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HomeMy WebLinkAboutReso 08-24 Reso 08-24 Approving the 2022 Urban Community Drought Relief Local Project Sponsor Agreement with Alameda County Flood Control and Water Conservation District, Zone 7 Reso. No. 08-24, Item 5.7, Adopted 02/06/2024 Page 1 of 2 RESOLUTION NO. 08 – 24 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF DUBLIN APPROVING THE 2022 URBAN COMMUNITY DROUGHT RELIEF LOCAL PROJECT SPONSOR AGREEMENT WITH ALAMEDA COUNTY FLOOD CONTROL AND WATER CONSERVATION DISTRICT, ZONE 7 WHEREAS, Alameda County Flood Control and Water Conservation District, Zone 7 (Zone 7) submitted a grant application to the State of California Department of Water Resources (DWR) Urban Community Drought Relief Program in November 2022 and included proposals from several local project sponsors in the Livermore-Amador Valley, including the City of Dublin; and WHEREAS, in June 2023, DWR awarded Zone 7 $2,242,500 of grant funds, which includes $1,380,000 in grant funds for the City of Dublin Irrigation System Upgrades project; and WHEREAS, in November 2023, Zone 7 and DWR executed Agreement Number 4600015378 Urban Community Drought Relief Grant (State Agreement), which among other things, establishes the requirements to receive grant funds; and WHEREAS, the City of Dublin and Zone 7 desire to enter into a 2022 Urban Community Drought Relief Local Project Sponsor Agreement, attached hereto as Exhibit A, for the purpose of ensuring compliance with the State Agreement and receiving grant funds for the City of Dublin Irrigation System Upgrades project. NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Dublin does hereby approve the 2022 Urban Community Drought Relief Local Project Sponsor Agreement with Alameda County Flood Control and Water Conservation District, Zone 7, attached hereto as Exhibit A to this Resolution. BE IT FURTHER RESOLVED that the City Manager, or designee, is authorized to execute Exhibit A and make any necessary, non-substantive changes to Exhibit A to carry out the intent of this Resolution. {Signatures on the following page} DocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Reso. No. 08-24, Item 5.7, Adopted 02/06/2024 Page 2 of 2 PASSED, APPROVED AND ADOPTED this 6th day of February 2024, by the following vote: AYES: Councilmembers Hu, Josey, McCorriston, Qaadri and Mayor Hernandez NOES: ABSENT: ABSTAIN: ______________________________ Mayor ATTEST: _________________________________ City Clerk DocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Page 1 of 7 AGREEMENT BETWEEN ALAMEDA COUNTY FLOOD CONTROL AND WATER CONSERVATION DISTRICT, ZONE 7 AND CITY OF DUBLIN - 2022 URBAN COMMUNITY DROUGHT RELIEF LOCAL PROJECT SPONSOR AGREEMENT This Local Project Sponsor Agreement (“Agreement”) is entered into on this _______ day of __________________, 2024, between Alameda County Flood Control and Water Conservation District, Zone 7 (“Zone 7”) and the City of Dublin (hereinafter referred to as Local Project Sponsor Grantee “LPS”). Zone 7 and LPS are collectively referred to as the “Parties,” and each individually as a “Party.” Recitals WHEREAS, in 2022 Zone 7 applied for the 2022 Urban Community Drought Relief Grant Program through the California Department of Water Resources (“State Grant”); and WHEREAS, said application included projects from multiple local project sponsors in the Livermore-Amador Valley and was submitted on their behalf; and WHEREAS, California Department of Water Resources (“DWR”) awarded Zone 7, $1,380,000 in funding for LPS’s drought relief project along with cost sharing requirement of $460,000; and WHEREAS, on November 27, 2023, Zone 7 executed a grant agreement between DWR and Zone 7 titled “GRANT AGREEMENT BETWEEN THE STATE OF CALIFORNIA (DEPARTMENT OF WATER RESOURCES) AND ZONE 7 WATER AGENCY AGREEMENT NUMBER 4600015378 URBAN COMMUNITY DROUGHT RELIEF GRANT” (the “State Agreement”), which is attached hereto and incorporated herein as Attachment 1; and WHEREAS, one of the projects funded with the State Agreement is the “Dublin Irrigation System Upgrades” (“Project”) proposed by the LPS, with an estimated total project cost of $1,840,000; and Agreement NOW, THEREFORE, IT IS HEREBY AGREED BETWEEN THE PARTIES AS FOLLOWS: The recitals hereto are true and correct and are incorporated into the body of this Agreement as though set forth in full. 1.Term This Agreement will be in effect from the date of execution until the State Agreement between the DWR and Zone 7 is terminated, or when all the Parties’ obligations under this Agreement are fully satisfied, whichever occurs later. Exhibit A DocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Page 2 of 7 Notwithstanding the date on which this Agreement is executed, Project costs incurred by the LPS after June 30, 2022, to the extent they are eligible for funding under and otherwise compliant with the State Grant and State Agreement, are eligible for reimbursement under this Agreement. All activities to implement the Project must be completed by December 31, 2026 to be eligible for State Grant funding. 2. Project, Subaward and Cost Share a) Under the terms of this Agreement, the LPS will implement the Project as more particularly described in Attachment 1, and Zone 7 will disburse up to $1,380,000 of the State Grant to the LPS in accordance with the Grant Agreement. Said disbursements will only be made after Zone 7 receives such funds from DWR. The LPS will provide and document the cost share expenditures as required in the State Agreement. b) Local Project Grantee Cost Share is required to fulfill a local cost share (non-State funds) in the amount of $460,000 of the total estimated total project cost of $1,840,000, as set forth in Exhibit B to the State Agreement (Budget). Required Cost Share must be for Eligible Project Costs directly related to the Project as set forth in Exhibit A to the State Agreement (Work Plan), incurred after June 30, 2022. 3. Zone 7 Obligations a. Zone 7 will undertake and complete administrative and management responsibilities relating solely to Grant Administration, in accordance with the State Agreement attached hereto as Attachment 1, under “Exhibit A – Workplan – Grant Administration,” that are not related solely to Local Projects. b. Zone 7 shall disburse grant funds as required or permitted by the State Agreement. Notwithstanding the foregoing, Zone 7 is not obligated to disburse any funds to the LPS until such grant funds are authorized and disbursed from DWR to Zone 7. c. Zone 7 will promptly notify the LPS of any notices given or actions taken by DWR if such notices or actions are likely to affect LPS’s performance, duties, obligations or funding under this Agreement, including but not limited to notices from DWR regarding LPS’s invoices under Section 8 of the State Agreement or alleged default related to the Project under Section 11 of the State Agreement. 4. LPS Obligations a. The LPS is, and at all times will continue to be, in full compliance with the terms and conditions of the State Agreement as a recipient of the State Grant for its particular project. LPS shall be responsible for all of Grantee’s responsibilities pursuant to the State Agreement as if LPS were Grantee, including but not limited to those specific responsibilities discussed in this Agreement, except otherwise expressly stated in this Agreement. LPS understands and agrees that for the terms and conditions of the State Agreement which pertain to the Project, are hereby passed through to, and adopted by LPS as obligations of LPS, excepting only Zone 7’s obligations as defined in paragraph 3 of this Agreement. DocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Page 3 of 7 b. The LPS is solely responsible for all Project costs, including any amount exceeding the project budget of $1,840,000, and submitting eligible costs for reimbursements as per the terms of the State Agreement. The LPS is required to maintain all financial records associated with the total project cost for inclusion in the final project report. c. In accordance with the State Agreement, the LPS may submit invoices for expenses incurred after July 1, 2022 for grant reimbursement and to meet cost share requirements. d. The LPS hereby assumes responsibility for submitting Post-Performance Reports as required under Section 13.D of the State Agreement. Reports will be sent by LPS to Zone 7 within sixty calendar days after the first operational year of the Project and annually for a total of 3 years following Project completion, for submittal to DWR . e. The LPS hereby assumes responsibility for the following as required under Section 14 of the State Agreement; (a) Operating and maintaining facilities and structures of the Project, (b) all costs for the operation and maintenance of the facilities and structures of the Project, and (c) performing as required under (a) and (b) for the period required by the State Agreement. f. The obligations of Paragraph 4d and Paragraph 6 of this Agreement shall survive the termination of this Agreement. g. The LPS shall not cause Zone 7 to be in violation of the State Agreement, whether by act or omission. h. In the event of an audit from DWR, LPS shall provide all information Zone 7 requests to fulfill the audit. If the audit finds any compliance deficiency related to the LPS’s Project, reporting, or obligations of this agreement, the LPS shall make all remedies necessary to correct said deficiency. LPS will be responsible for any such deficiency and all results therefrom. 5. Breach of State Agreement If DWR determines there is a breach of the State Agreement, and Zone 7 determines the breach is a result of the LPS not performing their obligations contained herein, or LPS otherwise being in breach of this Agreement, then the LPS agrees to return to Zone 7 any reimbursement which DWR declares needs to be repaid and Zone 7’s costs associated with resolving the breach of State Agreement. 6. Inspection of Records; Pass-Through Provisions Pursuant to the State Agreement, DWR is entitled to inspect and make copies of any records pertaining to the Project and the Parties are required to make available for such inspection accurate records of all costs, disbursements, and documentation as necessary to comply with the requirements of the State Agreement. LPS shall be subject to this requirement. DocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Page 4 of 7 7. Indemnification a. To the fullest extent permitted by law, the LPS will immediately defend, indemnify and hold harmless Zone 7, its directors, officers, employees, or authorized agents, and each of them from and against: i. All claims, demands, liabilities and losses arising out of the performance (or actual or alleged non-performance) of the Project by the LPS, including its agents and employees for damages to persons or property arising, pertaining to or relating to the LPS’s negligent acts or omissions or willful misconduct or the failure of LPS to comply with any professional standard of care applicable to the Project. ii. Any and all actions, proceedings, damages, costs, expenses, penalties or liabilities, in law or equity, of every kind or nature whatsoever, arising out of, resulting from, or on account of the intentional or negligent violation of any governmental law or regulation, compliance with which is the responsibility of LPS. iii. Any and all reasonable losses, expenses, damages, attorneys’ fees, and other costs, including all costs of defense, including but not only costs of counsel acceptable to Zone 7, which Zone 7 may incur with respect to the failure, neglect, or refusal of LPS to perform the Project or its obligations under the Agreement. LPS shall further defend itself against any and all liabilities, claims, losses, damages, and costs arising out of or alleged to arise out of performance or non- performance of the work hereunder, and shall not tender such claims to Zone 7 nor to its directors, officers, employees, or authorized volunteers, for defense or indemnity. iv. Any liability including, but not limited to, arising from any funding disallowance, audits, demands, claims, actions, liabilities, damages, fines, fees, costs, and expenses brought forth by DWR. v. Any liability, claims, or damages, Zone 7 is required to indemnify DWR from pursuant to Section D.20 of Exhibit D of the State Agreement, to the extent that they relate to the Project. 8. Termination Upon termination of the State Agreement, this Agreement shall terminate effective the same date as the State Agreement and in accordance with the terms and conditions for the termination of the State Agreement. 9. Notice All notices or notifications to Zone 7 shall be in writing addressed to the persons set forth as follows: DocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Page 5 of 7 Project Representative: Valerie Pryor General Manager 100 North Canyons Parkway Livermore, CA 94551 vpryor@zone7water.com Project Manager: Kevin Padway Assistant Water Resources Planner 100 North Canyons Parkway Livermore, CA 94551 kpadway@Zone7water.com All notices or notifications to the LPS shall be in writing addressed to the persons set forth as follows: Project Representative: Linda Smith City Manager 100 Civic Plaza Dublin, CA 94568 city.manager@dublin.ca.gov Project Manager: Rosemary Alex Parks and Facilities Development Coordinator 100 Civic Plaza Dublin, CA 94568 Rosemary.alex@dublin.ca.gov 10. Amendments This Agreement may be changed only by a written amendment duly signed by Zone 7 and the LPS. 11. Assignment The LPS shall not assign its rights or delegate its duties under this Agreement. 12. Dispute Resolution In the event of a dispute between the parties arising from this Agreement, both parties shall meet and confer to try to resolve the issue. If the parties are not able to resolve the issue, both parties shall agree to arbitration or mediation. DocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Page 6 of 7 13. California Law This Agreement shall be governed and construed in accordance with the laws of the State of California. 14. Validity and Severability If any provision of this Agreement or the application thereof to any circumstance is held invalid, the remainder of this Agreement and the application of such provision to other circumstances shall not be affected thereby. 15. No Waiver No wavier by either party of any event of breach and/or breach of any provisions of this Agreement shall constitute a waiver of any other event of breach and/or breach. Either Party’s non-enforcement at any time, or from time to time, of any provisions of this Agreement shall not be construed as a waiver thereof. 16. Authorities The individual signing this agreement on behalf of the LPS declare that they have the authority to enter into this agreement on behalf of the LPS. Documentation of said authority is attached hereto as Attachment 2. 17. Payment Zone 7 is not receiving any compensation from the State Grant for grant administration, which is a burden on Zone 7, nor is Zone 7 receiving any grant funds for a project included in the State Agreement. Rather, Zone 7 is performing the grant administration to support regional water conservation. Zone 7 is willing to do this at no cost to the LPS, contingent upon timely, thorough, and substantive responses, submittals, reports, and other items needed for Zone 7 to effectively administer the State Agreement. In the event that the LPS fails to do so as determined by Zone 7 at its sole discretion, Zone 7 may decide to invoice LPS for, and LPS agrees to pay Zone 7 for, all costs of grant administration associated with the Project. Said costs may include labor (including fringe benefits), financial, and actual costs incurred in performance of grant administration. 18. Entire Agreement This Agreement, together with the attachments hereto, constitutes the complete agreement between the Parties. 19. Intent Any ambiguities within this agreement shall not be construed in a manner which places Zone 7 in a worse position than Zone 7 would have otherwise been in without the State Agreement. DocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Page 7 of 7 20. DocuSign All parties consent to using DocuSign for this agreement. IN WITNESS WHEREOF, this Agreement has been executed by the parties hereto: Alameda County Flood Control and Water Conservation District, Zone 7 Date: Valerie Pryor General Manager Approved as to Form: Date: Rebecca Smith, General Counsel City of Dublin Date: Linda Smith City Manager Approved as to Form: Date: John Bakker City Attorney DocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Attachment 1: State Agreement DocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 GRANT AGREEMENT BETWEEN THE STATE OF CALIFORNIA (DEPARTMENT OF WATER RESOURCES) AND ZONE 7 WATER AGENCY AGREEMENT NUMBER 4600015378 URBAN COMMUNITY DROUGHT RELIEF GRANT THIS GRANT AGREEMENT is entered into by and between the Department of Water Resources of the State of California, herein referred to as the "State" or “DWR,” and the Zone 7 Water Agency, a special district in the State of California, duly organized, existing, and acting pursuant to the laws thereof, herein referred to as the "Grantee," which parties do hereby agree as follows: 1) PURPOSE. The State shall provide funding from the Budget Act of 2021, as amended (Stats. 2022, ch. 44, § 25) to the Grantee to assist in financing the Project. By executing this Agreement, the Grantee certifies that the purpose of the Project is in response to a drought scenario, as defined by Water Code section 13198(a) and is intended to: (1) address immediate impacts on human health and safety; (2) address immediate impacts on fish and wildlife resources; or, (3) provide water to persons or communities that lose or are threatened with the loss or contamination of water supplies. 2) TERM OF GRANT AGREEMENT. The term of this Grant Agreement begins on July 1, 2022, and ends three (3) years following the final payment unless otherwise terminated or amended as provided in this Grant Agreement. However, all work shall be completed by December 31, 2026, in accordance with the Schedule as set forth in Exhibit C and no funds may be requested after March 31, 2027. 3) GRANT AMOUNT. The maximum amount payable by the State under this Grant Agreement shall not exceed $2,242,500. Any additional costs are the responsibility of the Grantee. 4) GRANTEE REQUIRED COST SHARE. The Grantee is required to provide a local cost share (non-State funds) in the amount of $768,049, as set forth in Exhibit B (Budget). Required Cost Share must be for Eligible Project Costs directly related to the Project as set forth in Exhibit A (Work Plan), incurred after June 30, 2022. 5) BASIC CONDITIONS. A. The State shall have no obligation to disburse money for the Project(s) under this Grant Agreement until the Grantee has satisfied the following conditions (if applicable): i. The Grantee shall demonstrate compliance with all eligibility criteria as set forth in the 2022 Urban Community Drought Relief Grant Program Guidelines and Proposal Solicitation Package (2022 Guidelines). ii. For the term of this Agreement, the Grantee shall submit Quarterly Progress Reports which must accompany an invoice and all invoice backup documentation. The Quarterly Progress Report shall be submitted within 60 days following the end of the calendar quarter (i.e., reports due May 30, August 29, November 29, and March 1) and all other deliverables as required by Paragraph 13, “Submission of Reports” and Exhibit A, “Work Plan”. iii. Prior to the commencement of construction or implementation activities, if applicable, the Grantee shall submit the following to the State. DocuSign Envelope ID: 4D960CEA-1940-4EBD-91FA-2C792D84322BDocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Grant Agreement No. 4600015378 Page 2 of 57 1. Final plans and specifications certified, signed and stamped by a California Registered Civil Engineer (or equivalent registered professional as appropriate) to certify compliance for each approved project as listed in Exhibit A of this Grant Agreement. 2. Work that is subject to the California Environmental Quality Act (CEQA) (including final land purchases) shall not proceed under this Grant Agreement until the following actions are performed: a) The Grantee submits to the State all applicable environmental permits, as indicated on the Environmental Information Form to the State, b) Documents that satisfy the CEQA process are received by the State, and c) The Grantee receives written notification from the State of concurrence with the Lead Agency’s CEQA documents (s) and State’s notice of verification of environmental permit submittal. The State’s concurrence of Lead Agency’s CEQA documents is fully discretionary and shall constitute a condition precedent to any work (i.e., construction or implementation activities) for which it is required. Once CEQA documentation has been completed, the State will consider the environmental documents and decide whether to continue to fund the project, or to require changes, alterations, or other mitigation. Proceeding with work subject to CEQA prior to the State’s concurrence shall constitute a material breach of this Agreement. The Grantee or Local Project Sponsor (LPS) shall also demonstrate that it has complied with all applicable requirements of the National Environmental Policy Act (NEPA) by submitting copies of any environmental documents, including Environmental Impact Statements, Finding of No Significant Impact, mitigation monitoring programs, and environmental permits as may be required prior to beginning construction/ implementation. iv. A monitoring plan as required by Paragraph 15, “Monitoring Plan Requirements,” if applicable. 6) DISBURSEMENT OF FUNDS. The State will disburse to the Grantee the amount approved, subject to the availability of funds through normal State processes. Notwithstanding any other provision of this Grant Agreement, no disbursement shall be required at any time or in any manner which is in violation of, or in conflict with, federal or state laws, rules, or regulations. Any and all money disbursed to the Grantee under this Grant Agreement shall be deposited in a non- interest-bearing account and shall be used solely to pay Eligible Project Costs. 7) ELIGIBLE PROJECT COST. The Grantee shall apply State funds received only to Eligible Project Costs in accordance with applicable provisions of the law and Exhibit B, “Budget”. Eligible Project Costs include the reasonable costs of studies, engineering, design, land and easement acquisition and associated legal fees, preparation of environmental documentation, environmental mitigations, monitoring, and project construction. Reimbursable administrative expenses are the necessary costs incidental but directly related to the Project included in this Agreement. Costs incurred after June 30, 2022, may be eligible for reimbursement. Costs that are not eligible for reimbursement include, but are not limited to, the following items: A. Costs, other than those noted above, incurred prior to July 1, 2022. DocuSign Envelope ID: 4D960CEA-1940-4EBD-91FA-2C792D84322BDocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Grant Agreement No. 4600015378 Page 3 of 57 B. Costs for preparing and filing a grant application. C. Purchase of equipment that is not an integral part of a project. D. Establishing a reserve fund. E. Purchase of water supply. F. Replacement of existing funding sources (e.g., bridge loans). G. Meals, food items, or refreshments. H. Payment of any punitive regulatory agency requirement, federal or state taxes. I. Purchase of land in excess of the minimum required acreage necessary to operate as an integral part of a project, as set forth and detailed by engineering and feasibility studies, or acquisition of land by eminent domain. J. Overhead and Indirect Costs. “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 funded project (i.e., costs that are not directly related to the funded project). Examples of Indirect Costs include, but are not limited to: central service costs; general administration of the Grantee or LPSs; non-project-specific accounting and personnel services performed within the Grantee’s or LPS’ organization; depreciation or use allowances on buildings and equipment; the costs of operating and maintaining non-project-specific facilities; tuition and conference fees; forums, trainings, and seminars; and, generic overhead or markup. This prohibition applies to the Grantee, LPSs, and any subcontract or sub- agreement for work on the Project that will be reimbursed pursuant to this Agreement. K. Mitigation for environmental impacts not resulting from implementation of a project funded by this Agreement. Costs incurred as part of any necessary response and cleanup activities required under the Comprehensive Environmental Response, Compensation, and Liability Act; Resource Conservation and Recovery Act; Hazardous Substances Account Act; or other applicable law. 8) METHOD OF PAYMENT. After the disbursement requirements in Paragraph 5, “Basic Conditions” are met, the State will disburse the whole or portions of State funding to the Grantee, following receipt from the Grantee of an electronic invoice certified and transmitted via electronic/digital signature system (e.g., DocuSign) or via US mail or Express mail delivery of a “wet signature” for costs incurred, including Local Cost Share, and timely Quarterly Progress Reports as required by Paragraph 13, “Submission of Reports.” Payment will be made no more frequently than quarterly, in arrears, upon receipt of an invoice bearing the Grant Agreement number. Quarterly Progress Report must accompany an invoice and shall be submitted within 60 days following the end of the calendar quarter (i.e., invoices due May 30, August 29, November 29, and March 1). The State will notify the Grantee, in a timely manner, whenever, upon review of an invoice, the State determines that any portion or portions of the costs claimed are not eligible costs or is not supported by documentation or receipts acceptable to the State. The Grantee may, within thirty (30) calendar days of the date of receipt of such notice, submit additional documentation to the State to cure such deficiency(ies). If the Grantee fails to submit adequate documentation curing the deficiency(ies), the State will adjust the pending invoice by the amount of ineligible or unapproved costs. DocuSign Envelope ID: 4D960CEA-1940-4EBD-91FA-2C792D84322BDocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Grant Agreement No. 4600015378 Page 4 of 57 Invoices submitted by the Grantee shall include the following information: A. Costs incurred for work performed in implementing the Project during the period identified in the particular invoice. B. Costs incurred for any interests in real property (land or easements) that have been necessarily acquired for a project during the period identified in the particular invoice for the implementation of a project. C. Invoices shall be submitted on forms provided by the State and shall meet the following format requirements: i. Invoices shall contain the date of the invoice, either the time period covered by the invoice or the invoice date received within the time period covered, and the total amount due. ii. Invoices shall be itemized based on the categories (i.e., tasks) specified in Exhibit B, “Budget.” The amount claimed for salaries/wages/consultant fees shall include a calculation formula (i.e., hours or days worked times the hourly or daily rate = the total amount claimed). iii. One set of sufficient evidence (i.e., receipts, copies of checks, personnel hours’ summary table, time sheets) shall be provided for all costs included in the invoice. iv. Each invoice shall clearly delineate those costs claimed for reimbursement from the State’s funding amount, as depicted in Paragraph 3, “Grant Amount”. v. Original signature and date of the Grantee’s Project Representative. Submit an electronic invoice, certified and transmitted via electronic/digital signature system (e.g., DocuSign), from authorized representative to the Project Manager or the original “wet signature” copy of the invoice form to the Project Manager at the following address: Financial Assistance Branch, DWR, P.O. Box 942836, Sacramento, CA 94236. All invoices submitted shall be accurate and signed under penalty of law. Any and all costs submitted pursuant to this Agreement shall only be for the tasks set forth herein. The Grantee 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., cost share). Any eligible costs for which the Grantee is seeking reimbursement shall not be reimbursed from any other source. Double or multiple billing for time, services, or any other eligible cost is illegal and constitutes fraud. Any suspected occurrences of fraud, forgery, embezzlement, theft, or any other misuse of public funds may result in suspension of disbursements of grant funds and/or termination of this Agreement requiring the repayment of all funds disbursed hereunder plus interest. Additionally, the State may request an audit pursuant to Standard Condition Paragraph D.5 and refer the matter to the Attorney General’s Office or the appropriate district attorney’s office for criminal prosecution or the imposition of civil liability. (Civ. Code, §§ 1572-1573; Pen. Code, §§ 470, 487-489.) 9) ADVANCED PAYMENT. Water Code section 13198.4(c) authorizes advanced payment by the State for grantees that demonstrate cash flow issues. A project may receive an advanced payment of twenty-five (25) percent of its grant award; the remaining seventy-five (75) percent of the grant award will be reimbursed in arrears after the advanced funds have been fully expended. Within ninety (90) calendar days of execution of the Grant Agreement, the Grantee may provide DocuSign Envelope ID: 4D960CEA-1940-4EBD-91FA-2C792D84322BDocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Grant Agreement No. 4600015378 Page 5 of 57 the State an Advanced Payment Request. Advanced Payment Requests received ninety-one (91) calendar days after the execution of this Agreement will not be eligible to receive an advanced payment. The Advanced Payment Request shall contain the following: A. Documentation demonstrating that each LPS (if different from the Grantee, as listed in Exhibit I) was notified about their eligibility to receive an advanced payment and a response from the LPS stating whether it wishes to receive the advanced payment or not. B. If the Grantee is requesting the advanced payment, the request(s) shall include: i. Descriptive information of each project with an update on project status. ii. Description and documentation of the cash flow issues the LPS has that requires funds to be advanced. iii. The names of the entities that will receive the funding for each project. iv. A detailed Funding Plan which includes how the advanced payment will be expended (in terms of workplan, budget, and schedule) within the timeframe agreed upon by DWR and the Grantee. The Funding Plan must clearly identify the total budget (at Budget Category Level) for each project clearly showing the portion of advanced payment and reimbursement funds. v. Any other information that DWR may deem necessary. C. Upon review and approval of the Advanced Payment Request, DWR may authorize payment of the requested amount or a lesser amount for those entities that have requested advanced funds. Based on the project’s Funding Plan and other considerations, DWR may develop a “Disbursement Schedule,” to disburse funds in installments. This Disbursement Schedule may change based on the project’s ongoing compliance with the Advanced Payment requirements and the project’s cash flow needs. D. Once DWR authorizes the Advanced Payment Request, the Grantee shall submit Advanced Payment Invoice(s) for the initial amount based on the “Disbursement Schedule” on behalf of the LPS(s), containing the request for each project requesting advanced funds, to the State with signature and date of the Grantee’s Project Representative, as indicated in Paragraph 19, “Project Representative.” The Grantee shall be responsible for the timely distribution of the advanced funds to the respective LPS(s). The Advanced Payment Invoice(s) shall be submitted on forms provided by the State and shall meet the following format requirements: i. Invoice shall contain the date of the invoice, the time period covered by the invoice, and the total amount due. ii. Invoice shall be itemized based on the budget categories specified in Exhibit B, “Budget.” iii. The State Project Manager will notify the Grantee, in a timely manner, when, upon review of an Advance Payment Invoice, the State determines that any portion or portions of the costs claimed are not eligible costs. The Grantee may, within thirty (30) calendar days of the date of receipt of such notice, submit additional documentation to cure such deficiency(ies). The Grantee may, within thirty (30) calendar days of the date of receipt of such notice, submit additional documentation to cure such deficiency(ies). If costs are not consistent with the tasks in Exhibit A, the State will reject the claim and remove them from the Accountability Report. DocuSign Envelope ID: 4D960CEA-1940-4EBD-91FA-2C792D84322BDocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Grant Agreement No. 4600015378 Page 6 of 57 iv. On a quarterly basis, the Grantee will submit an Accountability Report to the State that demonstrates how actual expenditures compare with the scheduled budget. The Accountability Report shall include the following information: 1. An itemization of how advanced funds have been spent to-date (Expenditure Report), including documentation that supports the disbursements (e.g., contractor invoices, receipts, personnel hours, etc.). Accountability Reports shall be itemized based on the budget categories (i.e., tasks) specified in Exhibit B. 2. An updated Accountability Report including an updated Funding Plan that depicts how the remaining advanced funds will be expended and the activities and deliverables associated with the advanced funds within the timeframe agreed upon by DWR and the Grantee when the advanced payment request was approved. 3. Documentation that the funds were placed in a non-interest bearing account, including the dates of deposits and withdrawals from that account. 4. Proof of distribution of advanced funds to LPS(s), if applicable. E. Once the Grantee has spent all advanced funds in a budget category, then the method of payment will revert to the reimbursement process for that budget category specified in Paragraph 8, “Method of Payment.” 10) WITHHOLDING OF DISBURSEMENTS BY THE STATE. If the State determines that a project is not being implemented in accordance with the provisions of this Grant Agreement, or that the Grantee has failed in any other respect to comply with the provisions of this Grant Agreement, and if the Grantee does not remedy any such failure to the State’s satisfaction, the State may withhold from the Grantee all or any portion of the State funding and take any other action that it deems necessary to protect its interests. Where a portion of the State funding has been disbursed to the Grantee and the State notifies the Grantee of its decision not to release funds that have been withheld pursuant to Paragraph 11, “Default Provisions,” the portion that has been disbursed shall thereafter be repaid immediately at the time the State notifies the Grantee, as directed by the State. The State may consider the Grantee’s refusal to repay the requested disbursed amount a material breach subject to the default provisions in Paragraph 11, “Default Provisions.” If the State notifies the Grantee of its decision to withhold the entire funding amount from the Grantee pursuant to this Paragraph, this Grant Agreement shall terminate upon receipt of such notice by the Grantee and the State shall no longer be required to provide funds under this Grant Agreement and the Grant Agreement shall no longer be binding on either party. 11) DEFAULT PROVISIONS. The Grantee shall be in default under this Grant Agreement if any of the following occur: A. Substantial breaches of this Grant Agreement, or any supplement or amendment to it, or any other agreement between the Grantee and the State evidencing or securing the Grantee’s obligations; B. Making any false warranty, representation, or statement with respect to this Grant Agreement or the application filed to obtain this Grant Agreement; C. Failure to operate or maintain the Project in accordance with this Grant Agreement. D. Failure to make any remittance required by this Grant Agreement, including any remittance recommended as the result of an audit conducted pursuant to Standard Condition Paragraph D.5. DocuSign Envelope ID: 4D960CEA-1940-4EBD-91FA-2C792D84322BDocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Grant Agreement No. 4600015378 Page 7 of 57 E. Failure to submit quarterly progress reports pursuant to Paragraph 5. F. Failure to routinely invoice the State pursuant to Paragraph 8. G. Failure to meet any of the requirements set forth in Paragraph 12, “Continuing Eligibility.” Should an event of default occur, the State shall provide a notice of default to the Grantee and shall give the Grantee at least ten (10) calendar days to cure the default from the date the notice is sent via first-class mail to the Grantee. If the Grantee fails to cure the default within the time prescribed by the State, the State may do any of the following: A. Declare the funding be immediately repaid. B. Terminate any obligation to make future payments to the Grantee. C. Terminate the Grant Agreement. D. Take any other action that it deems necessary to protect its interests. In the event the State finds it necessary to enforce this provision of this Grant Agreement in the manner provided by law, the Grantee agrees to pay all costs incurred by the State including, but not limited to, reasonable attorneys' fees, legal expenses, and costs. 12) CONTINUING ELIGIBILITY. The Grantee shall meet the following ongoing requirement(s) and all eligibility criteria outlined in the 2022 Guidelines to remain eligible to receive State funds: A. An urban water supplier that receives grant funds pursuant to this Agreement shall maintain compliance with the Urban Water Management Planning Act (UWMP; Wat. Code, § 10610 et seq.) and Sustainable Water Use and Demand Reduction (Wat. Code, § 10608 et seq.) as set forth on page 21 of the 2022 Guidelines and Proposal Solicitation Package. B. An agricultural water supplier receiving grant funds shall comply with Sustainable Water Use and Demand Reduction requirements outlined in Water Code section 10608, et seq. and have their Agricultural Water Management Plan (AWMP) deemed consistent by DWR. To maintain eligibility and continue funding disbursements, an agricultural water supply shall have their 2021 AWMP identified on the State’s website. For more information, visit the website listed in the 2022 Guidelines and Proposal Solicitation Package. C. A surface water diverter receiving grant funds shall maintain compliance with diversion reporting requirements as outlined in Water Code section 5100 et. seq. D. If applicable, the Grantee shall demonstrate compliance with the Sustainable Groundwater Management Act (SGMA) as set forth in the 2022 Guidelines and Proposal Solicitation Package. E. If the Grantee has been designated as a monitoring entity under the California Statewide Groundwater Elevation Monitoring (CASGEM) Program, the Grantee shall maintain reporting compliance, as required by Water Code section 10932 and the CASGEM Program. Alternatively, if the Grantee has submitted a Groundwater Sustainability Plan (GSP) or Alternative Plan pursuant to the GSP Regulations (Cal. Code Regs., tit. 23, § 350 et seq.), groundwater level data must be submitted through the SGMA Portal at: https://sgma.water.ca.gov/portal/. DocuSign Envelope ID: 4D960CEA-1940-4EBD-91FA-2C792D84322BDocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Grant Agreement No. 4600015378 Page 8 of 57 F. The Grantee shall adhere to the protocols developed pursuant to The Open and Transparent Water Data Act (Wat. Code, § 12406, et seq.) for data sharing, transparency, documentation, and quality control. G. On March 4, 2022, the Governor issued Executive Order N-6-22 (the EO) regarding Economic Sanctions against Russia and Russian entities and individuals. The EO may be found at: https://www.gov.ca.gov/wp-content/uploads/2022/03/3.4.22-Russia-Ukraine-Executive- Order.pdf. “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 DWR to terminate funding agreements with, and to refrain from entering any new agreements with, individuals or entities that are determined to be a target of Economic Sanctions. Accordingly, should the State determine that the Grantee is a target of Economic Sanctions or is conducting prohibited transactions with sanctioned individuals or entities, that shall be grounds for termination of this Agreement. The State shall provide the Grantee advance written notice of such termination, allowing the Grantee at least 30 calendar days to provide a written response. Termination shall be at the sole discretion of the State. 13) SUBMISSION OF REPORTS. The submittal and approval of all reports is a requirement for the successful completion of this Grant Agreement. Reports shall meet generally accepted professional standards for technical reporting and shall be proofread for content, numerical accuracy, spelling, and grammar prior to submittal to the State. All reports shall be submitted to the State’s Project Manager and shall be submitted via the DWR “Grant Review and Tracking System” (GRanTS). If requested, the Grantee shall promptly provide any additional information deemed necessary by the State for the approval of reports. Reports shall be presented in the formats described in the applicable portion of Exhibit F, “Report Formats and Requirements.” The timely submittal of reports is a requirement for initial and continued disbursement of State funds. Submittal and subsequent approval by the State of a Project Completion Report is a requirement for the release of any funds retained for such project. A. Quarterly Progress Reports: The Grantee shall submit quarterly Progress Reports to meet the State’s requirement for disbursement of funds. Progress Reports shall be uploaded via GRanTS, and the State’s Project Manager notified of upload. Progress Reports shall, in part, provide a brief description of the work performed, the Grantee’s activities, milestones achieved, any accomplishments and any problems encountered in the performance of the work under this Grant Agreement during the reporting period. The first Progress Report must accompany an invoice and shall be submitted within 60 days following the end of the calendar quarter (i.e., invoices due May 30, August 29, November 29, and March 1). B. Project Completion Report: The Grantee shall prepare and submit to the State a separate Project Completion Report for each project included in Exhibit A. The Grantee shall submit a Project Completion Report (or a Component Completion Report, if a Project has multiple Components) within ninety (90) calendar days of Project/Component completion as outlined in Exhibit F. C. Grant Completion Report: Upon completion of all the Projects included in Exhibit A, the Grantee shall submit to the State a Grant Completion Report. The Grant Completion Report shall be submitted within ninety (90) calendar days of submitting the Completion Report for the final project to be completed under this Grant Agreement, as outlined in Exhibits A and F. DocuSign Envelope ID: 4D960CEA-1940-4EBD-91FA-2C792D84322BDocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Grant Agreement No. 4600015378 Page 9 of 57 Retention for any grant administration line items in the Budget of this Grant Agreement will not be disbursed until the Grant Completion Report is approved by the State. D. Post-Performance Reports: The Grantee shall prepare and submit to the State Post- Performance Reports for the applicable project(s). Post-Performance Reports shall be submitted to the State within ninety (90) calendar days after the first operational year of a project has elapsed. This record keeping and reporting process shall be repeated annually for a total of three (3) years after the project begins operation. 14) OPERATION AND MAINTENANCE OF PROJECT. For the useful life of construction and implementation projects and in consideration of the funding made by the State, the Grantee agrees to ensure or cause to be performed the commencement and continued operation of the project, and shall ensure or cause the project to be operated in an efficient and economical manner; shall ensure all repairs, renewals, and replacements necessary to the efficient operation of the same are provided; and shall ensure or cause the same to be maintained in as good and efficient condition as upon its construction, ordinary and reasonable wear and depreciation excepted. The State shall not be liable for any cost of such maintenance, management, or operation. The Grantee or their successors may, with the written approval of the State, transfer this responsibility to use, manage, and maintain the property. For purposes of this Grant Agreement, “useful life” means period during which an asset, property, or activity is expected to be usable for the purpose it was acquired or implemented; “operation costs” include direct costs incurred for material and labor needed for operations, utilities, insurance, and similar expenses, and “maintenance costs” include ordinary repairs and replacements of a recurring nature necessary for capital assets and basic structures and the expenditure of funds necessary to replace or reconstruct capital assets or basic structures. Refusal by the Grantee to ensure operation and maintenance of the projects in accordance with this provision may, at the option of the State, be considered a breach of this Grant Agreement and may be treated as default under Paragraph 11, “Default Provisions.” 15) MONITORING PLAN REQUIREMENTS. A Monitoring Plan shall be submitted to the State prior to disbursement of State funds for construction or monitoring activities. The Monitoring Plan should incorporate Post-Performance Monitoring Report requirements as defined and listed in Exhibit F, and follow the guidance provided in Exhibit L, “Project Monitoring Plan Guidance.” 16) NOTIFICATION OF STATE. The Grantee shall promptly notify the State, in writing, of the following items: A. Events or proposed changes that could affect the scope, budget, or work performed under this Grant Agreement. The Grantee agrees that no substantial change in the scope of a project will be undertaken until written notice of the proposed change has been provided to the State and the State has given written approval for such change. Substantial changes generally include changes to the scope of work, schedule or term, and budget. B. Any public or media event publicizing the accomplishments and/or results of this Grant Agreement and provide the opportunity for attendance and participation by the State’s representatives. The Grantee shall make such notification at least fourteen (14) calendar days prior to the event. C. Discovery of any potential archaeological or historical resource. Should a potential archaeological or historical resource be discovered during construction, the Grantee agrees DocuSign Envelope ID: 4D960CEA-1940-4EBD-91FA-2C792D84322BDocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Grant Agreement No. 4600015378 Page 10 of 57 that all work in the area of the find shall cease until a qualified archaeologist has evaluated the situation and made recommendations regarding preservation of the resource, and the State has determined what actions should be taken to protect and preserve the resource. The Grantee agrees to implement appropriate actions as directed by the State. D. The initiation of any litigation or the threat of litigation against the Grantee or an LPS regarding the Project or which may affect the Project in any way. E. Applicable to construction projects only: Final inspection of the completed work on a project by a Registered Professional (Civil Engineer, Engineering Geologist, or other State approved certified/licensed Professional), in accordance with Exhibit D. The Grantee shall notify the State’s Project Manager of the inspection date at least fourteen (14) calendar days prior to the inspection in order to provide the State the opportunity to participate in the inspection. 17) NOTICES. Any notice, demand, request, consent, or approval that either party desires or is required to give to the other party under this Grant Agreement shall be in writing. Notices may be transmitted by any of the following means: A. By delivery in person. B. By certified U.S. mail, return receipt requested, postage prepaid. C. By “overnight” delivery service; provided that next-business-day delivery is requested by the sender. D. By electronic means. E. Notices delivered in person will be deemed effective immediately on receipt (or refusal of delivery or receipt). Notices sent by certified mail will be deemed effective given ten (10) calendar days after the date deposited with the U.S. Postal Service. Notices sent by overnight delivery service will be deemed effective one business day after the date deposited with the delivery service. Notices sent electronically will be effective on the date of transmission, which is documented in writing. Notices shall be sent to the addresses listed below. Either party may, by written notice to the other, designate a different address that shall be substituted for the one below. 18) PERFORMANCE EVALUATION. Upon completion of this Grant Agreement, the Grantee’s performance will be evaluated by the State and a copy of the evaluation will be placed in the State file and a copy sent to the Grantee. 19) PROJECT REPRESENTATIVES. The Project Representatives during the term of this Grant Agreement are as follows: Department of Water Resources Zone 7 Water Agency Arthur Hinojosa Manager, Division of Regional Assistance P.O. Box 942836 Sacramento, CA 94236 Phone: (916) 902-6713 Email: Arthur.Hinojosa@water.ca.gov Valerie Pryor General Manager 100 North Canyons Parkway Livermore, CA 94551 Phone: (925) 454-5000 Email:vpryor@zone7water.com DocuSign Envelope ID: 4D960CEA-1940-4EBD-91FA-2C792D84322BDocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Grant Agreement No. 4600015378 Page 11 of 57 Direct all inquiries to the Project Manager: Department of Water Resources Zone 7 Water Agency Amenda Blackwell Environmental Scientist P.O. Box 942836 Sacramento, CA 94236 Phone: 916-326-9026 Email: Amanda.Blackwell@water.ca.gov Kevin Padway Assistant Water Resources Planner 100 North Canyons Parkway Livermore, CA 94550 Phone: (925) 454-5020 Email: kpadway@zone7water.com Either party may change its Project Representative or Project Manager upon written notice to the other party. 20) STANDARD PROVISIONS. This Grant Agreement is complete and is the final Agreement between the parties. The following Exhibits are attached and made a part of this Grant Agreement by this reference: Exhibit A – Work Plan Exhibit B – Budget Exhibit C – Schedule Exhibit D – Standard Conditions Exhibit E – Authorizing Resolution Exhibit F – Report Formats and Requirements Exhibit G – Requirements for Data Submittal Exhibit H – State Audit Document Requirements and Cost Share Guidelines for the Grantee Exhibit I – Local Project Sponsors and Project Locations Exhibit J – Appraisal Specifications Exhibit K – Information Needed for Escrow Processing and Closure Exhibit L – Project Monitoring Plan Guidance Exhibit M – Invoice Guidance for Administrative and Overhead Charges DocuSign Envelope ID: 4D960CEA-1940-4EBD-91FA-2C792D84322BDocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Grant Agreement No. 4600015378 Page 12 of 57 IN WITNESS WHEREOF, the parties hereto have executed this Grant Agreement. STATE OF CALIFORNIA DEPARTMENT OF WATER RESOURCES ZONE 7 WATER AGENCY Arthur Hinojosa Manager, Division of Regional Assistance Valerie Pryor General Manager Date Date Approved as to Legal Form and Sufficiency Robin Brewer Assistant General Counsel, Office of the General Counsel Date___________________________ DocuSign Envelope ID: 4D960CEA-1940-4EBD-91FA-2C792D84322B 11/22/2023 For 11/27/2023 11/27/2023 ah DocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Grant Agreement No. 4600015378 Page 13 of 57 EXHIBIT A WORK PLAN Grant Administration IMPLEMENTING AGENCY: Zone 7 Water Agency (Grantee) PROJECT DESCRIPTION: The Grantee will administer these funds and respond to DWR’s reporting and compliance requirements associated with the grant administration. This Grantee will act in a coordination role: disseminating grant compliance information to the project managers responsible for implementing the projects contained in this Agreement, obtaining and retaining evidence of compliance (e.g., CEQA/NEPA documents, reports, monitoring compliance documents, labor requirements, etc.), obtaining data for progress reports from individual project managers, assembling and submitting progress reports to the State, and coordinating all invoicing and payment of invoices. Budget Category (a): Project Administration Task 1: Agreement Administration The Grantee will respond to DWR’s reporting and compliance requirements associated with the grant administration and will coordinate with the project managers responsible for implementing the projects contained in this Agreement. Task 2: Invoicing The Grantee will be responsible for compiling invoices for submittal to DWR. This includes collecting invoice documentation from each of the Local Project Sponsors and compiling the information into a DWR Invoice Packet. Deliverables: • Quarterly Invoices and associated backup documentation Task 3: Reporting The Grantee will be responsible for compiling progress reports for submittal to DWR. The Grantee will coordinate with Local Project Sponsor staff to retain consultants as needed to prepare and submit progress reports and final project completion reports for each project, as well as the grant completion report. Reports will meet generally accepted professional standards for technical reporting and the requirements terms of the contract with DWR outlined in Exhibit F of this Agreement. Deliverables: • Quarterly Progress Reports • Grant Completion Report DocuSign Envelope ID: 4D960CEA-1940-4EBD-91FA-2C792D84322BDocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Grant Agreement No. 4600015378 Page 14 of 57 PROJECT 1: Dublin Irrigation System Upgrades IMPLEMENTING AGENCY: City of Dublin (City) PROJECT DESCRIPTION: The project will achieve four improvements to the City’s Central Irrigation System: 1) Communications – Provide necessary improvements to existing system to ensure adequate communication between the central system and irrigation controllers throughout all City maintained landscapes; 2) System Optimization and Operations – For 25 of the City’s large landscapes provide advanced site-specific scheduling to improve overall water efficiency and landscape quality based on the following factors: soil, plant type, slope, sun, shade, etc. Additionally, provide operational and training support for City Staff to maintain and continue system operations; 3) System Upgrades – Install up to 40 new controllers with cellular communication capable of communicating with the Central Irrigation System along street medians west of Dougherty Road in Dublin; and 4) The work will also include up to forty master valve and flow systems that can shut off in the event of an unscheduled flow. It is anticipated that by completing all three measures the City of Dublin park system will reduce water usage by approximately 28 acre-feet per year based on acreage of City maintained landscapes as of July 1, 2023. Budget Category (a): Project Administration Task 1: Project Management Manage Grant Agreement including compliance with grant requirements, and preparation and submission of supporting grant documents. Prepare invoices including relevant supporting documentation for submittal to DWR via the Grantee. This task also includes administrative responsibilities associated with the project such as coordinating with partnering agencies and managing consultants/contractors. Deliverables: • Invoices and associated backup documentation Task 2: Reporting Prepare progress reports detailing work completed during reporting period as outlined in Exhibit F of this Agreement. Submit reports to DWR. Prepare Project Completion Report and submit to DWR no later than 90 days after project completion for DWR Project Manager’s comment and review. The report shall be prepared and presented in accordance with guidance as outlined in Exhibit F. Deliverables: • Quarterly Project Progress Reports • Project Completion Report • Documentation (e.g., photo) of “Acknowledgment of Credit & Signage” per Standard Condition D.2 DocuSign Envelope ID: 4D960CEA-1940-4EBD-91FA-2C792D84322BDocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Grant Agreement No. 4600015378 Page 15 of 57 Budget Category (b): Land Purchase/Easement Task 3: Land Purchase Not applicable. Budget Category (c): Planning/Design/Engineering/Environmental Documentation Task 4: Feasibility Studies Not applicable. Task 5: CEQA Documentation Complete environmental review pursuant to CEQA. Prepare all necessary environmental documentation. Prepare letter stating no legal challenges (or addressing legal challenges). Deliverables: • All completed CEQA documents as required • Legal Challenges Letter Task 6: Permitting The following permits are anticipated to be acquired for this project: Encroachment Permit from the City of Dublin Deliverables: • Permits as required Task 7: Design Design will require: 1) Complete communication connections 2) Complete system programming and optimization 3) Complete plans and specifications for the replacement of irrigation controllers and installation of master-valve/flow sensors. Deliverables: • 100% Design Plans and Specifications Task 8: Project Monitoring Plan Develop and submit a Project Monitoring Plan per Paragraph 15 for DWR’s review and approval. Deliverables: • Project Monitoring Plan DocuSign Envelope ID: 4D960CEA-1940-4EBD-91FA-2C792D84322BDocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Grant Agreement No. 4600015378 Page 16 of 57 Budget Category (d): Construction/Implementation Task 9: Contract Services This task must comply with the Standard Condition D.10 – Competitive Bidding and Procurements. Activities necessary (as applicable) to secure a contractor and award the contract, including: develop bid documents, prepare advertisement and contract documents for construction contract bidding, conduct pre-bid meeting, bid opening and evaluation, selection of the contractor, award of contract, and issuance of notice to proceed. Deliverables: • Bid Documents • Proof of Advertisement • Award of Contract • Notice to Proceed Task 10: Construction Administration This task includes managing contractor submittal review, answering requests for information, and issuing work directives. An engineering construction observer will be on site for the duration of the project. Construction observer duties include documenting of pre-construction conditions, daily construction diary, preparing change orders, addressing questions of contractors on site, reviewing/ updating project schedule, reviewing contractor log submittals and pay requests, notifying contractor if work is not acceptable. Upon completing the project, the DWR Certificate of Project Completion will be provided to DWR. Deliverables: • DWR Certificate of Project Completion • Task 11: Construction Construction activities are outlined below. 11(a): Mobilization and Demobilization: Contractor will establish systems, personnel, procure equipment and materials in preparation to complete work. At the end of the project the contractor will complete punchlist and scale down operations to closeout the work. 11(b): Site preparation will include removal of up to 40 existing controllers, excavation and demolition of existing improvements. 11(c): Install, construct, excavate Up to 40 new controllers and up to 40 master valve and flow systems will be installed. 11(d): Improve: The improvements will result in up to 40 new controllers and up to 40 master valve and flow systems being installed. DocuSign Envelope ID: 4D960CEA-1940-4EBD-91FA-2C792D84322BDocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Grant Agreement No. 4600015378 Page 17 of 57 Program activities are outlined below: 11(e): Communication Upgrades: Working with the City’s Central System vendor and irrigation consultant identify the issues with communications between the Central System and irrigation controllers. Take corrective measures to ensure operational effectiveness of the system. 11(f): System Optimization and Operations: The City’s irrigation consultant will evaluate twenty- five of the City’s large landscapes and will provide advanced sites-specific scheduling based on soil, plant type, slope, sun, shade et cetera to improve overall water efficiency. 11(g): System Optimization and Operations: The City’s irrigation consultant along with the Central System vendor will provide operation and training support for City Staff to maintain and operate the system on-going. Deliverables: • Photographic Documentation of Progress DocuSign Envelope ID: 4D960CEA-1940-4EBD-91FA-2C792D84322BDocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Grant Agreement No. 4600015378 Page 18 of 57 PROJECT 2: Citywide Turf Reduction IMPLEMENTING AGENCY: City of Livermore (City) PROJECT DESCRIPTION: This project will help the City reduce non-functional turf at various City properties, thereby reducing the demand for potable water. The City anticipates replacing approximately 109,000 square feet of turf in at least five City owned sites. This turf would be replaced with a drought tolerant landscape and incorporate drip irrigation. The project would reduce water demand by approximately 21 acre-feet per year. Budget Category (a): Project Administration Task 1: Project Management Manage Grant Agreement including compliance with grant requirements, and preparation and submission of supporting grant documents. Prepare invoices including relevant supporting documentation for submittal to DWR via the Grantee. This task also includes administrative responsibilities associated with the project such as coordinating with partnering agencies and managing consultants/contractors. Deliverables: • Invoices and associated backup documentation Task 2: Reporting Prepare progress reports detailing work completed during reporting period as outlined in Exhibit F of this Agreement. Submit reports to DWR. Prepare Project Completion Report and submit to DWR no later than 90 days after project completion for DWR Project Manager’s comment and review. The report shall be prepared and presented in accordance with guidance as outlined in Exhibit F. Deliverables: • Quarterly Project Progress Reports • Project Completion Report • Documentation (e.g., photo) of “Acknowledgment of Credit & Signage” per Standard Condition D.2 Budget Category (b): Land Purchase/Easement Task 3: Land Purchase Not Applicable. DocuSign Envelope ID: 4D960CEA-1940-4EBD-91FA-2C792D84322BDocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Grant Agreement No. 4600015378 Page 19 of 57 Budget Category (c): Planning/Design/Engineering/Environmental Documentation Task 4: Feasibility Studies Initial planning has been completed on this project. Five sites have been identified and City staff will work with a consultant to draft initial designs. Conceptual planting designs will be available as part of the Project Monitoring Plan. Deliverables: • Site plans Task 5: CEQA Documentation Complete environmental review pursuant to CEQA. Prepare all necessary environmental documentation. Prepare letter stating no legal challenges (or addressing legal challenges). Deliverables: • All completed CEQA documents as required • Legal Challenges Letter Task 6: Permitting Not applicable Task 7: Design The City currently maintains approximately 18.25 acres of turf, with 15.5 acres irrigated with potable water. The remainder is irrigated with reclaimed water. The landscape designs for the five proposed turf reduction areas (1) City Center Campus, (2) Arroyo Road, (3) East Avenue, (4) Crater Way, and (5) Maintenance Service Center place a specific emphasis on replacing turf with low water use plantings while maintaining aesthetics. In addition, planting strategies such as minimizing clustering, proper tree spacing, and considering full maturity of plants will reduce maintenance requirements and increase plant health. The landscape design renovations will include updating the irrigation systems from overhead sprays to individual plant bubblers. Irrigation strategies will include isolated lateral lines, drip irrigation and timings. Individual circuits to certain trees or tree clusters will help sustain trees when mandatory water restrictions are required, including further reductions. Competitive bid contractors would be utilized for the renovations. Deliverables: • Final designs Task 8: Project Monitoring Plan Develop and submit a Project Monitoring Plan per Paragraph 15 for DWR’s review and approval. DocuSign Envelope ID: 4D960CEA-1940-4EBD-91FA-2C792D84322BDocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Grant Agreement No. 4600015378 Page 20 of 57 Deliverables: • Project Monitoring Plan Budget Category (d): Construction/Implementation Task 9: Contract Services This task must comply with the Standard Condition D.10 – Competitive Bidding and Procurements. Activities necessary (as applicable) to secure a contractor and award the contract, including: develop bid documents, prepare advertisement and contract documents for construction contract bidding, conduct pre-bid meeting, bid opening and evaluation, selection of the contractor, award of contract, and issuance of notice to proceed. Deliverables: • Bid Documents • Proof of Advertisement • Award of Contract • Notice to Proceed Task 10: Construction Administration This task includes managing contractor submittal review, answering requests for information, and issuing work directives. Upon completing the project, the DWR Certificate of Project Completion will be provided to DWR. Deliverables: • DWR Certificate of Project Completion Task 11: Construction Construction activities are outlined below. 11(a): Mobilization and demobilization is not required for the turf reduction projects. 11(b): Site preparation is minimal and includes turf removal and/or sheet mulching. 11(c): Low water use landscaping and/or ground cover such as mulch will be installed. Drip irrigation will also be installed where necessary at the five identified sites. Excavation will not be required since each site will sheet mulch over existing turf. Deliverables: • Photographic Documentation of Progress DocuSign Envelope ID: 4D960CEA-1940-4EBD-91FA-2C792D84322BDocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Grant Agreement No. 4600015378 Page 21 of 57 PROJECT 3: Recycled Water Fill Station IMPLEMENTING AGENCY: City of Livermore PROJECT DESCRIPTION: This project will construct an automated self-service recycled water fill station that will allow residential customers access to recycled water for irrigation and other non- potable uses. The automated fill station would provide a permanent year-round recycled water source for many residents. This project will increase recycled water use locally by approximately 18 acre-feet per year. Budget Category (a): Project Administration Task 1: Project Management Manage Grant Agreement including compliance with grant requirements, and preparation and submission of supporting grant documents. Prepare invoices including relevant supporting documentation for submittal to DWR via the Grantee. This task also includes administrative responsibilities associated with the project such as coordinating with partnering agencies and managing consultants/contractors. Deliverables: • Invoices and associated backup documentation Task 2: Reporting Prepare progress reports detailing work completed during reporting period as outlined in Exhibit F of this Agreement. Submit reports to DWR. Prepare Project Completion Report and submit to DWR no later than 90 days after project completion for DWR Project Manager’s comment and review. The report shall be prepared and presented in accordance with guidance as outlined in Exhibit F. Deliverables: • Quarterly Project Progress Reports • Project Completion Report • Documentation (e.g., photo) of “Acknowledgment of Credit & Signage” per Standard Condition D.2 Budget Category (b): Land Purchase/Easement Task 3: Land Purchase Not applicable. Budget Category (c): Planning/Design/Engineering/Environmental Documentation Task 4: Feasibility Studies Preliminary planning has been completed for this project. A site located at the Water Resources Plant has been identified. A site plan will be available as part of the Project Monitoring Plan. DocuSign Envelope ID: 4D960CEA-1940-4EBD-91FA-2C792D84322BDocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Grant Agreement No. 4600015378 Page 22 of 57 Deliverables: • Site Plan Task 5: CEQA Documentation Complete environmental review pursuant to CEQA. Prepare all necessary environmental documentation. Prepare letter stating no legal challenges (or addressing legal challenges). Deliverables: • All completed CEQA documents as required • Legal Challenges Letter Task 6: Permitting The project will require connection to existing electrical service that may be subject to permits. No other permits will be required to complete this project. Deliverables: • Permits as required Task 7: Design The fill station location is adjacent to existing roadway at the entrance of the plant. Two fill station machines will be installed. The fill stations will be unmanned with automated access control. The installation will include a trenched connection to existing water supply and electrical service. Deliverables: • 100% Design Plans and Specifications Task 8: Project Monitoring Plan Develop and submit a Project Monitoring Plan per Paragraph 15 for DWR’s review and approval. Deliverables: • Project Monitoring Plan Budget Category (d): Construction/Implementation Task 9: Contract Services This task must comply with the Standard Condition D.10 – Competitive Bidding and Procurements. Activities necessary (as applicable) to secure a contractor and award the contract, including: develop bid documents, prepare advertisement and contract documents for construction contract bidding, conduct pre-bid meeting, bid opening and evaluation, selection of the contractor, award of contract, and issuance of notice to proceed. DocuSign Envelope ID: 4D960CEA-1940-4EBD-91FA-2C792D84322BDocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Grant Agreement No. 4600015378 Page 23 of 57 Deliverables: • Bid Documents • Proof of Advertisement • Award of Contract • Notice to Proceed Task 10: Construction Administration This task includes managing contractor submittal review, answering requests for information, and issuing work directives. A full-time engineering construction observer will be on site for the duration of the project. Construction observer duties include documenting of pre-construction conditions, daily construction diary, preparing change orders, addressing questions of contractors on site, reviewing/ updating project schedule, reviewing contractor log submittals and pay requests, forecasting cash flow, notifying contractor if work is not acceptable. Upon completing the project, the DWR Certificate of Project Completion and record drawings will be provided to DWR. Deliverables: • DWR Certificate of Project Completion • Record Drawings Task 11: Construction Construction activities are outlined below. 11(a): Mobilization and Demobilization including preparation of submittals and layout in city provided space near construction site. 11(b): Site preparation will include signage, barricades segregating public from construction site, traffic control, and clearing and grubbing. 11(c): Utility trenching including connecting to existing point of electrical service and water supply, installation of water supply piping, related valves, and meter; conduits and conductors for access control; and backfill compaction and surface restoration. 11(d): Fill station construction including forming and pouring concrete service pads, bollards, signage, and installation of pre-packaged fill station equipment (nozzle, stand, etc.). 11(e): Installation of access control and connection to existing electrical supply. This project is located at the existing Water Reclamation Facility, so construction impacts will be minimal. Deliverables: • Photographic Documentation of Progress DocuSign Envelope ID: 4D960CEA-1940-4EBD-91FA-2C792D84322BDocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Grant Agreement No. 4600015378 Page 24 of 57 PROJECT 4: Fire Department Training Water Recirculation System IMPLEMENTING AGENCY: Alameda County Fire Department (ACFD) PROJECT DESCRIPTION: ACFD will purchase four portable training water recirculation systems to incorporate into trainings. These systems will allow the department to train at the required National Fire Protection Association (NFPA) and the fire department standards without excess water loss. The portable water recirculation systems will allow ACFD to continue to train to the required NFPA standards (flowing at full operational capacity), while recapturing water and recirculating it. Through the training implementation component, the recirculation equipment is estimated to conserve approximately 140 acre-feet per year and improve the readiness of the region’s first responders. Standard operational guidelines would be developed to modify the training procedures to utilize the portable water recirculating systems. Budget Category (a): Project Administration Task 1: Project Management Manage Grant Agreement including compliance with grant requirements, and preparation and submission of supporting grant documents. Prepare invoices including relevant supporting documentation for submittal to DWR via the Grantee. This task also includes administrative responsibilities associated with the project such as coordinating with partnering agencies and managing consultants/contractors. Deliverables: • Invoices and associated backup documentation Task 2: Reporting Prepare progress reports detailing work completed during reporting period as outlined in Exhibit F of this Agreement. Submit reports to DWR. Prepare Project Completion Report and submit to DWR no later than 90 days after project completion for DWR Project Manager’s comment and review. The report shall be prepared and presented in accordance with guidance as outlined in Exhibit F. Deliverables: • Quarterly Project Progress Reports • Project Completion Report • Documentation (e.g., photo) of “Acknowledgment of Credit & Signage” per Standard Condition D.2 Budget Category (b): Land Purchase/Easement Task 3: Land Purchase Not applicable. DocuSign Envelope ID: 4D960CEA-1940-4EBD-91FA-2C792D84322BDocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Grant Agreement No. 4600015378 Page 25 of 57 Budget Category (c): Planning/Design/Engineering/Environmental Documentation Task 4: Feasibility Studies Not applicable. Task 5: CEQA Documentation Not applicable. Task 6: Permitting Not applicable. Task 7: Operating Documentation This project requires modifying ACFD Standard Operating Guidelines for our firefighter and engineer water flow and hydraulics operations. These changes will memorialize the operational use and require how actual water flow, for training purposes, is addressed utilizing these new systems. Deliverables: • Updated Operating Guidelines, if requested Task 8: Project Monitoring Plan Develop and submit a Project Monitoring Plan per Paragraph 15 for DWR’s review and approval. Deliverables: • Project Monitoring Plan Budget Category (d): Construction/Implementation Task 9: Contract Services This task must comply with the Standard Condition D.10 – Competitive Bidding and Procurements. Grantee’s contracts with other entities for the acquisition of goods and services and construction of public works with funds provided by State under this Funding Agreement must be in writing and shall comply with all applicable laws and regulations regarding the securing of competitive bids and undertaking competitive negotiations. This task must comply with Alameda County’s Procurement Policies and Procedures. Deliverables: • Required procurement documentation per Alameda County’s Procurement Policies and Procedures. Task 10: Construction The implementing agency will perform the following tasks: DocuSign Envelope ID: 4D960CEA-1940-4EBD-91FA-2C792D84322BDocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Grant Agreement No. 4600015378 Page 26 of 57 • Purchase and insert four portable training water recirculation systems into service and incorporate into regular trainings (as feasible) for all battalions o Units will primarily be based at the ACFD regional training center, their portability allows for them to be moved around the regional training center and offsite for different training scenarios and evolutions • Provide digital project photos pre/post addition of the systems • Collect site-specific data on recirculation equipment savings for program evaluation Deliverables: • Photographic Documentation of Progress • DWR Certificate of Project Completion DocuSign Envelope ID: 4D960CEA-1940-4EBD-91FA-2C792D84322BDocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Grant Agreement No. 4600015378 Page 27 of 57 EXHIBIT B BUDGET AGREEMENT BUDGET SUMMARY Required Minimum Cost Share: $768,049 PROJECTS Grant Amount Required Cost Share All Other Cost Total Cost Cost Share Waiver 1 Dublin Irrigation System Upgrades $1,380,000 $460,000 $0 $1,840,000 No 2 Citywide Turf Reduction $262,500 $87,500 $0 $350,000 No 3 Recycled Water Fill Station $300,000 $100,000 $0 $400,000 No 4 Fire Department Training Water Recirculation System $300,000 $120,549 $61,647 $482,196 No GRAND TOTAL $2,242,500 $768,049 $61,647 $3,072,196 DocuSign Envelope ID: 4D960CEA-1940-4EBD-91FA-2C792D84322BDocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Grant Agreement No. 4600015378 Page 28 of 57 PROJECT 1: Dublin Irrigation System Upgrades Implementing Agency: City of Dublin BUDGET CATEGORY Grant Amount Required Cost Share* All Other Cost Total Cost (a) Project Administration $0 $5,000 $0 $5,000 (b) Land Purchase / Easement $0 $0 $0 $0 (c) Planning / Design / Engineering / Environmental Documentation $200,000 $260,000 $0 $460,000 (d) Construction / Implementation $1,180,000 $195,000 $0 $1,375,00 TOTAL COSTS $1,380,000 $460,000 $0 $1,840,000 NOTES: * City of Dublin will provide the cost share. PROJECT 2: Citywide Turf Reduction Implementing Agency: City of Livermore BUDGET CATEGORY Grant Amount Required Cost Share* All Other Cost Total Cost (a) Project Administration $0 $2,400 $0 $2,400 (b) Land Purchase / Easement $0 $0 $0 $0 (c) Planning / Design / Engineering / Environmental Documentation $0 $25,000 $0 $25,000 (d) Construction / Implementation $262,500 $60,100 $0 $322,600 TOTAL COSTS $262,500 $87,500 $0 $350,000 NOTES: * City of Livermore will provide the cost share unless other non-state funds are obtained. DocuSign Envelope ID: 4D960CEA-1940-4EBD-91FA-2C792D84322BDocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Grant Agreement No. 4600015378 Page 29 of 57 PROJECT 3: Recycled Water Fill Station Implementing Agency Implementing Agency: City of Livermore BUDGET CATEGORY Grant Amount Required Cost Share* All Other Cost Total Cost (a) Project Administration $0 $2,400 $0 $2,400 (b) Land Purchase / Easement $0 $0 $0 $0 (c) Planning / Design / Engineering / Environmental Documentation $0 $25,000 $0 $25,000 (d) Construction / Implementation $300,000 $72,600 $0 $372,600 TOTAL COSTS $300,000 $100,000 $0 $400,000 NOTES: * City of Livermore will provide the cost share unless other non-state funds are obtained. PROJECT 4: Fire Department Training Water Recirculation System Implementing Agency: Alameda County Fire Department BUDGET CATEGORY Grant Amount Required Cost Share* All Other Cost* Total Cost (a) Project Administration $0 $0 $2,196 $2,196 (b) Land Purchase / Easement $0 $0 $0 $0 (c) Planning / Design / Engineering / Environmental Documentation $0 $0 $0 $0 (d) Construction / Implementation $300,000 $120,549 $59,451 $480,000 TOTAL COSTS $300,000 $120,549 $61,647 $482,196 NOTES: * Alameda County Fire Department will provide the cost share. DocuSign Envelope ID: 4D960CEA-1940-4EBD-91FA-2C792D84322BDocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Grant Agreement No. 4600015378 Page 30 of 57 EXHIBIT C SCHEDULE PROJECT 1: Dublin Irrigation System Upgrades BUDGET CATEGORY Start Date End Date a Project Administration 7/1/2023 9/30/2026 b Land Purchase / Easement N/A N/A c Planning / Design / Engineering / Environmental Documentation 7/1/2023 1/1/2025 d Construction / Implementation 6/1/2025 6/31/2026 PROJECT 2: Citywide Turf Reduction BUDGET CATEGORY Start Date End Date a Project Administration 8/1/2023 9/30/2025 b Land Purchase / Easement N/A N/A c Planning / Design / Engineering / Environmental Documentation 8/1/2023 8/31/2024 d Construction / Implementation 9/1/2024 6/30/2025 PROJECT 3: Recycled Water Fill Station BUDGET CATEGORY Start Date End Date a Project Administration 8/1/2023 12/31/2026 b Land Purchase / Easement N/A N/A c Planning / Design / Engineering / Environmental Documentation 8/1/2023 12/30/2025 d Construction / Implementation 1/1/2026 11/30/2026 DocuSign Envelope ID: 4D960CEA-1940-4EBD-91FA-2C792D84322BDocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Grant Agreement No. 4600015378 Page 31 of 57 PROJECT 4: Fire Department Training Water Recirculation System BUDGET CATEGORY Start Date End Date a Project Administration 3/1/2023 9/1/2025 b Land Purchase / Easement N/A N/A c Planning / Design / Engineering / Environmental Documentation N/A N/A d Construction / Implementation 3/1/2023 6/30/2025 DocuSign Envelope ID: 4D960CEA-1940-4EBD-91FA-2C792D84322BDocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Grant Agreement No. 4600015378 Page 32 of 57 EXHIBIT D STANDARD CONDITIONS D.1. ACCOUNTING AND DEPOSIT OF FUNDING DISBURSEMENT: A. Separate Accounting of Funding Disbursements: Grantee shall account for the money disbursed pursuant to this Funding Agreement separately from all other Grantee funds. Grantee shall maintain audit and accounting procedures that are in accordance with generally accepted accounting principles and practices, consistently applied. Grantee shall keep complete and accurate records of all receipts and disbursements on expenditures of such funds. Grantee shall require its contractors or subcontractors to maintain books, records, and other documents pertinent to their work in accordance with generally accepted accounting principles and practices. Records are subject to inspection by State at any and all reasonable times. B. Disposition of Money Disbursed: All money disbursed pursuant to this Funding Agreement shall be deposited in a non-interest-bearing account, administered, and accounted for pursuant to the provisions of applicable law. C. Remittance of Unexpended Funds: Grantee shall remit to State any unexpended funds that were disbursed to Grantee under this Funding Agreement and were not used to pay Eligible Project Costs within a period of sixty (60) calendar days from the final disbursement from State to Grantee of funds or, within thirty (30) calendar days of the expiration of the Funding Agreement, whichever comes first. D.2. ACKNOWLEDGEMENT OF CREDIT AND SIGNAGE: Grantee shall include appropriate acknowledgement of credit to the State for its support when promoting the Project or using any data and/or information developed under this Funding Agreement. Signage shall be posted in a prominent location at Project site(s) (if applicable) or at the Grantee’s headquarters and shall include the Department of Water Resources color logo and the following disclosure statement: “Funding for this project has been provided in full or in part from the Budget Act of 2021 and through an agreement with the State Department of Water Resources.” The Grantee shall also include in each of its contracts for work under this Agreement a provision that incorporates the requirements stated within this Paragraph. D.3. AMENDMENT: This Funding Agreement may be amended at any time by mutual agreement of the Parties, except insofar as any proposed amendments are in any way contrary to applicable law. Requests by the Grantee for amendments must be in writing stating the amendment request and the reason for the request. Requests solely for a time extension must be submitted at least 90 days prior to the work completion date set forth in Paragraph 2. Any other request for an amendment must be submitted at least 180 days prior to the work completion date set forth in Paragraph 2. State shall have no obligation to agree to an amendment. D.4. AMERICANS WITH DISABILITIES ACT: By signing this Funding Agreement, Grantee assures State that it complies with the Americans with Disabilities Act (ADA) of 1990, (42 U.S.C. § 12101 et seq.), which prohibits discrimination on the basis of disability, as well as all applicable regulations and guidelines issued pursuant to the ADA. D.5. AUDITS: State reserves the right to conduct an audit at any time between the execution of this Funding Agreement and the completion of the Project, with the costs of such audit borne DocuSign Envelope ID: 4D960CEA-1940-4EBD-91FA-2C792D84322BDocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Grant Agreement No. 4600015378 Page 33 of 57 by State. After completion of the Project, State may require Grantee to conduct a final audit to State’s specifications, at Grantee’s expense, such audit to be conducted by and a report prepared by an independent Certified Public Accountant. Failure or refusal by Grantee to comply with this provision shall be considered a breach of this Funding Agreement, and State may elect to pursue any remedies provided in Paragraph 11 or take any other action it deems necessary to protect its interests. The Grantee agrees it shall return any audit disallowances to the State. Pursuant to Government Code section 8546.7, the Grantee shall be subject to the examination and audit by the State for a period of three (3) years after final payment under this Funding Agreement with respect of all matters connected with this Funding Agreement, including but not limited to, the cost of administering this Funding Agreement. All records of Grantee or its contractor or subcontractors shall be preserved for this purpose for at least three (3) years after receipt of the final disbursement under this Agreement. D.6. BUDGET CONTINGENCY: If the Budget Act of the current year covered under this Funding Agreement does not appropriate sufficient funds for this program, this Funding Agreement shall be of no force and effect. This provision shall be construed as a condition precedent to the obligation of State to make any payments under this Funding Agreement. In this event, State shall have no liability to pay any funds whatsoever to Grantee or to furnish any other considerations under this Funding Agreement and Grantee shall not be obligated to perform any provisions of this Funding Agreement. Nothing in this Funding Agreement shall be construed to provide Grantee with a right of priority for payment over any other Grantee. If funding for any fiscal year after the current year covered by this Funding Agreement is reduced or deleted by the Budget Act, by Executive Order, or by order of the Department of Finance, the State shall have the option to either cancel this Funding Agreement with no liability occurring to State, or offer a Funding Agreement amendment to Grantee to reflect the reduced amount. D.7. CEQA: Activities funded under this Funding Agreement, regardless of funding source, must be in compliance with the California Environmental Quality Act (CEQA). (Pub. Resources Code, § 21000 et seq.) Any work that is subject to CEQA and funded under this Agreement shall not proceed until documents that satisfy the CEQA process are received by the State’s Project Manager and the State has completed its CEQA compliance. Work funded under this Agreement that is subject to a CEQA document shall not proceed until and unless approved by the Department of Water Resources. Such approval is fully discretionary and shall constitute a condition precedent to any work for which it is required. If CEQA compliance by the Grantee is not complete at the time the State signs this Agreement, once State has considered the environmental documents, it may decide to require changes, alterations, or other mitigation to the Project; or to not fund the Project. Should the State decide to not fund the Project, this Agreement shall be terminated in accordance with Paragraph 10. D.8. CHILD SUPPORT COMPLIANCE ACT: The Grantee acknowledges in accordance with Public Contract Code section 7110, that: A. The Grantee recognizes the importance of child and family support obligations and shall fully comply with all applicable state and federal laws relating to child and family support enforcement, including, but not limited to, disclosure of information and compliance with earnings assignment orders, as provided in Family Code section 5200 et seq.; and DocuSign Envelope ID: 4D960CEA-1940-4EBD-91FA-2C792D84322BDocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Grant Agreement No. 4600015378 Page 34 of 57 B. The Grantee, to the best of its knowledge is fully complying with the earnings assignment orders of all employees and is providing the names of all new employees to the New Hire Registry maintained by the California Employment Development Department. D.9. CLAIMS DISPUTE: Any claim that the Grantee may have regarding performance of this Agreement including, but not limited to, claims for additional compensation or extension of time, shall be submitted to the DWR Project Representative, within thirty (30) days of the Grantee’s knowledge of the claim. State and Grantee shall then attempt to negotiate a resolution of such claim and process an amendment to this Agreement to implement the terms of any such resolution. D.10. COMPETITIVE BIDDING AND PROCUREMENTS: Grantee’s contracts with other entities for the acquisition of goods and services and construction of public works with funds provided by State under this Funding Agreement must be in writing and shall comply with all applicable laws and regulations regarding the securing of competitive bids and undertaking competitive negotiations. If the Grantee does not have a written policy to award contracts through a competitive bidding or sole source process, the Department of General Services’ State Contracting Manual rules must be followed and are available at: https://www.dgs.ca.gov/OLS/Resources/Page-Content/Office-of-Legal-Services-Resources- List-Folder/State-Contracting. D.11. COMPUTER SOFTWARE: Grantee certifies that it has appropriate systems and controls in place to ensure that state funds will not be used in the performance of this Funding Agreement for the acquisition, operation, or maintenance of computer software in violation of copyright laws. D.12. CONFLICT OF INTEREST: All participants are subject to State and Federal conflict of interest laws. Failure to comply with these laws, including business and financial disclosure provisions, will result in the application being rejected and any subsequent contract being declared void. Other legal action may also be taken. Applicable statutes include, but are not limited to, Government Code section 1090 and Public Contract Code sections 10410 and 10411, for State conflict of interest requirements. A. Current State Employees: No State officer or employee shall engage in any employment, activity, or enterprise from which the officer or employee receives compensation or has a financial interest and which is sponsored or funded by any State agency, unless the employment, activity, or enterprise is required as a condition of regular State employment. No State officer or employee shall contract on his or her own behalf as an independent contractor with any State agency to provide goods or services. B. Former State Employees: For the two-year period from the date he or she left State employment, no former State officer or employee may enter into a contract in which he or she engaged in any of the negotiations, transactions, planning, arrangements, or any part of the decision-making process relevant to the contract while employed in any capacity by any State agency. For the twelve-month period from the date he or she left State employment, no former State officer or employee may enter into a contract with any State agency if he or she was employed by that State agency in a policy-making position in the same general subject area as the proposed contract within the twelve-month period prior to his or her leaving State service. DocuSign Envelope ID: 4D960CEA-1940-4EBD-91FA-2C792D84322BDocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Grant Agreement No. 4600015378 Page 35 of 57 C. Employees of the Grantee: Employees of the Grantee shall comply with all applicable provisions of law pertaining to conflicts of interest, including but not limited to any applicable conflict of interest provisions of the California Political Reform Act. (Gov. Code, § 87100 et seq.) D. Employees and Consultants to the Grantee: Individuals working on behalf of a Grantee may be required by the Department to file a Statement of Economic Interests (Fair Political Practices Commission Form 700) if it is determined that an individual is a consultant for Political Reform Act purposes. D.13. DELIVERY OF INFORMATION, REPORTS, AND DATA: Grantee agrees to expeditiously provide throughout the term of this Funding Agreement, such reports, data, information, and certifications as may be reasonably required by State. D.14. DISPOSITION OF EQUIPMENT: Grantee shall provide to State, not less than 30 calendar days prior to submission of the final invoice, an itemized inventory of equipment purchased with funds provided by State. The inventory shall include all items with a current estimated fair market value of more than $5,000.00 per item. Within 60 calendar days of receipt of such inventory State shall provide Grantee with a list of the items on the inventory that State will take title to. All other items shall become the property of Grantee. State shall arrange for delivery from Grantee of items that it takes title to. Cost of transportation, if any, shall be borne by State. D.15. DRUG-FREE WORKPLACE CERTIFICATION: Certification of Compliance: By signing this Funding Agreement, Grantee, its contractors or subcontractors hereby certify, under penalty of perjury under the laws of State of California, compliance with the requirements of the Drug- Free Workplace Act of 1990 (Gov. Code, § 8350 et seq.) and have or will provide a drug-free workplace by taking the following actions: A. Publish a statement notifying employees, contractors, and subcontractors that unlawful manufacture, distribution, dispensation, possession, or use of a controlled substance is prohibited and specifying actions to be taken against employees, contractors, or subcontractors for violations, as required by Government Code section 8355. B. Establish a Drug-Free Awareness Program, as required by Government Code section 8355 to inform employees, contractors, or subcontractors about all of the following: i. The dangers of drug abuse in the workplace, ii. Grantee’s policy of maintaining a drug-free workplace, iii. Any available counseling, rehabilitation, and employee assistance programs, and iv. Penalties that may be imposed upon employees, contractors, and subcontractors for drug abuse violations. C. Provide, as required by Government Code section 8355, that every employee, contractor, and/or subcontractor who works under this Funding Agreement: i. Will receive a copy of Grantee’s drug-free policy statement, and ii. Will agree to abide by terms of Grantee’s condition of employment, contract or subcontract. DocuSign Envelope ID: 4D960CEA-1940-4EBD-91FA-2C792D84322BDocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Grant Agreement No. 4600015378 Page 36 of 57 D.16. EASEMENTS: Where the Grantee acquires property in fee title or funds improvements to real property using State funds provided through this Funding Agreement, an appropriate easement or other title restriction providing for floodplain preservation and/or wildlife habitat conservation for the subject property in perpetuity, approved by the State, shall be conveyed to a regulatory or trustee agency or conservation group acceptable to the State. The easement or other title restriction must be in first position ahead of any recorded mortgage or lien on the property unless this requirement is waived by the State. Where the Grantee acquires an easement under this Agreement, the Grantee agrees to monitor and enforce the terms of the easement, unless the easement is subsequently transferred to another land management or conservation organization or entity with State permission, at which time monitoring and enforcement responsibilities will transfer to the new easement owner. Failure to provide an easement or other title restriction acceptable to the State may result in termination of this Agreement. D.17. FINAL INSPECTIONS AND CERTIFICATION OF REGISTERED CIVIL ENGINEER: Upon completion of the Project, Grantee shall provide for a final inspection and certification by a California Registered Civil Engineer that the Project has been completed in accordance with submitted final plans and specifications and any modifications thereto and in accordance with this Funding Agreement. D.18. GRANTEE'S RESPONSIBILITIES: Grantee and its representatives shall: A. Faithfully and expeditiously perform or cause to be performed all project work as described in Exhibit A (Work Plan) and in accordance with Project Exhibit B (Budget) and Exhibit C (Schedule). B. Accept and agree to comply with all terms, provisions, conditions, and written commitments of this Funding Agreement, including all incorporated documents, and to fulfill all assurances, declarations, representations, and statements made by Grantee in the application, documents, amendments, and communications filed in support of its request for funding. C. Comply with all applicable California, federal, and local laws and regulations. D. Implement the Project in accordance with applicable provisions of the law. E. Fulfill its obligations under the Funding Agreement and be responsible for the performance of the Project. F. Obtain any and all permits, licenses, and approvals required for performing any work under this Funding Agreement, including those necessary to perform design, construction, or operation and maintenance of the Project. Grantee shall provide copies of permits and approvals to State. G. Be solely responsible for design, construction, and operation and maintenance of projects within the work plan. Review or approval of plans, specifications, bid documents, or other construction documents by State is solely for the purpose of proper administration of funds by State and shall not be deemed to relieve or restrict responsibilities of Grantee under this Agreement. DocuSign Envelope ID: 4D960CEA-1940-4EBD-91FA-2C792D84322BDocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Grant Agreement No. 4600015378 Page 37 of 57 H. Be solely 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 Grantee shall be responsible for 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 will not mediate disputes between the Grantee and any other entity concerning responsibility for performance of work. D.19. GOVERNING LAW: This Funding Agreement is governed by and shall be interpreted in accordance with the laws of the State of California. D.20. INDEMNIFICATION: Grantee shall indemnify and hold and save the State, its officers, agents, and employees, free and harmless from any and all liabilities for any claims and damages (including inverse condemnation) that may arise out of the Project and this Agreement, including, but not limited to any claims or damages arising from planning, design, construction, maintenance and/or operation of levee rehabilitation measures for this Project and any breach of this Agreement. Grantee shall require its contractors or subcontractors to name the State, its officers, agents and employees as additional insureds on their liability insurance for activities undertaken pursuant to this Agreement. D.21. INDEPENDENT CAPACITY: Grantee, and the agents and employees of Grantees, in the performance of the Funding Agreement, shall act in an independent capacity and not as officers, employees, or agents of the State. D.22. INSPECTION OF BOOKS, RECORDS, AND REPORTS: During regular office hours, each of the parties hereto and their duly authorized representatives shall have the right to inspect and to make copies of any books, records, or reports of either party pertaining to this Funding Agreement or matters related hereto. Each of the parties hereto shall maintain and shall make available at all times for such inspection accurate records of all its costs, disbursements, and receipts with respect to its activities under this Funding Agreement. Failure or refusal by Grantee to comply with this provision shall be considered a breach of this Funding Agreement, and State may withhold disbursements to Grantee or take any other action it deems necessary to protect its interests. D.23. INSPECTIONS OF PROJECT BY STATE: State shall have the right to inspect the work being performed at any and all reasonable times during the term of the Funding Agreement. This right shall extend to any subcontracts, and Grantee shall include provisions ensuring such access in all its contracts or subcontracts entered into pursuant to its Funding Agreement with State. D.24. LABOR CODE COMPLIANCE: The Grantee agrees to be bound by all the provisions of the Labor Code regarding prevailing wages and shall monitor all contracts subject to reimbursement from this Agreement to assure that the prevailing wage provisions of the Labor Code are being met. Current Department of Industrial Relations (DIR) requirements may be found at: http://www.dir.ca.gov/ lcp.asp. For more information, please refer to DIR’s Public Works Manual at: http://www.dir.ca.gov/ dlse/PWManualCombined.pdf. The Grantee affirms that it is aware of the provisions of section 3700 of the Labor Code, which requires every employer to be insured against liability for workers’ compensation or to undertake self- insurance, and the Grantee affirms that it will comply with such provisions before commencing DocuSign Envelope ID: 4D960CEA-1940-4EBD-91FA-2C792D84322BDocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Grant Agreement No. 4600015378 Page 38 of 57 the performance of the work under this Agreement and will make its contractors and subcontractors aware of this provision. D.25. MODIFICATION OF OVERALL WORK PLAN: At the request of the Grantee, the State may at its sole discretion approve non-material changes to the portions of Exhibits A, B, and C which concern the budget and schedule without formally amending this Funding Agreement. Non- material changes with respect to the budget are changes that only result in reallocation of the budget and will not result in an increase in the amount of the State Funding Agreement. Non- material changes with respect to the Project schedule are changes that will not extend the term of this Funding Agreement. Requests for non-material changes to the budget and schedule must be submitted by the Grantee to the State in writing and are not effective unless and until specifically approved by the State’s Program Manager in writing. D.26. NONDISCRIMINATION: During the performance of this Funding Agreement, Grantee and its contractors or subcontractors shall not unlawfully discriminate, harass, or allow harassment against any employee or applicant for employment because of sex (gender), sexual orientation, race, color, ancestry, religion, creed, national origin (including language use restriction), pregnancy, physical disability (including HIV and AIDS), mental disability, medical condition (cancer/genetic characteristics), age (over 40), marital/domestic partner status, gender identity, and denial of medial and family care leave or pregnancy disability leave. Grantee and its contractors or subcontractors shall ensure that the evaluation and treatment of their employees and applicants for employment are free from such discrimination and harassment. Grantee and its contractors or subcontractors shall comply with the provisions of the California Fair Employment and Housing Act (Gov. Code, § 12990.) and the applicable regulations promulgated there under (Cal. Code Regs., tit. 2, § 11000 et seq.). The applicable regulations of the Fair Employment and Housing Commission are incorporated into this Agreement by reference. Grantee and its contractors or subcontractors shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other agreement. Grantee shall include the nondiscrimination and compliance provisions of this clause in all subcontracts to perform work under the Funding Agreement. D.27. OPINIONS AND DETERMINATIONS: Where the terms of this Funding Agreement provide for action to be based upon, judgment, approval, review, or determination of either party hereto, such terms are not intended to be and shall never be construed as permitting such opinion, judgment, approval, review, or determination to be arbitrary, capricious, or unreasonable. D.28. PERFORMANCE BOND: Where contractors are used, the Grantee shall not authorize construction to begin until each contractor has furnished a performance bond in favor of the Grantee in the following amounts: faithful performance (100%) of contract value, and labor and materials (100%) of contract value. This requirement shall not apply to any contract for less than $25,000.00. Any bond issued pursuant to this paragraph must be issued by a California-admitted surety. (Civ. Code, § 9550, et seq.; Pub. Contract Code, § 7103; Code Civ. Proc., § 995.311.) D.29. PRIORITY HIRING CONSIDERATIONS: If this Funding Agreement includes services in excess of $200,000, the Grantee shall give priority consideration in filling vacancies in positions funded by the Funding Agreement to qualified recipients of aid under Welfare and Institutions Code section 11200 in accordance with Public Contract Code section 10353. DocuSign Envelope ID: 4D960CEA-1940-4EBD-91FA-2C792D84322BDocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Grant Agreement No. 4600015378 Page 39 of 57 D.30. PROHIBITION AGAINST DISPOSAL OF PROJECT WITHOUT STATE PERMISSION: The Grantee shall not sell, abandon, lease, transfer, exchange, mortgage, hypothecate, or encumber in any manner whatsoever all or any portion of any real or other property necessarily connected or used in conjunction with the Project, or with Grantee’s service of water, without prior permission of State. Grantee shall not take any action, including but not limited to actions relating to user fees, charges, and assessments that could adversely affect the ability of Grantee meet its obligations under this Funding Agreement, without prior written permission of State. State may require that the proceeds from the disposition of any real or personal property be remitted to State. D.31. PROJECT ACCESS: The Grantee shall ensure that the State, the Governor of the State, or any authorized representative of the foregoing, will have safe and suitable access to the Project site at all reasonable times during Project construction and thereafter for the term of this Agreement. D.32. REMAINING BALANCE: In the event the Grantee does not submit invoices requesting all of the funds encumbered under this Grant Agreement, any remaining funds revert to the State. The State will notify the Grantee stating that the Project file is closed and any remaining balance will be disencumbered and unavailable for further use under this Grant Agreement. D.33. REMEDIES NOT EXCLUSIVE: The use by either party of any remedy specified herein for the enforcement of this Funding Agreement is not exclusive and shall not deprive the party using such remedy of, or limit the application of, any other remedy provided by law. D.34. RETENTION: The State shall withhold ten percent (10%) of the funds requested by the Grantee for reimbursement of Eligible Project Costs until the Project is completed and Final Report is approved. Any retained amounts due to the Grantee will be promptly disbursed to the Grantee, without interest, upon completion of the Project. D.35. RIGHTS IN DATA: Grantee 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 Funding Agreement shall be made available to the State and shall be in the public domain to the extent to which release of such materials is required under the California Public Records Act. (Gov. Code, § 6250 et seq.) Grantee may disclose, disseminate and use in whole or in part, any final form data and information received, collected and developed under this Funding Agreement, subject to appropriate acknowledgement of credit to State for financial support. Grantee shall not utilize the materials for any profit-making venture or sell or grant rights to a third party who intends to do so. The State shall have the right to use any data described in this paragraph for any public purpose. D.36. SEVERABILITY: Should any portion of this Funding Agreement be determined to be void or unenforceable, such shall be severed from the whole and the Funding Agreement shall continue as modified. D.37. SUSPENSION OF PAYMENTS: This Funding Agreement may be subject to suspension of payments or termination, or both if the State determines that: A. Grantee, its contractors, or subcontractors have made a false certification, or B. Grantee, its contractors, or subcontractors violates the certification by failing to carry out the requirements noted in this Funding Agreement. DocuSign Envelope ID: 4D960CEA-1940-4EBD-91FA-2C792D84322BDocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Grant Agreement No. 4600015378 Page 40 of 57 D.38. SUCCESSORS AND ASSIGNS: This Funding Agreement and all of its provisions shall apply to and bind the successors and assigns of the parties. No assignment or transfer of this Funding Agreement or any part thereof, rights hereunder, or interest herein by the Grantee shall be valid unless and until it is approved by State and made subject to such reasonable terms and conditions as State may impose. D.39. TERMINATION BY GRANTEE: Subject to State approval which may be reasonably withheld, Grantee may terminate this Agreement and be relieved of contractual obligations. In doing so, Grantee must provide a reason(s) for termination. Grantee must submit all progress reports summarizing accomplishments up until termination date. D.40. TERMINATION FOR CAUSE: Subject to the right to cure under Paragraph 11, the State may terminate this Funding Agreement and be relieved of any payments should Grantee fail to perform the requirements of this Funding Agreement at the time and in the manner herein, provided including but not limited to reasons of default under Paragraph 11. D.41. TERMINATION WITHOUT CAUSE: The State may terminate this Agreement without cause on 30 days’ advance written notice. The Grantee shall be reimbursed for all reasonable expenses incurred up to the date of termination. D.42. TRAVEL: Travel includes the reasonable and necessary costs of transportation, subsistence, and other associated costs incurred by personnel during the term of this Funding Agreement. Any reimbursement for necessary travel and per diem shall be at rates not to exceed those set by the California Department of Human Resources for excluded employees. These rates may be found at: https://www.calhr.ca.gov/employees/pages/travel-reimbursements.aspx. Reimbursement will be at the State travel and per diem amounts that are current as of the date costs are incurred. No travel outside the State of California shall be reimbursed unless prior written authorization is obtained from the State. D.43. THIRD PARTY BENEFICIARIES: The parties to this Agreement do not intend to create rights in, or grant remedies to, any third party as a beneficiary of this Agreement, or any duty, covenant, obligation or understanding established herein. D.44. TIMELINESS: Time is of the essence in this Funding Agreement. D.45. UNION ORGANIZING: Grantee, by signing this Funding Agreement, hereby acknowledges the applicability of Government Code sections 16645 through 16649 to this Funding Agreement. Furthermore, Grantee, by signing this Funding Agreement, hereby certifies that: A. No State funds disbursed by this Funding Agreement will be used to assist, promote, or deter union organizing. B. Grantee shall account for State funds disbursed for a specific expenditure by this Funding Agreement to show those funds were allocated to that expenditure. C. Grantee shall, where State funds are not designated as described in (b) above, allocate, on a pro rata basis, all disbursements that support the program. D. If Grantee makes expenditures to assist, promote, or deter union organizing, Grantee will maintain records sufficient to show that no State funds were used for those expenditures and that Grantee shall provide those records to the Attorney General upon request. D.46. VENUE: The State and the Grantee hereby agree that any action arising out of this Agreement shall be filed and maintained in the Superior Court in and for the County of DocuSign Envelope ID: 4D960CEA-1940-4EBD-91FA-2C792D84322BDocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Grant Agreement No. 4600015378 Page 41 of 57 Sacramento, California, or in the United States District Court in and for the Eastern District of California. The Grantee hereby waives any existing sovereign immunity for the purposes of this Agreement. D.47. WAIVER OF RIGHTS: None of the provisions of this Funding Agreement shall be deemed waived unless expressly waived in writing. It is the intention of the parties here to that from time to time either party may waive any of its rights under this Funding Agreement unless contrary to law. Any waiver by either party of rights arising in connection with the Funding Agreement shall not be deemed to be a waiver with respect to any other rights or matters, and such provisions shall continue in full force and effect. DocuSign Envelope ID: 4D960CEA-1940-4EBD-91FA-2C792D84322BDocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Grant Agreement No. 4600015378 Page 42 of 57 EXHIBIT E AUTHORIZING RESOLUTION DocuSign Envelope ID: 4D960CEA-1940-4EBD-91FA-2C792D84322BDocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Grant Agreement No. 4600015378 Page 43 of 57 DocuSign Envelope ID: 4D960CEA-1940-4EBD-91FA-2C792D84322BDocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Grant Agreement No. 4600015378 Page 44 of 57 EXHIBIT F REPORT FORMATS AND REQUIREMENTS The following reporting formats should be utilized. Please obtain State approval prior to submitting a report in an alternative format. PROGRESS REPORTS Progress reports shall generally use the following format. This format may be modified as necessary to effectively communicate information. For each project, discuss the following at the task level, as organized in Exhibit A: • Percent complete (by work) • Discussion of work accomplished during the reporting period. • Milestones or deliverables completed/submitted during the reporting period. • Meetings held or attended. • Scheduling concerns and issues encountered that may delay completion of the task. For each project, discuss the following at the project level, as organized in Exhibit A: • Work anticipated for the next reporting period. • Photo documentation, as appropriate. • Any schedule or budget modifications approved by DWR during the reporting period. PROJECT COMPLETION REPORT The Project Completion Report (or a Component Completion Report, if a Project has multiple Components) shall generally use the following format provided below for each project after completion. Executive Summary The Executive Summary should include a brief summary of project information and include the following items: • Brief description of work proposed to be done in the original Grant application. • List any official amendments to this Grant Agreement, with a short description of the amendment. Reports and/or Products The following items should be provided, unless already submitted as a deliverable: • A copy of any final technical report or study, produced for or utilized in this Project as described in the Exhibit A • Electronic copies of any data collected, not previously submitted • Discussion of problems that occurred during the work and how those problems were resolved DocuSign Envelope ID: 4D960CEA-1940-4EBD-91FA-2C792D84322BDocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Grant Agreement No. 4600015378 Page 45 of 57 • Final project schedule showing actual progress versus planned progress as shown in Exhibit C Additional information that may be applicable for implementation projects includes the following: • Record drawings • Final geodetic survey information • Project photos Cost & Disposition of Funds A list showing: • Summary of Project costs including the following items: o Accounting of the cost of project expenditure; o Include all internal and external costs not previously disclosed (i.e., additional cost share); and o A discussion of factors that positively or negatively affected the project cost and any deviation from the original Project cost estimate. Additional Information • Benefits derived from the Project, with quantification of such benefits provided. • If applicable, Certification from a California Registered Professional (Civil Engineer or Geologist, as appropriate), consistent with Exhibit D, that the project was conducted in accordance with the approved Work Plan in Exhibit A and any approved amendments thereto. • Submittal schedule for the Post-Performance Report. GRANT COMPLETION REPORT The Grant Completion Report shall generally use the following format. This format may be modified as necessary to effectively communicate information on the various projects funded by this Grant Agreement, and includes the following: • Executive Summary: consisting of a maximum of ten (10) pages summarizing information for the grant as well as the individual projects. • Brief discussion whether the level, type, or magnitude of benefits of each project are comparable to the original project proposal; any remaining work to be completed and mechanism for their implementation; and a summary of final funds disbursement for each project. Additional Information: Summary of the submittal schedule for the Post-Performance Reports applicable for the projects in this Grant Agreement. POST-PERFORMANCE REPORT The Post-Performance Report (PPR) should be concise and focus on how each project is performing compared to its expected performance; whether the project is being operated and maintained and providing intended benefits as proposed. A PPR template may be provided by the assigned DWR DocuSign Envelope ID: 4D960CEA-1940-4EBD-91FA-2C792D84322BDocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Grant Agreement No. 4600015378 Page 46 of 57 Grant Manager upon request. The PPR should follow the general format of the template and provide requested information as applicable. The following information, at a minimum, shall be provided: Reports and/or products • Header including the following: o Grantee Name o Implementing Agency (if different from Grantee) o Grant Agreement Number o Project Name o Funding grant source o Report number • Post-Performance Report schedule • Time period of the annual report (e.g., January 2018 through December 2018) • Project Description Summary • Discussion of the project benefits • An assessment of any differences between the expected versus actual project benefits as stated in the original application. Where applicable, the reporting should include quantitative metrics (e.g., new acre-feet of water produced that year, etc.). • Summary of any additional costs and/or benefits deriving from the project since its completion, if applicable. • Any additional information relevant to or generated by the continued operation of the project. DocuSign Envelope ID: 4D960CEA-1940-4EBD-91FA-2C792D84322BDocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Grant Agreement No. 4600015378 Page 47 of 57 EXHIBIT G REQUIREMENTS FOR DATA SUBMITTAL Surface and Groundwater Quality Data: If applicable, groundwater quality and ambient surface water quality monitoring data that include chemical, physical, or biological data shall be submitted to the State as described below, with a narrative description of data submittal activities included in project reports. Surface water quality monitoring data shall be prepared for submission to the California Environmental Data Exchange Network (CEDEN). The CEDEN data templates are available on the CEDEN website. Inclusion of additional data elements described on the data templates is desirable. Data ready for submission should be uploaded to your CEDEN Regional Data Center via the CEDEN website. CEDEN website: http://www.ceden.org. If a project’s Work Plan contains a groundwater ambient monitoring element, groundwater quality monitoring data shall be submitted to the State for inclusion in the State Water Resources Control Board’s Groundwater Ambient Monitoring and Assessment (GAMA) Program Information on the GAMA Program can be obtained at: https://www.waterboards.ca.gov/water_issues/programs/gama/. If further information is required, the Grantee can contact the State Water Resources Control Board (SWRCB) GAMA Program. A listing of SWRCB staff involved in the GAMA program can be found at: https://www.waterboards.ca.gov/water_issues/programs/gama/contact.shtml. Groundwater Level Data For each project that collects groundwater level data, the Grantee will need to submit this data to DWR’s Water Data Library (WDL), with a narrative description of data submittal activities included in project reports, as described in Exhibit F, “Report Formats and Requirements.” Information regarding the WDL and in what format to submit data in can be found at: http://www.water.ca.gov/waterdatalibrary/. DocuSign Envelope ID: 4D960CEA-1940-4EBD-91FA-2C792D84322BDocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Grant Agreement No. 4600015378 Page 48 of 57 EXHIBIT H STATE AUDIT DOCUMENT REQUIREMENTS AND COST SHARE REQUIREMENTS FOR THE GRANTEE The following provides a list of documents typically required by State Auditors and general guidelines for the Grantee. List of documents pertains to both State funding and the Grantee’s Local Cost Share and details the documents/records that State Auditors would need to review in the event of this Grant Agreement is audited. The Grantee should ensure that such records are maintained for each funded project. State Audit Document Requirements Internal Controls 1. Organization chart (e.g., Agency’s overall organization chart and organization chart for the State funded Program/Project). 2. Written internal procedures and flowcharts for the following: a) Receipts and deposits b) Disbursements c) State reimbursement requests d) Expenditure tracking of State funds e) Guidelines, policy, and procedures on State funded Program/Project 3. Audit reports of the Agency internal control structure and/or financial statements within the last two years. 4. Prior audit reports on the State funded Program/Project. State Funding: 1. Original Grant Agreement, any amendment(s) and budget modification documents. 2. A listing of all bond-funded grants, loans, or subventions received from the State. 3. A listing of all other funding sources for each Program/Project. Contracts: 1. All subcontractor and consultant contracts and related or partners’ documents, if applicable. 2. Contracts between the Agency and member agencies as related to the State funded Program/Project. Invoices: 1. Invoices from vendors and subcontractors for expenditures submitted to the State for payments under the Grant Agreement. 2. Documentation linking subcontractor invoices to State reimbursement, requests and related Grant Agreement budget line items. 3. Reimbursement requests submitted to the State for the Grant Agreement. Cash Documents: 1. Receipts (copies of warrants) showing payments received from the State. 2. Deposit slips (or bank statements) showing deposit of the payments received from the State. 3. Cancelled checks or disbursement documents showing payments made to vendors, subcontractors, consultants, and/or agents under the grants or loans. DocuSign Envelope ID: 4D960CEA-1940-4EBD-91FA-2C792D84322BDocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Grant Agreement No. 4600015378 Page 49 of 57 4. Bank statements showing the deposit of the receipts. Accounting Records: 1. Ledgers showing entries for funding receipts and cash disbursements. 2. Ledgers showing receipts and cash disbursement entries of other funding sources. 3. Bridging documents that tie the general ledger to requests for Grant Agreement reimbursement. Administration Costs: 1. Supporting documents showing the calculation of administration costs. Personnel: 1. List of all contractors and Agency staff that worked on the State funded Program/Project. 2. Payroll records including timesheets for contractor staff and the Agency personnel who provided services charged to the program Project Files: 1. All supporting documentation maintained in the project files. 2. All Grant Agreement related correspondence. DocuSign Envelope ID: 4D960CEA-1940-4EBD-91FA-2C792D84322BDocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Grant Agreement No. 4600015378 Page 50 of 57 EXHIBIT I LOCAL PROJECT SPONSORS AND PROJECT LOCATIONS The Grantee has assigned, for each project, a Local Project Sponsor (LPS). LPSs may act on behalf of the Grantee for the purposes of individual project management, oversight, compliance, and operations and maintenance. LPSs are identified for each sponsored Project below: Local Project Sponsor Agency Designation Sponsored Project: Project 1: Dublin Irrigation System Upgrades Sponsor Agency: City of Dublin Agency Address: 100 Civic Plaza, Dublin CA 94568 Project Location: Dublin, CA 94568 Local Project Sponsor Agency Designation Sponsored Project: Project 2: Citywide Turf Reduction Sponsor Agency: City of Livermore Agency Address: 3500 Robertson Park Road Project Location: Livermore, CA 94550 Local Project Sponsor Agency Designation Sponsored Project: Project 3: Recycled Water Fill Station Sponsor Agency: City of Livermore Agency Address: 101 West Jack London Blvd. Project Location: Livermore, CA 94551 Local Project Sponsor Agency Designation Sponsored Project: Project 4: Fire Department Training Water Recirculation System Sponsor Agency: Alameda County Fire Department Agency Address: 6363 Clark Ave., Dublin, CA 94568 Project Location: Castro Valley, Dublin, Newark, San Leandro, and Union City, CA. DocuSign Envelope ID: 4D960CEA-1940-4EBD-91FA-2C792D84322BDocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Grant Agreement No. 4600015378 Page 51 of 57 EXHIBIT J APPRAISAL SPECIFICATIONS For property acquisitions funded by this Grant Agreement, the Grantee shall submit an appraisal for review and approval by the Department of General Services or DWR’s Real Estate Branch prior to reimbursement or depositing State funds into an escrow account. This information should be submitted at least 90 days prior to a reimbursement request to account for review time. All appraisal reports, regardless of report format, shall include all applicable Appraisal Specifications below. Appraisals for a total compensation of $150,000 or more shall be reported as a Self-Contained Appraisal Report. Appraisals for a total compensation of less than $150,000 may be reported as a Summary Appraisal Report, which includes all information necessary to arrive at the appraiser’s conclusion. Appraisal Specifications 14, 16, 21, 23-25, and 28 shall be a narrative analysis regardless of the reporting format. 1.Title page with sufficient identification of appraisal assignment. 2.Letter of transmittal summarizing important assumptions and conclusions, value estimate, date of value and date of report. 3.Table of contents. 4.Assumptions and Limiting Conditions, Extraordinary Assumptions, and Hypothetical Conditions as needed. 5.Description of the scope of work, including the extent of data collection and limitations, if any, in obtaining relevant data. 6.Definition of Fair Market Value, as defined by California Code of Civil Procedure, § 1263.320. 7.Photographs of subject property and comparable data, including significant physical features and the interior of structural improvements, if applicable. 8.Copies of Tax Assessor’s plat map with the subject marked along with all contiguous assessor’s parcels that depict the ownership. 9.A legal description of the subject property, if available. 10. For large, remote or inaccessible parcels, provide aerial photographs or topographical maps depicting the subject boundaries. 11. Three (3) year subject property history, including sales, listings, leases, options, zoning, applications for permits, or other documents or facts that might indicate or affect use or value. 12. Discussion of any current Agreement of Sale, option, or listing of subject property. This issue required increased diligence since state agencies often utilize non-profit organizations to quickly acquire sensitive habitat parcels using Option Agreements. However, due to confidentiality clauses, the terms of the Option are often not disclosed to the State. If the appraiser discovers evidence of an Option or the possible existence of an Option, and the terms cannot be disclosed due to a confidentiality clause, then the appraiser is to cease work and contact the client. DocuSign Envelope ID: 4D960CEA-1940-4EBD-91FA-2C792D84322BDocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Grant Agreement No. 4600015378 Page 52 of 57 13. Regional, area, and neighborhood analyses. This information may be presented in a summary format. 14. Market conditions and trends including identification of the relevant market area, a discussion of supply and demand within the relevant market area, and a discussion of the relevant market factors impacting demand for site acquisition and leasing within the relevant market area. This information may be presented in a summary format. 15. Discussion of subject land/site characteristics (size, topography, current use, elevations, zoning and land use issues, development entitlements, General Plan designation, utilities, offsite improvements, access, land features such as levees and creeks, offsite improvements, easements and encumbrances, covenants, conditions and restrictions, flood and earthquake information, toxic hazards, water rights, mineral rights, toxic hazards, taxes and assessments, etc.). 16. Description of subject improvements including all structures, square footage, physical age, type of construction, quality of construction, condition of improvements and/or identification of any permanent plantings. Discussion of construction cost methodology, costs included and excluded, accrued depreciation from all causes, remaining economic life, items of deferred maintenance and cost to cure, and incurable items. Construction cost data shall include cost data source, date of estimate or date of publication of cost manual, section and page reference of cost manual, copies of cost estimate if provided from another source, replacement or reproduction cost method used, and supporting calculations including worksheets or spreadsheets. 17. Subject property leasing and operating cost history, including all items of income and expense. 18. Analysis and conclusion of the larger parcel for partial taking appraisals. For partial taking appraisals, Appraisal Specifications generally apply to the larger parcel rather than an ownership where the larger parcel is not the entire ownership. 19. Include a copy of a recent preliminary title report (within the past year) as an appraisal exhibit. Discuss the title exceptions and analyze the effect of title exceptions on fair market value. 20. For appraisals of partial takings or easements, a detailed description of the taking or easement area including surface features and topography, easements, encumbrances or improvements including levees within the subject partial take or easement, and whether the take area is characteristic of the larger parcel. Any characteristics of the taking area, including existing pre-project levees that render the take area different from the larger parcel shall be addressed in the valuation. 21. Opinion of highest and best use for the subject property, based on an in-depth analysis supporting the concluded use which includes the detail required by the complexity of the analysis. Such support typically requires a discussion of the four criteria of tests utilized to determine the highest and best use of a property. If alternative feasible uses exist, explain and support market, development, cash flow, and risk factors leading to an ultimate highest and best use decision. 22. All approaches to market value applicable to the property type and in the subject market. Explain and support the exclusion of any usual approaches to value. DocuSign Envelope ID: 4D960CEA-1940-4EBD-91FA-2C792D84322BDocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Grant Agreement No. 4600015378 Page 53 of 57 23. Map(s) showing all comparable properties in relation to the subject property. 24. Photographs and plat maps of comparable properties. 25. In-depth discussion of comparable properties, similarities and differences compared to the subject property, adjustments to the comparable data, and discussion of the reliability and credibility of the data as it relates to the indicated subject property value. Improved comparable sales which are used to compare to vacant land subject properties shall include an allocation between land and improvements, using methodology similar to methodology used in item 16 above to estimate improvement value when possible, with an explanation of the methodology used. 26. Comparable data sheets. a. For sales, include information on grantor/Grantee, sale/recordation dates, listed or asking price as of the date of sale, highest and best use, financing, conditions of sale, buyer motivation, sufficient location information (street address, post mile, and/or distance from local landmarks such as bridges, road intersections, structures, etc.), land/site characteristics, improvements, source of any allocation of sale price between land and improvements, and confirming source. b. For listings, also include marketing time from list date to effective date of the appraisal, original list price, changes in list price, broker feedback, if available. c. For leases, include significant information such as lessor/lessee, lease date and term, type of lease, rent and escalation, expenses, size of space leased, tenant improvement allowance, concessions, use restrictions, options, and confirming source. When comparing improved sales to a vacant land subject, the contributory value of the improvements shall be segregated from the land value. 27. For appraisals of easements, a before and after analysis of the burden of the easement on the fee, with attention to how the easement affects highest and best use in the after condition. An Easement Valuation Matrix or generalized easement valuation references may be used ONLY as a reference for a secondary basis of value. 28. For partial taking and easement appraisals, valuation of the remainder in the after condition and analysis and identification of any change in highest and best use or other characteristics in the after condition, to establish severance damages to the remainder in the after condition, and a discussion of special and general benefits, and cost to cure damages or construction contract work. 29. There are occasions where properties involve water rights, minerals, or salable timber that require separate valuations. If an appraisal assignment includes water rights, minerals, or merchantable timber that requires separate valuation, the valuation of the water rights, minerals, or merchantable timber shall be completed by a credentialed subject matter specialist. 30. For partial taking and easement appraisals, presentation of the valuation in California partial taking acquisition required format. 31. Implied dedication statement. DocuSign Envelope ID: 4D960CEA-1940-4EBD-91FA-2C792D84322BDocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Grant Agreement No. 4600015378 Page 54 of 57 32. Reconciliation and final value estimate. Include analysis and comparison of the comparable sales to the subject, and explain and support conclusions reached. 33. Discussion of any departures taken in the development of the appraisal. 34. Signed Certification consistent with the language found in Uniform Standards of Professional Appraisal Practice. 35. If applicable, in addition to the above, appraisals of telecommunication sites shall also provide: a. A discussion of market conditions and trends including identification of the relevant market, a discussion of supply and demand within the relevant market area and a discussion of the relevant market factors impacting demand for site acquisition and leasing within the relevant market area. b. An analysis of other leases comparable to subject property. Factors to be discussed in the analysis include the latitude, longitude, type of tower, tower height, number of rack spaces, number of racks occupied, placement of racks, power source and adequacy, back-up power, vault and site improvements description and location on site, other utilities; access, and road maintenance costs. DocuSign Envelope ID: 4D960CEA-1940-4EBD-91FA-2C792D84322BDocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Grant Agreement No. 4600015378 Page 55 of 57 EXHIBIT K INFORMATION NEEDED FOR ESCROW PROCESSING AND CLOSURE The Grantee shall provide the following documents to the State Project Representative during the escrow process. Property acquisition escrow documents shall be submitted within the term of this Grant Agreement and after a qualified appraisal has been approved. •Name and Address of Title Company Handling the Escrow •Escrow Number •Name of Escrow Officer •Escrow Officer’s Phone Number •Dollar Amount Needed to Close Escrow •Legal Description of Property Being Acquired •Assessor’s Parcel Number(s) of Property Being Acquired •Copy of Title Insurance Report •Entity Taking Title as Named Insured on Title Insurance Policy •Copy of Escrow Instructions in Draft Form Prior to Recording for Review Purposes •Copy of Final Escrow Instructions •Verification that all Encumbrances (i.e., Liens, Back Taxes, and Similar Obligations) have been Cleared Prior to Recording the Deed to Transfer Title •Copy of Deed for Review Purposes Prior to Recording •Copy of Deed as Recorded in County Recorder’s Office •Copy of Escrow Closure Notice DocuSign Envelope ID: 4D960CEA-1940-4EBD-91FA-2C792D84322BDocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Grant Agreement No. 4600015378 Page 56 of 57 EXHIBIT L PROJECT MONITORING PLAN GUIDANCE Introduction For each project contained in Exhibit A, please include a brief description of the project (maximum ~150 words) including project location, implementation elements, need for the project (what problem will the project address) and responds to the requirements listed below. Project Monitoring Plan Requirements The Project Monitoring Plan shall contain responses to the following questions: •What are the anticipated project physical benefits? •What are the corresponding numeric targets for each project benefit? •How will proposed numeric targets be measured? •What are baseline conditions? •When will the targets be met (e.g., upon project completion, five years after completion)? •How often will monitoring be undertaken (e.g., monthly, yearly). •Where are monitoring point locations (e.g., meter located at…, at stream mile…)? Include relevant maps. •How will the project be maintained (e.g., irrigation, pest management, weed abatement)? •What will be the frequency and duration of maintenance proposed activities? •Are there any special environmental considerations (e.g., resource agency requirements, permit requirements, CEQA/NEPA mitigation measures)? •Who is responsible for collecting the samples (i.e., who is conducting monitoring and/or maintenance)? •How, and to whom, will monitoring results be reported (e.g., paper reports, online databases, public meetings)? •What adaptive management strategies will be employed if problems are encountered during routine monitoring or maintenance? •What is the anticipated life of the project? DocuSign Envelope ID: 4D960CEA-1940-4EBD-91FA-2C792D84322BDocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Grant Agreement No. 4600015378 Page 57 of 57 EXHIBIT M INVOICE GUIDANCE FOR ADMINISTRATIVE AND OVERHEAD CHARGES The funds provided pursuant to this Agreement may only be used for costs that are directly related to the funded Project. The following provides a list of typical requirements for invoicing, specifically providing guidance on the appropriate methods for invoicing administrative and direct overhead charges. Administration Charges Indirect and General Overhead (i.e., indirect overhead) charges are not an allowable expense for reimbursement. However, administrative expenses that are apportioned directly to the project are eligible for reimbursement. Cost such as rent, office supplies, fringe benefits, etc. can be “Direct Costs” and are eligible expenses as long as: •There is a consistent, articulated method for how the costs are allocated that is submitted and approved by the Grant Manager. The allocation method must be fully documented for auditors. •A “fully-burdened labor rate” can be used to capture allowable administrative costs. •The administrative/overhead costs can never include: o Non-project specific personnel and accounting services performed within the Grantee or an LPS’ organization o Generic markup o Tuition o Conference fees o Building and equipment depreciation or use allowances •Using a general overhead percentage is never allowed Labor Rates The Grantee must provide DWR with supporting documentation for personnel hours (see personnel billing rates letter in example invoice packet). The personnel rate letter should be submitted to the DWR Grant Manager prior to submittal of the first invoice. The supporting documentation must include, at a minimum, employee classifications that will reimbursed by grant funds and the corresponding hourly rate range. These rates should be “burdened”; the burdened rate must be consistent with the Grantee’s/Local Project Sponsors standardized allocation methodology. The supporting documentation should also provide an explanation of what costs make up the burdened rate and how those costs were determined. This information will be used to compare against personnel hours summary table invoice back up documentation. Periodic updates may be needed during the life of the grant which would be handled through a revised billing rate letter. DocuSign Envelope ID: 4D960CEA-1940-4EBD-91FA-2C792D84322BDocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2 Attachment 2: LPS Resolution Placeholder for LPS's Resolution authorizing execution of this agreement. DocuSign Envelope ID: 085CE876-ADCE-4DFE-83DC-03D481E591C2