construction and take other action required by any applicable laws, which may include but are not limited to Health and Safety Code, section 7050.5 and Public Resources Code, section 5097.98. (b) [Reserved]. (c) The Recipient must notify the Division and Party Contacts promptly of the occurrence of any of the following events: i. Bankruptcy, insolvency, receivership or similar event of the Recipient, or actions taken in anticipation of any of the foregoing; ii. Change of ownership of the Project(no change of ownership may occur without written consent of the Division); iii. Loss, theft, damage, or impairment to Project; iv. Events of Default, except as otherwise set forth in this section; v. A proceeding or action by a public entity to acquire the Project by power of eminent domain. vi. Any litigation pending or threatened with respect to the Project or the Recipient's technical, managerial or financial capacity or the Recipient's continued existence, or any judgment or court order relating to such litigation that has a significant effect on the Project or the System; vii. Consideration of dissolution, or disincorporation; Exhibit D City of Redding Project No. EDWG-4510005-001 C Agreement No.: D2402015 Page 35 of 37 viii. Enforcement actions by or brought on behalf of the State Water Board or Regional Water Board. ix. The discovery of a false statement of fact or representation made in this Agreement or in the application to the Division for this funding, or in any certification, report, or request for reimbursement made pursuant to this Agreement, by the Recipient, its employees, agents, or contractors; x. Any substantial change in scope of the Project. The Recipient must undertake no substantial change in the scope of the Project until prompt written notice of the proposed change has been provided to the Division and the Division has given written approval for the change; xi. Any circumstance, combination of circumstances, or condition, which is expected to or does delay Completion of Construction for a period of ninety (90) days or more; xii. Cessation of all major construction work on the Project where such cessation of work is expected to or does extend for a period of thirty (30) days or more; xiii. The Recipient must promptly notify the Division and Party Contacts of the discovery of any unexpected endangered or threatened species, as defined in the federal Endangered Species Act. Should a federally protected species be unexpectedly encountered during implementation of the Project, the Recipient agrees to promptly notify the Division. This notification is in addition to the Recipient's obligations under the federal Endangered Species Act. xiv. Any Project monitoring, demonstration, or other implementation activities required in this Agreement; xv. 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; xvi. Any event requiring notice to the Division pursuant to any other provision of this Agreement; xvii. The award of the prime construction contract for the Project; and the initiation of construction of the Project; and xviii. Completion of Construction, and Project Completion. D.20 FRAUD, WASTE, AND ABUSE. The Recipient shall prevent fraud, waste, and the abuse of Project Funds, and shall cooperate in any investigation of such activities that are suspected in connection with this Agreement. The Recipient understands that discovery of any evidence of misrepresentation or fraud related to Reimbursement Requests, invoices, proof of payment of invoices, or other supporting information, including but not limited to double or multiple billing for time, services, or any other eligible cost, may result in an administrative action by the State Water Board and/or referral to the Attorney General's Office or the applicable District Attorney's O�ce for appropriate action. The Recipient further understands that any suspected occurrences of false claims, misrepresentation, fraud, forgery, theft or any other misuse of Project Funds may result in withholding of reimbursements and/or the termination of this Agreement requiring the immediate repayment of all funds disbursed hereunder. A person who knowingly makes or causes to be made any false statement, material misrepresentation, or false certification in any submittal may be subject to a civil penalty, criminal fine, or imprisonment. (Wat. Code, § 13490 et seq.) Exhibit D City of Redding Project No. EDWG-4510005-001 C Agreement No.: D2402015 Page 36 of 37 D.21 DISPUTES. The Recipient must continue with the responsibilities under this Agreement during any dispute. The Recipient may, in writing, 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. This provision 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. This section relating to disputes does not establish an exclusive procedure for resolving claims within the meaning of Government Code sections 930 and 930.4. D.22 EXECUTIVE ORDER N-6-22—RUSSIAN SANCTIONS. On March 4, 2022, Governor Gavin Newsom issued Executive Order N-6-22 (the EO) regarding Economic Sanctions against Russia and Russian entities and individuals. "Economic Sanctions" refers to sanctions imposed by the U.S. government in response to Russia's actions in Ukraine, as well as any sanctions imposed under state law. The EO directs state agencies to terminate contracts with, and to refrain from entering any new contracts with, individuals or entities that are determined to be a target of Economic Sanctions. Accordingly, should the State Water Board determine Recipient is a target of Economic Sanctions or is conducting prohibited transactions with sanctioned individuals or entities, that shall be grounds for terminatian of this Agreement. The State Water Board shall provide Recipient advance written notice of such termination, allowing Recipient at least 30 calendar days to provide a written response. Termination shall be at the sole discretion of the State Water Board. The Recipient represents that the Recipient is not a target of economic sanctions imposed in response to Russia's actions in Ukraine imposed by the United States government or the State of California. The Recipient is required to comply with the economic sanctions imposed in response to Russia's actions in Ukraine, including with respect to, but not limited to, the federal executive orders identified in California Executive Order N-6-22, located at https://www.gov.ca.qov/wp-content/uploads/2022/03/3.4.22-Russia- Ukraine-Executive-Order.pdf and the sanctions identified on the United States Department of the Treasury website (https://home.treasurv.qov/policv-issues/financial-sanctions/sanctions-proqrams-and- country-information/ukraine-russia-related-sanctions). The Recipient is required to comply with all applicable reporting requirements regarding compliance with the economic sanctions, including, but not limited to, those reporting requirements set forth in California Executive Order N-6-22 for all Recipients with one or more agreements with the State of California with an aggregated value of Five Million Dollars ($5,000,000) or more. Notwithstanding any other provision in this Agreement, failure to comply with the economic sanctions and all applicable reporting requirements may result in termination of this Agreement. For Recipients with an aggregated agreement value of Five Million Dollars($5,000,000) or more with the State of California, reporting requirements include, but are not limited to, information related to steps taken in response to Russia's actions in Ukraine, including but not limited to: 1. Desisting from making any new investments or engaging in financial transactions with Russian institutions or companies that are headquartered or have their principal place of business in Russia; 2. Not transferring technology to Russia or companies that are headquartered or have their principal place of business in Russia; and 3. Direct support to the government and people of Ukraine. Exhibit D City of Redding Project No. EDWG-4510005-001 C Agreement No.: D2402015 Page 37 of 37 D.23 STATE CROSS-CUTTERS. Recipient represents that, as applicable, it complies and covenants to maintain compliance with the following with respect to all Project Costs for the term of this Agreement: • The California Environmental Quality Act(CEQA), as set forth in Public Resources Code 21000 et seq. and in the CEQA Guidelines at Title 14, Division 6, Chapter 3, Section 15000 et seq. • Water Conservation requirements, including regulations in Division 3 of Title 23 of the California Code of Regulations. • Monthly Water Diversion Reporting requirements, including requirements set forth in Water Code section 5103. • Public Works Contractor Registration with Department of Industrial Relations requirements, including requirements set forth in Sections 1725.5 and 1771.1 of the Labor Code. • Volumetric Pricing &Water Meters requirements, including the requirements of Water Code sections 526 and 527. • Urban Water Management Plan requirements, including the Urban Water Management Planning Act(Water Code, § 10610 et seq.). • Urban Water Demand Management requirements, including the requirements of Section 10608.56 of the Water Code. • Delta Plan Consistency Findings requirements, including the requirements of Water Code section 85225 and California Code of Regulations, title 23, section 5002. • Agricultural Water Management Plan Consistency requirements, including the requirements of Water Code section 10852. • Charter City Project Labor Requirements, including the requirements of Labor Code section 1782 and Public Contract Code section 2503. • The Recipient agrees that it will, at all times, comply with and require its contractors and subcontractors to comply with directives or orders issued pursuant to Division 7 of the Water Code. • Regulations in Division 4 of Title 22 of the California Code of Regulations, including but not limited to California Waterworks Standards in Chapter 16, and Lead and Copper regulations in Chapter 17.5. Exhibit D 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'cibl�� s L'��reGt ;; �/?412423 ry ip}�in,Ci ana � 1Q131(2423 t t caulrland@ci redt� ', ��a.us � btippin@cityofredding.org SUBJECT: ��;t��l(b)-- Consolidatio� �d Water Service Agreement with the Cascade Racquet Club Mutual��ter Company; and R��ution authorizing the submittal of a grant application by the City of �:��ding to the State Water Resources Control Board Drinking Water State Revolvin Fun� � , � t t�s,., '�'� s. i ) Recommendation ' " , , �, � , � �,r�'�; Adopt Resolution authorizi�g i�� submittal o��'�ant a��lcation by the City of Redding (City) to the State Water Resources C��1 Boa��i�kin��,�� State Revolving Fund; and, should the grant be awarded, authorize �� 5��'" to �� '��solidation and Water Service �Nv Agreement with the Cascade Racquet Club Mut��f�ater Co�y far connection to the City's water system. ,�F �,,r�� } t }} i: Fiscal Impact ' „ , '�� , s � � n . 3` � t � S �.;" i/,, There is no fiscal impact. The City will apply ��`.��`inl�ing ��r State Revolving Fund (DWSRF) grant to finance the construction of the project, mclt��'g Crty ��ction impact charges. There are no funds allocated to the construction of the ��ject �� !��;'��e of this staff .r�Y report. In the event the grant is not awarded, the project will no��, ��e estimated value of the DWSRF grant, if awarded, will be approximately��D�O(1�� _„ .` , Sti 3 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 Wark Plan from UEI and SWRCB to prepare a Construction Application for the preparation o��`��technical, environmental, and fmancial packages, as well as the plans and spec��ss�'s�c�oc�� necessary, per State guidelines, to connect CRCMWC to the City's water3��'m. PACE Eng��ring, also contracted with UEI, is preparing the general, technical, env��ental, and financl��ckages for the construction application. t � Since the ne� �ater mains, service��t�d meters will be part of the City's water system and should be co��cted to City standards��and requirements, the City prepared the 90 percent plans and specificatr��documents for this construction project. The City has a subcontract with UEI and wi11 be reim��,�or�a��ost of�x��ng the plans and specifications. � '� s � '� ' i t � If awarded, the City wi�'�'��ie�the ��;��'nt of t��nsolidation project financing and will bid the construction per our standard ��ic Works B��s �rocess. Water Service Connection Impact Charges ($5,346 per parcel) w�� so be pald th��roject financing. The estimated value of the DWSRF ant is $900,000. �� '` gr ��nstruction,�� ,�nticl��d to begin in Summer 2024 with completion in 2025. �' , „t � � The agreement and resolution have been approve��o�form b��,e City Attorney. �. Envir�onmental Review � � � � � `} � � . This action is not a project as de�ne�. �� '�he��liforni� ��`�ironr��1 Quality Act, and no further action is required. The agreeni��and r��e�� alloc� �e City, on behalf of the F 7,�,�,�. CRCMWC, to apply for financing for the constructlon o�'the conso��ion project � , , � Council Priority/City Manager Goals � ' � �'�'``� ,} � �`�� Communication and Transparency — "Imprc�� the,��s��communication with the public and City employees to enhance knowle��t��'icrease 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 C�� Club Mutual Water Colnpany operates a water system which ,,.,,� serves 27 parcels��i the Casca��,�cquet Club Estates Subdivision; and � y WHEREAS,,�f��`� Cascade Racquet �lub Estates Subdivision is located entirely within the jurisdictional��its of the City of Re��ig but is not served by its water utility; and WHEREAS, `�� State Water Resources Control Board has identified several problematic issues relating to wate��yery b��the Casca�,� �acquet Club Mutual Water Company to include: water production and con��`��unl��lack of water meters;the water system does not have , > redundant or auxiliary�vater if th��t�ing wel�l�`��s; the existing water system infrastruct�ure is at the end of its useful life; and there �� storage, en��ency generator or well pump to adequately meet fire flow needs, and �` ;�, � , j WHEREAS, the City of Reddln��t��,��`�uthc��}�� s authorized to seek funding from the State of California to address the afoi��i.ed d��`cies°��;�nter into a funding agreement with the State of California for that purpose; and � _ }�'�` >� � , � t , WHEREAS, the City intends to fmance t �h�,��t�ng, design��truct�� and associated fees of the Project with monies (the "Project Fund��'ovi��by th��,��°of C��rnia, acting by and through the State Water Resources Control Boart�;�"and ; � , � ,; � ,., WHEREAS,prior to the approval by the State Water Resources CC��trol Bc��"��Project Funds, the City wi11 not incur certain capital expenditures with respect �'�� Tom available monies of the Cit � '` } � Y� �� f , s t ,: } THEREFORE, BE IT RESOLVED by the City Counci�o�`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: COU1�1��25: , , � , �,. , � � r MICHAEL DACQUISTO, Mayor ATTEST: }� APPROVED AS TO FORM: �, s ��t ; � , �: ,.,� � , �. ;`, �' , � ,' � ,�,G.� ,� SHARLENE TIPTON, City (��k �� .��BA��Y E. DeWALT, City Attorney ,< , ; t v = > S,i 1T t \ l>3 ,r�...� /lJ } t t 4 � �5,,, � / J �,f.� /l 7 b, } 5 t }h v t.} t 1 � / S r >} 1 } � sa, ..�.,..t.,.,i , \ , .. �...... � . � � � � �� ; �J � �` � ._. \ _ i- _ . � _.._ � . -__ - � _ �� __._� �� . . _. ; -�, �` , �'rr� �, i � __ �i \ __ _– --- _ -- I I� o�o �� «R—� _ _ _ _HRRTNELL F�V�- _ _ 1 _ r-- __ --- ____ _ __ � r___. __ _ � ---- - � i \ �`'�.� �� _ �T� � _r � _.. _ � �Y �� _ ___ ___. � �� . 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' ' ! � � hi oF REO CITY OF REDDING � OZ CASCADE RACQUET CLUB � " � PUBLIC WORKS �WC WATER MAIN PROJECT � ��, ri � � 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." t s RECITALS �; s � > �� z,v,. � , r ��, ; � A. Com an �=�l��cls title the ro�� commonl referred to as CASCADE RA UET CLUB p �`� p l� �� Y Q , MUTU��WATER COMPA��'with the address of 3375 Forest Hills Drive, Redding, Californ��vhich is located inside the corporate limits of the City and within the limits of the County of �� ,��or� ��ber 110-310-006, and is shown on Exhibit "A" � ,.�. s, , � � attached hereto and incor��'�ed by refere��(the "Property"). The Property is operated by � ,f �� the Company as a Mutual��er System��ID N��A4500012)and provides water service �� ,, � � } to 27 parcels within the Casc��,��jti�et ��'at'��'��bdivision. The source of potable ��, > �.�w water for the Company is ground watex�`��"a well on th��'�perty; and / s, i` �� ; , B. The State Water Resources Con��`�'��Boarc�� ,��rd" ]�� etermined that the water � ' � ., provided by the Company to its water system does comply w��the dnt��,��ter standards; � , � � � .��>> however water production and consumption are u�known��Y�ack of ineters; the water �,. system does not have a redundant or auxiliary wat��ild 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 c��ahdation project and transfer to the City's water system; and 1 i� 5 3 S j } t � is F. The Partie��[re to�enter intc��I��h an agreement. �.� �� 1� , ;_ „ �� t <AGREEMENT ,, } ;�.;. � Now, the�'��`��the PaX,t,��s hereby��e as follows: � �'� � , , � } � s��,t� �; ', ��,, � 1. Incor�oration of Recitals ��of the abo� �ecitals are incorporated herein and the Parties acknowledge that the rec�� are correc�� of th� exhibits are incorporated herein by this � ` �, �F � , � F t reference as if fully set forth. � , � ,`. ' � ��r,, � >�, � ,, � ,� t: 2. Financin�. The City is authorized t��'��garding any `�`'��ancl�� received and to use the „ ,� , s , ° Financing for the planning, desig��nstru��`�iated,�� of the Project. City shall ° � ` �� use all reasonable efforts to obtain the Financing and any ��ociated ,�� however, the �� decision to approve the Financing and any associated gra��'�y the State Board and � , ; 4..d:,�..r,PJ. not the Company or City. � '�� t . 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 conne��,��n fee and all associated impact, encroachment, and administrative ,. � fees. , '� �� ` ,� ,; r,,� ,s 5. Consol��,�,��on. Upon completi��if the Project and connection of the 27 remaining parcels l h�: witlun t��;ompany's water system to the City's water service, Company agrees to surrender �3,,� ;: its water su��,the 5��at which time the Company will cease operation of � , �.., %��;: 3 ,a ti the existing Cascade Rac��;�lub Mutua��ater Company water facilities as a public water r ` system. ,,, ,� ,`�� ti � � � ,� � , 6. New Waterline. The City agree��cc�ept t��terline ��be installed in the public right of � , way and to operate and maintain it for��eful life of tl�;��ipeline. � , �� „ � � r, , : } ' �„ r � ,�`� � '7. Onsite Im�rovements. In connect��t�City's ��`i�e to e��'�f the 2'7 remaining parcels �,� �. within the Company's water system, a meter acceptable t��l�e Cit� �� installed, and , s � t�.� connected to the piping on each parcel("Onsite Ir��roverr��,��,��hese Onsite Improvements � ; , } ..., and metered connection will be paid for with the�"i'i�aricing. 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 5��,��:v�� reement shall be recorded with the Shasta County Recorder's f.,�w �, 3 Office an�;��ll be binding upo��ompany, its grantees, successors, assigns and lessees. � { � }; � 10. Attorn� �ees. In the event that��y litigation is commenced between the Parties to enforce the terms�'��s A ee ent the revailm art in said liti ation shall be entitled to liti ation � , �' �, , p g p Y g � � r , costs and reasona�s�� attorne ��`: �"�� t 1 L Termination Due to Fail��,to Gain Ap��ls. Th� Planning Phase will provide scope and � /� funds to complete the CEQ��'�� the s��i��'��f all parties. If any approvals or �; permits are not obtained, the project v��'�ot move intt�;�ie construction phase and this r '�ll SY Agreement will terminate with ne��'�at��,having lia��to tl��her. �j 5 �M:, J i:` .:�� Y .,i�l .�,^., � .� 12. Waiver and Hold Harmless. Company hereby agrees, on bel��if itself an��s shareholders, �,,, t� to waive all liability as against the City, its elected offici��"��id employees for any � �w z t action brought due to the planning, construct��, ��'�peration 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. , ;� s B. The �,��any's ob�ligation��efend, indemnify and hold harmless shall not be excused ,� bec��,� of the Company's t��,�ility to evaluate liability. Company shall respond within th�rt��?� calendar days to the tender of any claim for defense and indemnity by the City, ,s , � unless tht� ��t��en��e�t��riting by the City. If the Company fails to accept _s . , , or reject a tender of d��se and inderr�� in writing delivered to City within thirty (30) calendar days, in addi��to any ot��med��thorized by law, the City may withhold s � �, , � � such funds the City reasoi��r�t��iside��'��'ssar=� �� its defense and indemnity until r . , }�: disposition has been made of the cl�,��:��until the Co��any accepts or rejects the tender �' ' s � ,`� � ' � 7 � ; of defense in writing delivere��+��e ��whi��occur��'st. This subdivision shall t , , , w. not be construed to excuse the prompt and continued per��nance of tl�� duties required r , � �,� . �3 5,.:..,+, of Company herein. t � ' 13. Notices. Any and all notices or other matters re��`��`}��rmitted 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 WHE ��'��of Redding and Cascade Racquet Club Mutual Water Company have executed thzs� ��t�nt'ot��C��;;��ys and year set forth belowe , i �,,�' ti'. ti✓1'$.�eJl:t21>�L\.t"1t..�VE1 1.1LV�U '',� �� lY1 V�1.VAL� YV t'11�ES\i.V1Ylr L'11V 1. t,i, a � ts; u �e � ...,w,m� � � } t Date: ��'�� ?23 By; � �� ;�, t t �;�,, � � � �' MARK�CHRIST,Board President �s. r, , �t �, y. �, ' CI��';��DDING � , s, , �.s�..��.,.,,,. ��=ti7ci��rparation 3 i`� / � / � �� 4,: 3 „ll f.,. /� � t �a��. �V�.� ., �e�'�.,�>,z . �,�;� � �� MICHA��'�ACQU��'��1Vlayar , �..�r,.� Attest: Approved�s�c�� '� , ,, , , ., , ,�},� �,.� , � , ,} ` st � 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'cibl�� s L'��reGt ;; �/?2/2423 ry ip}�in,Ci ana � 3/2�/2423 caulcland@c►redt� ,� ��a.us � btippin@cityofredding.org SUBJECT: ��t��l(e)--A�uthorize th� �ity Manager to Execute a Subcontract Between s �. University E��prises, Inc. and th� �ity of Redding for Professional Bngineering Services related to the ��ade Rac uet Club Mutual Water Com an Consolidation �' �� l � t Recommendatzon � �� ' �` � � vs ,� Authorize the City Manager tc� ��ecute a subc��ct between University Enterprises, Inc. and the City of Redding for Profes��al Enginee��.�°Servl��related to the Cascade Racquet Club Mutual Water Company's conso��on in��:�ity c��„��,�Ing's Water Utility. ,, � �� s ,; 3 Fiscallmpact � � ` �<<<,: � / � , 5 � There is no fiscal impact. Universlty Ent��, Inc. (UEI�,�� pro��de compensation to the City of Redding (City) Public Works D��e��n an amc��i��ot to��ed$43,'719 to perform professional engineering services and ��pare ��}��, ��i'cl spe��tions for the necessary water infrastructure to consolidate the Cascade Racqi�`�'��`�Club Mu�;��'Water Company into the City's Water Utility. ,�� , , , ,� Alter�native Action ' � The City Council (Council) may choose not to aut�i��fhe� 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 ��fications documents necessary, per State guidelines, to connect CRCMWC to the ��., ��r ��stem. PACE Engineering, also contracted with UEI, is preparing the ge��'��'�'echnical, ��ronmental, and financial packages for the construction application Sit�� ie new water m��, services, and meters will be part of the City's water system and sl��'�'�be constructed to �� standards and requirements, the City will prepare the 90%Plans an�'��ecifications docum��which is the subject of the attached subcontract. � t �� If the constru�� application is approved by the SWRCB, the City will apply for a DWSRF s ti., grant to finance ��onstruct��n of the �r��ect, Including City connection impact fees. There are no funds allocatec�� ,�� iuctl��;'��ject at the time of this staff report; in the event the grant is not awarde'c�,°"�ie��pro��l not p��'��ed. Staff will return to the Council at a fut�ure date to request authorization to ��for the gra��nds. , The subcontract has been appro�� as to form�k��ie Cit��ttorney. ,� } 4 ; /y �l t t � (t. ,�'/,;+, Envir�onmental Review � / � s„. , � This action is not a ro ect as de�ned b �� 'alifornia En��nmental Quality Act, and no p .1 Y , further action is required. The subcontra��`�'�i��,:�llow the Cit� � pro�'�f�e design and technical study information necessary�to ensure e�,��r�m�i��l clear�� the��ect progresses. , Council Pr�iority/City Manager Goals �� „, �� s s s � .,>,.,:: � Communication and Transparency — "Improve the qu��,��;��unication with the public and City employees to enhance knowle�e and ��ransparency to improve public trust." � � s 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 �, _ � , �� y � � . i �`" \ —� �'� �A � I — — — c l "'�`�,�' � � � �� ` i � � {„ , , �� r �t ��. • , ,� ,, �« a �.� �. n"`:�"`" - . — ' < ._.. .� >.�1 - y C Y � � _.. , , � �,//� �� !/ i � �/�� ,�� `�� , �,PROJ�CT �� 8�, a � ;� � _� , �� , R�� , � ' �� L.00ATION �� o� d � �E P �� _ ' - � � �� :}� � �� ` °� ��t , �� -- -0 � `� �� . � / _ � — � � � } , �� \ '�� , i s — ,. �� a��y ,my�� ,�� , _ .. � i �1+ yt t �y ,x .",�^L � ' . . , ,,„�� y ,' t / � � F��E�T HIL�S �� , � � � ; � � � �� '' I�� s ��' � O � ...... .� _ . , .... . ,i �.`��`. .. ._ . �sw,��w�"� (.!�Ur u.�:: �r-,��x*,r � C� _ .� _— ,� C � � i r�* _ ��. � � ��. �� ;�,��'�,�� `�" � �— } . , ACASSI L�I � r: �, w '�;��. � '`� O ;� �� c� w � c� , m �, � ��G��.., � � � _ _ � � i� � tn �Qa�` �� u � �. c� c� c� � �� Q (� � ' �J ki (i.. _ ' � k t no„ 7 } -� . �\. _ � " �• iy, ��1� l , � I�V�R ST� _ � � - �� _ , �. _ , � � i � � ,�t � � ; L�� „ _,. �, ., �. _ _ -� _. _ �. �„r �,_ „ ,\, ' � .......j I � _�` :'� . ' ` . ��i�/��^��'L �-- ��C��J�A�'i��T C!� _ ' -- , , ... �, , �. , , .— , -� ' � /� � � J � , ; ._ , ..:` �� ; . .._ � � .. � — — _. � ... __. • �. '-' [Y :'. �` z. r1i_ �L E1KE �TF?L �� ` � � > � � � � ' � , , � , � �� , � � _ " � � � L �, � � �' ;. ; � � , � � 1,�- � — � �� oF REoo� 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, Sacram��i��ce with California Education Code sections 89900,et seq. and Title 5 of the Ca��`�of Reg��as sections 42400, et seq. ("UEI") and the City of Redding, California ("��*actor"). UEI a�� ontractor are hereinafter collectively referred to as the , "Parties." �:. ;'' i f Recitals � WHEREAS, �� ?vas awart�ed a Proposition 1 Technical Assistance grant from the California State Water Resc��"��Bo�� ;��ding Agency") under Agreement No. D1612806 originally executed ci��"�°��abo�,� ��ember'��;�s 2016, and thereafter amended (the "Funding Agreement")to provide fundin��e used by L��to assist small, disadvantaged communities to improve their drinking water��wastewater s��'��ins (the "Project"); and � ; �� s WHEREAS, UEI administers �;��ts a�d ��ntract� ��iting California State University, Sacramento, and is authorized pur��v"��le 5 ��;��'��ia Code of Regulations, section 42500(a)(7) to enter into subcontracts relatin��''�e perform�;��e of responsibilities under the Funding Agreement; and ' � � , � , �� WHEREAS, all work required of UEI��r tl��undm�,��z�men��11 be performed and/or overseen by the Office of Water Prog��is at Ca��:��4�'��Univ��,��, Sacramento ("OWP"), �<�� though UEI remain� solely responsible under the above-referencec�i��c3ing agreements to ensure the proper performance of UEP s obligations thereunder; and " ''�� `�� f � , , t � WHEREAS, UEI and Contractor wish to enter into t�is Subc � �� `�f�'�'Contractor to perform certain professional services hereunder pursuant to ��[��'lan #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 o��'�� } � ';�` � 2. TERM ` �� '} �� , ,, Subject tc��'�provisions of secti��; �5, the term of this Subcontract shall be from September 24, 2021��"November 30, 2023��ept that UEI may unilaterally extend the expiration date (and fin��voice date)of this S��ntract by providing written notice to Contractor of a new expiratlo�,�te. Upon such notice, the new expiration date will be deemed to have been automatic��corporat�d herein as an amendment to this Subcontract. } � s , , 3. FUNDING AG�'�;'��EN'�' ` j t ' ��,��;�, This Subcontract is subjec��t��,��and Contra��shall comply with, all applicable terms and conditions of the Fundi��, 'Agreement, i��ich is attached hereto as Exhibit C and incorporated herein by th��`�ference V��ut li��zng the foregoing, Contractor agrees to be bound to UET with t��ct to t��igat�� c�ntained in Funding Agreement to the same degree and in the sa��that�'��?d to the Runding Agency under the Funding Agreement. In the cas�e of a��t� conflict ��tween any of the terms and . t �� t> conditions contained in the Funding ��inent and a��;of the terms and conditions contained in this Subcontract, the la��1 govern. '� 3 t , �; � � 4. COMPENSATION. � �'" This is a cost reimbursement agreement. In exchar��e for Contr�,��ir performing the Services in accordance with the terms and conditions of this Subcon��, UEI'� ��,� �bligation to Contractor under this Subcontract shall not exceed the s�� o� ��-�""�iree Thousand Seven Hundred Nineteen Dollars ($43,719). �ontract� �� S�rform the Services in accordance with, and subject to the line-ltem�,;��,��,�,��ontained in Exhibit B (the `Budget"). Contractor shall invoice UEI no more��t`��`��itly 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 �rovlded herein, Contractor's final invoice must be delivered to UEI within thirty(30��;��,�,campletion of the Services but in no case later than December 29, 2023. Fa�l��t��? the � �� Contractor to com 1 with this deadline shall result in p �; , p Y Contractor��7anently walvm��right to any amounts included on such final invoice. The Parties a��;,��if�iat Services perfo��d during the term of this Subcontract shall be performed under th�,��ovisions of this Sul��itract and shall not entitle Contractor to any additional compen�d��n. If, during the te��of this Subcontract, UEI desires to retain Contractor to perform�;��C or services determined by UEI to be new work or services not covered by this Subcontra��en a separ�te written agreement for new work or services must be executed by the Parties p��ance,��`��work or services. � , t t , �, k, . � �� , �y� x Acceptance by Contractor ��ia1 paymen��der this Subcontract shall constitute a release of UEI from all claims ar�� iability to the;�"�ntractor for payment hereunder, and for any additional compensation c��ayment rel�� to a�� and all things done or furnished in connection with this Subco��`��t How�'��`��"inal��'��nt shall in no way relieve Contractor of liability far its obligations,��{��'�"�t�`��t�, in��f�5 defective work, discovered after final payment. � � � } r.; 5. INDEPENDENT CONTRACTOR � = f � s Contractor and any and all agents ��err��s�yees of��'acto��Il perform the Services as an independent contractor usl��r�'its own �� s�� `��equipr��; and not as an officer, 3 .�v: employee, or agent of UEI. Contractor shall set itis��'own hours;�� shall cont�ol the manner and means of performing the Services, though UEI ret�i��''�the r�� versee that Contractor's performance of the Services complies with the��ir��i��'��`�his Subcontract. Contractor warrants and represents that neither lt�nor any ��,� ��tp�oyees or agents is an � �>.,�. employee of the CSU system, or any of its aux11��`��'ions. Payments to Contractor hereunder will be reported to state and federal tax ai�t�i��`ities as required by law and UEI will not pay or withhold federal, state, or local 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 O��'�, , � ,. , Contractor, l�� `ittion o�` �� Subcontract, warrants and covenants that no official or employee o��,nor any busln��ntity in which an official of UEI has an interest,has been employec� ��etained or solicite�� aided in the procurement of this Subcontract, nor will any suc� ��rson be employed �� ie performance of this Subcontract without immediate divulger��f such fact to UEI ar��onsent by UEI,which consent may be granted or withheld in UEPs`��discretion. � � 8. SUBCONT��,��d��,�SSI��'�� Except as otherw��ed m�,��u�con'��, Contractor shall perform all services required on its part to be perfor�:��,��iereunder ��g only resources available within its own organization. No portion��'��e work shal�,��subcontracted nor right to payment assigned without the advance writt��proval of I��vhicl��ay be granted or denied in UEI's sole . . discretion. � �, ' , �< } � � �� Because this Subcontract is an a reement � �^ �e�� erform' �;e of rofessional services and � �,�,� '� p �� p because Contractor was chosen based ,�'� ��s expertise �� erforming such professional serviees, assignment of this Subcon��s� �`attempted a��nme�t� of this Subeontraet by Contractor without the advance wx�� ca��nt of U��iich ��;�ent may be granted or withheld in UEI's sole discretion} ��1 con��rial br�� of this Subcontract and entitle UEI to exercise any and all rights provide� �oi�by this ��ontract and/or by law for sueh material breach. ' , } i� 9. INDEMNIFICATION. � � To the extent of Contractor's fault, Contractor ag��i��y, defend and hold harmless UEI; OWP; the Funding Agency; the State of Cali�ft��;'"�he 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 eosts,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 rende��,��,��re to render, professional services related to this Subcontract. Such profess��a�ility �t�,��ce shall have policy limits of no less than One Million Dollars($1��,�00)per claim.`��professional liability insurance must be maintained, and evidence ��h insurance must�provided, for at least three (3) years after completion or cessatio�'��he Services. This r� ��ement shall survive any expiration or termination of this � ,�, Subcontz`�� All insurance pol��es referenced in this paragraph shall be provided by insurancc��iers that are reasonably acceptable to UEI. Upon execution of this Subcontract, and therea��?on renewal of each of the above-referenced insurance policies, Contractor shall provide��*��s of��I��d applicable policy endorsements demonstrating Contractor's comp��i��with��r'ovlsid��f this section 10. If Contractor is self-insured, upon execution of this A��ient, and th��tafter upon any change in Contractor's self- insurance program or up�, �equest of U�� 'Contractor shall provide proof to UEI that Contractor's self-insuranc��ogram prov�,�;��'�covex��e that meets or exceeds the types of insurance coverages and ms�r��e cov��Imit�;��ified in this section 10. } �t� � � , t 11. COMPLIANCE WITH LAWS. ��'�� / ' Contractor sha11 at its own cost and at a��,��s during tbe ��m of this Subcontract comply , with all applicable federal, state, and 1�� vs. �, �„ , ,� ' �a t � a 12. RECORDS; RIGHT TO AUDI'� .4-.�� ' � ` "' �� ,`� Contractor shall retain all fmancial records, inc�uc�i�i�g�but not l��ted to documents, reports, books, and accounting reports that pertain to any work or tra��tion p�� pursuant to this Subcontract for a period of three (3) years after final ��ne�,��t��`�t�iis Subcontract, �,.,.> > unless a longer re�ention period is required in the Funding��t�'i�:`As to Subcontractor s books and records, UEI, Funding Agency, and a��,��"��rnmental �agenciss mentioned in the Funding Agreement, sha11 have those audit ri��'��pecified 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 az��;�� :,yits term, Contractor sha11, subject to the limitations of this Subcontract �� °` � , ��`��'i�iursec� �� all completed services rendered up to and including the day it rece�,��oticed of such��t�unation, to the extent such services comply with the terms and condi�� of this Subcontra��nd(ii) all non-cancellable obligations in existence at the time that��ntractor received no��ation of the termination of this Subcontract. �, 16. NOTIFr �TION. �,. Any notic��ired or �ermitted hereunder sha11 be sent by a party hereto to the other via U.S. mail, po��i'�� and��1��`��th return receipt requested),by reliable overnight carrier, or by pers�r��ervic��'��ie follc�'��addresses: t �Y,' , � Contractor � t� Josh Watkins, Water Utillt��fanager �Ionic�„�auppinen, Director, Sponsored Prog. City of Redding, Public Wo��epar�� [Jm��`��nterprises,Inc. P.O. Box 496071 , '' 6(��t��!IS 6111 Redding, CA 96049-6071 �� amento, ��,95 819 � , �, , If delivered via personal service, the ��all be deerr��ffect��e upon such delivery. If �, delivered by reliable ov�rnight carr��`��cl��t�ce sba��;eme��ective one(1)day after . > . deposit wlth such carrier, properl��clresse��,��prep��f delivered via certified mail, such notice sha11 be deemed effective as of°��"`�earliar of��iree (3) da�s after deposit in the U.S. mail, properly addressed, postage prepaid, eertifie��th retur��pt requested, or(ii)the date of acceptance of delivery as evidenced by the��of��ire on the return recei t. Either a ma chan e its address b iyin wnt��'"o�the other ursuant�to P P �S' Y i 5' g ,r,. g l� 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 Sacrament� 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 irrevocabl� 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 actit��;��.7or other proceeding, is brought for the enforcement of this ,,a Subcontract, ��ise of a��ed dispute,breach, or default in connection with any of the provislons ��s Subcontract,`� ��,��prevailing parry sha11 be entitled to recover reasonable attorneys' ��`�and other costs in�'��ed in that action or proceeding, including any appeal of such acti��r proceeding, in add.��n to any other relief to which that party may be entitled. 20. AUTHO��;,�ATION. � , Each perso��utin��s Subco�,��represents that the execution of this Subcontract has been duly aut��p��behalf the person is signing and that such person is authorized to execute the��ntract oi�5��alf of such party. F t" t' J 21. ELECTRONIC SIGNA'I'��ES. Each party agrees that this �'��contract a��(��othe��cuments to be delivered in connection herewith may be electromca��,� ��`that�;��ronic signatures appearing on this Subcontract or such other�docu��the��,��ant��tten signatures for the purposes of validity, enforceability, and admissibiht�� y,. >, � The Parties agree to the foregoing ten��onditions }� s " �� d t '��: t ^ } S'� t:i t CONTRACTOR UEI� � `� � � , CITY OF REDDING UNIVERSIT�' ��TERP,��;1NC. 3 ��:� , t , , � By: B�� ,�;. Barry Tippin, City Manager 1V�t�nica 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) �� z��ENT NUMBER (NO.) D�9-17008 � r� �.� � ` ��AMENDE�� WORK PLAN NO. 6571-a4B f ' TA START ��TE: SEPTEMBER 24, 2021 r ;��UNT: $ 112,374 ;i Whereas thrc�� the passage of various bond acts, including Proposition 1 in November 20'f"� ��#.$�n�� Bill 20� � �� 2019, the State Water Resources Control Board (State Wat��i� a�t��t��ake available certain general obligation bond proceeds (GO Bond Pr��s) and ��:and Afifiordable Drinking Water Funds (SADW Funds) for projects r�3��ing certain ��ria; and { Whereas the State Water Ba�� has deter��;d th��his Project is eligible for certain � _ � GO Bond Proceeds and/or S�� u��,�� ,�� , �� '' i ', ' � ' .�.� � Therefore, the parties hereby amen��°��ie Ag��nt, orig��ly executed on April 14, 2021, and incorporated herein, tc�<��`� ' ,�� l � � � AMENDED TA WORK PLAN NO 657°�� a pages ��ied) �� r � � ** Entire Exhibit added to replace ��,,�rork'��c�„��,��"�1-A (��'cuted , , April 27, 2022) _.�,,� } . All other terms and conditions shall remain the same. �. � RECIPIENT: , ,' i �� SS 3 j t 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� �Q21 TA Recipient(s): Cascade f�� Mutual Water, PWSID No. CA4500012 ,, � s � CommunityfSystem Information: Popu,1��i��Served 89 (��cmg Water Watch Site 2021) „� Nur��}��of�Connections: �'��Drinking Water Watch Site 2021) Me��fi��i Household Incor�`��MHI): $74,432 (2015-19 American Community Survey) CommunitylSystem Contact(s): Mar��hrist, Board President, Cascade Racquet Club Mutual Water, mchrist a�ci.redding.ca.us, 530 "�� 738 ,, Additional Community/ �"�"� �� ' System Contact: � Amended Work Plan No.: 6561-�B ` A.. l / Work Plan Title: Drinking Water Statc ��uolvi��t��id (Q�� Construction Financing Application Assistance Amended Work Plan Submittal Date: �� } r�F�r��or�i `) `)(17`) �. �':'��'�� ZQ �ti, >'s � � � t �,i A. Technical Assistance Details , �,r�� =F` �� , , ,z Water System Description: y V /" 3 The Cascade Racquet Club Mutual Water (CRC Mutual), PW��No. C��, is lo��d within the City of Redding (COR) water system boundaries, at the corner of Forest Hills and Wimbledon streets. The CRC Mutual has 2�`i�nnectior�� all of which are residential. The source of water is a single groundwater well, and the water system indudes a 1,500-gallon pr��ure t�� distribution system= � Current and Past Compliance Issues: t' ' f , , tr, , The aging water system infrastructure is coming to the end of its useful life. B��1�e 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. }} 1 The scope ofi the project includes the followic�� ,, , � l , • Drinking Water State Revolvin��id (DWSRF) Cc��truction Application — Preparation of the General, Technical, Environmental and Financial Packages, per th� �tate Water Board, l��vision of Financial Assistance (DFA) guidelines. The content of these four Packages are described on the ��website and incl��arious engineering, environmental compliance, and related tasks to complete the application. '' }`y Other TA Providers: �} 4 1 1 . � 3 / No other TA providers are currently involved �r��"�.�l��rts �'�� r��. , Reason for Work Plan Amendment B: x ;� ,� � t ;` This Work Plan Amendment is for a time extension ��;#� . The t�,��'�Xten,� �'� is needed as a result of the len th of the ne otiation time on an a reement between the Cit of Reddin ar� �� rn ��;��'��' � „��,Cit for their time associated with develo in the Plans and Specifiications, is takinq lonqer than anticipa��. '��u��`�� B. Summary of Proposed Deliverables and Activities {(� �� , , 3 �� `� ,,.r, ��;�� ;�"� , �� w $� �;' � � � �� ;�� d T �ider Deliverable & �ue No. Task '� Notes and Details Regarding F��d A �� w �� ,� �� 'gudget� � �� , �;�_;��ta#f/c, v � lt�nt s Date � � � ��,.,..� ■ Hold kickoff ineeting and prepare meeting notes Sacrar��to State Needs Assessment ■ Identify scope, deliverables, schedule, and Offica;��`�IVater = Pro��s �4��' ,� 1 and Work Plan budget; solicit and review proposals from team Completed $ 6,439 members, Ra��^� .�� 1. t , ■ 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 #�n�l �'echnical Memorandum Technical � �i � Memorandum Financing Application; (TM), per DF�;��d meeting COR ,,��n��n�� Technical Package requiremer�� , PACE: Draft-�� 3 � �� r Completed on $ 9,908 Develop �C��ove document�t��ccordance Tom Warnock 10/15/2022 Technicai with th��ter Board's DWSF��,�onstruction Final- ��..� Memorandum financ��ppiication guidanc�� t 5/15/2023 y ■ Prepar'��Q% Plans and Specifications, per DFA 90% Plans and 4 90% Plans and Specs guidelin��nd meetin,� COR requirements. City of Redding: Specs -�� $ 43,719 5 , Josh Watkins � � 3/15/2023 ■ Compile the a��i��°"��t�cum��►�,��id�co��te a Technical 5 Technical Package Technical Package. � PACE: Package4� $ 11,120 �; �; Tom Warnock 6/1512023 , ■ Prepare CEQA documet��tion as appr��te (no Federal Cross Cutte��quired) t� ''� f Cilo ('`G(14 rinni imar��e �nntC'�'�t.�'l� 4`fi+��it�. �,� ` '' � t t DWSRF Construction . �� } � �y � ' t� Financing Application: prepare and submit all final Californi�;; , ; � 6a) Copy of CEQA Environmental � Environmental Qualitv Act (CEQA)��i�ments documents filed Package and notices for the Selected Cot� ��r n with the State ,�� 6a) Copy of CEQA PrJect to tihe Governor's Off�,��l��r�anq �' � ��` ,, Clearinghouse and and Research, State Clearinq��se. A`�� the County Clerk's documents filed with � '1'ACE � �,�F,,,�,,,, $ 7,500 6 all such CEQA documents and notices sha��"� �`�� office- �� the State . . Tom U��ock Clearinghouse and also be sent to Division of Financial , s ; 15,,;,/� Assistance. For further quidance contact the � ` ��'�` �� the County Clerk's Drinkinq Water Environmental Review Unit �,, , , ��"°�� 6b) Environmental office Staff. }, t Package — ■ Recipient shall prepare an analysis of �:; ' t��_��""�� '�o �� 6b) Environmental environmental alternatives memo for 6/15/2023 Package 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 ben�#��-;�dverse impacts on the �� i�;, ental future e��r„r��imental ant�«��vidual sensitive ��i��ronmental issue�,��sociated writh �,� ��:' proiect. ��r o �=��alvsis of direct, in��ct, and �: ��imulative impacts o��sensitive °��rironmental resources, if applicable. o �pr�ate m�,itiqation measures to mi�� t� ' �C � im ='�� appro��i��: } ,t ,-'t''� fi x, o Thorouqh discu�� of the ra��;�'�ale fior selection of�� chosen alte��tive for the proiect t ■ For certain proiects co��ed under� ��qativ�'� Declaration or Miti atec�� ara#� � '� , > { 1 it mav be appropriate to litiit��sis o�' yr ` ��'� ��`°`'�� environmental alternatives to a "no p�-��fno s �, action" alternative and the selecte�,�q� �ect. �� For further quidance contact thez��a � ' ' , Water Environmental Review t��ta�'`�� ,' ,��} `� } lj. ■ Com lete Environmental Pack� �«" � s � �� DWSRF Construction Financing Application: � _�°� �� Financial Security . prepare DWSRF Construction Financing OW�� v ��Financial Package 7 PaCkage �� r��n�� $ 2,898 Application Financial Security Package. Da��`��e �� Financing Package � } �� 12f31/2022 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: o Ensure qu��'ables ?,%�� 8 Project Management = Anne Kernkama $ 13,334 o Upload �i�'��s to �'�� as needed 11f30/2023 � , �� o Exe��ork Plan 't' o Se ;��#�s primary point of��tact ■ Monit��,��ject scope, schedu�� budget �� , ' { Deliverable to be ■ Assist��,� any follow up items tin the application OWP: Anne Provide Post- Determined- 9 after s��`t�ssion, mcluding assistance with the Kernkamp o,��,,,�,,,,, $ 2,668 Application�Support construc��#��nancir��greemen�� ,� �� r r��,,,�.. n��... � � 10/15f2023 ��;:�,,u„ �t ,, ,v;' ,7 C. Total Budget (direct costs, including fringe) � _ �� Budget Categ�ry Tat� '� z � �_ �' �'� Amou�� R� 11�5# �3"'� � � � s / �.,� t , Personnel $ 25,339 "� ' � Ex enses and Su lies $ 0 � ` E ui ment >$5,000 $ 0 �� ' y s � ,, Travel $ 0 � � � t t s= Professional and Consultant Services $ 76,819 � ` � '��'"�� r , ,: t �, , ,,, Contin enc � 10% $ 10,216 °� '� Total Costs $ 'I 12,374 ��`� ' �,..� � ... � � � Costs��may be shifited between line items upon��written approval from the St�te Wat��'oject�Manager. Any costs exceeding the total } �,. amount requested will require an amendment to this work plan. ,,r , , ��``° � Use of contingency budget will require written approval from the State Water�3��rd� 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 st�a��_��,boreholes, etc. (Cal. Code Regs., Tit. 14, § 15306) ,t l ,�, If proposed work indudes ground distur��ctivities in an ��(s) with a potential for environmental impacts, including riparian habitat, wetland, endangered species habitat or,��isitive cultural res��ces areas, you must notify your State Water Board Project Manager of the nature and scope of such work and re��e approval prior to��nmencing ground disturbing activities. � , ,r , �. �� ,,;,�' 'ti1 ��t l t ' y , m } t } 1 ..u,, iti.' .yL�yV l Ir, t �} } (� }, { t � t y ,�i'� l � 5 tl �r 1.��.» } �„ ..;� . „a, /Y ( fIII t+ l . v'} �' t t t, t}St 1 rv n; 4 C a �" 3 ' 1 I gt ��: i � l I S 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�"�'�` r� '' i � �� i;�. 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 ''�' ; k� � � � �� Project Coordinator �� ;r�� $Z93 71 ��2 $587 $0 6 � $1,762 Associate Civil Engineer , �� $195 71 �;�'� $1,957 '� 8 � $1,566 84' $16,440 Assistant Engineer $218 76 �� $0 i $0 12 $2,625 t k,,++ Engineer Tech II 7 , $165 �� f��" � $0 8 $1,323 84 $13,895 Env. Compliance Manager j ��'� ��'� , $0 $0 $0 City Surveyor ��81 � ��§��"�`�� 2 $402 1 $201 Surve Part Chief $118 24 �s� � Y Y ,�q�� ` �� 12 � $1,419 $0 Assistant Surveyor $85�� 1� �� $1,370 2 � $171 ��` $ , , � � � � �� Expenser. � �� '� �� r t U '�w�}� 4s�{4� � d`t"`�.J�'� .�,�J'w�a Bid Advertise in Record Searchlight � ��.��u»..��°� ��6� � ��n �� Task Totals ��12 �� $2,54,�' �� 46�,a� � ��`�080 189�� $35,094 , s , . � s , � � .,t, ��"'total �H��s,z;a,�,�� Eee 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�� > , " t � � �1��.r,�l�,1�.��a i i'-��C . � �. � � .-. ,�..._,.-..�� ;. _ ;�i?.3,,. , � � S;� t i�y UNIV��I�f"Y EN�"ERPRISES, 1[V'C. � � s �� A[�D � �r '��;�#LIFOR��,S�ATE Wf�,T�#�RE50URCE5 CONTROL BOARD � t 'f } � � r ,.,.�., ,�; , - � t � ca<<rantria . � ! } VV�ater ��rd:S � s �� . �+��t�s .�.,, y , � TE��;��15TAiV��1�,i�C�'' , ..> � 4+ y d} DRINKING WATER AND 11VAS`�E�NATER�"��NICAL ASSIST,��E AND OUTREACH � j y. l } 5 t J� AGR��NT1V� ��'1�� ' ' � s� , � � r , AMOUNT: $7,00O,OOfl� � , � , ELIGIBL� START RATE; September 1, 204� ' 3� , W�RK COM�LETIO�DATE August 31,2Q��'� ,,a,� '" � FiNAI. DISBURS�M�NT REQU�ST DAT�� No�err��,�.��9 � � � RECORDS��RET�N�'IDN TERM END i7i�r"�`�s�,��"�, 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 conditiar��f�f�nding agreement. s �; , 3. The Reci�aient h��`��c�to th�'��Water Board for funding for tf�e Project described in Exhibit A � of this Agreerr��'�d the State W��oard has selected the appl�cation far funding through a competiti�e��r�ss. ' ��, , 4. Th�Stat��er Board praposes to a��i� f�ndir�g the costs of the Project, �nd the Recipient desires to��icipate as a recipient o�`��i�ncial assistance fram �he State Water Baard, upon the t�rms and �litEons set forth in this Agreament� all pursuant to Prop 1; �}. NOW,THEREFf�� consid�r�tion of the�r�r�ises,mutual representations, covenants and � agreemenfs in this��1��,��.Stat��y�`��`��C�i and the Recipient, �ach binding itself, its successors and assigns;��ri�'tival]y��,�cov�fi��and agree as follows: � , 1. Defnitions. , , � � � lJnless otherwise specified, each c��lized term use��'��is Agre�nent has the fol[owing meaning: "Agreement"means this Grant, includir�c�;�1��#��'��attac,�� .,,'.�� ,, s" ' � ; "Authoriz�d Representative" means the duly appointe,c�:��'�se�tative of��,;Recipient as set forth in t�e certified ariginal of the Recipient's authorizing.resol��at designates��aufhorized representative by title. , � � �� "Days"means calendar days unless otherv,��res��'��cate�x � 4 �r.p�� S ^� ,� "Dis�ursement Perind" m�ans the period �uring whicYt Pro�ec`#'�"t�i-ids may b��ursed, . "Division" means the Division af�'inarscial Assistance of fihe Stafe Water Bs��'�or ar��`.��ment�of the State Water Board authorized to administer the funding pragram(s) s��'��#�a��n 1. � � - "Eligible 5tar� Date" means tY�e date set forth in Exhibit B, esi��rr��e on or after whicl� Proj�ct Costs may be incurred and eligible for reimbursement hereun��fA.., ��°��'� "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 Pr�t��t� � �`��ua�ical Assistance Funding Plan, as amsnded from time ta time. , , , � � � - ,� � � "!'roject" means t��`t��ect as c€escrib��Exhibi.t A and in the documents incorporated �y reference. ,,� > "�roject Comp��ij��i" means, as determ�n�l�y the DivisEon, fhat the Project is com�lefe to the reasanable satisfaction af��Division and is the last��on which Project Costs may be incurred. Work occurring af�er Project��pletion is nat eligible fo�'��"nbursement under this Agr�ement. "Project Costs`��'��ns the incurred costs of the Recipienf wh9ch are eligibfe under this Agreement, which are a�llowable co��,� defined �der fhe Palic��,and whici� are reasor�able, necessary and allacable by th� Recipient to th��(��;�AAP� , �� , � � „ ,:..: , � �� °� °F'roject Director" means an empiny��ie Recipier��si,grtated by the Authorized Representative to be responsible for the ov�rall man��ient of the admC�r��rative and technical as�ects of the executed Agreement. 7he Praject Dis-ector i��t forth in S�ctig��f this Agreement. "Project Funds"means�unds d9sbu��by the 5��ter Bc��`�4�the Recipient for purposes af this Agreement. '� r, ' , t ��„ ', , "Recipien�" means Uni�ersity Enf�rprises, Inc.�� t ��' � �, � � � r ' "Regional Water Quality Control Board"or"Regi��l',��'�er Board" me��e appropriate Regional Water Quality Control Bo�rd. � � � , � �° t � � "State" means State ofi Califarnia. � ` � � �' „ „ "State Water Board" rneans the Stat�Water Resourcas Control Board an ��iistrati�e�n��ulatory agency ofthe State of Cafifornia. s�� s"„� y: "Techt�ical Assistance RecipienY' means the small�disadvant�,ed comr��i��"��t�imunities icfen#ified in the Work Plan(s), � 4 t` � , , s„ ;;.,xx_ � �.��,..�� "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 Phone; 916 341-5660 ,,, �, .�,,, :�,, Phone: 916 278-7380 �ax: 916 341-5707,,.r,',:; � ,,,,�„��, Fax: 91� 278-4886 � �mail: Diana.Con��, ��erboard��v Emai[: mkauppinen@cs�s.adu <t � , t �t The Recipient r��`change its Proj�ct Dire��"upon written notice to the Grant Manager, which notice sha11 be accorr��ied by authorization frc��e Recipient's Au�horized Representative. The State Water Board wifl �oti��e Project birector of an�`�langes to its Party Contacts. �;., � � 3., Exhibits anc��endices Incorporated. rr The following exhibif��,��s to��,��'�#� mcluding any amendments and suppfements � � h�ereto, are hereby mcorpoY��"�t�'herein��r��de a p�l��`��is Agreement: � 4 . 31� � EXF{1B17A—SCOPE OF WORK '� �, EXH�BI7�— F'UiVD]iVG PROVI5IC�� EXHlB1T C--STANDARD TERMS�� CONDITIOI��i1,`� , � � EXHEB]T D—SPECIAL CONDITlOI�� 4 , y . 41 � J� i ) 1 5 t� 4. Recipient Representations and ComrrY��Y1�s, ��,� �� } ' , � � , s The R�ci�ient represents, rNarrants, and commits t��liowing as oftt��te signed bythe Recipient and continuing thereafter for the terrr� of the Agre�� l t ; ; , t � t� (a} General Commifinents. l"he Re�cipi��epts"��a-��t�Y�ply v�ri��l terms, provisions, conditions, and comm[tments of this k��reement ��1��"�ncorpor��°docum�nts, and ta � ful�l[ all assurances, declarations, representations, an��commitment��e by�he Recipient in its app[icatian, accompanying documents, and carrimunications fifed ir��'rport af it��t far financial assistance and throughaut the term of this Agreement '"" , , ,; � (b) Autharization and Validity, The execution and deliver�r�f this A��3��,��icludir�g all incorporated docurrtents, has been duly authorzz�d �i��,t��i�'co�stitutes a valid and binding�obligation of the Recipient, enforceable in accor��'�iith 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 ri��ts and authority. Recipient shall maintain its eligibility for funding under this Agreement#��t� ��his Agre�ment. }�v �� ,,: � {g} Good Sta��t�� '�`he Recip3ent��rently in compliance with the state r�quirements sefi forth in Exhib�t C ':�k��iin the pr�ceding teM��rs, the Recipient has no�failed to demonstrafe compliance with pre��;�'�stafe audit disallowary�� , � ,, {h} Insura��; Recipient maintains su�i��nt insurance coverage cansidering the scape of ihis Agree��i�, including,far example, b1�t not necessarily limited to, GeneraE Liability,Automobile Liabilit��`��rker's Comper�sation and Employer's Liability, Professior�al Liability. 1 5. Project Campl�'��'r � � � }t� t ,>, >, , � The Recipient shall expedifiously pr��iiiiYh anci cc��te the Project in accordance with #his Agreement, `f , s, ,� 8. I�ot9ce. �,'' � � ��,r� �� (a) �he Recipient shall nofify the��t�1�r�with,�rt��'��?rking days of t�e occurrence of the fnllowing: ' � ' , �, (1) Bank�uptcy, insoi�ency, raceivership or��'�event�of the I��pient; � (2) Actians taken pursuant to state lav�f�'��'tl��atior� of fil�n� ��nkru��.; / , (b) 7he Recipient shall nntify the Div�s"►��1;�tir9thin 1f�'��'��,��if#he fa��1ng� :>.s,. (1) Any litigafior� pending or threatened against Re�ipient regard�ngy��ontinued e��ence, consideration o#dissolutfon, or disincorporation; , �� '�� s (c) The Recipient shall natify the Division promptly of the follnwing � , s� � �� ,;P {1} Any proposed change in scope of t�e Praject. Mcs��rilE 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 Acfi of��#��`��any subsequent years covered under this Agreement daes not �,. appro�riate suffica��'��s for the prog��this Agr�ement shall be of no force and effect. �"his pra�ision sF�all h��trued as a conditicr��cedent to the obligation of the State Water Board t�make any payments ��'r""#his Agreers�ent. In tf��vent,.the Sta�e shall have no fiability to pay any funds whatsoe�er to;��pient or to furnish any��consideratians under t€�is Agreement and Recipient shall not be obligat�� perForm any provision��his Agreement. Notl�ing in this Agreement shall be construed to p�`��ie the Recipient wiEh a rig'�it of priority#or payment aver any other recipient. , [f tY�is Agreemen'��`��nding for an,y�'iscal Year is reduced ar defeted by the Budget Ac#, by Executive Order, ar by arder"��`��t�a��nt of Fi��State shall ha�e the option to either cancel this Agreement with no IF��'��"��g tofi�� , ��a��r an Agreer�ient amendment fo kh�e Recipient to reflect the�reduced amounE. '" '� >,� y , '� 's` s , , � , s �„�� ,s� � t ` �� .,,r, � � , ��, ,, � �� ) 1 4 >, � �� ry�' /�.t :m � �5 S S) � t " f � 1 1 3�t 5 I 5 � . � 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., .� � � f By: � , „� � � ��.,x „ , � , , ,, , ys.3° �� Mcar��ca ��pp�ner� , � ��, y, , , �� D��e�far l � Spc��sa�ed �'ragrams AcRmin�str�ti�n �}r }; 4f g � �� C=a 1�a , � � � � ��' � ' , � '� U 3 �.,,. {Y t � .,�.r ly'"�l tr{ u a..), . }�` �� %f � , S�'A�'�W,�#`��SAURCES GC.�NTI��L �fl � � � �y� �� l /I+ \ � � B�y:,� °� � N�m�� 'rl��l�res�us � � �s� Tfl�..;; ' [��puty��' t ' ,.,,�. � C�itrisi�r� �sf�in`ai��ial��ta�,��` �. SY' � �G�4.ri ;�� } . .. �, .. ... ... .. i i .,.� . . � } • 1 l , �� 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 be��'��nt.This grant is for the b�nefit oftihe Technicaf Assistance €�ecipient identi#ied��t,��'ork Plarr��k P[ans. lts purpose is for t�e provisian of technical assistance ta sm��d�antaged com°r'��#ies to develop, fund, and implemen�their capital improvemen# pr��"��°: . � , � � A.3 5ca ��Illork. � � ' P�� , �; The R�cipi�nt��es to do the following: � _ � 3 The Division acc��requests f�r�techn':cal ass��tance on a confinuous bas[s.. The Division may refer eligible assistance r��'��o the��a��`��,�«�#er a�ccepting an AR, the Recipient will deterr�ine what specific assistan��t�'��a pr��s��"�nnl1��it�a technical assistance Work Plan with estirnated deliverables and du�dat��}ivisian appi��l The technical assistance proposed in a given � Work Plan shall be consistent with �t��eneral#echnic��sistance tasks ou�lined below, and the grantee shali implement technical assistan��onsistent with �(�Z�t�rt-approved work plans, or amendments thereto, including timely submiftal C��=��liverabies wit�i��e a�pr��d Work Plan budget. �ach appro�ed Work Plan shall constitute an amen��,`t�nt to fhis P��erst a��st be signed and dated by the Deputy Director of the Division or designee ar��;��"��' Rep��t��#��Prn��ct Directar, or designee to be effective. . � ' �, � � �� (a) 5coping:�he purpose o€this tasK is to defir��;��project and pr��`�e a work plan, f {1} Characterize challenges and pofe�;k�i�(}��iCt��ns � ' � ,r (Z} Conducf kickofF mseting to disc��path forv��t � � � �; ,. (3) Prepare project work pfan , (b) Pre-Planning: The purpose of this task is to determine whether ta,��s�I��,�`tt�pra�e the � water andlor wa5tewater system(s). � 3 , �.. �(1} Conduct Community Outreach � r � �� 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 prel��r►in�r� agr�ements to participat� in facility consolidation , ,s �t . f. �val��i�+i�1v�'�doct�r`��,��ca�Agency Formation Commission (LAFCO) requ�rements �, ,,,, } g ��afe governance opt��r�� • h t ��cilitate decision-makin��f'�cess S' i ,�"�epare consoiidation comr��ltments (e.g. board resolution} � fi � �`�1`�wfth forrn�Sion of new entity � � � � (A) Conduct`��..�ianac��°��1f'��'d �ir��t��al Ass�ssment and Assistance s � t a. E�aluate whether u��'�quality meets r��ila#ory fimits (either through review of existing data o�-thro�gh s��ng an�d analysis�� b. De�elo� or update��(manual ��' �,, � � � s� ,� � , c. Develop or update finariC��r�,�i��" t s d. Develop or update hudget and proa��pital impro��m��and asset mar�agement pians � s � t � � e. De�elop or updat�op�ratio,��'ma��anc�p�� , � � � f, Determine scope and budge#��for��anning �� s:;, , , g, Assist in preparing Drinking Water State Revalving Fund (��"��RF) ��#��"��i�Water State Reval�ing Fund (CWSRF) plannir�g financing appli�i��t� i t `t h. Pro�ide grantlfunding administratian ,, v�s , t »,n„ �' f 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 c��er audifis �, , , � �,�: d C;��n assessment��ted facility life , e ��;rgy uselefficiency ' � � � (3) Id��y Needed Water Syst��riprover�ents , a ��litional source water(surface, ground or recycl�d) �, b. F��etrofitta��(��treatment, storage, distribution) �,s , , � , , c. Facilitses needing re�l,��iient(sour��eatment, starage, distribution) � d. Newfacilities (sou��treatrrzant, sfior�;��idiskribution) �� e. Identify and e�a[ua��ernative s��as—co��'non-cosf and cost�enefits and s � � recommend sol�tion�� : , � �, , � t, ; � �� 4 t t,�y � . s u t tv (4) Canduct a Detail�d Evaluation o�f INasfew��stem _ � � t a. Wastewater quality(pre-and po��rent) � � j �7 b, Capacity(collectian, treatme�i��1�r�di��al) � , ` � � �� 3r i. Conduct hydrogeologic and geotechn��.��i;ations, as��arbpriate c. Septic to sewer con�ersions Y ' � � � 't ,,•� 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. Con��1��'��i��o��i�a��t�,cost estimafe, and delivery method (e.g. conventional or � d��t��u�ld)for selec��a[ut�on . �� 1Nater supply{e.g. we��r other) � „ � �� Water treatment . � t; � ��1� .Water distribution � � i�� `��'��Il�ctior� �3�, � � f �� , � v. Wastevtiiater trea��'��" ' � ,f j � t � vi. � EfFluent dispa��ly �� ` ' � � S f,; b, Pi[ot studies ' �� '� � i. Waier supp�Y(�•9 �"��r) '� �;,,' � ,: ' R�,.: ,�'' � ii. Water treatment �` '�� ' � f j 3 . iii. Wastewater treatmer�t , � �� ,t,, . ; � iv. Effluent disposal , j � t , c. Preliminary(30%} design {including er�gineer's estimate and��?��pa�r�ing dravu�ngs, as � �pprnpr�ate) '�� _ 'r ��, }, r , � ;��- i. Wat�r supply(e.g. wells or other) t ,,� ' � ��:�� f 1 j � 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 d�sposa! , (8) Provide��'��u��rt � � �. � , a ��4�re Request for Aro��l �RFP)for detailed designer(s) or contractor(s) {depending �. � �a�`S'�t�elivery method) s , , ,;�' b� ��ovide support during t��ig �: • �� ;., Answer questions durir�g the bid period and prepare addenda ,.,�� i: ��;��t��+��„and m�I��endation to award � � , , ,, , � � �ss,s,r�� c. Conducti�rate s#udy '.'� �� , x d. Suppor� Propositir��'�8 compliance �� 3, t 3 rN e. Prepare relevant s��r��e, manager��pera#��r joint powers agreement(s) f. Prepare consolidatian�� , ; ; ...�� g. Assist in preparing a DWSR�'or CVII��onstruction fu��g application , � „ � h. �Prepare resolutfnnsf certifrcatiq��gal opinions , + �� , � , ; (d) Co�struc#ion: 7he purpose of this#��t��'to ov��;��i`i and ��^r�iissioning of wafer system improvements. ° � r,,,, „ ��°� � '�� (1) Conduct Community Outreach a. lmp[ement outreach strat�gy � } ' i t y . . %+ ;t 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. S�chedu4��ning by contractor � ,. , ��..� � , � � M��#��cility start up , � �� s , , s� K ��'rdinate completion of��rd drawings for facilities and locations , y , (3) ��i�e Managerial Sup}�ort � . , a ��.�lafie aperations and ma9nfenance documentation, as appropriate s r3 _�:x, , b. P�1��'�� 5 � i , � ' /��} � � ' ,:� c. P�rForm con4�ract clo��3�� ,, � � , 4 $ d. Manage warranty��ces � � e. Prepare emergenc��`��ponse planr � �� ,} } � , 1 ; i� � � ; � (4) F'ravide Financ�al Managei��t��'�� ,� �: s ,� a. Assist in funding adminisfratian ' �� s , , Related t�chnical assistance tasks not specific��,��h��bave, but co��:nt wit��he general scope and types of technical assistanc�described abov��be;��luded in a t��ical a��nce Work Pian subject to Division appro�al. ' f 1 1 �y :.*T {i'. A.4 Reporting. � � �� ', � �> �" {a) Progress Reports. The Recipien#shal! submit quarterly�rogress r��rts ��t��i#��Manager within thirty(3d)days follawing tJ�e end of the calendar quarter(11��t�, ��pt�mb�r, and December). Progress Repor�s shall provide a.bnef d��ription��'�t��`s that have occurred, � � miles�ones achieved, rnonitoring results {if applicabl��lems encountered in the � perFormance of the work under this A�reement during t��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�. } , 5 , � fj /: �3y�.. 1j ,.,�r, lJ : 4 1 n ¢ fr.. i.. } 5 t � i t ,. �,. ; � � �... . y i. 5 } } / � ' } i s l . �,� �'�i.� £ � y 4 } }t } 1 }} S t. � } { tk;t,:i' t } _ l'.,„ ) J 3 }: �, t t t t 3 ' �r,,�1,SFs . � �� { ; . 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 Date� j ' t �,r� �. , , (a) The Efigjbl��'��f�Da#e is 5epter�t��1 f 2096. OtF�erwise eligibl�costs incurred prior ta this date � will nat k��"��li�bursed, unEess otht�r��e specifiied in Exhi�it p. � (b) The Fir��isbursement Request I��ris November 30, 2�19. T€�e DeputyDirector of the Division may e��d this date for good cau��,,'E�ensions may require an amendment ta this Agreemant. All disf��:ment requests must be submitted to the Division such that they are received prior to this dat��e disbursemenf requests will not be honared and remainir�g amounts will be deobligat��, S (c) The#erm of thE�'��!�i��t4 is f��i��ta��,`�r,on the cover page of this Agreement to the End Date of August 31, 2055. � '� � ��. � � : t�� B.�F Budget Summary. ��' , t t ,,;, LINE I7�M t�,�C}JEC,�T� �1DS � 1"07AL COSTS � � � , � . � �„h<<. �:,� '�" PersonnellS ecific Staff } �a�;�� , ��'��1,42��,� � $1,422,997 Expenses and Su lies $78 1��"s,� $78,�27 � � S ecial Pu ose � ui ment >5,0�0 � �� $0.� Travef i l„�.,,.:'� $�17,�� $��7,864 � Professional and Cons€�Ifiant Services �� $4,1�� ` �� $4,100,000 Indirect Costs � � ; � ��;�,��(2 ; $1,2$1,p12 . T�TAL. � h ��,ODO ' �'' $7,000,000 s k °;� B.5 Budget Flexibifity. ' , s �.,, (a) 5ubject to the prior review and approval ofthe Grant Manager ac��r��rr��veen�exisfiing line � item(s) may be used to defray allowable direct costs �f�to ff�e�r��'r15%} of the tofal amount, incfudir�g any amendment(s)thereto. Line i��s 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��t��'��1��c�f fhe State Water Board thaf such disburserr�ent will be made to the Recipien��,��t ��i'��r�s�+��s do become available, but this intentian is not binding. If this Agreemen�"��f��i�g for any�s��ear is reduced or deleted by the Budget Act, by�xecuti�e Order, o��der of the Depa�trri;�#��of F�na�ce, the State shall �ave the option to eithar canc�l this Ag�€��nt witM no liability oc��,�ng to the Stafe, or offer ar� amendment to khe Recipient to � reflecf��=:�educed amount. � � � , ,�,�. (b) Excep��i,may be ofiherwise provic��l in this Agreement, disbursement of Project Funds will be made��]ows: � , {1) Upon'��p��Gvery+��r��ment,the Recipient may request disbursement for eligible��'�i�s��'��3��ti�1��#�ibif fram�he Project Funds through submission � to the State Wa��er Boarc�t��ursemen�ti�+�s�ests using ti�e disbursement requesf form pro�ided by fhe Grant I�'�r��jer. � ' � (2) �isbursement request��al] contain t�e��iing inforrriation: � ,�� i � a. �he date of#he r��C��, , �., � wt , �� „ b. The time period coveretf"�`�i�'��ie req��., the te`r't�`��om° and "to"; � , c. The total amount requ�sted, y, „_ � d. D.ocumenta#ion of�natch '' '� � � , � � � t e. Origina;4 signa#ure and c��`(�in ink)��f�,��t��Lut�oriz��epresentative; and, � ��,�N �..�,,- . f. The Final Disbursement Request shall be cleariy marke��NAL DISBI�f��M��VT REQUEST" and shall be submitted NO �ATER THAN ' �� Navem�er 3�, 2a19. {3) Reques�s must be i�emized based or�the line itern��aec��r��udgefi in thi� Exhibit. Requests must be sigr�ed by the Autharized Repr��,�'r"oject Rirector, or designee and must be addressed to the Grant Manager as se�"��h�in the Par#y Co�tacts sectiQn 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:��, ��'��,�I��les (gas electric, water, sewer trash, infernet, etc.), janitorial services��(�,��r��°i�'th��#��,�nce anc[repairs, pest control, landscaping, equi�ment (works�`�� ax machmes,;��u#ers, printers, copiers, postage machines, servers, data stor��office suppfies (pa��;��lips, staples, paper, etc.), printing, shipping, sl�redding, po��, caurier se�vice; tel�p��, docurnent storage, insurance (general liability�, �„. pr��ional liability, work�rs��ensation (if not already reflected as part of fringe), and s��rt staff(such as procur��t services, accounting, informatio� technology, human re�a��ces�, �ra9nin.g and staff de�loprnent}. � � � Rny�� meligible for reimbursemer�t thraugh fihis Agreernent should be excluded priar to reque��a�r��4��,��?ent. Ex��1��#in�]igihle costs include: p.atents or copyrights, �ank � � fees or s�'��;��1��, fia��1`��,��rest, existing indebtadness, amo�tization, � depreciation,��[o�sses, darp��``or settlem��, fines or penalties:fees refatad�o � � incorporation, costs rel��fi�establishme��c�r reorganization, ir�surance de�uctibles, lobbying, legal defens��`�irasecutian cost��Itigation, ad�ertising, contributions ta other nonprofits or e�ents, p��relations mar��,��g, employee appreciation, scholarships ar tuition fees, employas r��atior�, con#e��s��atten��a�, subscriptions or publication fees, membership dues, ente��i�7�nt; t��,��fresh��`i��oholic beverages decorations, childcare or stipen,ds for m��`�ants,��C��,��a by the grantee, contractor or � subcontractor markup fees, aufo insurance ��fnileage r��already include compensation for such costs),travef cost��t��cansis,tent wif��ate fra�el policies, misceElaneou's costs, cont[ngencies ot�t��;ts deemed f�y��t Manager t�be unreasonable, excessive, inapprop,r��[�t related to#h��pose��#ythe grant. It is the Recipient's responsibifit��"erify t�r��I��are n��,��im�d, and to � maintain backup documentation a�'ic#source d��o suppor��irect cosi� accoun.ting, All such documentation must be availabfe.in the ca��an audit, N�Fcos�s in�oiced as par� of indirect costs should be include� elsewhere��irect c��,:��`��ge should be incfuded in personnel. Y �, , � � � l ��.4� ,.� (7) The R�cipi�nt wil� not seek�reim�ursement of any f��oaect��i�ave 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 Reapi��*��t sha�l not be enfitled tn interest earned on undisbu�sed Project Funds � ' �., , � �� , (13}Any��i��iursernent for nece��travel and per diem shall be at rates not to�xc�ed those set��e California Departm��f Fiuman Resources. These rates may be found at��:Ilwwuv.caIhr.ca.qavlem��eeslPagesltravel-reimburserr�er�ts.as�x. Reimbursemer�t w��{�at the 5tate tra�el and��`diem arriounts that are current as of the date costs are in��Ed by#he Recipient. No�Y�vel outside the State of Cafifornia shal[ be reimbursed un��prior written authorization is obtained from the Grant Manag�r. � (14)T�e E��t��tclude an,��`��uments or requests required or allawed under this' Agreem�t��C� ` , t %�� t,S;; . s } B.7 Withholding of nisburseme�i��id Mater�al V�a{��ns. � � ,;. (a) Natwithsfandir�g any other��'��rision ofth�s A ��ent, th�Recipient agrees that the State Water Board may retain an amour��ual to ten p��{1Q°lo��e Project Funds until Project Comp�etion. At�y retained ar��d��'��1�'1�ecip,��s��C��aromptly disburs�d to the Recipient, witheut interest, upoi��'��+��r�rnpletic�� ' � `� ' �,,,.� � (b) 7he State Wafer 8oard may withhold all or a��ior� of the fun��rovided for by this Agreement in the event that: � � � � (1) The Recipi�r�t has materially�iola��r tY��`��ens to ma��y viol��,�ny term, prov9sion, , _ condition, or commitrr3er�t of thi��emeni�,�� } � �, `� � - �� A.�i,,,a.,,.v. "�� > . (2) The Rec�p�ent�ails to maintain reasonable progress#oward Pro��om�letion. , ;, r , �,. 6.8 Remai�ing Balance. � r s ��'�� , ,�,. � st . , In the event#he Recipient does na� request all of the funds er��'tber�d��t`�i�is Agre�ment, any remair�ing funds r��ert ta the State_ � � „ � � „ t.,.,. � 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.) � i � /' � t� ,� � , r ;,' , � _� �, � / } }' S S r �.;:� �� r , t " T. 1 t � � 1 S I L / � � � } F �� l it �� i., t t u4.,�t..� ��} � � � t 3 � i � } ;t ti ) .,f 3 f•'p f J ,Y a t } . �{ '. .''+' t llj }� .',.�., t r ' . � � t ti � t t � . y t� �,,.i . t " ^ 4 ,{ ''_/ �� ; 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 variation of�h�terms of this Agreement shall ba�afid unless made in writing, signed by the pa�ties and appr��'��1�1, No ora] or written understanding or agreement not incorparafed �n this Agresment is��1��'�i an�`�`��arties. 3 � 5 f C.3 Ass�gna��,�� tn. ,5.,. This Agre�m��not assignabf� by the f��i�ent, either in whole or in part. t C.4 Aud�t , (a) The Rivi�� 1�5 Opt]OII�may calE for an audit of financial information relative to the Planning, where the 1��i`i�i��i��s th��a��desirable to assure program integrity or where sucY�an aud�t`��ces��;��ti��k�t�orf�deral requirements. Wheresuch an audit is called for, th�audit s��er#orme��a certi#ied�pu�lic accountant independent oF�the � Recipient and at the cost af��ecipient. T��iit shall be in the form required by the Uivision. (b} Audit disallowances will be��#Urned to the 5��'�Vater B��rd Failure to comply with audit disallowance pro�isions sh��qualify th��t��iient fr��rticipating in State Water Board funding programs. '� ' � ' �� ,n.... ! `: � _ C.5 [Reserved] �' � r'� �' � . . . t� � � C.6 Claims, '� , s� s„ ' � Any claim of fhe Recipient is limited to�the r��A��rn��and cl��ocedu,��rovided to the Recipient under this Agr�em�nt. a ;. f ,4 W, � C.7 Campetiti�e Bidding � k . ...,..c` Recipient shall adhere to any applica�le state or local ordinance for com��e��t��i`d applicable labar laws. } ' If R�ci ier�t is a ri�afe en�tit , an construction contracts rela#�d ��y to fihe Plannin shalE b�e let b P� P Y Y �w,, 9 Y competitive bid procedures#hat ensure award of such contracts to"the lowest 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��r��"��-Exem�t 5tatus or Federal Compliar�c�. � � . In the ever�t that,��each of any of the�+�;,�a�isions of this Agreemant by fihe Recipient shall result in#he loss of tax-exer��tatus for any bonds o��State or any subdivision or agency ther�of, including bonds issued on beh��the Stafie�Water Board�+�"�if such breach shal[ resu9t in an obligation on the parfi of tY�e State or any s��vision or agency therea�'��+��-eimburse the federal government by reason of any arbitrage pro��'��e Recipient shall immecf`t'�te�y reimburse the State or ar�y subdivision or agency thereof �n an amount��a�d�qto any damages paid by or loss incurred by the State or any subdivision or agency thereof due to sti��reach. [n the e�ent that any breach af any af#he provisians of this Agreement by the Recipient shai`i=��`��t�Jure of Pr��s ta be used pursuant to khe provisions of#his Agreement, ar if suc�t��",�+��esu��l��nn fY�e part ofthe State qr any subdivision or agency thereof ta reimburse�lie fed��'��`vernment ��Recipient shal� immediately reimburse the State or any subdivisian or agency therec��in amounf equ��,��any damages paid by or loss incurred by the State or any subdivision or agency��#��eof due to suchy��ch. � �� C.1'€ Disputes. }�� ' > � (a) The Recipi�nt may appeal a st��ithin ��'��'��r��epury Dirsctor of the Divisfon or � designee, for a fnal �ivision decision:`The Re��may appe��final Division decision to the State Water Board within 30 days The Offic��e Chief Coun��f the Sta�e Water Board will � prepare a summary of fihe dispute and m��mrnen�ations t��v�to its final resolution, � whlch will be provided to the�State Wat��r�(��xecutive D�r��r and,��h State Water Board Member. Upon the motion of any St��ter`��ard Memb��`�'��'S#a#��ter 8oard will rev�ew and resnlve the dis�ute in the manr��termin'��V111ater��I Should the State Water Baard determine not to re�iew"�'ie final Divi��:�(��on,fhis d,��on vvilE represent a final agen�cy act�o� on fihe dispute. z� �' � � ��,�s'.> (b) This clau�e does not preclude consideration of lega�questions pr��d ��,t��l��i�� her�in shall be construed to make flnal the decisio� flf t�e 5tate W�atEr Boarcf��`�"��(��or representative thereof, on any question of la�v. � _� � ��„�°� � r� �, �,,,,, � (c) Recipient shall continue with th� responsibilities under f�i��greement during any disputa. 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 Indemnificat��i�+��*�rs, Tf�e parties agre��'review or appraval��roject documents �y the State Water Board is for administrative ��`�ses only, including co1��'rr�ity with ap�lication ar�d eligibi�ity criteria, and expressly not for the pur�c��s of desi�n defect re�i��-construction feasibility, and does not relieve the Recipient af its respons��to engage in proper pl��ng. 7o the extent permitted by law, the Recipient agrees to indemnify, de��, and hold harmless #he��te Water Board, and its a�€cers, err�playees, and agents (coliecti�eEy, °fr��nnified Persons"}, against any loss or liability arising ou�of any claim or actian brought against any]nd��#ied Persons from and against any and all losses, claims, damages, liabilities, or expenses, of everg�'��i�r�4��d, char��;��inature whatsoe�er arising out of, resulting from, ar in any way connected+r��r��ect�1��'��r��, occupancy,�use, possession, canduct, or � management of, work done En or aba��,;�"'��e plannirr�,�,esign, acquisition, ir�stal]ation, or canstruction, � of tha Project or any part thereof (7.��`��carrying out�'��y of fihe transactions contemplated by this Agreement or any related docume��,��) any violatian ��,�y appficable law, rule or regulation, any environmental law(in�ludir�g, witht�t��,��mitation, the F��I Comprehensive �n�ironrt�enfial Response, Comp�nsation and Liability Act, #h��source Gon��i'on an��a.very Act, the California Hazardous Substance Account Act, the Federa��r Po1J!�#G��S��ntral,�`r��lean AirAct, fhe Toxic 5ubstances Control Act, the Occupafiionaf Safety a�i��,��;the��'��fi��t�i�r��aterAct, the California �lazardous Waste Control Law, and Califorr�i�i��ater Cp��ction 133��nd any successors to said � laws), rule or reg�latia� or the release of any toxic s��i��e�on or near��System; or(4) any untrue statement or alleged untrue statement ot any mat��ar omission ar'��;ged omission ta state a mater'sal fact necessary ta make the�tatementsr��to be stated tY�,��i, in It��of the circumstances under which they were made, not misleadm��s��to any in#p��an prc�� by the Recipient for use in any di�closure document utiliz�d in ��,�;��tion v�t��r��¢+�#��is.act�c��,�ontemplated bythis � Agreement. To the€ullest extent permitted b}t�law, the Rar,'��ees to pa��td dischar�e any judgment or award entered or made against [ndemnifed Persons with resp�u��any such cl��m or action, and ar�y settlement, compramise or ofher volun�ary resolution. The��s�ons of t#��,��i.on shafl survi�e the term of this Agreemenf and t�e discharge of the Recipient's Ok��i��ion��`��r': s ti�� , C.16 In�ependent Actor. > , , The Recipieni, and its agents anc€employees, if any, in the per�t��^t��`��ice�of this Agreem�nt, 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 Fnt�,:��`��nt by reference and made a part hereof as if set forth in#uil. } ' ,,, � F (d) The Recip�� con#ractors, ��ubcontractors shall gi�e written natice of their abligations under thi��use to labor organi��s with which they have a collective bargaining or other agreerr��,s`�� ' ; (e) The F��ient shall include the n��i��crimination ar�d compliance pro�isians af this clause in all � subc��'�cts ta perform work unde�'��he Agreement. � � A 35„ C.19 No 7hirc��,y Rights. �.� s , � s � , , � , , � Tne parties to this Ag��>�ot c��,�i��r�i��ra�t remedies fo, any ti�ird party as a benefciary � of this Agreement, or of any duty, co��;�obligatio�t,i��undertakfng establish�d hereit�. - r :�� , C.2Q [Reserved] i: , s , , / C.21 �ther Assistance. �� ,v �� i ti If€unding for�rojeet Cosfs is made av�i��;`��I�ecip��°��a��,s other than t�is Agreement, � the Recipient sha[I im�ediately�notify the Grant Manag��'� . �� ,t, � , � � f C.22 Permits, Contracting, Disqualificakion, t � ' � 'r � >: The Recipient shalf comply in all material re��wit��applicab��,��ral, st��nd local laws, rules � and regulafions. Recipient shaU procure ali��"i�hits, lic�i��n��`'�authorl��ns necessary to accomplish fhe work contemplated in this Ag�eement, pay��r��:s and �e��#��d 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 confiracfi w��€��ny�r��i��1'u'r�organizatior� on the State Water Board's L.ist of bisquafifed Businesses and Persons Y,��i'�d as debarred or suspended or ot�erwise exciuded from or ineligible for partia��on ir��'�verseen, directed, � funded, or administered by the 5tate Water Board program f��1��1'��1� under this Agreement is authorized. The State Water Baard's List of Disqualified Busine��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 th��nvoive planning, investigation, evaluation, or design, or other word requiring inferpretation ��'��`��cation of engineering ar geologic sciences shall be prepared by or under the direction c��+�s`regist��ractice in California. Ail technical reports must corttain the ' � statemer�t of the c��tions of ti�e res��ible registered professional{s). 7echnica] reports must bear the signature(s),��al(s) of the registe��arofessional(s) in a manner such that all work c�n be clearly attrihuted to th��essional responsfble f��1e work. ,z Any contractol��uEside associates, or c€��ltants requirad by the Recipient in cannection with the services cover��y khis Agreem�nt sl�all be limited to such individuals or firms as were speci#ically identified and ��`��,d to during negotiations far this Agreement, if any, or as are specifically accepted in � wr�tirtg by the C��ar�ag�r during the performance of tnis Agreeme�t. :� r . C.26 Public Fundm� �� r � � � ��: , � � This Project is publicly tunded. An��ii�ce provider o��trac�or with which the Recipian�cor�tracts must � nat have any role or relationship w��ie R�cipEent, th�� efFect, substantially fimits the Recipient's ability to exercise its rights, inclucf�r�;��ncellation r�gl��;�hder th�contract, based on all the facts and circumstances. �` '°` s ; � s z, � �:. C.27 Reci �ent's Res onsibilit for `�V'J��' �� , � �� ;,f� �� . p P Y „r,,�.,:� , , � �� 7he Recipient shal! be responsi�le fo.r all work and f�T��t'�ons or entit�es��aged in work perfnrmed pursuant to this Agresment, including, but not limc��ontractors, suk��tractors, suppliers, and providers of services. The Recipient shal! be r��i��for any and ��(��pute�,�a�sing out of 9ts contracts for work on the Project. Th� State�� Ba��uvill not rrk��disp��etween the Recipient , _ and any other entity concerning responsi�il��f��perforr`��j��.��'`�� , t ,s C.28 Records. s ��r� , Withouf limitat�on of the requirement to'maintai�Project accounts in accor��e+��#;��`,��the Recipient agrees to: �, ��'�`"� � ,. � �t 'r <,�� (a) Establish an o�cial file for tY�e Prajecfi wY�ich shall a��°��Um�nt ai�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��`��t�'��k��'�ajecf for a minimum of thirty-six{36) years after Work Campfetion. The Reeip��,��,��iit*��ch books, recards, and other materiaf be sui�Ject at a11 reasonab,��(at a minEmut'��ring norrr�a�b�siness hours)to inspecfiion, cnpying, and audit by the��€'�Vate�-Board, the Bc��+r of State Au�ifs, the Internal Revenue Service, the Go�er��,�r any authorized repr��tatives ofthe aforem�ntioned, and shall allow infianriews . durin��mal business hours of��mployees who might reasonably have infiormation related � to su�l��cords. The Recipient��s to include a simi[ar rigf�t regarding audit, interviews, and recar��tention in a�y su�cantra�t`related to the perFormance of this Agreement, The provis��r�of this section shall survive the term of this Agreement. 5 ., .�� e��. > C.29 Re[a#ed Lit�� f A Recipi�nf is�arohibited from��using fu;#��'om�any dr��lrsemant under�his Agreement to pay costs � associated with any litigation the R��nt pursues R��rdl�ss of whethar the Praject or any eventual construction project is the subject c��ation, the Rec��t agrees to complete the Project funded by the Agreement or to repay all Pro;ecf F'��s plus interesf�� State 1Nater Baard, � ��, C.30 Rights in Data. , � , , , � . , f „ � The R�cipient agrees that�afl data, plans, drawings, spe��ons, repal��omputer programs, operating manuals; notes, and ofher written or graphic work prc��in fY�e perForr��ce af this Agreement are subject to the rights of the Stafe as set�ort� in#h�s,��`1��. The State sh��av�t�e right to reproduce, publisY�, and use all such work, or any pa�t ther��`��r��manner a�d,��iy pur��es whatsaever and to authorize others to do so. If any such wor��pyr��ble the F��nt m��pyrig�t the same, except that, as to any wnrk which is copyrig��'by the�i��ate re��'�t�:s a ro�a�#y-free, � nonexclusi�e, and irrevocable l9cense to repro'tluce, publis�t,��'"'�such wot`�,��'any part thereof, and to authorize others to do so, and to receive electronic copies from the Reci�i��ipon request 1 C.31 State Cross-Cutter Gompliance. , ', � 4{ Recipient re�resents anrJ certifies that, to the extent appfica�l��is �n��t��wi�th t�e#ollawing conditions precedent and agrees that it will continue to maint��a��'�}��'�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 Reci��ent and Recipient's subc�ntractors must register with the Department of � Industrial Relatic�� } � f, (e} Water Ca��ions 526 and��'� If Recipient is an urban water sup�lier as defined by Water Code, it��t��av�complied and��tain campliance with sections 526 and 527 of the Water Code ��tg to installation of m��;and volumetric charging. , � � (fj Urban��ter Management Planr��ict (Water Code, § '�06�0 et seq.). If Recipient is an "urban water��[ier" as defned �yVVatei��ode sectior� 1Q�17, the Recipient certifes fhat it has � submit��;�an Urban Wafer Management Plan that.has been deemed complete by the Department of Wate��,�urces and is in compliance witi�fhat plan. Tliis shall constitute a condition s preceden��'��nt. , � r � t � (g) Urban Water�emanc��Mana��i��lNate��section �Q63�1.5, subdi�ision (a)(1). 1f R�cipient is an "urban water supplier"��eflned by Wat��`�ode section 10617, Recipient certifies that it is implementing water demar��ss�anagement me��es.approved by�he Departrnent of Water Resaurces. }�, � �° , � S � � ? (h} Delta Plan Consistency Finc�t�i�� II��'��secticaa��nd California Code of Regulations, ti�le 23, section 50D2. ]f R�ec3pie�i��h��e or fo��r��a�'�`��and the proposed action is � covered by the Relta Plan, Recipient will subrr��t�rtification o��;�ject eonsistency with the Delta Plan to the Delta Stewardship Counc�l��to undertaking��implementationlconstn.sction project associated with this Proj�cf. � �} , , f � r (E) Agr�cultural Wa#er Management Pl��s�stef�� vPa��1��that is��gricultural water � sv,. s�pplier as defined �y sectian 1060�� of the W`�'��`��t�tust cnm��rith the Agricultural Water Management Planning Act. {V11at. Code, § 108D�ef seq) , � , Q) �Charter City Projecf Labor Requirements. L.alaor Code section 'i7��ld P��h��'ac�t��Code � section 2503; � ' ' � � t (1} Prevailing Wage , � � � �..�"t,x. 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 pursu��r��msdy or right which would otherwise be a�ailabfe. I�the event of litigation betwe�n the��tt��,� fram ti�is Agreement, it is agreed fhat each party shall bear its own costs and att��"�e�. � � 1 C.33 Termin��,'��lmmediateAcceleratt��f,lnterest. � . �,>� , (a) This��'�ment may be terrr€inaf��any fime prior to the End Date set for�h on the cover and [n Exhtb��at fi�e optian of the State�Vater Board, upon via[ation by the Recipienfi of any m�terial provisi��#this Agreement after such violafion has been cal�ed to the attention of the Recipient and afte��re o##he Recipient to bring itself info compliance v�ith the provisians af this Agreemeri'��r��,able t�rn��rlished by the �ivisian. , a, } � s� � , � � �� f '� �� r (b). In the e�ent of such`"�errr�inat��i��Recipierr��#��es, u�nn d�mand, to�mmediately�repay to the State Water Board an amo�J�,�,��ual to Proj�ct`��ds disbursed her�under, accrued interest, penalty assessments, and��itional Payment��, �� the event of termination., interest shall accrue on al] atnounts due at the h��est legal rate of�,#�'��es#from the date that natice of termination is �� rnailed to the Recipient to�1��,ate all moni��have�� recei�ed by tne Sfiate Water Board. � , ,, C.34 Timeliness. tu r ` � r '" s � �" �,, Time is of the essence in this Agreement. ; {, �' , �� C,35 Unenforceable Provision. �' ' y , � In tne event t�at any pro�ision of fhis Agre�t�i��'is uner��i��i�`dy to ��t��n€orceable, then the � parties agre�fF�at al[ other provisions of this l��greernent h��'��`�nd effect��shal� not be affected there�y. � � > r`` , �s � C.36 Venue. j� �he State Water Board and Eh� Recipient hereby agree that a��ctiot��of this Agreement s1�a11 be�iled and maintai�ed in th�Superior Court in and for the Cl�,a��t�r�mento, California. � � >;s�� 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 shali 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 � t t. } 3. { t L � }td y t rk Yr t � %3 i a t �,t +' t .�y 5 � . 1 f�� _ .. } y } t�i' it � � � . ,, � i '' ,.t . s �i � �^ 5 � � } t � ; } ; t i / i }.. t l 1 �t i t. t} t � � �yr,., J } L �r _v �� , � ; � �� "� i �% ��'�" � C��.s�9�lr �w��e ... ,.,snn+,r, t �^ �t_ ��G��aw s�a� i,�rt�tk&�a �,s��..es � � � � E -;cv�r r�ta . .. . �P{\kFi.^�.nl>,BWN exe #�:�t{'rE�'".tuP! �� .�� .,�: �� '.�� .. �� :... June 13, 2019 University Enterprises, Inc Attn: Monica Kauppinen, Director 6000 J Street, Bookstor��, Suite 3400 Sacramento, CA 95�� _ � � Agreement Nur��`D1�6-12806 �� ,� , } Enclosed is y��°amended Funding ��ement for your approval and signature. This Agreement c��ot be considered bin�� by either party until executed by the State Water Resources C��I Board ("State Water Board"). f: }, If in agreement��u�l;��r��'�nd con�l��l��f the Agreement, please have the Authorized Representative, as r�t��J�,.��t� ex��`��;��n, sign and return two (2) signature pages no later than thirtv (30) calendar ��,��"�rom the ��,� of this letter to: US Mail Overniqht Mail Koreenia Lazo ��oreer��azo State Water Resources Control��rrd ''' Stat��r'Resources Control Board Division of Financial Assistance � }, ' �` D��1��'��t�ncial Assistance ��. P.O. Box 944212 �� '��'� I Street, ��t" Floor Sacramento, CA 94244-2120 ��cramento, ��;95814 , / ' Ms. �azo may be contacted at (916) 31��`��` f��Cc�r��r�� v�r� � �' �rd�.��.�c�v ' � �,� �,� � , 3 t 4 Once the Agreement is signed by both p`��rties, we��»�'��rd�an e?��ted copy to you for your entity's records. � � � , s ,,,. � � Enclosures � � 3 } 3 �, ,.� _ � , �'; f , 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, �rw �.i. � ,::: t t��"��.��ti��"��,�,�� "� � 7F��,� ,,.�s_ �a°�r��cs�� ;��fi�r�:�� "i ¢��•��o�...��'��`��:.t�� . st A75fi7�h�11M51ti�:.s, §�i5�•'J�}h. 1 S i t � ,}`�� UNIV��ITY ENTERPRISES, INC. ��,. , AND }v CALIFORNIA STATE WATER RESOURCES CONTROL BOARD , ,� �� ' t � �' � „< � s: , Gs� oa r ��t�'�` ��C�� ` , � � � �"��',1��STA��}��t�IT � s ;, ' %' t DRINKING WATER AND WASTEWATEI��`��INICAL ASSI�"��NCE AND OUTREACN f /� , CALSTAF��S��tEE`��JT No L��06 �f, ` FI$CAL AGREEMEI�'�"5°�10. SW�;��OOD16'��600 AMENDMENT �'�:'�` f ' � AMOUNT: $7,000,000 � � �' '�� f � , � �:,. ELIGIB�E START DATE Se��mber�,�� '��' WORK COMPLETION DATE: " ^ ��`�� `��'��'��'e 30,2021 , .� ,.w� FINAL DISBURSEMENT REQUEST DATE: ^'^��, '�''QSeptember 30,2021 RECORDS RETENTION TERM END DATE: , June 30,2057 This Aqreement executed bv the State Water Board on October 26, 2016, is herebv amended and restated,to revise the Exhibits A&B (deletions shown as stricken and revisions in bold and underlined). Except as noted herein all other terms and conditions shall remain the same. Please note, paqe numbers may have chanqed. � University Enterprises, Inc. CalStars Agreement No. D1612806 Fi$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 cond�t��r��,�,i��mg agreement. ,, � , � Qr , 3. The Reapienf�k��i�plied to the ��Water Board for funding for the ProjecC described in Exhibit A of this Agree��`and the State Wa��oard has selected the application fior funding through a competitive��s��'ess. 3 , ; 4. The State��er Board proposes to��st in funding the costs of the Project, and the Recipient desires to ��cipate as a recipient of fi`nancial assistance from the State Water Board, upon the terms and c��tions set forth in this Agreement, all pursuant to Prop 1; �, � NOW, THEREFO�R��`��ion qfy��s,mutual representations, covenants and agreements in this Agre�i�t�r�;'�he St��ter Bt��nd the Recipient, each binding itself, its successors and assigns, do mutual��t'��mise, covert�� and agree as follows: � 1. Definitions. � } � s Unless otherwise specified, each cap��d tern�� in thi�'��n�ent has the following meaning: ,:, � � �' , "Agreemenf"means this Grant, including all e'X�iibits an�!��iments h��. � ; t . "Authorized Representative° means the duly ap��`representativ��the R�cipient as set forth in the certified original of the Recipient's authorizin�,��n that design��the a��orized representative by � , title. ,� s ,,� �� ,� � f ,> y t„�' � t ', i t h "Days" means calendar days unless otherwise expressly it��'t��ed. , �,�� }' ;� "Disbursement Period" means the period during which Project Funds m��e dis�� r° ; } � s s ��,�,t ;.,,,,. "Division° means the Division of Financial Assistance of the�tate Wa��"��'�'��or any�other segment of s� the State Water Board authorized to administer the funding��forth in Section 1, x "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 fc��,��nt, the Authorized Representative of the Recipient or any designee ofi the Authorized Re�� '�r fhe State Water Board, the Grant Manager, or the Program Analyst. � 3 "Policy" means��y�roposition 1 Techn�c��1�ssistance Funding Plan, as amended from time to time. ;. � ,, "ProjecY' mean��i�e Project as described��xhibit A and in the documents incorporated by reference. "Project Compl��,�''means, as determined by the Division, that the Project is complete to the reasonable satisfaction of th��,��on and t�„the last dat�.�l� which Project Costs may be incurred. Work occurring after Project Compl��t��ble ft,�r��nent under this Agreement. "Project Costs° means the incurred��'�of the Reci��t which are eligible under this Agreement, which are allowable costs as defined und��ie Policy, and ��h are reasonable, necessary and allocable by the Recipient to the Project under��P. �, },�� } the Authorized Re resentative to "Project Director" means an employ��the F��t des��r p be responsible for the overall managew��,��h��dmin4��hnical aspects of the executed Agreement. The Project Director is setfor�h"�i�n��Sectior��t�'�this Agre��nt. �.� �, , '. "Project Funds'° means funds disbursed by the S��ater Board to��ecip�ent fior purposes of this , � Agreement. �� } 5, �, � i "Recipient" means University Enterprises ��:�s'�' � ��: „ v>>, , "Regional Water Quality Control Board"or`Regional Water Board" mean�;�� appropra��,�egional Water Quality Control Board. ` 1 5 1',t �,i "State" means State of California. ,� �, �� t "State Water Board" means the State Water Resources Con��r��`�a`r'�c1,�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, �,�;;;,,, �� ` ��,,,,r�.� Bookstore Buildin , Suite 3400 Cit , State, Zi : ��t�'ento, CA, 9�� ,�� Cit , State, Zi : Sacramento, CA, 95819-6111 Phone: 916 ��,,�:��8-323-9322 ��,,��„ k Phone: 916 278-7380 Fax: 916 34��7 Fax: 916 278-4886 Email: � �,,,z ;" . . , Email: mkauppinen@csus.edu Nabiul.Afroo rnraterboards.ca. ov ��>� ,,:, ;,f. The Recipient ma'��n�e its,��ect Dire��.��n written notice to the Grant Manager, which notice shall be accompan��,��(��`��tion��'��?ient's Authorized Representative. The State Water Board will notifiy the Proje�t`�rector��ch�ange��t� Party Contacts. , r,.., ', 3. Exhibits and Appendices Incor`��ted. ,,, The following exhibits and append�c��o th�s Agre�� incluc.��3�any amendments and supplements hereto, are hereby incorporated herei��r��c��t of t��e��ent � ,> �5 �� , � ) 4).vt. / EXHIBIT A—SCOPE OF WORK / s EXHIBIT B— FUNDING PROVISIONS /�, ' EXHIBIT C—STANDARD TERMS AND COND1�1��(�� `� EXHIBIT D—SPECIAL CONDITIONS �s , s , < �;,,� � � 4� Reaipient Representations and Comr��`ients. �� , ; tt ��s"� � � n,fi��,.,:4 , , The Recipient represents, warrants, and commits to the following as of th��te signe�� Recipient and continuing thereafter for the term of the Agreement ` ��'"'�� „ (a) General Commitments. The Recipient accepts and ��rees to�'��r��h all terms, provisions, conditions, and commitments of this Agreement, in�.��t�rporated documents, and to fulfill all assurances, declarations, representations, ar��mitments 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 fiorth on the first page hereof, or result in any breach or default under any � University Enterprises, Inc. CalStars Agreement No. D1612806 Fi$Cal Aqreement No. SWRCBOOOOOOOOOOD161280600 Amendment No. 1 Page 5 of 29 contract, obligation, indenture, or other instrument to which Recipient is a party or by which Recipient is bound as of the date set forth on the first page hereof. (d) No Litigation. There are no pending or, to Recipient's knowledge, threatened actions, claims, investigations, suits, or proceedings before any governmental authority, court, or administrative agency which affect the financial condition or operations of the Recipient and/or the Project. (e) Solvency. None of the transactions contemplated by this Agreement will be or have been made with an actuai intent to hinder, delay, or defraud any present or future creditors of Recipient. As of the date set forth on the first page hereof, Recipient is solvent and will not be rendered insolvent by the transactior��ated by this Agreement. Recipient is able to pay its debts as they become due ' '' ' ' , (f) Legal St��id��VEligibility� ReS� ��t is duly organized and existing and in good standing under the law�{��ie State of Californi��d will remain so during the term of this Agreement. Recipi��'�'hall at all times maint��s current legal existence and preserve and keep in full force �� 4 and ef��its legal rights and au��►��ty. Recipient shall maintain its eligibility for funding under 4 ar this A��ment#or the term of this�greement. � � (g) Good St�� The Recipient is currently in compliance with the state requirements set forth in Exhibit C. V��r��,��dmg t�r�� Recipient has not failed to demonstrate compliance with previous�s��,��i��i'sallt��s: ' � � ' ,,, (h) Insurance, Recipient�maint��ufficient insur��coverage considering the scope of this Agreement, including,for��'�iple, but not ne��arily limited to, General �iability,Automobile Liability,Worker's Compen��$�n and Emplc��`Liabili�� Professional Liability. s ,. s�� 5. Project Completion. ' l {� r �� s %��',,,;� � ,� The Recipient shall expeditiously proceed with and ��iete the Pro��j�n accordance with this Agreement. '� ' � ,�. � ' ; 6. Notice. } t � ' } 4 � s s t z � . .� Yt . .,,,'� t . (a) The Recipient shall notify the Divisio�� in writing t��(5)worl�t��iays of the occurrence of the following: ti� ; ; ,, � (1) Bankruptcy, insolvency, receivership or similar event of th��i�,ae�� i1 4 t 1 gw (2) Actions taken pursuanC Co state law in anticipat��t�f f��fikruptcy; (b) The Recipient shall notify the Division within 10 workin�g tlays 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 Jt (6) Work Cor��t�'�,��5��ct Completion. 7. No Obligat�or�i��e State; State Bit��Act Contingency. `'� Any obligation ,��k�fe State Water Board f��'�in contained shall not be an obligation, debt, or liability of the State and any�� obligation shall be p��le solely out of the moneys appropriated by the State �egislature to fi`��tate Water Board from��e special fund associated with this Agreement. If the Budget Acf�� current�r�ar and/or an�r subsequent years covered under this Agreement does not appropriate sufficier��;��.progr�t��'eement shall be of no force and effect. This provision shall be cons��3��cond��'�"�c��:�,�o the obligation of the State Water Board to make any payments under this Agreemer��, ��.��iis event #��tate shall have no liability to pay any funds whatsoever to Recipient or to furrn��tiy other consit��ations under this Agreement and Recipient shall not be obligated to perform any pr��ions of this Ag��ent. Nothing in this Agreement shall be construed to provide the Recipienti�� a right of p�-��for pa��ent over any other recipient. � t „ If this Agreement's funding for any Fi��,�'�i��t�uced�'��'��the Budget Act, by Executive Order, or by order of fhe nepartment of��r��;';�the S#��all hav�� option to eifher cancel this Agreement with no liability occurring to the State or�'��an Agreeme��mendment to the Recipient to reflect the reduced amount � , � ' � t,3 �, t �,. �' � , s i,y t s t .A..,u.�, r ' ,.. yt j t 4 5 y� ) � 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: , , � ys ' �� e: Monica Kauppinen } ��: Director ' � Sponsored Programs Administration �} ,}; � , � ' �' �; �� ;� ;� j 1 �. S. } STATE W;��"� RES��IRCES CONTROL BOARD: � i �%) J 4 1� f /� t ;\. / / By: � i� y > � ,� � �� uv ��.� �esl��a�� '>, �� Titl�': Deputy I'�� .� , Division of Financial As��ice ,� ; ' S , > s � t �, �t �: � f Date: �, r'� � 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. s This grant is for the b��s�r��i��nt.This grant is for the benefit of the Technical Assistance Recipient identified��'VVork Plan t��;��C'k Plans. Its purpose is for the provision of technical assistance to sm��advantaged comr'��i��f�es fo develop, fund, and implement their capital improvement pr��s. ? � ft l' A.3 Scope��Vork. The Recipient a��s to do the following: 4 The Division accept��`�t��"`�echn��e on a continuous basis. The Division may refer eligible assistance reqU�'��)to��ipien`€ ��r accepting an AR, the Recipient will determine what specific assistance it plans to��ie and will a��it a technical assistance Work Plan with estimated deliverables and due da��,�"or Divis�on ap�C�al. The technical assistance proposed in a given Work Plan shall be consistent with��9eneral techn��assistance tasks outlined below, and the grantee shall implement technical assistan��onsistent wi��rision ��aroved work plans, or amendments thereto, including timely submittal o�" �uerabl��in the��ved Work Plan budget. Each approved Work Plan shall constitute an amendr��reerr��e signed and dated by the Deputy � „ Director of the Division or designee and th��u`�horize�1��(�esentati��roject Director, or designee to , be effective. � . ,� (a) Scoping: The purpose of this task is tq��}'�e pro�ect and ��`�pare�`u�vork plan. / � � �'f � � (1) Characterize challenges and ��tial so'I��3�; � � �« „ � , � (2) Conduct kickoff meeting to discuss path forward > ' ��.�s,. ' (3) Prepare project work plan � f � � (b) Pre-Planning; The purpose of this task is to deterrr��nso(idate 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. Conductw,��#��analysis of consolidafion construction ' �° r s d. Ev��l��rganization`��structured water and/or wastewater system(s) e ��"��5are preliminary agre��:nts to participate in facility consolidation �„ f � � ��aluate and document��1 Agency Formation Commission (LAFCO) requirements � g ��luate governance options ,;,: t. h. Fa��-mak�r��"�� s��., �,��; s , � i. Prepare consolidat��iiimitments.��. board resolution) �<< � j. Assist with format��f new entity �� , � (4) Conduct Technical, Mat��nal, an��`��r�cial P��sment and Assistance iy i { t .. ��.� , i � . �. a. Evaluate whether wate��r qu��t�meets��tory lim��ither through review of�existing data or through sampling and anal�� ,5 � � b. Develop or update policy man�� , �� li: � c. Develop or update financi��'icy � � ' ' �� } � , d. Develop or update budget and projects/capital improverr��t��nd asset��agement plans �'�� > , � , �'.,�� .� e. Develop or update operations and maintena�ce plan� ' , ��_ f. Determine scope and budget for planning = , „ g. Assist in preparing Drinking Water State Revolving Fund (DWSRF) and/or C1ean 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$Cal Aqreement No. SWRCBOOOOOOOOOOD161280600 Amendment No. 1 Page 10 of 29 EXHIBIT A—SCOPE OF WORK (1) Conduct Community Outreach a. Implement outreach strategy b. Conduct/document community meetings c. Prepareldistribute communication materials (2) Conduct Detailed Evaluation of Drinking Water Source, and Treatment and Distribution Systems � , T Y t a. W��fity(raw s�t�'��nd distribution system) ,� �' ;�onduct hydrogeolo�i��nd geotechnical evaluations, as appropriate ,, b �pacity(supply, treatrr��;'and storage) � r�'��" �Conduct hydrogeologic and geotechnical evaluations, as appropriate ,,1; c. �e��f wat�1"��(��s > » ,��' , �. d. Condition assessm��pected fac��#� aife , � � e� Energy use/efficie�� ,, �� 3 �� (3) Identify Needed Water��tem Impr��nts�r �� ' ,.,�,� � a� Addifional source water��t�`��e, grour��'�`ecycletV� �,< �: ,� ,:, b. Facilities needing retrofitting (sou��*�atment, stor��,'distribution) l� � ,� c. Facilities needing replacem��ur��,treatment�'��age ��ution) d. New facilities (source, treati�`ient, stora��,��`fion) , ��' �� e. Identify and evaluate alternative solutions—consider no��st and c,��fits and recommend solution(s) � ' �� ' 'f (4) Conduct a Detailed Evaluation of Wastewater��em �� r ,... , � a. Wastewater quality(pre- and post-treatment) b. Capacity(collection, treatment and disposal) i. Conduct hydrogeologic and geotechnical evaluations, as appropriate c. Septic to sewer conversions d. Leak detection e. Condition assessment/expected facility life � University Enterprises, Inc. CalStars Agreement No. D1612806 Fi$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 faci�it�:��ion, treatment and disposal) , fs � d. Id��r�d evaluate��native solutions—consider non-cost and cost benefits and r��nend solution � ` (6) Prs��' Environmental Servi�� t a ��ntify strategy to meet e�vironmental requirements (e.g. CEQA, other) k;*,`. b �"��re permit applications and reports (e.g. domestic water supply permit, Report of �IV��t��etc ) s �� ,i.».,,, �� ,.. �} s�� (7) Provide Design or Desi��'view Servit'��; a. Conceptual (10%��ign, cost estirr�'�� and delivery method (e.g. conventional or design/build)for s��ted solution � s ,� � � i. Water supply(e t��r) ; � t , , , ii. Water treatment �� , � � �`` � � ' iii. Water distribution �* s� � ' iv. Wastewater collection ,„,�� s � ,� , � 1 v. Wastewater treatment � �� '�� 5 jt �,� �. }.,,, vi. Effluent disposal � � b. Pilot studies � �� , � ;`} ,� ,,,;r,. 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$Cal Aqreement No. SWRCBOOOOOOOOOOD161280600 Amendment No. 1 Page 12 of 29 EXHIBIT A—SCOPE OF WORK ii. Water treatment iii. Water distribution iv. Wastewater collection v. Wastewater treatment vi. Efflu��f�� , � s � d. D��00%)des��,��cluding detailed engineer's estimate and plans and ��ations, as appro��`�e) � � '=°��Water supply(e.g. w��or other) �u ; �(��` Water treatment , �: i�i. �later distril�ution ,�� FS } iv. V��olle�� l l �z,; v. Wastewater tr��ent �'� , � vi. Effluent dispo�� ; � � , s , �„ � ,� � , (8) Provide Management Sup'�t��, �`` � �', � ,,,�,t,,, � ,zr,,,� , j f a. Prepare Request for Proposal (RFP��detailed desi��r(s)or contractor(s) (depending on delivery method) ' b. Provide support during bidda�� ' � �� , , i. Answer questions durin�`the bid pe��,.��irepare a��ida y, � ii. Evaluate bids and make recommendation to award �_� � '� �� ; S c. Conduct rate study � ' ` ��"`�� , d. Suppor� Proposition 218 compliance '� �: E� �,� � �.��.�..�,. e. Prepare relevant service, management, operating, or joint powers agreement(s) f. Prepare consolidation agreement(s) g. Assist in preparing a DWSRF or CWSRF construction funding application h. Prepare resolutions, certifications, and legal opinions (d) Construction: The purpose of this task is to oversee construction and commissioning of water system improvements. � University Enterprises, Inc. CalStars Agreement No. D1612806 Fi$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��,��socio-economic assessment S � (2) Provid�"��ical Suppor�; � � ; , a ��duct periodic inspect�� ,: ,�.� �s b }��iswer contractor requ��;��or information , y c ;��iew contractor construction schedule 4 d. Re��t�t techr��u��als � ��;, s,,, � r,�. e. Prepare constructia��nge order��j � f. Review contractor��'y requests and��ive certified payrolls t � g. Receive certificatio��f proper k��tion s � ,'s � � h. Review materials and pe�`t��t'�t�rice te��i�� _ i. Schedule operator training by co��i�r ' st , � � * � � j. Monitor facility start-up � , ,�� k. Coordinate completion of reCord drawin j�'��ities anc��tions ,>, t' � (3) Provide Managerial Supporf '� �`' _ '�' ,;� � � t � ��' a. Update operations and maintenance documentation ��e ,� �� 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 adm�inistration � 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) Pro��rts shall provide a brief description of activities that have occurred, milestones a��,r�r��,results (if applicable), and any problems encountered in the perForman��work und��,Agreement during the applicable repor�ing period. Reporting shall be r t��d even if no grar��lated activities occurred during the reporting period. The �,,,, Recipie��'all document all acti��and expenditures in progress reports, including work perforr�;�u��y contractors. Progr��eports must be signed by the Authorized Representative, Pro�ec��tector, ordesignee. (b) As Neet��.,lnformation or Reports. The Recipient agrees to provide expeditiously, during the term of t��}reement,such reports data and information as may be reasonably required by the Division, in��t��limited�`�� necessary or appropriate for evaluation of the funding progr��t�.��'�u��i�l ar��r��"ng��ements of the state or federal government. , , , �_. (c) Final Project Summary. A��'�conclus�on ofi:��Project, the Recipient must submit a draft Final Project Summary to the G��Manager for r��w and approval.The draft Final Project Summary shall contain a brief summ��of the Pro�e��luding��complishments, before and after pictures, as appropriate�TI-►��aft Fina��'��t Sur��`t��i shall be in a format provided by the Grant Manager. Following co1��'�'a"�he G��'��the Recipient shall submit the revised Final Project Summary fior r��i'�iv and��`�v`al and ��11 upload an electronic copy of the final Project Summary to the FAAST systerr�; �`�� '� , �� , > ,� � j ti{4 l f 1 11.i 3 V� �; �,}i 3 S i }�:. � }I } f 9 3 f t i t X, � n S � � 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). s } 6.3 Funding Dat�;� � ..s r� �� , K,�� r � �� l (a) The Ehgik��rt Date is Septem��1, 2016. Otherwise eligible costs incurred prior to this date will not f��'rnbursed, unless oth��se specified in Exhibit D. ,' } (b) The Fin��isbursement Reques��e is , September 30, 2021. The Deputy Director��he Division may extend��his date for good cause. Extensions may require an amendrr��o this Agreement. All disbursement requests must be submitted to the Division such that they a��`��eived pr��r to this da��TM L�ate disbursement requests will not be honored and remaining ar��'��a��leobl�� t � , y� (c) The term of this agreement ya��li�the Start ��on the cover page of this Agreement to the End Date of °i�^��+ �'' ''nti�Ju��.�0 2057. � c, B.4 Budget Summary. � } � , t� LINE ITEM ��.� '� �� P�� "�'l��w� TOTAL COSTS ��„ " �RANT s�,� Personnel/S ecificStaff ,�',��,��,�� $1,422��7 $1,422,997 Ex enses and Su lies $7�,��7 $78,127 S ecial Pur ose E ui ment >5,000 u.�,, ,,,, ,,��0 ' � $0 Travel ' � ' ,,�.�,> ;��:.�'��;864 ,�,., $117,864 Professional and Consultant Services ' „ , ,�t�0,000 $4,100,000 Indirect Costs ` ` $1,281,01��„ °� T$1,281,012 TOTA� $7,000 O(��, '` t,„7,000,000 s � B.5 Budget Flexibility. ' }, 3„ , > (a) Subject to the prior review and approval of the Grar�t�t��;��djustments between existing line item(s) may be used to defray allowable direct costs uj� t�ti��f�ifteen percent(15%)of the total amount, including any amendment(s)thereto. Line item adjustments in excess of fifteen percent (15%) require an Agreement amendment. (b)The Recipient may submit a request for an adjustment in writing to the Grant Manager. Such adjustment may not increase or decrease the total grant amount. The Recipient shall submit a copy of the original Agreement Budget sheet reflecting the requested changes and shall note proposed changes by striking out the original amount(s)followed with proposed change(s) in bold and underlined. Budget adjustments deleting a budget line item or adding a new budget line item shall require a formal amendment. The Division may also propose budget adjustments. (c) The sum of adjusted line items shall not exceed the total budget amount. � University Enterprises, Inc. CalStars Agreement No. D1612806 Fi$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 ur��;��;��reement. Nothing in this Agreement shall be construed to provide the Recipien#�?��ity for disbursement over any other recipient. If any disbursem��:i�e the Recip��nder this Agreement are deferred because sufficient fiunds are unavadak��is the intention of�t��State Water Board that such disbursement will be made to the Re��when sufficient fund��o become available, but this intention is not binding. Ifi this Agreer��'s funding for any fisc��{��ar is reduced or deleted by the Budget Act, by Executive Order,�``�iy order of the Departr��of Finance, the State shall have the option to either cancel this Ag�'��tnent with no liability occurring to the State, or offer an amendment to the Recipient to reflect t��;�'�duced amount, ;;t �i (b) Except as��;��`��e pro��Agreement, disbursement of Project Funds will be made as follov+�.> �, ,� � � � , � s ' � (1) Upon execution and d��ry of this Agre��;nt, the Recipient may request disbursement for eligible Project Costs��pecified in this;��tibit from the Project Funds through submission to the State Water Bo��f disbursem��eques��asing the disbursement request form � provided by the Grant I��ger , 1 a: t . � s.e 4 S } 1 3 \ (2) Disbursement requests shall��t�i��in the f��r�g inforrr��n �,�; tt a. The date of the request; � � �' � f � b. The time period covere��e��uest, i e t,��`i`m fr��nd "to"; �:� � � � � .: c. The total amount reque�ed; � ' ;.� � d. Documentation of match �� `� , , s,v �;, � ,,r �� e. Original signature and date (in ink)of Recipient s��ic��;��resentative; and, 4� ' f. The Final Disbursement Request shall��ed�"FINAL DISBURSEMENT REQUEST" and shall be submitted NO�'�'��"'`�HAN , 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 Dis��pf Project Funds will be made only after receipt of a complete, adequate��rly documented, and aacurately addressed disbursement 3 � reque�� :: > , �`�, (6) Th��ipient may request r�"t��ursement for actual (not budgeted) indirect costs. This may in�1��reasonable cost of it�� necessary for the implementation and management of the Pr�'��t, such as: rent, utiliti� s�as electric, water, sewer trash, internet, etc. ,janitorial � , �� ) set'��s, reasonable mainten�r�ce and repairs, pest control, landscaping, equipment (wc��li�tion, fax machines, computers, printers, copiers, postage machines, servers, data stor��ffice suppaies (paper clips, staples, paper, etc.)�, printing, shipping, shredding, postag��e tel��ument storage, insurance (general liability, profession��ti��;work��j��n (if not already reflected as part of fringe), and support staff(such as ��'��ment serv�� accounting, information technology, human resources, training and��f developmen�� ,� Any costs ineligible for�i��mbursement��a�ugh thi�f�greement should be excluded prior to requesting reimbursem�� Exampl��a��f�eligik��'�ts include: patents or copyrights, bank fees or service charges ��inte,��ndebtedness, amortization, depreciation, losses, damag��i��'ttleme��i�es or��p��i��ties, fees related to incorporation, costs related to establish��r reorgarnz��, insurance deductibles, lobbying, legal defense or prosecutior��s, litigation, ad��ising, contributions to other nonprofits or events, public relatior��eting, emplo�r��ppre��tion, scholarships or tuition fees, employee relocatio��'er��e attenda��,�ubsc��"ns or publication fees, membership�dues, entertainm��;�ieals,'�`�'��.=�Icohol��verages decorations, childcare or stipends for meetin�`�participant�,��,��.��markup��e grantee, contractor or subcontractor markup fees, auto insurance (state mileage rat��'Iready�ncl�� compensation for such costs), travel costs non consistent w��'�tate tr��s, miscellaneous costs, contingencies, other costs deemed b��art��`��"�o be unreasonable, excessive, inappropriate or not related to th��'"of the grant. �3 �:.,.�,�. It is the Recipient's responsibility to verify that i�i��'�ts are not claimed, and to maintain backup documentation and source docum`ents 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 Reci��` �'��will not request a disbursement unless that cost is allowable, reasor��`�id allocable',, � , ,, (12)No��t�tanding any other pr��ion of this Agreement, no disbursement shall be required at an��t�ie or in any manner th�� in violation of or in conflict with federal or state laws, pa��s, or regulations. , (13)Th��cipient agrees that it shall not be entitled to interest earned on undisbursed Project Fun��: � y � t (14)Any reimbt��`��`�or n��t��fr'��d per diem shall be at rates not to exceed those set b the California D ` � y ��'��ent of Hurr��esources_ These rates may be found at http:Uwww.calhr.ca.qo��i�ployees/Paqe��vel-reimbursements.aspx. Reimbursement will be at the State travel ��per diem amo��;�that are current as of the date costs are incurred by the Recipient. No t�`��I outside the��'e of C��fornia shall be reimbursed unless prior written authorization is��aned fror��t��rant 1�l�t�i��er. �; 't, ; , , , (15)The Recipient must include a�w��er�docu�ir��'��or req��s required or allowed under this Agreement. �` �. B.7 Withholding of Disbursements and Mat��'��Jlations. t 3 '�, � �, (a) Notwithstanding any other provisi��fhis A��;�ecipiec��rees that the State Water Board may retain an amount equal t��`i ten percer'�t'��t��the Prcz��Funds until Project Completion, Any retained amounts due fo the Recipient will be p��atly disburs��l,to the Recipient, without interest, upon Project Completion. �, � ' � f�t ,�� , (b) The State Water Board may withhold all or any portion of the f��'��I��d for�by this Agreement in the event that: ,,,, �,� � �t- r,�, , (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$Cal Aqreement No. SWRCBOOOOOOOOOOD161280600 Amendment No. 1 Page 19 of 29 EXHIBIT B— FUNDING PROVISIONS 6.9 Fraud and Misuse of Public Funds. All requests for disbursement submitted shall be accurate and signed under penalty of perjury. Any and all costs submitted pursuant to this Agreement shall only be for the tasks set forth herein. The Recipient shall not submit any invoice containing costs that are ineligible or have been reimbursed from other funding sources unless required and specifically noted as such (i.e., match costs). Any eligible costs for which the Recipient is seeking reimbursement shall not be reimbursed from any other source. Double or multiple billing for time, services, or any other eligible cost is illegal and constitutes fraud. Any suspected occurrences of fraud for��z,zlement, theft, or any other misuse of public funds may result in suspension of disbur��unds and/or termination of this Agreement requiring the repayment of all fur��'l��ursed her��' Additionally, the Deputy Director of the Division may request an audit and refe��iatter to the Attor��GeneraPs Office or the appropriate district attorney's office fior criminal pros��`ion or the imposition ��ivil liability. (Civ. Code, §§ 1572-1573; Pen, Code, §§470, 489-490.) � ; ; � � � , � �� ,; } 3 ; 1 } t ; } .�.. .. l.., t� }t li / f � 1\ t / t .'r. . ," ;ts > j, y „�.,�, � i:. s � � i , � � � �, � ,� � r �,. �� tt , } ' � r t i ' ' } t � University Enterprises, Inc. CalStars Agreement No. D1612806 Fi$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 approu,,��`��red. No oral or written understanding or agreement not incorporated in this Agreement is l�,��e parties. , � C.3 Ass�gnab��3 , �� 3 :; , This Agreemer��i�'�ot assignable by the ��ipient, either in whole or in part. C.4 Audit ` `�� , (a) The D�vis�t��t its opti��, may call for an audit of financial information relative to the Planning, where the C'��nes tl��J�F�,�s desirable to assure program integrity�or where such an audit E��'��iece��i�caus��,�tate or federal requirements. Where such an audit is called for, th� audit��'�e perform��;�y a certified public accountant independent of the Recipient and at fh�e cost�� Recipient. T��udit shall be in the form required by the Division. ,� , F. (b) Audit disallowances will b��;��urned to the��Wate��3oard. Failure to comply with audit disallowance provisions sh��qualif�r��cipien��,��1'n participating in State Water Board . ��., < � � funding programs. '� �.�'" s s � r C.5 [Reserved] � '�� , ; C.6 Claims. �, ��% ' � r Any claim of the Recipient is limited to the I��s, rem��1is proc;��res provided to the Recipient under this Agreement. ` ��.��z � "�� , t � C.7 Competitive Bidding , ' ' � } Recipient shall adhere to any applicable state or local ordin�nce for ce��idding and applicable labor laws. `� �' ��"�� , , t�>� �� ,� »� � „ � y,i 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 rer��nt through Project Completion, with applicable state and federal confilict of interest law��j��'i�'�t��limited to laws related to conflict of interest laws related to contracting and prn��nt. ;;' C.10 Damag��t Breach Affecting T��xempt Status or Federal Compliance. } � In the event th�� '� breach of an of th� ��visions of this A reement b the Reci ient shall result in the �. Y Y �, 9 Y P� loss of tax-exe��=;status for any bonds of`Cfiie State or any subdivision or agency thereof, including bonds issued on beha��"��,�he State Water Board, or if such breach shall result in an obligation on the part of the w;. State or any subc��,{�n or ager��y thereof to reimburse the federal government by reason of any arbitrage profits, th�"��`��11 imrr��t��k��?burse the State or any subdivision or agency thereof , t 3 in an amount equal to ��=��'ges ��'��i-�o��urred by the State or any subdivision or agency thereof due to�such breach. In the ��"that any br�� of any of the provisions of this Agreement by the Recipient shall result in the fail��if Project Fun�� be used pursuant to the provisions of this Agreement, or if such breach shal��ult in an obliga,��I�°on the part of the State or any subdivision or agency thereof to reimburse the fe��l governme�� Reci��t shall immediately reimburse the State or any subdivision or agency therea��,�n amo��al to„��amages paid by or loss incurred by the State or any subdivision or agency th��ich br�t��irt ' y,;,, r �F�,.,�.,�,. �, r � � , C.11 Disputes. �. �u (a) The Recipient may appeal a staff deci,��tin 30 days to,��77epu��'[�irector of the Division or designee, for a final Division decisio��,'�"�e I��pient ma��al a f��Division decision to the State Water Board within 30 days '��Offic��a'�'��ounsel��e State Water Board will prepare a summary of the dispute and make rec��r�ations re��fo its final resolution, which will be provided to the State Water Board's Executive Direc��"�nd each ��e Water Board , ,. Member. Upon the motion of any State Water Board Member t��tate V�!��'��d will review and resolve the dispute in the manner determined by the State��te�-��'t� a��iould the State Water Board determine not to review the final Divisic�n decisia��'ion will represent a final agency action on the dispute. ""� �} ��>�'�� s t (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 Restrictic�� ; � � � ,r „�,�. �; The Recipient agre��any refund�,;;��tes, credits, or other amounts (including any interest thereon) accruing to or re�a��'�"��by the Recipient r��r this Agreement shall be paid by the Recipient to th� State, to the extent th��y are properly alloca��o costs for which the Recipient has been reimbursed by the State under thi ,��reement. ' � � � , � C.15 lndem4��tion and State Reviews:��f 1 The parties agre��review or,,�approval of Pro�ect documents by the State Water Board is for administrative purp`t��,��ding c��i�th application and eligibility criteria, and expressly not for the purposes of'��r��ect r��oi-c�t��tion feasibility, and does not relieve the Recipient of its responsibility to engage in pro��tanning To��extent permitted by law, the Recipient agrees to indemnify, defend, and hold harml��he State Wat��ard, and its officers, employees, and agents (collectively, "Indemnified Person��gainst any los��r''liability arising out of any claim or action brought against any indemnified Persons f��and against��and al��ses, claims, damages, liabilities, or expenses, of every conceivable�kint��racter��ature��o,ever arising out of, resulting from, or in any way connected with (1)�the Pro�e��3;�ions��w��se possession, conduct, or management of, work done in or about, or i�i�"''�lannm��i'gn, acqut��on, installation, or construction, �,�, of the Project or any part thereof; (2)the carrying o�a��'ny of the tra��y�tions contemplated by this Agreement or any related document; (3)any viol��t��f any applicab��y��w rule or regulation, any environmental law (including, without limitatior��ieral Compre��t��ive ��ronmental Response, Compensation and Liability Act, the Resour��hs��tion and k��ery P,��,��ie California Hazardous Substance Account Act, the Federal Wate��'ution C��:��,��`�Clean��ct, the Toxic Substances Control Act, the Occupational Safety and Health Act, the ��`nking W��ct, tne California Hazardous Waste Control Law, and California Water Code Section 1330��,��d any suc��ors to said laws), rule or regulation or the release of any toxic substance on or near��''Syste��",��ny untrue statement or alleged untrue statement of any material fact or omission s��11��G��'��i��ion to state a material fact necessary to make the statements required to b,e stated ��fight of the circumstances under which they were made, not misleading with respect t��i��'��ti�provided by the Recipient for use in any disclosure document utilized in connection with ��i��'�'��ansactions 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 bec��`��, race, color, ancestry, religious creed, national origin, sexual orientation p� ��'��luding HIV and AIDS), mental disability, medical condition (cancer) a��r�40), mari��'��tus denial of family care leave, or genetic information, gender, gender id��; gender expressr�i��or military and veteran status. � (b) The R��ent, its contractors, ar��bcontractors shall ensure that the evaluation and treatment ofi thei��°�iployees and applican��employment are free from such discrimination and haras��t. i (c) The Rec�� its contr�tors, and subcontractors shall comply with the provisions of the Fair Employmert��Act a��,�,��able regulations promulgated thereunder. (Gov. Code, §12990, �e��} (f) ��ti�� '�afi �� Regs., tit. 2, § 7285 et seq.) Such regulations are incorporated into this Agre��'�by referen��nd made a part hereof as if set forth in full. s (d) The Recipient, its contract��and subcontr��=s shall give written notice of their obligations under this clause to labor t��nizations wi��ich th��iave a collective bargaining or other agreement. � ` ) �. t '� � ,iy,�. 33� ,ri� � (e) The Recipient shall include the n��t��riminat��c��complt��e provisions of this clause in all subcontracts to perform work under the Agr�`��nt. � "` ; , C.19 No Third Party Rights. ' << � , k The parties to this Agreement do not crea��`�t��its in,��r��tes to, ��hird party as a beneficiary of this Agreement, or of any duty, covenant,"obligatio�n, ��a��king est��ed herein, �>, � C.20 [Reservedj �� ;,fi.� �� ,� , ,.. C.21 Other Assistance. , � �� , � � �" Ifi funding for Project Costs is made available to the Recipiei��i`��surces 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 applic�#��f�he documents incorporated by reference into this Agreement, and all reports, disbursement��r�� porting documentation submitted hereunder. , C.24 Preva�hn�r��es. ` , � �. ,��,�� The Recipient��es to be bound by all ��icable provisions of State Labor Code regarding prevailing wages. The R��ient shall monitor all a�l��ments subject to reimbursement from this Agreemenf fo ensure that th��r�vailing wage provisions tif the State Labor Code are being met. C.25 Professi�j�� 1 4 1 3 i } The Recipient agrees tPt��►��5rofe��s wit��licenses in the State of California will be used to perform services under this Agreerra�`��ihere such��ces are called for. All technical reports required pursuant to this Agreement that in��planning inv��ation, evaluation, or design, or other word requiring interpretation and proper��lication of en��ring or geologic sciences shall be prepared by or under the direction of persons regi�,��ed to practic��;�alifior�� All technical reports must contain the statement of the qualifications of th��`��onsib��tered��t��,��ional(s). Technical reports must bear the signature(s) and seal(s)of the reg��`��r��`sion��,��r such thaf all work can be clearly attributed to the professional responsible ft�r�"��"e�work � } Any contractors, outside associates, or consultar��aired by the R��ent in connection with the services covered by this Agreement shall be lir�'��such individu��r f�rm��s were specifically identified and a reed to durin ne otiations,�3��;��s �ement ifs��#t ��r as ��pecificall acce ted in 9 9 9 �� , �, .�., �" Y p writing by the Grant Manager during the p��'�'nance��`��'�ent. ,:,� C.26 Public Funding. � �ry i � ' . ,rti.tae.... This Project is publicly funded. Any service provider or contractor with��h��`�,��ient contracts must not have any role or relationship with the Recipient, that, in ��fect, suk��'��r�its the RecipienYs ability to exercise its rights, including cancellation rights ur��#,��;'�'based on all the facts and circumstances. � u , 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 sepa��c��s which will adequately and accurately depict all amounts received and expen��a��,ncluding all assistance funds received under this Agreement; , ,.., ; (c) Establis�,��►�rate accounts wl��will adequately depict all income received which is attnbu��'to the Project, speci��ly including any income attributable to assistance funds disbu��''�under this Agreemen�� , t (d) Estak��i,an accounting system uV#�ich will accurately depict final total costs of the Project, includi� ,�oth direct and indirect costs; �:. f (e) Establish��1��1��and rr��'��1��f�t records as may be necessary for the State to fulfill federal repor��'�mer��ing��and all reporting requirements under federal tax statutes or regulations; an� , �<"'`�� , (f) If Force Account is used ��he Recipient f�� Project, accounts will be established which reasonably document all ��aloyee hours��ed to��e Project and the associated tasks performed by each emplo�� , �ri� � � , (g) Maintain separate books, record��r�"other r��relativ�,�;the Project, �: (h) Retain such books, records, and other rr��for itself and��t`�ach contractor or subcontractor who performed work on this Pro�ect fc��t��rnum of thirty-��36)y��rs after Work Completion. The Recipient shall require that su��s�C��cords ar��i��r mat,��'be subject at all reasonable times (at a minimum t��`�j norrt��irs)to��ection, copying, and audit by the State Water Board, the Bure�u of State��'��e��Interna��venue Service, the Governor, or any authorized representatives of the aforementio 'r��and shall a�l�w interviews during normal business hours of any employees who might rea��bly h��`��ation related to such records. The Recipient agrees to include a similar rig��g��'t�;�interviews, and records retention in any subcontracf related to the �erFormar��reement. The provisions of this section shall survive the term of��i��`�. ��,�:�� 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,��t to the extent applicable, it is in compliance with the following conditions precedent��uill continue to maintain compliance during the term of this f Agreement: '�' (a) State V��Board's Drought Em�'t��ncy Water Conservation regulations. Title 23, article 22.5 of the Ca��iia Code of Regulatior�� "fhe Recipient will include a discussion of its implementation in Pro��`s Reports submitted ��aant to this Agreement. . (b) Califorr��nvironmental Quality Act(CEQA). Implementation and construction activities must comply u��QA and �otentially other environmental review requirements, including the Nat�onal E�'��alicy A�� Proceeding with work subject to CEQA andlor NEPA without env�ro�f��'��ara�;��Fie��Vater Board shall constitute a breach of a material provision of this Agreement��chnical As��nce work implemented per this Agreement will include ground disturbing ��;��ities (such as ti��wells, boreholes) implemented for the purposes of information collection, ��,proposed m an��'�a(s)with potential for environmental impacts (including riparian habitat ��`�land, endan��'�speci��habitat or sensitive cultural resources areas), the Recipient shall r��r the Gr��nage��e nature and scope of such work and receive approval fo proceed ��ncin��,��y��rb�ng activities. 'v.,., r �: (c) Water Code section 5103, subdivision (e)(2�� f Recipient i��;water diverter, Recipient must maintain compliance by submitting montl��;rsion reports��e Division of Water Rights of the State Water Resources Control Bo�� : , (d) �abor Code sections 1725.5 and 9�"��"1. To��a��orks ct��cts, Recipient acknowledges that Recipient and R�cipient's su��a��ors must��ster with the Department of Industrial Relations. , �� ':r�,=r (e) Water Code sections 526 and 527. If Recipient is an urban w��^�u��i��ined by Water Code, it shall have complied and maintain compliancre with se��;�;��nd�527 ofi the Water Code relating to installation of ineters and volumetc��har�� ,��'°°�� ' (fi) Urban Water Management Planning Act(Water Code,�`��1�0610 et seq.). Ifi 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 define��n 10608.12 of the Water Code must comply with the Agricultural Water Mana �� t. (Wat. Code, § 10800 et seq.) � ,�..,. � , � � (j) Charter C�'��oject �abor Req�i��ients. �abor Code section 1782 and Public Contract Code section��': � � f. t�� Prevailing Wage �, �;�ere Recipient is a charter city or a joint powers authority that includes a charter city, ��ient certifies that no charter provision nor ordinance authorizes a construction prc��a�not to��h Labor Code's prevailing wage rate requirements, nor, w��`��'��t�r tv��i��from January 1, 2015 or after) has the city awarded a public w��ontract wit��requiring the contractor to comply with such wage rate requirerJ��s according to=�',s�or Code section 1782. (2) Labor Agreem�i�� ;� ;' �, ti , Where Recipient is a��i�a�oin��'��honty that includes a charter city, Recipient certifies that�n�s��`#�"�r`��prov��,"��hitiativ��ordinance limits or constrains the city's authority or discretion to adopt�,��Uire, or utiliz��oject labor agreements that include all the taxpayer protectio�,r��scrimination �'t��isions of Public Contract Code section 2500 in construction pr��nd that Reci��is ac�rdingly eligible for state funding or financial assistan��'s�l��t to Public��act C��'��'section 2503. �rv, , C.32 State Water Board Action; Costs an�Attorney��;�. ,,.�� The Recipient agrees that any remedy provided in this Agreement is in ��ion to a��,��f��derogation of any other legal or equitable remedy available to the State Water Boa��s a��reach of this Agreement by the Recipient, whether such breach occurs before or aft��'��l��n�of the Project, and exercise of any remedy provided by this Agreement by the��te W�€��t�shall not preclude the State Water Board from pursuing any legal remedy or right which��'��t��`'wise be available. In the event of litigation between the parties hereto arising from this Agreemen�;i��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;��'�rnent. , �� " ', ,r C.35 Unenforce��`�i�vision ��_ , ,: In the event tha��;�'provision of this Agr��ent is unenforceable or held to be unenforceable, then the parties agree tk��II other provisions of t��'�greement have force and effect and shall not be affected thereby. '' � � , C.36 Venue , ; �, The State Water Bc��apier��`��ee that any action arising out of this Agreement shall be filed and maintainec��upent��in at�t��r the County of Sacramento, California, , � s C.37 Waiver and Rights of the ��Water Board ° � i' ' Any waiver of rights by the State V'�,��r Board with��eat to,��efault or other matter arising under the Agreement at any time shall not be��dered��er of�-��th respeat to any other default or matter. � � �� ,� f �� n. 3 .4,. . 1 )i�p.��.., .i.� t Any rights and remedies of the State Water Board ��`��d for in th�s��eement are in addition to any other rights and remedies provided by law. ° f ��; � 1 ' � s � � , 3 3 , �.�� , ; � �' �� 3 � > , , � ; , , �„� , s � � '°; , , }. �.,- � 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 t .z t ,,' ,}3 l t �t i 1 }` J „ �5 } 1 �. r3 5 Y T. � ; } ,,,.. �.11� 5 i t il � s y } s} 5�� t. 4 t 1 � S� Y /} S h, 5l 5 t' S }} r ��;; � } t i 3 I, y 7 w Y � 1 S T 1� it i' l. 1 t j 5 t �o,;,, 4 ' ,r,J+�� u r .,