1 ADMINISTRATIVE SERVICES AGREEMENT
For SPEDC Administration of the City of San Pablo’s Back-to-Business (B2B) Micro Grants and Mini-Business Improvement Grants (Mini-BIGS) Programs
THIS ADMINISTRATIVE SERVICES AGREEMENT (the “Agreement”), dated and effective this 22nd day of November, 2022, is by and between the CITY OF SAN PABLO , a municipal corporation organized and existing under the laws of the State of California (“City”) and the SAN PABLO ECONOMIC DEVELOPMENT CORPORATION, a Californ ia nonprofit public benefit corporation (“SPEDC”).
Recitals
A. SPEDC is a California nonprofit public benefit corporation formed for the purpose of providing charitable training, educational and other service assistance to the general public for the purposes of furthering its mission to stabilize, diversify and grow the local economy through business and workforce development.
B. Following declarations of emergency by the State of California (March 4, 2020), Contra Costa County (March 16, 2020) and the Federal government (March 13, 2020), City Council of City of San Pablo adopted Resolution 2020- 034 on March 16, 2020 proclaim ing the existence of a local emergency due to the Novel Coronavirus (COVID -19) pandemic and have continued to extend that local emergency pursuant to resolution.
C. Due to the COVID-19 pandemic and resulting shelter-in-place orders to reduce the spread of infections, many businesses were forced to close and reduce their workforce, with small or microbusinesses being less likely to have the cash reserves to survive during the pandemic and shelter-in-place orders.
D. Following H.R.1319 – American Rescue Plan Act (ARPA) of 2021 (March 11, 2021) becoming enacted as federal law, the total ARPA allocation for the City of San Pablo wa s $7,413,467.00.
E. On April 4, 2022, City Council of City of San Pablo adopted Resolution 2022-055 allocating $900,000 of the City’s ARPA allocation to be expended for eligible programs and prioritized services.
F. City desires to use the $900,000 in ARPA funds to provide financial relief to small businesses operating storefronts within the incorporated City of San Pablo that furthers their ability to lower debt and invest in retaining and expanding jobs that were lost during COVID -19. The desired outcome of such small business grants is to strengthen the economic base of the San Pablo small business community, build stronger neighborhoods and communities, and address economic disparities exacerbated by COVID-19.
2 G. The City’s ARPA allocation of $900,000 will provide critical economic development to such small businesses through a contract with SPEDC to fund two programs:
Back-to-Business (B2B) Grant Expansion and Mini-Business Improvement Grants (Mini-BIGs).
Agreements
NOW THEREFORE, in consideration of the foregoing and of the mutual covenants and agreements hereinafter expressed, the parties mutually agree as follows:
Section 1. Services. Subject to the terms and conditions set forth in this Agreement, SPEDC shall provide administrative services to the City in connection with the City’s Back-to-Business (B2B) and Mini -Business Improvement grant programs (“Programs”) as further described in SPEDC’s Scope of Work, attached hereto as Exhibit A. In the event of any conflict or inconsistency between any of the terms of the Exhibits and this Agreement, the terms most favorable to the City will prevail.
a. Funding . No later than 30 days following execution of this Agreement, City shall provide Nine Hundred Thousand Dollars ($900,000) to SPEDC , to by placed by SPEDC in a separate account within five (5) business days from the date of receipt to assure compliance with all applicable federal usage and reporting requirements, to be used exclusively to fund the Programs as follows:
i. Grant funding to eligible Program grant recipients in an amount not to exceed Seven Hundred Twenty-Nine Thousand Dollars ($730,000);
ii. Administration fees to be paid to EDC in an amount not to exceed One Hundred Seventy Thousand Dollars ($170,000) to be used exclusively to cover its costs of implementing and administering the Programs as set forth in Section 5; iii. Total grant funding plus administration fees shall not exceed Nine Hundred Thousand Dollars ($900,000) total; and
iv. In the event the any funds provided to the EDC under this agreement are not disbursed and/or expended in their entirety by June 30, 2025, all remaining funds shall be returned to the City with sixty ( 60) days, along with a full accounting of the funds.
b. Reporting. SPEDC shall provide annual reports to the City , due October 1 st of each year during the contract term or upon City’s request, which shall include the following information:
i. Description of the services performed;
ii. Inventory of outstanding grants identifying the recipient, general description of business activity, address, contact information, amount of the grant; iii. Any administration fee or reimbursables as allowed by Section 5; and 3 iv. Final reporting due to City by October 1, 2025, to include all information specified in Section 1(b)i-iii.
SPEDC agrees to furnish additional information regarding use of funds promptly upon request by City or City’s auditors.
d. Compliance of Applicable Laws. SPEDC shall comply with all laws applicable to the performance of the services. To the extent that this Agreement may be funded by fiscal assistance from another governmental entity, SPEDC shall comply with all applicable rules and regulations to which City is bound by the terms of such fiscal assistance program.
e. Nondiscrimination and Equal Opportunity. SPEDC shall not discriminate, on the basis of a person’s race, religion, color, national origin, age, phyiscal or mental handicap or dis ability, medical condition, marital status, sex, sexual orientation or any other legally protected status, against any employee, applican t for employment, subcontractor, bidder for a subcontract, or participant in, recipient of, or applicant for any services or programs provided by SPEDC under this Agreement. SPEDC shall comply with all applicable federal , state, and local laws, policies, contracting, and the provision of any services that are the subject of this Agreement, including but not limited to the satisfaction of any positive obligations required of SPEDC. SPEDC shall include the provisions of this subsection in any subcontract.
f. COVID-19 Pandemic. All services must be in compliance with current health orders issued by Contra Costa County Health Services at: https://www.coronavirus.cchealth.org/health- orders, as well as comply with the City’s COVID policies on-site.
g. Labor Code Compliance . If the Services are “public works” services as defined in Labor Code section 1720 et seq. and the Agreement is for an amount greater than $1,000, the Agreement is subject to all applicable requirements of Chapter 1 of Part 7 of Division 2 of the Labor Code, beginning at section 1720, and the related regulations, including but not limited to requirements pertaining to wages, working hours and workers’ compensation insurance.
Consultant must also post all job site notices required by laws or regulations purs uant to Labor Code section 1771.4.
1. Prevailing Wages: Each worker performing Services under this Agreement that is covered under Labor Code section 1720 or 1720.9, must be paid at a rate not less than the prevailing wage as defined in sections 1771 and 1774 of the Labor Code. The prevailing wage rates are on file with the City and are available online at http://www.dir.ca.gov/DLSR. Pursuant to Labor Code section 1775, Consultant and any subconsultant will forfeit to City as a penalty up to $200 for each calendar day, or portion of a day, for each worker paid less than the applicable prevailing wage rate, in addition to paying each worker the difference between the applicable wage rate and the amount actually paid.
2. Working Day: Pursuant to Labor Code section 1810, eight hours of labor consists of a legal day’s work. Pursuant to Labor Code section 1813, Consultant will forfeit to City as a penalty the sum of $25 for each day during which a worker 4 employed by Consultant or any subconsultant is required or permitted to work more than eight hours during any one calendar day, or more than 40 hours per calendar week, unless such workers are paid overtime wages under Labor Code section 1815. All Services must be carried out during regular City working days and hours unless otherwise specified in the scope of services or authorized in writing by City.
3. Payroll Records: Consultant and its subconsultants must maintain certified payroll records in compliance with Labor Code sections 1776 and 1812, and all implementing regulations promulgated by the Department of Industrial Relations (“DIR”). For each payroll record, Consultant and its subconsultants must certify under penalty of perjury that the information in the record is true and correct, and that it has complied with the requirements of Labor Code sections 1771, 1811, and 1815. Unless the Agreement is for an amount under $25,000, Consultant must electronically submit certified payroll records to the Labor Commissioner as required under California law and regulations.
4. Apprentices: If the amount of the Agreement is $30,000 or more, Consultant must comply with the apprenticeship requirements in Labor Code section 1777.5.
5. DIR Monitoring, Enforcement, and Registration: The Services are subject to compliance monitoring and enforcement by the DIR pursuant to Labor Code section 1725.5, and, subject to the exception set forth below, Consultant and any subconsultants must be registered with the DIR to perform public works projects.
The registration requirement s of Labor Code section 1725.5 do not apply if the Agreement is for an amount under $25,000.
h. No assignment or subcontracting. SPEDC shall not assign or subcontract these services without City’s written consent.
i. City Liaison. City’s Assistant City Manager, or such other alternate City staff member identified in writing by City Manager, shall by City’s liaison for services under this Agreement.
Section 2. Term of Services. The term of this Agreement shall begin on the date first noted above (“effective date”) and shall terminate on December 31, 2026, unless earlier terminated.
Section 3. Standard of Performance . SPEDC represents that it has the requisite experience, qualifications and skills necessary to perform the required services. SPEDC shall assign appropriate personnel to perform the services required by this Agreement.
Section 4. Time of Performance. SPEDC shall devote such time to the performance of services required by this Agreement as may be reasonably n ecessary to satisfy SPEDC’s obligations under this Agreement.
5 Section 5. Compensation. As compensation for its services under this Agreement, SPEDC shall be entitled to an administration fee to reimburse SPEDC for its direct costs of implementing and administering the Programs in strict compliance with the requirements of the Certification of Use of ARPA Funds by Subrecipient, attached as Exhibit B and incorporated herein; provided, however, that SPEDC’s total administrative fee shall not exceed one hundred seventy thousand dollars ($170,000) spread across the term of this agreement. SPEDC shall provide to City a full accounting of its direct and indirect costs of grant administration , to be included in its annual reporting to the City as required by Section 1(b) of this Agreement.
Section 6. Facilities and Equipment. Except as set forth herein, SPEDC shall, at its sole cost and expense, provide all facilities and equipment that may be necessary to perform the services required by this Agreement.
Section 7. Insurance Requirements . Before beginning any work under this Agreement, the SPEDC, at its ow n cost and expense, shall procure insurance against claims for injuries to persons or damages to property that may arise from or in connection with the performance of the work by SPEDC and its agents, representatives, employees, and subcontractors. SPEDC shall provide proof satisfactory to the City of such insurance that meets the requirements of this section and under forms of insurance satisfactory in all respects to the City. SPEDC shall maintain the insurance policies required by this section throughout the term of this Agreement. SPEDC shall not allow any subcontractor to commence work on any subcontract until SPEDC has obtained all insurance required herein for the subcontractor(s) and provided evidence thereof to the City. Verification of the requi red insurance shall be submitted and made part of this Agreement prior to execution. Insurers shall have an A.M. Best's rating of no less than A:VII unless otherwise accepted by the City in writing:
a. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an “occurrence” basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $1,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this Agreement or the general aggregate limit shall be twice the required occurrence limit.
b. Automobile Liability Insurance. ISO Form Number CA 00 01 c overing any auto (Code 1), or if the SPEDC has no owned autos, hired, (Code 8) and non -owned autos (Code 9), with limit no less than $1,000,000 per accident for bodily injury and property damage.
c. Workers' Compensation Insurance . A s required by the State of California, with Statutory Limits, and Employer’s Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease.
d. Professional Liability Insurance . The professional liability insurance policy must insure against the Consultants’s errors and omissions in the provision of Services under this Agreement, in an amount not less than $1,000,000.00 combined single limit.
6 e. Cyber Liability Insurance. Cyper liability insurance must be provided with limits of no less than $1,000,000 per occurrence, $2,000,000 aggregate.
f. Other Insurance Provisions. The insurance policies are to contain, or be endorsed to contain, the following provisions:
(1) Additional Insured Status. The City, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of SPEDC including materials, p arts, or equipment furnished in connection with such work or operations.
General liability coverage can be provided in the form of an endorsement to SPEDC’s insurance (at least as broad as ISO Form CG 20 10 11 85 or if not available, through the addition of both CG 20 10 and CG 20 37 if a later edition is used).
(2) Primary Coverage. For any claims related to this contract, SPEDC’s insurance coverage shall be primary insurance as respects the City, its officers, officials, employees, and volunteers. Any insurance or self -insurance maintained by the City, its officers, officials, employees, or volunteers shall be excess of SPEDC’s insurance and shall not contribute with it.
(3) Notice of Cancellation. Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the City.
(4) Waiver of Subrogation. SPEDC hereby grants to the City a waiver of any right to subrogation which any insurer of SPEDC may acquire against the City by virtue of the payment of any loss under such insurance. SPEDC agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer.
(5) Deductibles and Self -Insured Retentions. Any deductibles or self -insured retentions must be declared to and approved by the City. The City may require SPEDC to purchase coverage with a l ower deductible or retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention.
(6) Claims made policies. If any of the required policies provide claims-made coverage:
(a) The Retroactive Date must be shown, and must be before the effective date of this Agreement or the beginning of work hereunder.
(b) Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the work under this Agreement.
7 (c) If coverage is canceled or non -renewed, and not replaced with another claims-made policy form with a Retroactive Date prior to the effective date of this Agreement , SPEDC must purchase “extended reporting” coverage for a minimum of five (5) years after completion of the work under this Agreement.
g. Certificate of Insurance and Endorsements . SPEDC shall furnish the City with original certificates and amendatory endorsements or copies of the applicable policy language effecting coverage required by this clause. All certificates and endorsements are to be received and approved by the City before work commences. However, failure to obtain the required documents prior to the work beginning shall not waive SPEDC’s obligation to provide them. The City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time.
h. Subcontractors. SPEDC shall include all subcontractors as insured under its polices or shall furnish separate certificates and endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the requirements stated in this Agreement, including but not limited to naming additional insureds.
i. Higher Limits. If SPEDC maintains higher limits than the minimums shown above, the City requires and shall be entitled to coverage for the higher limits maintained by SPEDC .
Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City.
Section 8. Indemnification.
SPEDC shall, to the fullest extent permitted by law, indemnify, defend (with counsel acceptable to the City) and hold harmless the City, and its employees, officials, volunteers and agents ("Indemnified Parties") from and against any and all losses, claims, damages, costs and liability arising out of any personal injury, loss of life, damage to property, or any violation of any federal, state, or municipal law , regulation or ordinance, arising out of or resulting from the performance of this Agreement by SPEDC , its officers, employees, agents, volunteers, or subcontractors, excepting only liabilit y arising from the sole negligence, active negligence or intentional misconduct of the City.
In the event that the SPEDC or any employee, agent, or subcontractor of SPEDC providing services under this Agreement is determined by a court of competent jurisdiction or the California Public Employees Retirement System (PERS) to be eligible for enrollment in PERS as an employee of the City, tSPEDC shall indemnify, defend, and hold harmless the City for the payment of any employee and/or employer contributions for PERS benefits on behalf of the SPEDC or its employees, agents, or subcontractors, as well as for the payment of any penalties and interest on such contributions, which would otherwise be the responsibility of the City.
Acceptance by the City of insurance certificates and endorsements required under this Agreement does not relieve SPEDC from liability under this indemnification and hold harmless clause. This indemnification and hold harmless clause shall apply to any damages or claims for damages whether or not such insurance policies shall have been determined to apply. 8 By execution of this Agreement, SPEDC acknowledges and agrees to the provisions of this Section, that it is a material element of consideration, and that these provisions survive the termination of this Agreement.
Section 9. Status of the SPEDC.
a. Independent Contractor. At all times during the term of this Agreement, the SPEDC shall be an independent contractor and shall not be an employee of the City. The City shall have the right to control SPEDC only insofar as the results of SPEDC’s services rendered pursuant to this Agreement; however, otherwise the City shall not have the right to control the means by which SPEDC accomplishes services rendered pursuant to this Agreement.
Notwithstanding any other City, state, or federal policy, rule, regulation, law, or ordinance to the contrary, SPEDC and any of its employees, agents, and subcontractors providing services under this Agreement shall not qualify for or become entitled to, and hereby agree to waive any and all claims to, any compensation, benefit, or any incident of employment by the City, including but not limited to eligibility to enroll in the California Public Employees Retirement System (PERS) as an employee of the City and entitlement to any contribution to be paid by the City for employer contributions and/or employee contributions for PERS benefits.
b. No Agency. Except as the City may specify in writing, SPEDC shall have no authority, express or implied, to act on beha lf of the City in any capacity whatsoever as an agent. SPEDC shall have no authority, express or implied, pursuant to this Agreement to bind the City to any obligation whatsoever.
Section 10. Termination and Modification.
a. Termination. Either party m ay cancel this Agreement at any time and without cause upon 60 day’s written notification to the other. In the event of termination, SPEDC shall provide an accounting to City of the Programs funds and return any unspent funds to City within 60 days.
b. Amendments. The parties may amend this Agreement only by a writing signed by all the parties.
c. Survival. All obligations arising prior to the termination of this Agreement and all provisions of this Agreement regarding allocating liability between the City and SPEDC, the accounting and return of funds required upon termination or expiration of the Agreement, and the keeping and status of records shall survive the termination or expiration of this Agreement.
d. Options upon Breach by SPEDC. If SPEDC materially breaches any of the terms of this Agreement, the City’s remedies shall include, but not be limited to, the following:
(1) The City may immediately terminate this Agreement;
(2) SPEDC shall provide an accounting to City of the Program funds and return any unspent funds to City within 60 days;
9 (3) The City shall retain all plans, reports, documents and records of any kind prepared by SPEDC pursuant to this Agreement; and
(4) City shall retain all rights to pursue any other remedies in law or equity.
Section 11. Keeping and Status of Records.
a. Records Created as Part of SPEDC’s Performance. All reports, data, maps, models, charts, studies, surveys, photographs, memoranda, plans, studies, specifications, records, files, or any other documents or materials, in electronic or any other form, that SPEDC prepares or obtains pursuant to this Agreement and that relate to the matters covered hereunder shall be the property of the City. SPEDC hereby agrees to deliver those documents to the City upon termination of this Agreement. It is understood and agreed that the documents and other materials, inc luding but not limited to those described above, prepared pursuant to this Agreement are prepared specifically for the City and are not necessarily suitable for any future or other use.
b. Confidentiality. All reports, data, maps, models, charts, studies , surveys, photographs, memoranda, plans, studies, specifications, records, files, or any other documents or materials, in electronic or any other form, that SPEDC prepares or obtains pursuant to this Agreement and that relate to the matters covered hereunder shall be kept confidential by SPEDC.
Such materials shall not, without the prior written permission of City, be used by SPEDC for any purpose other than the performance of this Agreement nor shall such materials be disclosed publicly. Nothing furnished to SPEDC which is otherwise known to the SPEDC or is generally known, shall be deemed confidential.
c. SPEDC’s Books and Records . The SPEDC shall maintain any and all ledgers, books of account, invoices, vouchers, canceled checks, and other records or documents evidencing or relating to charges for services or expenditures and disbursements charged to the City under this Agreement for a minimum of three (3) years, or for any longer period required by law, from the date of termination or expiration of this Agreement.
d. Inspection and Audit of Records. Any records or documents that this Agreement requires SPEDC to maintain shall be made available for inspection, audit, and/or copying at any time during regular business hours, upon oral or written request of the City. Under California Government Code Section 8546.7, if the amount of public funds expended under this Agreement exceeds TEN THOUSAND DOLLARS ($10,000.00), this Agreement shall be subject to the examination and audit of the State Auditor, at the request of the City or as part of any audit of the City, for a period of three (3) years after termination of this Agreement.
Section 12. Miscellaneous Provisions.
a. Governing Law; Venue. In the event that either party brings any action against the other under this Agreement, the parties agree that trial of such action shall be vested exclusively in the state courts of California in the County of Contra Costa or in the United States District Court for the Northern District of California.
10 b. Severability. If a court of competent jurisdiction finds or rules that any provision of this Agreement is invalid, void, or unenforceable, the provisions of this Agreement not so adjudged shall remain in full force and effect. The invalidity in whole or in part of any provision of this Agreement shall not void or affect the validity of any other provision of this Agreement.
c. No Implied Waiver of Breach. The waiver of any breach of a specific provision of this Agreement does not constitute a waiver of any other breach of that term or any other term of this Agreement.
d. Successors and Assigns . The provisions of this Agreement shall inure to the benefit of and shall apply to and bind the successors and assigns of the parties.
e. Conflict of Interest. SPEDC shall not employ any official of the City in the work performed pursuant to this Agreement. No officer or employee of the City shall have any financial interest in this Agreement that would violate California Government Code Section 1090 et seq.
f. Inconsistent Terms. If the terms or provisions of this Agreement conflict with or are inconsistent with any term or provision of any attachment or e xhibit attached hereto, then the terms and provisions of this Agreement shall prevail.
g. Notices.
Any written notice to the SPEDC shall be sent to:
Executive Director
San Pablo Economic Development Corporation
1000 Gateway Dr.
San Pablo, CA 94806
Any written notice to the City shall be sent to:
Assistant City Manager
City of San Pablo
1000 Gateway Dr.
San Pablo, CA 94806
Notices given by personal delivery shall be effective immediately upon receipt. Notices given by mail shall be deemed to have been deli vered forty-eight hours after having been deposited in the United States mail with all required postage prepaid thereon. Notices given by nationally recognized overnight courier, by priority overnight service, shall be deemed delivered one (1) business day after deposit with that courier. Each party shall provide the other party with telephone and written notice of any change in address as soon as practicable.
h. Integration. This Agreement and all attachments represent the entire and integrated agreement between the City and SPEDC and supersede all prior negotiations, 11 representations, or agreements regarding the services to be provided hereunder , either written or oral.
i. Federal Funding Requirements (if applicable) . If this Agreement is subject to federal funding, in whole or in part, it must comply with the uniform federal award procurement requirements set forth in 2 CFR §§ 200.318 – 200.327, as may be amended from time to time, and contain the applicable provisions described in Appendix II to Part 200 – Contract Provisions for non-Federal Entity Contracts Under Federal Awards, which are attached to this Agreement as Exhibit C.
XX This Agreement is subject to federal funding. See Exhibit C. ___ This Agreement is not subject to federal funding.
IN WITNESS WHEREOF, the City and SPEDC have caused this Agreement to be executed on their behalf by their respective officers thereunto duly authorized, as of the date first written above.
APPROVED AS TO FORM CITY OF SAN PABLO,
FOR CITY OF SAN PABLO: a Municipal Corporation
By _______________________________ By ___________________________________ Teresa L. Stricker, City Attorney Matt Rodriguez, City Manager
Dated: _______________________________
SAN PABLO ECONOMIC DEVELOPMENT
CORPORATION, a California Nonprofit Public
Benefit Corporation
By ___________________________________
Leslay Choy, Executive Director
Dated ________________________________
ATTEST:
By _______________________________ Dated ________________________________ Dorothy Gantt, City Clerk
Attachments: Exhibit A – Scope of Work
Exhibit B – Certification of Use of ARPA Funds by Subrecipient Exhibit C – Federal Contract Provisions
12 Exhibit A: Scope of Work
Overview
San Pablo Economic Development Corporation’s (San Pablo EDC) mission is to act as the catalyst for equitable economic opportunity, which is achieved through the education and training of workforce and businesses and the implementation of innovative programs. To create greater economic opportunity during a challenging economic period, San Pablo EDC surveyed local small businesses to identify their most pressing needs. Access to free technical assistance resources and capital emerged as priorities.
Consequently, San Pablo EDC proposed an expansion of the Back-to-Business Micro Relief Grant Program (“B2B”) and the introduction of Mini -Business Improvement Grants (mini -BIGs) for those businesses needing to establish business fundamentals in order to be grant- and loan-ready. San Pablo EDC commits to the scope of work as detailed below for the duration of the contract.
Program Administration
Document & Information Creation
• Set up all forms (Span/Eng) fillable and hard copy
• Prepare all website content with translation button
• Calendar and organize all application windows
• Translation to Spanish for all documents created
• Conduct and analyze surveys
• Organize all application windows for Mini- BIGs DreamBuilder Enrollment and B2B grant application
• Prepare, schedule and deliver webinars and in-person Q&A events Staffing & Youth Intern Program
• Create protocol training manuals for EDC staff
• Train EDC staff
• Design and administer a paid internship program for local San Pablo youth to train them on in - demand technical skills and connect them with local businesses • Purchase equipment and software for intern use
• Recruit locally and function as the employer of record for the interns • San Pablo EDC will design and deliver all training
Application Review Process & Program Enrollment
• Work with businesses to determine qualifications
• Review all applications in 15 business days and work with businesses to meet requirements • Deliver, as well as coordinate, technical assistance (TA) for applicants
13 • Review applications for deficits and completeness, and follow-up with businesses to satisfy these • Enroll businesses in the appropriate programs
• Issue all grants and maintain documentation
• All applications and enrollments will be captured in the Salesforce database • Report to City Council outcomes in the EDC’s annual September performance discussion DreamBuilder
• Purchase, customize and deploy DreamBuilder in Spanish and English, including weekly professional expert facilitation (14 courses in all and three to four cohorts per year) • Integration of software into San Pablo EDC’s website
• Training from Vendor on how to manage software and assist users • Creation of Webinar presentation for each Module
• Training for EDC staff and content experts on delivering the modules to participants • Maintenance and trouble shoot software
• Prepare, schedule and deliver webinars and in-person Q&A events • Dream Builder modules and user assistance
Marketing
• Coordinate all marketing, including flyers, eblasts and social media, as well as partner outreach o Requires additional logistics, such as Eventbrite, QR codes and Zoom links • Conduct direct marketing outreach to every licensed business located in San Pablo • Regularly update and make accessible website content
Data Capturing and Compliance
• Create individual Dropbox folders for businesses to submit documents safely • Save documents safely and protecting
• Evaluate data collection in Salesforce and Excel
• Create data reports
Budget Accountabilty/Disbursement of Funds
• Issuance of Grant checks
• Accounting records, reports
• Annual audit compliance (including compliance review of ARPA funds) • Annual financial reporting to City Staff/City Council and other reporting as may be required by City
14 EXHIBIT B
Certification of Use of ARPA Funds by Subrecipient
1. SPEDC hereby attests and affirms that it shall abide by all requirements regarding expenditures of ARPA funds as set forth in the resources below as they may be amended from time-to-time:
a. U.S. Treasury’s Final Rule
(https://home.treasury.gov/system/files/136/SLFRF-Final-Rule.pdf) b. SLFRF Compliance and Reporting Guidance
(
https://home.treasury.gov/system/files/136/SLFRF-Compliance-and-Reporting- Guidance.pdf)
2. SPEDC attests and affirms that grants shall be administered equitably according to pre- established criteria, such that grant funds are disbursed to recipients consistent with the goals of the American Rescue Plan Act of 2021, the Treasury’s Final Rule, and the City of San Pablo’s Resolution 2022-055.
3. SPEDC shall diligently track direct costs and indirect costs of grant program implementation and administration in accordance with 2 CFR 200.404 and 2 CFR 200.405, or successor regulations.
4. SPEDC agrees to refund to City any grant funds not disbursed by June 30, 2025, under this Agreement, and also agrees to refund to City funds provided by the City for administrative fees not utilized by SPEDC in the direct and indirect implementation and administration of the grant program by June 30, 2025, in accordance with Section 1(a)(iv) of this Agreement.
5. SPEDC agrees to provide annual audits of the grant funding to City, including funds disbursed in the form of grants and funds expended for direct and indirect costs of implementation and administration of the grant program(s), and agrees to provide additional information as requested by City at any time during the period of grant administration covered by this Agreement, plus three years from the end date of this Agreement.
SAN PABLO ECONOMIC DEVELOPMENT
CORPORATION, a California Nonprofit Public
Benefit Corporation
By ___________________________________
Leslay Choy, Executive Director
Dated ________________________________
15 Exhibit C
Federal Contract Provisions
Federally Funded Projects. This Project is funded in whole or in part by federal funds and subject to the following federal requirements under the terms of the funding agreement(s) between City and the federal agency or agencies providing federal funds, which are fully incorporated by this reference and made part of the Agreement. Copies of any funding agreement between City and a funding agency will be made available upon request. In the event of any conflict or inconsistency between Exhibit C, Exhibit D, if applicable, and this Agreement, Exhibit C will control.
1. Equal Opportunity. If this Agreement is for public works, during the performance of this Agreement, the Consultant agrees as follows:
(A) The Consultant will not discriminate against any employee or applicant for employment because of race, color, religion, sex, sexual orientation, gender identity, or national origin. The Consultant will take affirmative action to ensure that applicants are employed, and that employees are treated during employment without regard to their race, color, religion, sex, sexual orientation, gender identity, or national origin. Such action shall include, but not be limited to the following: Employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Consultant agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause.
(B) The Consultant will, in all solicitations or advertisements for employees placed by or on behalf of the Consultant, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, sexual orientation, gender identity, or national origin.
(C) The Consultant will not discharge or in any other manner discriminate against any employee or applicant for employment because such employee or applicant has inquired about, discussed, or disclosed the compensation of the employee or applicant or another employee or applicant. This provision will not apply to instances in which an employee who has access to the compensation information of other employees or applicants as a part of such employee’s essential job functions discloses the compensation of such other employees or applicants to individuals who do not otherwise have access to such information, unless such disclosure is in response to a formal complaint or charge, in furtherance of an investigation, proceeding, hearing, or action, including an investigation conducted by the employer, or is consistent with the Consultant's legal duty to furnish information.
(D) The Consultant will send to each labor union or representative of workers with which it has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the labor union or workers' representatives of the Consultant’s commitments under this section, and will post copies of the notice in conspicuous places available to employees and applicants for employment.
16 (E) The Consultant will comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the United States Secretary of Labor.
(F) The Consultant will furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the United States Secretary of Labor, or pursuant thereto, and will permit access to his books, records, and accounts by the administering agency and the United States Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders.
(G) In the event of the Consultant’s noncompliance with the nondiscrimination clauses of this Agreement or with any of the rules, regulations, or orders, this Agreement may be canceled, terminated, or suspended in whole or in part and the Consultant may be declared ineligible for further federal government contracts or federally assisted construction contracts in accordance with procedures authorized in Executive Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulation, or order of the United States Secretary of Labor, or as otherwise provided by law.
(H) The Consultant will include the portion of the sentence immediately preceding paragraph (A) and the provisions of paragraphs (A) through (H) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the United States Secretary of Labor issued pursuant to section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontractor or vendor. The Consultant will take such action with respect to any subcontract or purchase order as the City or funding agency may direct as a means of enforcing such provisions, including sanctions for noncompliance: Provided, however, that in the event a Consultant becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction by the City or funding agency, the Consultant may request the United States to enter into such litigation to protect the interests of the United States.
2. Davis-Bacon Act. If this Agreement is for public works, Consultant will pay wages to laborers and mechanics, not less than once a week, and at a rate not less than the current federal prevailing wages specified in the Davis-Bacon Act Wage Determination attached hereto and incorporated herein. By entering into this Agreement, Consultant accepts the attached Wage Determination.
3. Copeland “Anti-Kickback” Act. If this Agreement is for public works, Consultant will comply with 18 U.S.C. § 874, 40 U.S.C. § 3145, and the requirements of 29 CFR Part 3 as may be applicable, which are incorporated by reference into this Agreement.
Consultant and subcontractors must insert this requirement into subcontracts of any tier.
Consultant is responsible for compliance with these requirements by each subcontractor of any tier.
4. Contract Work Hours and Safety Standards Act. In addition to the California state law requirements, Consultant and each subcontractor must comply with the requirements of the federal Contract Work Hours and Safety Standards Act, as set forth in 40 U.S.C. 3701- 17 3708, as supplemented by the regulations set forth in 29 CFR Part 5, as may be amended from time to time, which are fully incorporated herein, including:
(A) No Consultant or subcontractor will require or permit any laborer or mechanic performing Work for the Project to work in excess of 40 hours in a work week unless such laborer or mechanic receives compensation at a rate not less than one and one- half times the basic rate of pay for all hours worked in excess of 40 hours during that work week.
(B) If Consultant or a subcontractor violates this requirement, the Consultant and any responsible subcontractor will be liable for the unpaid wages. In addition, the Consultant and subcontractor will be liable to the United States for liquidated damages. The liquidated damages will be computed with respect to each individual worker as specified under federal law.
(C) Consultant and subcontractors must insert this requirement into subcontracts of any tier. Consultant is responsible for compliance with these requirements by each subcontractor of any tier.
5. Rights to Inventions. If the federal funding for this Agreement meets the definition of “funding agreement” under 37 CFR section 401.2(a) and constitutes an agreement between the City and a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance of experimental, developmental, or research work under that “funding agreement,” the requirements of 37 CFR Part 401, “Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements,” and any implementing regulations issued by the awarding agency, will apply to this Agreement and are fully incorporated into the Agreement by this reference.
6. Clean Air Act. If the Agreement is for an amount in excess of $150,000, Consultant and each subcontractor must comply with the requirements of the Clean Air Act, as amended, (42 U.S.C. §§ 7401-7671q), which are fully incorporated into the Agreement by this reference, including requirements for reporting violations to the awarding agency and the applicable Regional Office for the Environmental Protection Agency. Consultant and subcontractors must insert this requirement into subcontracts of any tier in excess of $150,000.
7. Federal Water Pollution Control Act. If the Agreement is for an amount in excess of $150,000, the requirements of the Federal Water Pollution Control Act (33 U.S.C. §§ 1251-1387) apply to this Agreement and are fully incorporated into the Agreement by this reference, including requirements for reporting violations to the awarding agency and the applicable Regional Office for the Environmental Protection Agency requirements for reporting violations. Consultant and subcontractors must insert this requirement into subcontracts of any tier in excess of $150,000.
8. Suspension and Debarment. Consultant is required to verify that neither it, nor its principals, as defined at 2 CFR section 180.995, or its affiliates, as defined at 2 CFR section 180.905, are excluded or disqualified, as defined at 2 CFR sections 180.935 and 180.940.
Consultant must comply with 2 CFR Part 180, subpart C and 2 CFR Part 3000, subpart C, and must include a provision requiring compliance with these regulations in any subcontract of any tier. If it is later determined that the Consultant did not comply with the applicable subparts, the Federal Government may pursue available remedies, including, but not limited to, suspension 18 and/or debarment. By submitting a bid and entering into this Agreement, Consultant agrees to comply with these requirements.
9. Byrd Anti-Lobbying Amendment. If the Agreement is for an amount in excess of $100,000, Consultant must comply with the Byrd Anti-Lobbying Amendment (31 U.S.C. § 1352) and file the certification provided at 44 CFR Part 18, Appendix A, and any disclosures, with the applicable federal agency. Each tier certifies to the tier above that it will not and has not used federal-appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any federal contract, grant, or any other award covered by 31 U.S.C. § 1352. Each tier will also disclose any lobbying with non-federal funds that takes place in connection with obtaining any federal award.
Such disclosures will be forwarded from tier to tier up to the recipient.
10. Procurement of Recovered Materials. The requirements of section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act at 42 U.S.C. § 6962, apply to this Agreement and are fully incorporated into the Agreement by this reference. For individual purchases of $10,000 or more, Consultant will make maximum use of products containing recovered materials that are EPA-designated items unless the product cannot be acquired (A) competitively within the Agreement schedule, (B) in conformance with Agreement performance requirements, or (C) at a reasonable price. Information on this requirement, including a list of EPA-designated items, is available at the EPA’s Comprehensive Procurement Guidelines website: https://www.epa.gov/smm/comprehensive-procurement- guideline-cpg-program.
11. Small and Minority Businesses. When procuring subcontractors, Consultant must take all necessary affirmative steps pursuant to 2 CFR § 200.321(b), subject to the limitations of law, to ensure that minority businesses, women’s business enterprises, and labor surplus area firms are used when possible. Affirmative steps must include:
(A) Placing qualified small and minority businesses and women’s business enterprises on solicitation lists.
(B) Assuring that small and minority businesses and women’s business enterprises are solicited whenever they are potential sources.
(C) Dividing total requirements, when economically feasible, into smaller tasks or quantities to permit maximum participation by small and minority businesses and women’s business enterprises.
(D) Establishing delivery schedules, where the requirement permits, which encourage participation by small and minority
businesses, and women’s business
enterprises.
(E) Using the services and assistance, as appropriate, of such organizations as the Small Business Administration and the Minority Business Development Agency of the Department of Commerce.
12. Prohibition on Covered Telecommunications. Federal loan or grant funds must not be obligated or expended to procure or obtain, extend or renew a contract to procure or obtain, or enter into a contract (or extend or renew a contract) to procure or obtain 19 equipment, services, or systems that use covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system, as further specified in 2 CFR § 200.216, which is fully incorporated into the Agreement by this reference. Covered telecommunications equipment or services includes equipment produced by, services provided by, or services using equipment produced by: Huawei Technologies Company or ZTE Corporation (or any subsidiary or affiliate of such entities); Hytera Communications Corporation, Hangzhou Hikvision Digital Technology Company, or Dahua Technology Company (or any subsidiary or affiliate of such entities); or an entity that the Secretary of Defense, in consultation with the Director of the National Intelligence or the Director of the Federal Bureau of Investigation, reasonably believes to be an entity owned or controlled by, or otherwise connected to, the government of a covered foreign country.
13. Domestic Preferences for Procurements. As appropriate and to the extent consistent with laws, the City should, to the greatest extent practicable under a federal award, provide a preference for the purchase, acquisition, or use of goods, products, or materials produced in the United States, as further specified in 2 CFR § 200.322, which is fully incorporated into the Agreement by this reference, including, but not limited to, iron, aluminum, steel, cement, and other manufactured products, as specified therein. The requirements of 2 CFR § 200.322 must be included in all subcontracts and purchase orders for work or products under the federal award.