South Gate City Council
October 11, 2022

SOUTH GATE CITY COUNCIL

REGULAR MEETING AGENDA
Tuesday, October 11, 2022 at
6:30 p.m.

SOUTH GATE COUNCIL CHAMBERS
8650 CALIFORNIA AVE
SOUTH GATE, CA 90280
DIAL-IN-NUMBER: 1 (669) 900-6833
MEETING ID: 810 4997 3547
HTTPS://US02WEB.ZOOM.US/J/81049973547
Call to Order/Roll Call With Invocation & Pledge

CALL TO ORDER:

Al Rios, Mayor
INVOCATION:

Pastor Bobby Scott, Community and Faith Church
PLEDGE OF ALLEGIANCE:

Yodit Glaze, City Clerk
ROLL CALL:

Yodit Glaze, City Clerk
City Officials

MAYOR CITY CLERK
Al Rios Yodit Glaze

VICE MAYOR CITY TREASURER
Maria del Pilar Avalos Gregory Martinez

COUNCIL MEMBERS CITY MANAGER
Maria Davila Chris Jeffers Denise Diaz
Gil Hurtado

CITY ATTORNEY
Raul F. Salinas

1 Meeting Schedule
The regular meetings of the City Council are held on the second and fourth Tuesday of each month, closed session business will usually commence at 5:30 p.m., when scheduled, and general business session will commence at 6:30 p.m.

Brown Act
Agendas are drafted to accurately state what the legislative body is being asked to consider. The legislative body can take action on "all items" listed on the agenda and be in compliance with the open meeting laws. Under the Brown Act, no action may be taken on a matter unless it is listed on the agenda, or unless certain emergency or special circumstances exist. The governing body may direct staff to investigate and/or schedule certain matters for consideration at a future meeting.

City's Vision Statement
Coming Soon
Public Communications
Public Comments on agenda items are limited to three (3) minutes. All comments are to be addressed directly to the Agency Members not to the members of the public.

Meeting Compensation Disclosure

Pursuant to Government Code Section 54952.3: Disclosure of compensation for meeting attendance by City Council Members is $650 monthly regardless of the amount of meetings.

Proclamations, Certificates, Introductions And Ceremonial Actions

1. Proclamation Declaring October 23-31, 2022 as National Red Ribbon Week

The City Council will issue a Proclamation declaring October 23 through 31, 2022, as National Red Ribbon Week in the City of South Gate. (CM) Documents:

Item 1 Report 10112022.pdf
Public Hearings

2. 2020-2025 Consolidated Plan and FY 22-23 Annual Action Plan Substantial Amendment No. 1 request to continue Public Hearing

The City Council will consider: (CD)
a. Opening the public hearing and taking public comments; and b. Continuing this agenda item to the October 25, 2022, City Council Meeting to discuss and consider approving the proposed amendments.

Documents:
2 Item 2 Report 10112022.pdf

3. Ordinance Adding Section 5.04.050 (Microtrenching), to Chapter 5.04 (Street Excavations and Obstructions), of Title 5 (Streets and Sidewalks), to the South Gate Municipal Code

The City Council will consider at the conclusion of the public hearing, waiving the reading in full and introducing an
Ordinance
adding Section 5.04.050 (Microtrenching), to
Chapter 5.04 (Street Excavations and Obstructions), of Title 5 (Streets and Sidewalks) to the South Gate Municipal Code to incorporate the requirements of Section 65964.5 to the California Government Code, which require a local agency to allow microtrenching for the installation of underground fiber. (PW)
Documents:

Item 3 Report 10112022.pdf

4. Ordinance Granting a five (5) year Franchise Agreement to Torrance Pipeline Company, LLC

The City Council will consider at the conclusion of the public hearing, waiving the reading in full and introducing an
Ordinance
granting a five-year franchise agreement to
Torrance Pipeline Company, LLC, to use, maintain, repair and replace a single pipeline beneath specified public streets, together with related appurtenances, for transmitting and distributing oil and oil products. (PW)
Documents:

Item 4 Report 10112022.pdf

5. Use of 2020 Homeland Security Grant Program Funds to purchase communication equipment

The City Council will consider at the conclusion of the public hearing: (PD)

a
.

Authorizing utilization of 2020 Homeland Security Grant Program Funds in the amount of $14,185 for the purchase of communications equipment and accessories, plus installation, for the Police Department;
b
.

Increasing the Fiscal Year 2022/23 revenue projection in Account Number 232-541 (Law Enforcement Grants - Homeland Security Grant) to $14,185; c
.

Amending the Fiscal Year 2022/23 Law Enforcement Grants Fund Budget by appropriating $14,185 to Account Number 232-541-21-6204 (Law Enforcement Grants - Homeland Security Grant - Small Tools & Equipment) for the purchase of unit radios, portable radios, charging stations and accessories; and d
.

Authorizing the City Manager to execute the State Homeland Security Grant Program Subrecipient Agreement for Grant Year 2020.

Documents:
3 Item 5 Report 10112022.pdf
Comments From The Audience - Non-Agenda Items
During this time, members of the public may address the City Council regarding any items not listed on the agenda and within the subject matter jurisdiction of the City Council and not on this agenda. Comments from the audience will be limited to three (3) minutes per speaker; unless authorized by the Mayor, the time limit may not be extended by utilizing another member's time. There will be no debate or action on items not listed on the agenda unless authorized by law. The collective initial period of time for comments from the audience shall be limited to 45 minutes. Any speaker that did not get a chance to speak during this segment due to the 45-minute limitations will be able to speak at the end of the meeting prior to adjournment.

Note: The City Council desires to provide all members of the public with the opportunity to address the Council. Nevertheless, obscene language, comments intended to disrupt/interfere, other actions which disrupt the progress of the meeting or slanderous comments will not be tolerated and may result in ejection and/or may constitute a violation of South Gate Municipal Code Section1.04.110.

Reports And Comments From City Officials

During this time, members of the City Council will report on matters pertaining to their service on various intergovernmental boards and commissions as a representative of the City pursuant to Assembly Bill 1234. City Council Members will also have an opportunity to comment on matters not on the agenda.

Consent Calendar Items

Agenda Items
6, 7, 8, 9, 10, 11, 12
and
13 are Consent Calendar Items. All items including
Ordinances, Resolutions and Contracts, may be approved by adoption of the Consent Calendar, individually and collectively by one (1) motion. There will be no separate discussion of these items unless Members of the City Council, the public, or staff request that specific items be removed from the Consent Calendar for separate discussion and action. Members of the public are permitted to speak on any item listed but their time period is limited to three (3) minutes in total.

Any motion to introduce or adopt an Ordinance on the Consent Calendar shall be: (1) a motion to waive the reading of the Ordinance and introduce the Ordinance or (2) a motion to waive the reading of the Ordinance and adopt the Ordinance, as appropriate.

6. Adopt Resolution Approving Master Agreement for Administering Agency-State Agreement for State-Funded Project No. 07-5257S21

The City Council will consider: (PW)

a
.

Adopting a
Resolution
approving the
Master Agreement
, Administering Agency-
State Agreement for State-Funded Projects, No. 07-5257S21 ("Agreement") with 4 the State of California Department of Transportation; and b
.

Authorizing the Mayor to execute the Agreement in a form acceptable to the City Attorney; and
c
.

Authorizing the City Manager and the Assistant City Manager/Director of Public Works to execute Program Supplement Agreements and other related documents for state funded projects.

Documents:

Item 6 Report 10112022.pdf

7. Amendment No. 8 to Contract No. 3340 with SAFNA Engineering and Consulting to manage procurement process for the Integrated Electronic Security System Installation and Monitoring Services, City Project No. 692-GEN

The City Council will consider: (PW)

a
.

Approving
Amendment No. 8 to Contract No. 3340
with SAFNA Engineering &
Consulting, a Division of SAFNA Corporation, formerly a Division of Heateflex Corporation, to provide additional professional services to manage the procurement process for the Integrated Electronic Security System Installation and Monitoring Services, City Project No. 692-GEN, in an amount not to exceed $10,000; b
.

Appropriating $4,000 in Water Funds, $2,000 in Sewer Funds and $4,000 in General Funds for a total of $10,000 to Account No. 311-790-49-9118 to fund Amendment No. 8; and
c
.

Authorizing the Mayor to execute Amendment No. 8 in a form acceptable to the City Attorney.

Documents:

Item 7 Report 10112022.pdf

8. Agreement with Fiesta Taxi for food delivery services for the Food Insecurity Program

The City Council will consider: (CD)

a
.

Approving a
Professional Services Agreement
with Fiesta Taxi to provide food
delivery services in an amount not to exceed $88,000 for services rendered in FY 2021/22 (November through June) and FY2022/23 (July 1, 2022 - June 30, 2023); and
b
.

Authorizing the Mayor to execute the Professional Services Agreement in a form acceptable to the City Attorney.

Documents:

Item 8 Report 10112022.pdf
5 9. Agreement with All City Management Services, Inc., for Crossing Guard Services

The City Council will consider: (PD)

a
.

Approving an
Agreement
with All City Management Services, Inc. ("ACMS"), for
crossing guard services for a one (1) year term effective July 2, 2022 - June 30, 2023; and
b
.

Authorizing the Mayor to execute the Agreement in a form acceptable to the City Attorney.

Documents:

Item 9 Report 10112022.pdf

10. Agreement with ARAAD Builders, Inc., for the EV Charging Stations, Project No. 363-GEN and Agreement with Zevtron, LLC., for Software Services for the charging stations

The City Council will consider: (PW)

a
.

Appropriating $69,000 from the AQMD Fund Balance and $60,000 in Mobile Source Air Pollution Reduction Review Committee ("MSRC") Grant Funds to Account No. 223-
​
610-49-9005 to fund construction and software services for the Project; b
.

Approving an
Agreement
with Araad Builders, Inc., for the construction of the
Electric Vehicle Charging Stations, City Project No. 636-GEN , in an amount not-to- exceed $131,490;
c
.

Approving an
Agreement
with Zevtron, LLC., for Software Services for the Electric Vehicle Charging Stations, City Project No. 636-GEN, in an amount not-to-exceed $9,000;
d
.

Authorizing the Mayor to execute the Agreements in a form acceptable to the City Attorney; and
e
.

Approving the Notice of Exemption for the construction of the Project and directing the City Clerk to file it with the Los Angeles County Registrar Recorder's Office.

Documents:

Item 10 Report 10112022.pdf

11. Grant from Marathon Petroleum for $10,000, allocation of funds to account funds 231 and fund 235 in the PD Budget, and Purchase Order Agreement for a LOKI Drone System to Enhance the SUAS Program using

The City Council will consider: (PD)

6 a
.

Accepting a grant of $10,000 from Marathon Petroleum to be placed in Fund 231 (Law Enforcement Grants); and
b
.

Approving the purchase of a LOKI Drone System with the $10,000 allocated to Fund 231 (Law Enforcement Grants) and $3,834.20 from Fund 235 (Asset Forfeiture) for a total of $13,834.20, and authorizing the Director of Administrative Services to make the appropriate budget adjustments to the revenue and expenditure accounts.

Documents:

Item 11 Report 10112022.pdf

12. Addendum No. 8 to Contract No. 3130 with Enterprise FM Trust to lease a 2022 Dodge Durango

The City Council will consider:(PD)

a
.

Approving Addendum No. 8 to Contract No. 3130 (Master Equity Lease Agreement) with Enterprise FM Trust to include the lease of a 2022 Dodge Durango for the Police Department for a term of 48 months in the total amount of $57,015; b
.

Appropriating $14,348 from the unassigned balance of the Asset Forfeiture Budget to Account No. 235-570-21-6310 for the first annual lease payment; and c
.

Authorizing the Mayor to execute Addendum No. 8 in a form acceptable to the City Attorney.

Documents:

Item 12 Report 10112022.pdf

13. Purchase Order Agreements with National Auto Fleet Group, West Coast Lights & Sirens, Inc., Northstar Graphics, CDCE, Inc., and Motorola Solutions, Inc., for two Police Patrol Vehicles and required equipment

The City Council will consider: (PD)

a
.

Approving a Purchase Order Agreement with National Auto Fleet Group for the purchase of two patrol vehicles for the Police Department, in the total amount of $100,134.06;
b
.

Approving a Purchase Order Agreement with West Coast Lights & Sirens, Inc., for the purchase and installation of necessary emergency equipment for the two patrol vehicles, in the amount of $36,898.48;
c
.

Approving a Purchase Order Agreement with Northstar Graphics, for the purchase and installation of decals/graphics for two patrol vehicles, in the amount of $720.00; d
.

Approving a Purchase Order Agreement with CDCE, Inc., for the purchase of Mobile Data Computers to outfit the two patrol vehicles, in the amount of $16,686.30; and
e
.

Approving a Purchase Order Agreement with Motorola Solutions, Inc., for the purchase of mobile radios to outfit the two patrol vehicles, in the amount of 7 $19,269.55.
f
.

Appropriating an additional $24,669.39 from the Asset Forfeiture Fund to cover the full cost for the two vehicles.

Documents:

Item 13 Report 10112022.pdf
Reports, Recommendations And Requests

14. Discussion considering a draft Vision Statement and Strategic Plan Goals

The City Council will consider: (CM)

a
.

Adopting a draft Vision Statement developed during a recent Strategic Plan workshop; and
b
.

Adopting three Strategic Plan Goals of Workforce Development, Fiscal Sustainability and Communication.

Documents:

Item 14 Report 10112022.pdf

15. Warrant Register for October 11, 2022

The City Council will consider approving the Warrant Register for October 11, 2022. (ADMIN SVCS)

Total of Checks: $2,704,135.52 Less: Voids $ (4,906.85) Less: Employee Payroll Deductions
$ (345,263.72)
Grand Total: $2,353,964.95

Cancellations: 97888, 98059, 98089, 98463, 98499, 98200 Documents:

Item 15 Report 10112022.pdf
Adjournment

I, Yodit Glaze, City Clerk, certify that a true and correct copy of the foregoing Meeting Agenda 8 was posted on October 4, 2022, at 4:00 p.m., as required by law.

Yodit Glaze
City Clerk

GENERAL NOTICE TO THE PUBLIC
The City Council adopted new rules relating to the conduct of the public meetings, proceedings, and business in the City of South Gate on July 12, 2022, (Resolution 2022-38-CC) and go into effect on August 1, 2022. Resolution #2022-38-CC is available at the City Clerk’s Office.

MEETING SCHEDULE
Regular meetings of the City Council are held on the second and fourth Tuesday of each month, closed session meetings will commence at 5:30 p.m. unless posted otherwise on its agenda. The regular City Council meetings will commence at 6:30 p.m. Agendas are available at the following locations:

City Clerk
Office,
Public Notice Boards at City Hall, and on the
City’s web page at https://www.cityofsouthgate.org
The Public can sign up to receive automatic notices of postings of agendas for the City Council or any other Commission or Board of the City of South Gate. Visit the City webpage and click on the Agenda & Minutes icon. That will take you the page where an individual can enter their email in the “Email Updates” box to register.

PUBLIC COMMENT/PARTICIPATION
Any person may request to address a legislative body during a public meeting. The Presiding Officer will call upon those present in the Council Chambers first. After all speakers in the Chambers have spoken, the Presiding Officer will call upon those participating via zoom or teleconference.

Speakers are limited to three (3) minutes on any item listed on the agenda, including public hearings.

Under Comments from the Audience portion, speakers are also limited to a single three (3) minutes time limit. Comments from the Audience is initially limited to 45 minutes at each meeting. Any speaker still wishing to speak, that did not speak, will have an addition Comments from the Audience opportunity after the last business item is finished. The Presiding Officer may extend the time limit as long as there is no objection from the City Council as a body.

To ensure that the public is able to participate, the City provides the opportunity to submit their comments in person, virtually, email, phone call, mail and any other method which may become available. Methods of participation may be subject to change during other such times when a State of Emergency, Health Order or State Executive Order limits in-person participation.

CURFEW
In absence of a motion duly adopted by majority vote of the City Council, the Presiding Officer may adjourn the City Council meetings at 10:30 p.m. The Presiding Officer may ask the City Council if any agenda items listed should be continued or dealt with during the meeting. For those items to be continued, the City Council can direct the item be placed on the next City Council agenda or the current meeting may be adjourned to a time certain at which time the meeting shall be reconvened as an Adjourned Regular Meeting of the City Council and action upon the published agenda continued.

STAFF REPORTS
9 As a general rule, staff reports. or other written documentation are prepared/organized with respect to each item of business listed on the agenda. Meeting agendas and staff reports are available at least 72- hours prior to the scheduled regular City Council meeting and a minimum of 24-hours prior to a Special City Council meeting. There are times when the City Council receives written material. revised material after the posting of agendas, these materials are become a public record and will be available for public view within 72-hours after the meeting in which they were received. Those materials and any other public document can be inspected in the City Clerk's Office located at 8650 California Avenue, South Gate.

SERVICES TO FACILITATE ACCESS TO PUBLIC MEETINGS
In compliance with the American with Disabilities Act, if you need special assistance to participate in the City Council Meetings, please contact the Office of the City Clerk. Notification 48 hours prior to the City Council Meeting will enable the City to make reasonable arrangements to assure accessibility. For further information, please contact the Office of the City Clerk at (323) 563-9510 or via email at [email protected]
.
10 Item No. 1
P R O' C L A M A T ffi g N
Declaring October 23 - 31, 2022 as
National Red Ribbon Week
TVHEREAS, alcohol and drug abuse affect individuals, families, and communities across the nation; and
TVHEREAS, it is imperative that visible, unified efforts by community members be launched to prevent drug abuse; and
TVHEREAS, Red Ribbon Week offers citizens the opportunity to demonstrate their coininitment to drug-free lifestyles; and
WHEREAS, Red Ribbon Week will be celebrated in communities across the nation on October 23-31 ; and
TVHEREAS, businesses, government, law enforcement, media, health care €raosVed'doerrgs'anriezla"\i'oonuss w'nilSl'A'emI'oonnS;trsactehothoelsi; CaOnlTlmaoi'tmerenctot"5:iheuanlt"9, drug-free lifestyles by wearing red ribbons and participating m dnig prevention activities; and
TVHEREAS, the City of South Gate, further commits its resources to ensure the success of the Red Ribbon Campaign
NOW, THEREFORE, be it proclaimed on this 11th day of October 2022, that I, Al Rios, Mayor of the City of South Gate, on behalf of the City Council, do hereby proclaim October 23-31, as Red Ribbon Week in the City of South Gate, and encourage everyone to participate in drug prevention education activities, not only during Red Ribbon Week, but throughout the year, making a visible statement that we are all strongly committed to a drug-free lifestyle.

Al Rios, Mayor
11 CITYMANAGER'S OFF!CL Item No. 2
..SEP 2 9 2022

CITY COUNCIL
A(C3ENDA BTLL
For the Regular Meeting of: October 11, 2022
Originatin Department: Communitv Development
Department Director:
ere ith T. El ara
City Manager:

O'cSs,reers
SUBJECT: SUBSTANTIAL AMENDMENT NO. l TO THE 2020-2025 CDBG CONSOLIDATED PLAN AND SUBSTANTIAL AMENDMENT NO. I TO THE FISCAL YEAR 2022-2023 CDBG ANNUAL ACTION PLAN REQUEST TO CONTINUE PUBLIC HEARING TO THE OCTOBER 25, 2022 REGULAR CITY COUNCIL MEETING PURPOSE: Request to continue the public hearing to the regular City Council Meeting of October 25, 2022,
RECOMMENDED ACTIONS: The City Council will consider:
a. Opening the public hearing and taking public comments; and b. Continuing this agenda item to the October 25, 2022, City Council Meeting to discuss and consider approving the proposed amendments.

NOTICING REQUIREMENT: Advertising and notification of the Public Hearing was conducted in compliance with Municipal Code Section 11.50.020 (Public Hearing Notification) and was published in The Wave newspaper on September 8, 2022. The notice provided for a 30-day comment period. Additionally, the Draft Substantial Amendments were posted on the City's website. Any comments received will be addressed.

BACKGROUND:

Substantial Amendment No. 1 to the 2020 -2025 Consolidated Plan The Consolidated Plan is a comprehensive planning document that identifies overall housing and community development in the City. As part of the process to receive entitlement funds, the City is required to have a Consolidated Plan and an Aruiual Action Plan. The purpose of the Consolidated Plan is to identify community development and housing needs and outline goals and objectives to meet those needs. The Consolidated Plan substantial amendment will add a goal that aligns with the City's priorities of building and maintaining strong and resilient neighborhoods. The goal, as stated below, was approved by the City Council upon the approval of the Annual Action Plan 2022/2023. During the June 28, 2022 meeting, the City Council directed staff to program funds to Code Enforcement.

Given that the existing Consolidated Plan did not list Neighborhood Preservation as a current goal, the amendment to the Consolidated Plan is required before HUD will approve the Code Enforcement allocation. Staff is amending the Consolidated Plan to include "Neighborhood Preservation" as an additional goal to reflect the City Council's action. l
12 Substantial Amendment No. 1 to the FY 2022-2023 Annual Action Plan The purpose of the Annual Action Plan is to set forth specific activities and expenditures using funds received though the CDBG and HOME programs. The Fiscal Year 2022-2023 Annual Action Plan was approved by the City Council on June 28, 2022. Subsequent to the Plan's date of approval, one of Tweedy Mile's Fagade Improvement projects was closed and deemed non-compliant with prevailing wage requirements and thus, resulted in $43,850 of unused funds. As such, this proposed Substantial Amendment to the FY 2022-2023 Aru'iual Action Plan will reallocate those $43,850 of unencumbered funds to the City's Commercial Fagade Improvement Program.

ATTACHMENT: None
2 13
€JT'YMANAOIR'S OFFICE Item No. 3
SEP.29 2022
€6: It)f?"
Ciffl of South Gate

CITY COUNCIL
AGENDA IBI[LL
For the Regular Meeting of: October 11, 2022
Department Director: /'
Originating D,.epartment: Public Works
Art o CervantFs
SUBJECT: ORDINANCE ADDING SECTION 5.04.050 (:MICROTRENCHING), TO CHAPTER 5.04 (STREET EXCAVATIONS AND OBSTRUCTIONS), OF TITLE 5 (STREETS AND SIDEWALKS), TO THE SOUTH GATE MUNICIPAL CODE PURPOSE: Senate Bill 378 was signed into law on October 8, 2021, to require local agencies to allow microtrenching for the installation of underground fiber in certain circumstances. SB 378 added Section 65964.5 to the California Government Code. An addition to the South Gate Municipal Code is necessary to comply with Senate Bill 378 ("The Broadband Deployment Acceleration Best Practices Act of 2021").

RECOMMENDED ACTIONS: The City Council will consider at the conclusion of the public hearing, waiving the reading in full and introducing an Ordinance adding Section 5.04.050 (Microtrenching), to Chapter 5.04 (Street Excavations and Obstructions), of Title 5 (Streets and Sidewalks) to the South Gate Municipal Code to incorporate the requirements of Section 65964.5 to the California Government Code, which require a local agency to allow microtrenching for the installation of underground fiber.

FISCAL IMPACT: None. Government Code Section 65964.5 authorizes a local agency to impose a fee for its reasonable costs for processing an application for a permit to install fiber. The Public Works Department will apply a Utility Street Cut fee that is currently assessed for permits where utility companies are proposing to cut into the street. That fee is $296 for the first 100 linear feet, and $77 for each additional 100 linear feet.

NOTICING REQUIREMENTS: A public hearing notice was duly published in the Los Angeles Wave, a newspaper of general circulation on Thursday, September 22, 2022.

ANALYSIS: A recent change to state law requires cities to allow a construction technique la'iown as "microtrenching." South Gate Municipal Code currently allows microtrenching in some situations, but not in others. The proposed ordinance will modi:ty the code to align with the new state law.
5204186.3-L235.53 1
14 BACKGROUND: The Depaitment of Public Works is responsible for the issuance of encroachment permits for microtrenching. Currently, the Deparhnent issues permits in confoimance with the Municipal Code, which has prohibitions now overwritten by state law.

Microtrenching is a fiber network construction technique which lays the protective conduit housing the fiber strands below and at the side of a roadway. Microtrenching can require less digging and roadway disruption, and can be a faster, more efficient, and less expensive option than other network building methods. Microtrenching usually requires digging thin trenches about 1 to 3 inches wide and 6 to 24 inches deep in where other traditional trenching is usually anywhere from 3 feet or deeper.

Newly added Goveinrnent Code Section 65964.5 requires a local agency to allow rnicrotrenching for underground fiber installation if the microtrench is limited to fiber and if certain other limited exceptions do not apply. The new code also requires cities to adopt or amend existing policies, ordinances, codes, or construction rules as necessaiy to allow for rnicrotrenching. The new code further provides that the provisions do not supersede, nullify, or otherwise alter the requirements to comply with specified safety standards. The code authorizes a local agency to impose a fee for its reasonable costs for an application for a permit to install fiber. By imposing new duties on local agencies regarding the installation of fiber, the code imposes a state-mandated local program.

The proposed new Section 5.04.050 (Microtrenching) modifies the South Gate Municipal Code to comply with Califoinia Government Code Section 65964.5.

To minimize liability, Section 5.04.050 provides that if a contractor or franchisee elects to install a microtrench, consistent with Goveinment Code Section 65964.5, rather than a deeper trench, the contractor or franchisee waives all claims against the City arising from any damages to the fiber or other conduits installed in the trench that could reasonably have been avoided by using a deeper trench otherwise required under the City's Municipal Code.

ATT ACHMENTS: A.

B.

Proposed Ordinance
Notice of Public Hearing
JL:lc
5204]86.3-L235.53 2
15 ATT ACHMENT A
ORDINANCE NO.

ORDINANCE OF THE CITY COUNCIL OF THE CITY OF
SOUTH GATE, CALIFORNIA, ADDING SECTION 5.04.050
(MICROTRENCHING), TO CHAPTER 5.04 (STREE,T
EXCAVATIONS AND OBSTRUCTIONS), OF TITLE 5
(STREETS AND SIDEWALKS) TO THE SOUTH GATE
MUNICIPAL CODE TO COMPLY WITH SENATE BILL 378,
WHICH ADDED SECTION 65964.5 TO THE CALIFORNIA

GOVERNMENT CODE
WHEREAS, Chapter 5.04 of the South Gate Municipal Code addresses street excavations and obstructions within the City of South Gate ("City"); and WHEREAS, the recent passage of Senate Bill 378 ("The Broadband Deployment Acceleration Best Practices Act of 2021"), added Section 65964.5 to the California Government Code, which requires a local agency to allow (subject to certain exceptions) microtrenching for the installation of underground fiber, if the installation in the microtrench is limited to fiber. The law also requires a local agency with jurisdiction to approve excavations (such as the City) to adopt or amend existing policies, ordinances, codes or construction rules to allow for microtrencing. The law provides that these provisions do not supersede, nullify or otherwise alter the requirements to comply with specified safety standards. The law authorizes a local agency to impose a fee for its reasonable costs on an application for a peimit to install fiber, as provided. By imposing new duties on local agencies with regard to the installation of fiber, the law imposes a state-mandated local program; and
WHEREAS, Chapter 5.04 of the South Gate Municipal Code currently allows microtrenching in certain situations, but not in others; and WHEREAS, to comply with newly added Section 65964.5 of the Califomia Goveinment Code, the City Council wishes to amend Chapter 5.04 of the South Gate Municipal Code by adding Section 5.04.050.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF SOUTH GATE, CALIFORNIA, DOES HEREBY ORDAIN AS FOLLOWS:

SECTION 1. Section 5.04.050 (Microtrenching) is hereby added to Chapter 5.04 (Street Excavations and Obstructions), of Title 5 (Streets and Sidewalks), of the South Gate Municipal Code to read as follows:
"Section 5.04.050 Microtrenching. Notwithstanding anything to the contrary in this Chapter 5.04, the City shall peimit the installation of microtrenches in accordance with Goveinment Code Section 65964.5.

An election by a contractor or franchisee to install a microtrench pursuant to this 5204156.1-L235.53
16 Section 5.04.050 rather than a deeper trench constitutes a waiver of all claims against the City arising from any damage, including lost revenue, profit, or service associated with any outages that occur from said damages, to the fiber or other conduits installed in the rnicrotrench that could reasonably have been avoided by using a deeper trench otherwise required under the City's Municipal Code Section 5.04.010 County Code Provisions Adopted by Reference."
SECTION 2. If any section, sentence, clause, or pmase of this Ordinance is for any reason held to be invalid or unconstitutional by a decision of any couit of any competent jurisdiction, such decision shall not affect the validity of the remaining portions of this Ordinance. The City Council hereby declares that it would have passed this Ordinance, and each and every section, subsection, sentence, clause and phrase thereof not declared invalid or unconstitutional without regard to whether any poition of the Ordinance would be subsequently declared invalid or unconstitutional.

SECTION 3. This Ordinance shall be in full force and effect thiity (30) days after its final passage and adoption.

SECTION 4. The City Clerk shall ceitify to the adoption of this Ordinance and shall cause a copy of the same to be published in a manner prescribed by law.

PASSED, APPROVED, and ADOPTED this day of , 2022.

CITY OF SOUTH GATE:

B7:

Al Rios, Mayor
ATTEST:

BY:

Yodit Glaze, City Clerk
(SEAL)
APPROVF,D AS TO FORM:

BY:

Raul F. Salinas, City Attoiney
5204156.1-L235.53
17 ATTACHMENT B
sOu,03r;z\,I::z,,er,,

CITY OF SOUTH GATE

NOTICE OF PUBLIC HEARING
SEP ) 5 2022
FJLED
NOTICE IS HEREBY GIVEN that tlie City Council of Soutli Gate, California will conduct a Public Heating for the purpose of introducing aii Ordinance aniending Section 5.04.050 to Cliapter 5.04 of tlie Soutli Gate Mui'iicipal Code peitaining to Microtrencliii'ig for the Installation of Fiber. A copy of the Ordinance may be reviewed in tlie City Clerk's office during non'nal business liours. The Public Hearing is sclieduled for:

DATE: October 11, 2022
TIME: 6:30 p.m.

LOCATION: COUNICL CHAMBERS

SOUTH GATE CITY HALL
8650 CALIFORNIA AVENUE
SOUTH GATE, CA 90280
The Public Hearing meeting will be conducted in person and tbrough videoconferencing withorit a plyysical location from which members of the public may obsetave aiid offer public comment.

AIIY cot'nu'nents may be made in person at the lieaiing or in writing to the City Clerk or the City Council prior to the heating.

You may access tlie hearings through Zoom or a phone call. For the updated Dial-iii Number and Conference Code for tlie October 11, 2022, City Council meeting, please visit the City's website at www.citvofsouthgate.org/AgendaCenter,
NOTICE IS HEREBY GIVEN tliat any and all persons interested in tlie matter herein above set fortli are privileged to attend said lieaiing and then aiid there testify or present evidence upon any matter relatiiig tliereto.

THIS NOTICE IS GIVEN by order of tlie City Clerk of said City and is dated September 15, 2022.
laze, City Clerk
Publication Date: September 22, 2022
Account Number: 100-701-31-6302
18 CITYMANAaER'S OFFiCE Item No. 4
,SEP29 2022
z :l @ (it#
City of South Gate

CITY COUNCIL

AG-ENDA JBTIYL
Departmetxt Head:

For the R ar Meeting of: October 11, 2022
Public Works
antes
City Manager:

SUBJECT: ORDINANCE GRANTING A FRANCHISE AGREEMENT TO

TORRANCE PIPELINE COMPANY, LLC
PURPOSE: The City regulates utility companies that have facilities that occupy the City's public right-of-way through franchise agreements. Torrance Pipeline Company, LLC (TPC) is seeking renewal of a 5-year franchise agreement for an existing pipeline la'iown as Pipeline No.

M-145 (Pipeline), which was previously covered under Ordinance No. 2329. Introducing the proposed Ordinance is the second of three City Council actions needed to grant the Franchise Agreement.

RECOMMENDED ACTIONS: Following the conclusion of the public hearing, the City Council will consider waiving the reading in full and introducing an Ordinance granting a five- year franchise agreement to Torrance Pipeline Company, LLC, to use, maintain, repair and replace a single pipeline beneath specified public streets, together with related appurtenances, for transmitting and distributing oil and oil products.

FISCAL IMPACT: If the City Council adopts the Ordinance granting the franchise agreement, TPC will pay the City a granting fee and annual fees for a total of $170,193, as surnrnarized below.

Annual Fees Granting Fee Total
Year l $31,450 $12,943 $44,393
Year 2 to 5 $31,450 $125,800
Total $157,250 $12,943 $170,193
There will be an increase in revenue for the General Fund. The aru'iual amount received under the previous franchise agreement was $18,934 per year. Negotiations have increased that amount to $31,450 per year. Therefore, the increase in revenue will be $25,459 in FY 2022/23 and $12,516, annually, thereafter.

The granting fee is consistent with Section 13.10.010 (Rates - General), of Chapter 13.10 (Compensation), Division 1(Oil, Gas, and Water Pipelines), of Title 13 (Franchises) of the South Gate Municipal Code. The annual rate is set in compliance with Califoinia Public Utilities Code 6231.5 subsection (e%2), which applies to utility pipelines that are not publicly owned. It 1 19
authoiizes an annual franchise fee in an amount agreed to by the applicant and the municipality, or an annual franchise fee computed by multiplying the sum of one-half of the nominal internal diameter of the pipe, expressed in inches, by the number of lineal feet of the pipe within the public streets, ways, alleys, or other public places within the municipality.

The City has received from TPC a partial pre-payment in the amount of $18,934, which will be credited against the payment owing pursuant to Section 4.E of the proposed Ordinance.

NOTICING PROCEDURES: Before the City Council can grant a Franchise Agreement, California Public Utility Code Sections 6232 et seq. requires a public hearing. A public hearing notice was duly published in The Press, a newspaper of general circulation on September 22, 2022.

ANALYSIS: On September 13, 2016, the City Council adopted Ordinance No. 2329 granting TPC a Franchise Agreement. The agreement authorized TPC to maintain and operate the Pipeline, which consists of approximately 1.7 miles (8,960 feet) of active 12-inch diameter pipes (identified by TPC as Pipeline No. M-145). The Pipeline is the only active line owned by TPC in the City. Ordinance No. 2329 expired on September 13, 2021. The new Franchise Agreement term is for five years, cornmencing retroactively from September 13, 2021, and continuing through September 13, 2026.

The proposed Franchise Agreement is identical to the current Franchise Agreement with the exception of its effective period, teim, and fees. Highlights of the proposed Franchise Agreement include:
* A 5-year teim from September 13, 2021 to September 13, 2026. * Terms and conditions which are in accordance with California Public Utilities Code Section 6201 and Ordinance.
* Pipeline maintenance in accordance with all city, county, state, and federal ordinances, statutes, rules, regulations, and other laws.
@ Establishing liability insurance, bond, and indemnity requirements. * Setting the francMse payment, and the rules and requirements under wich the TPC franchise will be required to operate.
* Providing an emergency response plan meeting the requirements of federal and state law.

The plan must be comprehensive and provide a 24-hour notification program and emergency response services, including traffic control, street excavation, pipeline repair, and supplies and services as necessary, within two (2) hours of notification of any problem. It also requires repairs of public streets, alleys, or parkways within seventy-two (72) hours.

The pipeline is located within 500 feet of the East Los Angeles Community College expansion development project, Southeast High School, and Simon Rodia Continuation School. The safety standard referenced in the Francise Agreement requires the operation of the Pipeline in accordance with Govemment Code Section 51010. Under this code, the State Fire Marshall 2 20
exercises exclusive safety regulatory and enforcement authority over hazardous liquid pipelines and may implement the federal Hazardous Liquid Pipeline Safety Act (49 U.S.C. Sec. 2001 et seq.) and federal pipeline safety regulations, as necessary to obtain annual federal certification.

Thus, the Pipeline must be used, operated, repaired, or modified in accordance with the safety regulations set by the California State Fire Marshal, further, and/or Chief of Los Angeles Fire Department in accordance with Chapter 13.14 (Special Provisions for Oil Pipelines), Division 1 (Oil, Gas and Water Pipelines), of Title 13 (Franchises) of the South Gate Municipal Code. The State Fire Marshal is 'further required to annually inspect the Pipeline to ensure compliance with laws and regulations. TPC is required to submit certified test results for the pipeline subject to the provision of the Pipeline Safety Act of 1981.

BACKGROUND: On September 13, 2022, the City Council adopted Resolution No. 2022- 53-CC declaring the City's intention to grant a franchise to Torrance Pipeline Company, LLC, a Delaware limited liability company, authorizing its operation of an existing oil transmission pipeline. Introducing the proposed Ordinance is the second of three needed City Council actions to grant the franchise agreement. The proposed francise agreement will regulate Pipeline No.

M-145, wMch was installed in South Gate in 1973. The pipeline consists of 1.7 miles of active 12-inch diameter pipes. Tis pipeline transports refined oil product from the Torrance Refinery to the Vernon Teiminal through the City of South Gate. Tis pipeline is located beneath (a) Santa Fe Avenue, from Independence Avenue to Southern Avenue, (b) beneath Southern Avenue, from Santa Fe Avenue to Alameda Street, and (c) beneath Alameda Street, from Southern Avenue to Seminole Avenue, for a continuous stretch (See Attachment E).

The schedule for issuing the Franchise Agreement is as follows:

1. September 13, 2022 - Adopt a Resolution declaring its intention to grant a five-year term franchise agreement to TPC.

2. October 11, 2022 - Hold a public hearing and introduce an Ordinance granting a five- year francise agreement to TPC. At the conclusion of the hearing, the City may overiule, deny, or deem insufficient any written protests, and may then grant the franchise.

3. October 25, 2022 - Adopt the Ordinance.

TPC is requesting that the franchise for Pipeline No. M-145 (Ordinance No. 2329) be renewed, which is recommended for the reasons following:
* Granting the Franchise Agreement to TCP will automatically bestow rights upon the City and create obligations that must be performed by TCP for the benefit of the City, pursuant to Article 4 (Public Utilities Code §§ 6291 through 6302) of California's Franchise Act of 1937, including the following:
o The City shall have the right to terminate the franchise and/or sue TPC for any failure to properly perform TCP's obligations under the francise. o Requires TCP to comply with ordinances and policies adopted by the City Council relative to the location and maintenance of the Pipeline and any appuitenances.
o Provides compensation to the City for the cost of any repairs to public propeity 3 21
made necessary by TCP's operations under the francise. o Requires TCP to indemnify and defend the City from and against damages resulting from TCP's operations under the francise. o Obligates TCP, at its expense, to remove and relocate the Pipeline where necessary due to changes of grade, alignment, or width of public streets. o Obligates TCP to notify the City upon any sale, transfer, assignment or lease of the franchise or any rights granted thereunder.
o Requires TPC to provide a corporate surety bond, savings and loan certificates or shares which the City can use as liquidated damages should TPC fail to fulfill the Franchise Agreement requirements.
* As noted above, the Franchise Agreement requires TPC to file annual repoits with the City confiiming the maintenance and operation of the Pipeline is in compliance with federal and state law. The letter dated October 22, 2021 from the State Fire Marshall (Department of Forestry and Fire Protection, Office of the State Fire Marshal, Pipeline Safety Division) indicates that TCP has maintained and operated the Pipeline in compliance with federal and state laws and regulations, and that the State Fire Marshal's most recent inspection of the Pipeline on December 19, 2019 found no violations of the Califoiia Pipeline Safety Act or the U.S. Department of Transportation's Code of Federal Regulations.
* The granting fee and annual fees will be paid to the City if the proposed Franchise Agreement is approved.

Compliance with CEQA: Pipeline M-145 is determined to be categorically exempt from the California Environmental Quality Act (CEQA) pursuant to Section 15301 of the CEQA Guidelines. Section 15301 provides for exemption of the proposed pipeline francise, because the project consists of the operation of existing facilities, involving negligible or no expansion of an existing use.

ATT ACHMENTS:

KT:lC
Proposed Ordinance
Notice of Public Hearing
Ordinance No. 2329
Letter from the Office of State Fire Marshall
Location Map
4 22

ATT ACHMENT A
ORDINANCE NO.

CITY OF SOUTH GATE

LOS ANGELES COUNTY, CALIFORNIA

ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SOUTH GATE,

CAI,IFORNIA, GRANTING TO TORRANCE PIPELINE COMPANY A FRANCHISE, WITH A TERM EXPIRING FIVE (5) YEARS AFTER THE

EFFECTIVE DATE OF THIS ORDINANCE, TO USE, MAINTAIN,

REPAIR AND REPLACE, RELOCATE OR REMOVE A SINGLE

PIPELINE AND APPURTENANCES BENEATH SPECIFIED PUBLIC

STREETS, TOGETHER WITH RELATED APPURTENANCES, FOR

TRANSMITTING AND DISTRIBUTING OIL AND OIL PRODUCTS WHEREAS, the City of South Gate ("City"), pursuant to applicable federal, state and local law, is authorized to grant franchises within the South Gate city limits; and WHEREAS, on September 13, 2016, the South Gate City Council adopted Ordinance No. 2329, granting Torrance Pipeline Company LLC, a Delaware limited liability company ("Grantee"), a franchise to operate the pipeline identified in Sectionl.E of this Ordinance ("Pipeline"); and
WHEREAS, that francMse expired on September 13, 2021; and WHEREAS, the City has consented to Grantee's operation of the Pipeline since that date, notwithstanding the expiration of that earlier franchise, while the City and Grantee have negotiated the ternns of a new franchise for the continued operation of the Pipeline; and WHEREAS, the City and Grantee have now agreed upon such teims, wich are set forth in this Ordinance; and
WHEREAS, on September 13, 2022, the South Gate City Council approved the scheduling of a Public Hearing for October 11, 2022; and adopted a Resolution declaring the City's intention to grant a five-year franchise to Torrance Pipeline Company, LLC, that stipulates provisions for the use, maintenance, repair, replacement, relocation, or removal of a single pipeline beneath specified public streets, together with related appurtenances, for transmitting and distributing oil and oil products.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF SOUTH GATE, CAI,IFORNIA, DOES HEREBY ORDAIN AS FOLLOWS:

SECTION l: Definitions. Whenever in this Ordinance the words or phrases hereinafter in this section defined are used, it is intended that they shall have the respective meanings assigned to them in the following definitions (unless, in the given instance, the context wherein they are used shall clearly import a different meaning):
5235064.2-L235.53 1
23 A) The word "City" shall mean the City of South Gate, a municipal corporation of the State of Califoinia, in its present incorporated form or in any later reorganized, consolidated, enlarged or reincorporated foim.

B) The "Effective Date" is the date on which this Ordinance becomes effective, as set forth in Section 13 below.

C) The word "Franchise" shall mean the rights and privileges granted by the City to Grantee in Section 2 below.

D) The word "Grantee" shall mean Totrance Pipeline Company LLC, a Delaware limited liability company, which is the entity to whom the Franchise contemplated in this Ordinance is granted, and its lawful successors or assigns.

E) The word "Pipeline" shall mean that ceitain 8,960 foot long, 12-inch diameter pipeline (located beneath Santa Fe Avenue from Independence Avenue to Southem Avenue, beneath Southern Avenue from Santa Fe Avenue to Alameda Street, and beneath Alameda Street from Southern Avenue to Seminole Avenue) commonly referred to by Grantee as Pipeline No. M-145, and which shall be used for conducting, transporting, conveying and carrying oil, gas, gasoline, petroleum, wet gas, hydrocarbon substances, and similar liquid substances.

F) The phrase "Pipeline and Appurtenances" shall mean the Pipeline and any appurtenant or related appliance, attachment, cable, cathodic protective device, conduit, equipment, fitting, gauge, main, manhole, meter, pump, regulator, service, trap, valve, vault, vent or wire, where located under, along, across or upon Santa Fe Avenue, Southertai Avenue and Alameda Street in the vicinity of the Pipeline.

G) The phrase "Pipeline Franchise Ordinance" shall mean that certain pipeline franchise Ordinance adopted by the City Council of the City and codified at Chapters 13.02 through

13.18, inclusive, of the South Gate Municipal Code.

H) The phrase "Street" shall mean the public streets, alleys and places within the City of South Gate as the same now or may hereafter exist, and in which the City has the ability to grant a franchise.

SECTION 2: Grant of Franchise. Pursuant to California state law as codified in Sections 6231 through 6235, inclusive, of the Public Utilities Code, the City hereby grants to Grantee the right, privilege and franchise to operate, maintain, use, repair, replace, and remove the Pipeline and Appurtenances for the putpose of conducting, transporting, conveying and cariying oil, gas, gasoline, petroleum, wet gas, hydrocarbon substances, and similar liquid substances under and across those portions of the Streets identified in Section 1.E above ("Franchise"). The rights granted herein shall be subject to (a) the teims and conditions set forth in this Ordinance, and (b) repairs to or replacements of the Pipeline and Appurtenances by the Grantee, at the Grantee's expense, and at such time or times as directed by the City. Grantee shall file with the South Gate City Clerk, not later than the Effective Date, a written acceptance of the terms and conditions of tis Ordinance.
5235064.2-L235.53 2
24 SECTION 3: Term. The Franchise shall be for a term comrnencing retroactively on September 14, 2021 and expiring on the fifth (5') anniversary of the Effective Date, unless terminated earlier by the City pursuant to Section 11 below.

SECTION 4: Fees. As consideration for the Franchise, Grantee shall pay the City as follows:

A) Grantee shall pay the City a one-time francise granting fee of Twelve Thousand Nine Hundred Forty-Three Dollars ($12,943) pursuant to Section 13.10.010 of the South Gate Municipal Code.

B) Grantee shall pay the City an annual francMse fee equal to Three Dollars and Fifty-One Cents ($3.51) per linear foot of the Pipeline, which equates to an annual franchise fee of TMty-One Thousand Four Hundred Foity-Nine Dollars and Sixty Cents ($31,449.60).

There shall be no adjustments to that aru'iual francise fee during the term of the Francise.

C) On or before the Effective Date, Grantee shall pay to the City an amount equal to the sum of (i) the franchise granting fee, (ii) the annual franchise fee for the one-year period from and after the Effective Date, and (iii) a prorated portion of the annual franchise fee for the period from September 14, 2021 through the Effective Date; provided, however, that Grantee shall receive a credit against that payment in the amount specified in Section 4.E below.

D) Thereafter, on each anniversary of the Effective Date for the duration of the term of the Franchise, Grantee shall pay the annual franchise fee to the City.

E) The City acla'iowledges that it has received from Grantee a partial pre-payment in the amount of Eighteen Thousand Nine Hundred Thiity-Four Dollars and Twenty-Seven Cents ($18,934.27), which shall be credited against the payment owing pursuant to Section 4.C above.

F) Pursuant to Section 13.10.060 of the South Gate Municipal Code, Grantee shall pay a late fee equal to tenpercent (10%) of any payment due hereunder, where such payment remains unpaid beyond thirty (30) days after the date on which such payment is due.

G) Any neglect, omission or refusal by the Grantee to make any such payment as and when due shall be grounds for the declaration of a forfeiture of the Franchise and of all rights hereunder after thiity (30) days' notice to cure has expired as provided for in Section 11 below.

H) In the event of abandonment of facilities with the approval of the City as elsewhere in this Ordinance provided, or in the event of removal of such facilities by the Grantee, the payments otherwise due the City for occupancy of the roads or highways by such facilities shall be prorated for the calendar year in which such removal or abandonment occurs as of the end of the calendar month in which removed or abandoned.

SECTION 5: Insurance. Grantee shall do all of the following on or before the Effective Date:
5235064.2-L235.53 3
25 A) Provide satisfactory evidence to the City that Grantee has obtained policies of liability and worker's compensation insurance from companies authoiized to transact business in the State of California by the Insurance Commissioner of California, as required by Section

13.08.050 of the South Gate Municipal Code.

B) File with the South Gate City Clerk, as required by Section 13.08.050 of the South Gate Municipal Code, either (i) certified copies of the policies or (ii) a ceitificate of insurance for each of the required policies executed by the company issuing the policy, ceitifying that the policy is in force.

C) File and thereafter at all times during the life of the Franchise keep on file with the South Gate City Clerk a coiporate surety bond running to the City in the penal sum of ten thousand dollars ($10,000) which meets all the requirements of Section 13.08.060 of the South Gate Municipal Code.

D) As an alternate to the filing of a bond, the Grantee may deposit with the City Clerk and assign to the City savings and loan certificates or shares, or both, in the same amount as required on such bond, as authorized by Section 13.08.070 of the South Gate Municipal Code.

SECTION 6: Modification or Approval of Pipeline and Appurtenances. Within ninety (90) days following the date in which Pipeline and Appuitenances or any poition thereof have been modified or removed under this Francise, the Grantee shall file a plan or plans in such foims as may be required by the City's City Engineer showing the accurate location and size of such modified Pipeline and Appuitenances then in place within the locations identified in Section l.E of this Ordinance, above.

SECTION 7: Additional Conditions. The Grantee of tis Franchise shall:

A) Maintain the Pipeline and Appuitenances in accordance with and in conformity with all City, County, State and Federal ordinances, statutes, rules, regulations and other laws (whether now existing or hereafter adopted) applicable to the installation, location, use, maintenance and/or removal of the Pipeline and Appurtenances; B) Pay to the City, on demand, the cost of all repairs to public propeity made necessary by any operations of the Grantee under this Franchise, including restoring the Street to its original condition upon the removal of all or any poitions of the Pipeline and Appurtenances, or upon the termination or non-renewal of the Franchise; C) Indemnify and hold harmless the City, its officers and employees from any and all liability for damages proximately resulting from the Grantee's acts or omissions under this Franchise; and be liable to the City for all damages proximately resulting from the failure of said Grantee well and faithfully to observe and perfornn each and every provision of this Franchise;
5235064.2-L235.53 4
26 D) Remove or relocate, at the request of the City and without expense to the City, any or all of the Pipeline and Appurtenances if and when made necessary by any lawful change of grade, alignment or width of the affected Street;
E) Use, operate, repair or modify any pipeline for the transpoitation of flammable or combustible liquids, in a manner prescribed by the California State Fire Marshall, and/or Chief of Los Angeles Fire Depaitment in accordance with Chapter 13. 14 of the South Gate Municipal Code;
F) Submit ceitified test results for the pipeline subject to the provision of the Pipeline Safety Act of 1981, Califoinia Government Code Section 51010, et seq. The testing shall be conducted as required by the California State Fire Marshal, and certified test results shall be requested by the City from the Fire Marshal. In the event the State Fire Marshal shall fail to provide such certified test results to the City, grantee shall provide such test results to the City upon request; and
G) If wishing to renew the Franchise, submit a written petition of franchise renewal to the City at least ninety (90) days prior to the expiration date of tis Franchise.

SECTION 8: Excavation Permits. Grantee shall obtain an excavation permit, and pay the applicable fee therefore, prior to commencing any excavation in the right-of-way. Grantee may obtain an excavation permit by filing a set of excavation plans with the City Engineer, which plans shall be subject to the City Engineer's review and approval. The excavation plans shall show the location of the proposed excavation, as well as the location of all known existing pipes, sewers, conduits, improvements and other facilities in or under any Street or public propeity in wich the franchise propeity is located with an adequate description of the proposed work, including an estimate of the duration of the interference with any street traffic. The issuance of any excavation permit for the repair, modification or replacement of a pipeline for the transmission of flammable or combustible liquids, gases or hazardous materials, shall be as presciibed by the Fire Chief of the Los Angeles County Fire Department in accordance with Chapter 13.14 of the South Gate Municipal Code.

A) Where it is necessaiy to lay underground pipes through, under or across any portion of a paved or macadamized street, such work, where practicable and economically feasible, shall be done by a tunnel or bore so as not to disturb the foundation of such paved or macadamized street. If the same caru'iot be done, or if it is necessatay to cut the street in order to access existing pipes and appuitenances, such work shall be done pursuant to an excavation peimit, as provided in this Section 8, to be issued by the City Engineer upon application therefore.

B) All work shall be subject to inspection by the City Engineer. All street coverings or openings, valves, vaults and manholes shall at all times be kept flush with the surface of the streets; provided, however, that vents for underground vaults and manholes may, subject to the prior approval of the City Engineer, extend above the surface of the streets when such vents are located in parkways, between the curb and the propeity line. Grantee shall provide adequate traffic safety barriers, signs, devices and traffic safety warning 5235064.2-L235.53 5
27 equipment in accordance with City ordinances, iules or regulations, and shall comply with such additional safety measures as the City Engineer may direct.

SECTION 9: Emergency Procedures.

A) Grantee shall develop and maintain an emergency response plan, satisfactory to the City Engineer, which covers all franchise operations within the City. The initial draft of that emergency responseplan shall be delivered to the City Engineernot laterthanthe Effective Date. In general, an emergency response plan meeting the requirements of Federal and State law and containing the information contained in this section shall be acceptable. The emergency response plan shall include a 24-hour notification program and proof of arrangements capable of providing emergency response services, including but not limited to traffic control, street excavation, pipeline repair, and supplies and services as necessaiy, witin two (2) hours of notification of any problem, and such other information as the City Engineer shall reasonably require. Repairs to a public street, alley or parkway shall be completed within seventy-two (72) hours unless otherwise authorized by the City Engineer.

The City Engineer shall be notified ten (10) days in advance of any proposed change in such arrangements.

B) Whenever any Pipeline or Appuitenance breaks or leaks so as to cause the release of oil or products thereof into the public right-of-way, Grantee, and any other person using or controlling the Pipeline or Appurtenance, shall immediately notify the City's Police Department and Public Works Department and shall implement precautionaiy safety measures including traffic control, system shutdown, valve closures, and public notification. In the event of an emergency which threatens life, health, safety or propeity, and where it is not possible to obtain an excavation permit prior to commencement of the work, the Grantee may commence such work; provided, however, that within seventy-two (72) hours thereafter Grantee shall make application to the City Engineer for an excavation permit in accordance with the procedures specified herein. The City Engineer may impose conditions upon the issuance of the excavation permit, and all work shall be subject to inspection. Adequate traffic safety bariiers shall be maintained at all times, and any damaged portion of the Street shall be restored to its original condition.

C) If any portion of any Street is damaged by reason of defects in the Pipeline and Appurtenances, or any portion thereof, or by reason of any other cause attributable to or arising from the operation of the Pipeline and Appuitenances, the Grantee shall, at its sole cost and expense, immediately repair all damages and restore the Street to the condition existing before such damage occutred. All such work shall be done under the direction of the City Engineer, and to the reasonable satisfaction of the City Engineer. Grantee shall repair such damage and restore the Street within three (3) working days after written demand therefore by the City Engineer, or such other period as the City Engineer may authorize when required for the protection of the public health and safety.

D) If Grantee, after reasonable notice, fails or refuses to pave, surface, grade, repave, resurface or regrade as required by the provisions of this Francise, the City may cause the work to be done and shall keep an itemized account of all costs, including reasonable administrative 5235064.2-L235.53 6
28 overhead expenses. Grantee shall pay such costs to City within thiity (30) days after presentation to Grantee of an itemized account of such costs.

SECTION 10: Records.

A) Grantee acknowledges that the City's records may not be complete and that pipelines and appuitenant structures unrelated to the Pipeline, and previously unknown to City, are frequently discovered. Consequently, by granting tis Franchise or by approving any excavation permit requested by Grantee, the City does not warrant the accuracy of infoimation supplied to the Grantee by the City regarding the location or existence of other facilities. Nothing herein shall be deemed to make the City, or any officer, agent or employee of the City, responsible or liable to the Grantee or to any other person by virtue of the City's approval of excavation permits and/or plans, regardless of whether any infoimation is supplied by the City to the Grantee peitaining to the location of existing pipes, facilities or other improvements on, in or under any Street or other public property.

B) Grantee shall keep and preserve, within the County of Los Angeles for a period of ten (10) years, subsequent to the date of the most recent franchise fee deteimination as ascertained by an audit made by the City or on its behalf, all the records necessary to deteimine the amount of such franchise fee.

C) At all reasonable times, Grantee shall permit the City or its duly authorized representative to examine the Pipeline and Appuitenances and, with the exception of records or other materials containing confidential or propiietaryy information, to examine and transcribe any and all books, accounts, papers, maps, and other records kept or maintained by the Grantee or under its control and associated with the Pipeline and Appurtenances and/or the financial condition of the Grantee with respect thereto.

SECTION 11 Early Termination of Franchise.

A) If Grantee shall fail, neglect or refuse to comply with any of the provisions or conditions ofthis Francise, and shall not, within thirty (30) days after written demand for compliance, begin the work of compliance, or after commencing such compliance shall fail to prosecute the same with due diligence to completion, then the City, acting by and through its legislative body, may declare this Franchise forfeited.

B) If Grantee voluntarily surrenders, abandons, assigns, transfers, sells or leases the Franchise without the prior express wiitten consent of the City (wich consent shall not be unreasonably withheld), the City may teiminate this Franchise.

C) The Franchise shall automatically teiminate if another governrnental entity acquires by eminent domain the Streets beneath which the Pipelines and Appuitenances are located.

D) In the event of noncompliance by Grantee with any of the conditions hereof, the City may, in addition to all other remedies provided for herein, bring suit for the forfeiture or termination of this Franchise.
5235064.2-L235.53 7
29 SECTION 12: Removal or Abandonment of Facilities.

A) At the expiration, revocation or termination of this Franchise or of the permanent discontinuance of the use of all or a portion of the Pipeline or Appurtenances, the Grantee shall, within thiity (30) days thereafter, make written application to the Director of Public Works for authority either to: (1) abandon all or a portion of such facilities in place; or (2) remove all or a portion of such facilities. Such application shall describe the facilities desired to be abandoned, their location with reference to City highways, and shall describe with reasonable accuracy the physical condition of such facilities. The Director of Public Works shall deteimine whether any abandonment or removal which is thereby proposed may be effected without detriment to the public interest and under what conditions such proposed abandoni'nent or removal may be effected. He or she shall then notify Grantee of is or her determinations.

B) Within tiity (30) days after receipt of such notice, Grantee shall apply for a permit from the Public Works Department to abandon or remove the Pipeline and Appurtenances (or portion thereof, as appropriate).

C) Grantee shall, within ninety (90) days after obtaining such permit, commence the work authorized by the pernnit, and shall thereafter diligently prosecute that work to completion.

SECTION 13: Effective Date. This Ordinance shall take effect and be in force on the date ("Effective Date") which is thiity (30) days after its adoption.

SECTION 14: Posting of Ordinance. The City Clerk shall ceitify to the adoption of this Ordinance and shall cause same to be published as required by law. [Remainder of page left blank intentionally]
5235064.2-L235.53 8
30 PASSED, APPROVED and .=!iDOPTED this day of 2022.

ATTEST:

BY:

Yodit Glaze, City Clerk
(SE,'a,)
APPROVED AS TO FORM:

By:
ul F. Salinas, City Attorney
CITY OF SOUTH GATE:

B7:

Al Rios, Mayor
5235064.2-L235.53
31 CITY OF SOUTH GATE SEP 1 ') 2022

NOTICE OF PUBLIC HEARING FILED
NOTICE IS HEREBY GIVEN that the City Council of Soutli Gate, California will conduct a public hearing to introduce an Ordinance granting a five (5) year franchise to Toirance Pipeline Company, LLC, to use, maintain, repair and replace a siiigle pipeline beneath specified public streets, togetlier with related apputtenances, for transmitting and disttibuting petroleum products.

Torrance Pipeline Company, LLC, and its successors and assigns will, during the life of the fi-anchise, pay to the City the percentage specified iri the proposed Ordiiiance, that the percentage will be paid annually from the date of the granting of tlie francliise, and in the event sucli payment is not made tlie franchise will be forfeited. A copy of the proposed Ordinance can be reviewed in the City Clerk's office during notmal business hours.

DATE:

TIME:

LOCATION:

Tuesday, October 11, 2022
6:30 p.m.

Cormcil Chainbers
South Gate City Hall
8650 California Avenue
South Gate, CA 90280
The Public Hearing meeting will be conducted in person and througli videoconferencing without a physical location from which members of the public may observe and offer priblic comment. Any coinments may be made in person at tlie heating or in writing to the City Clerk or the City Council prior to tl'ie hearing.

YOII may access the hearings through Zoom or a phone call. For the updated Dial-in Number and Conference Code for the October 11, 2022, City Council meeting, please visit the City's website at www.cityofsoutl'izate.org/AgendaCenter NOTICE IS HEREBY GIVEN that any and all persons interested in the matter herein above set forth are privileged to attend said heating and tlien there testify or present evidence upon any matter relating thereto.

NOTICE IS HEREBY GIVEN by order of tlie City Clerk of said City and is dated September 15, 2022.

Y City Clerk
Publication date: Thrirsday, September 22, 2022
Accormt Number: 100-701-31-6302
32 ATT ACHMENT C
ORDINANCE NO. -2329

CITY OF SOUTH GATE

LOS ANGELES COUNTY, CALIFORNIA

AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF
SOUTH GATE GRANTING A FIVE (5) YEAR FRANCHISE

AGREEMENT TO TORRANCE PIPELINE COMPANY, LLC TO

USE, MAINT AIN, REPAIR AND REPLACE A SINGLE PIPELINE

BENEATH SPECIFIED PUBLIC STREETS, TOGETHER WITH

RELATED APPURTENANCES, FOR TRANSMITTING AND

DISTRIBUTING OIL AND OIL PRODUCTS
WHEREAS, on August 14, 2012, the South Gate City Council adopted Ordinance No. 2297, granting ExxonMobil Oil Corporation, a New York corporation ("Exxon"), a franchise to operate the Pipeline identified in Section1.D of this Ordinance, below (Pipeline); and
WHEREAS, Exxon has sold the Pipeline to Torrance Pipeline Company, LLC, a Delaware limited liability company ("TPC"); and
I
WHEREAS, in connection with that sale, TPC has requested that the City award a new franchise agreement to TPC for the operation of the Pipeline; and WHEREAS, pursuant to applicable federal, state and local law, including without limitation Public Utilities Code Sections 623al through 6235 and Title 13 of the South Gate Municipal Code, the City is authorized to grant pipeline franchises within the City of South Gate; and
WHEREAS, on July 12, 2016, the City Council adopted Resolution No. 7716 declaring its intention to grant a franchise to TPC relative to the Pipeline; and WHEREAS, on July 21, 2016, a Notice of Public Hearing was published in The Press, a newspaper meeting the statutory qualifications for publishing such notices; and WHEREAS, after proper notice the City Council conducted a public hearing regarding the granting of such franchise; and
WHEREAS, on August 23, 2016, following a public hearing, the City Council introduced Ordinance No. 2329;
a

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF SOUTH GATE DOES HEREBY ORDAIN AS FOLLOWS:
441864).2-L235.53 l
33 SECTION 1. Whenever in this Ordinance the words or phrases hereinafter in this section defined are used, it is intended that they shall have the respective meanings assigned to them in the following definitions (unless, in the given instance, the context wherein they are used shall clearly import a different meaning):

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A) The word "City" shall mean the City of South Gate, a municipal corporation of the State of California, in its present incorporated form or in any later reorganized, consolidated, enlarged or reincorporated form.

B) The word "Franchise" shall mean and include any authorization by the City to transmit and distribute thereof for any and all purposes under those portions of the specific streets identified in Section 1.D of this Ordinance by means of pipes and appurtenances for conducting, transporting, conveying, and carrying oil, gas, gasoline, petroleum, wet gas, hydrocarbon substances, and similar liquid substances for any and all purposes.

C) The word "Grantee" shall mean Torrance Pipeline Company, a Delaware limited liability company, which is the entity to whom the Franchise contemplated in this Ordinance is granted, and its lawful successors or assigns.

D) The word "Pipeline" shall mean that certain 8,960 foot long, 12-inch diameter pipeline (located beneath Santa Fe Avenue from Independence Avenue to Southern Avenue, beneath Southern Avenue from Santa Fe Avenue to Alameda Street, and beneath Alameda Street from Southern Avenue to Seminole Avenue) commonly referred to by Exxon as Pipeline No. M-145, and which shall be used for conducting, transporting, conveying and carrying oil, gas, gasoline, petroleum, wet gas, hydrocarbon substances, and simNar liquid substances.

E) The phrase "Pipeline and Appurtenances" shall mean the Pipeline and any appurtenant or related appliance, attachment, cable, cathodic protective device, conduit, equipment, fitting, gauge, main, manhole, meter, pump, regulator, service, trap, valve, vault, vent or wire, where located under, along, across or upon Santa Fe Avenue, Southern Avenue and Alameda Street in the vicinity of the Pipeline.

F) The phrase "Pipeline Franchise Ordinance" shall mean that certain pipeline franchise Ordinance adopted by the City Council of the City and codified at Chapters 13.02 through 4 3. 1 8, inclusive, of the South Gate Municipal Code.

G) The phrase "Street" shall mean the public streets, alleys and places within the City of South Gate as the same now or may hereafter exist, and in which the City has the opportunity to grant a franchise.

SECTION 2. The right, privilege and franchise, subject to all terms and conditions contained in this Ordinance, and pursuant to the provisions of the Division 3, Chapter 2 of the California Public Utilities Code, known as the Franchise Act of 1937, is hereby granted to Grantee, to operate, maintain, use, repair, replace, relocate and 4418641.2-L235.53 2
34 l
remove the Pipeline and Appurtenances for the purpose of conducting, transporting, conveying and carrying oil, gas, gasoline, petroleum, wet gas, hydrocarbon substances, and similar liquid substances under and across the City's right-of-way upon the terms and conditions set forth in Section 3, below.

SECTION 3. The rights granted herein shall be subject to (a) the terms and conditions set forth in this Ordinance, and (b) repairs to or replacements of the Pipeline and Appurtenances by the Grantee, at the Grantee's expense and at such time or times as directed by the City.

SECTION 4. The Franchise shall be for a term of five (5) years commencing September 4 3, 2016 and expiring September 13, 2021, unless terminated earlier for any of the following reasons:

A) The Grantee shall fail, within thirty (30) days afier the passage of this Ordinance granting the Franchise, to file with the City Clerk a written acceptance of the terms and conditions of this Ordinance as specified in Section 14 of this Ordinance, below, in which case the Franchise shall expire immediately and be of no force or effect; or
I
B) The Franchise is forfeited by the Grantee due to the Grantee's noncompliance with the terms and conditions of the Franchise, in which case such termination shall be immediate following the expiration of any applicable cure periods available to the Grantee under this Ordinance or applicable law; or C) The Franchise is voluntarily surrendered or abandoned by the Grantee, or assigned, transferred, sold or leased without the prior express written consent of the City, which assignment shall not be unreasonably withheld; or D) The State of California, the City, or some other municipal or public entity duly authorized by law shall purchase the streets beneath which the Pipeline is located by voluntary agreement, or shall condemn and take same under the power of eminent domain.

SECTION 5.

A) On or before commencement of any franchise operations, the Grantee shall obtain or provide satisfactory evidence of having policies of liability and worker's compensation insurance from companies authorized to transact business in the State of California by the Insurance Commissioner of California as provided by Section 13.08.050 of Chapter 4 3.08, Division 1 of Title 13. ai
B) The Grantee shall file with the City Clerk prior to commencement of any franchise operations, either certified copies of the policies or a certificate of insurance for each of the required policies executed by the company issuing the policy, certifying that the policy is in force and as provided by Section 13.08.050 of Chapter 13.08, Division 1 of Title 4 3.
4418641.2-L235.53 3
35 C) On or before the effective date of this Ordinance, Grantee shall file and thereafter at all times during the life of the Franchise keep on file with the City Clerk a corporate surety bond running to the City or public entity which may become entitled to the benefits herein reserved in the Franchise by virtue of future incorporations or annexations, in the penal sum of ten thousand dollars ($1 0,000) or such other sum as may be specifically provided for in this Ordinance granting the Franchise, with surety to be approved by the City Attorney, conditioned that Grantee shall well and truly observe, fulfill and perform each condition of the Franchise and that in case of any breach of condition of the bond after thirty (30) days' notice to cure has expired, the whole amount of the penal sum shall be deemed to be liquidated damages and shall be recoverable from the principal and sureties of the bond. If the bond is not to be filed prior to the effective date of this Ordinance, the award of the Franchise may be set aside and this Ordinance granting the Franchise repealed at any time prior to the filing of the bond and any money paid in consideration for the award of Franchise shall be deemed forfeited. In the event that the bond, afier it has been so filed, shall at any time during the life of the Franchise, in the reasonable opinion of the City Attorney, becomes insufficient, the Grantee agrees to renew the bond, with sureties to be approved by the City Attorney, within thirty (30) days after written notice to do so from the City Attorney.

D) As an alternate to the filing of a bond, the Grantee may deposit with the City Clerk and assign to the City savings and loan certificates or shares, or both, in the same amount as required on such bond.

SECTION 6. The Grantee shall pay to the City the following fees pursuant to the following requirements:

A) An initial franchise fee of eleven thousand two hundred fiffy five dollars ($11,255.00) pursuant to Section 13.10.010 of Chapter 13.10, Division 1, of Title 13 of the South Gate Municipal Code, prior to the adoption of this Ordinance; and B) A base annual fee for times hereafier specified, in lawful money of the United States, as authorized by Section 6231.5 of the California Public Utilities Code, which annual fee shall be Eighteen Thousand Nine Hundred Thirty-Four Dollars and Twenty-Seven Cents ($18,934.27), computed as follows:
$0.08805 multiplied by two times the internal diameter of pipeline (in inches), multiplied by the number of linear feet of pipeline actually installed or maintained in the public streets, alleys and way under the authority of this franchise.

Said initial base annual fee shall be due and payable annually, during the term of the Franchise, at the end of each "Franchise payment period" as defined in 'l 3.06.080 (2) of Chapter 13.06, Division 1 of Title 13 of the South Gate Municipal Code.

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4418641.2-L2]5.53 4
36 C) Pursuant to Section 13.10.060 of the Chapter 13.10, Division 1, of Title 13 of the South Gate Municipal Code, Franchisee shall pay a late fee equal to ten percent (10%) of any payment due hereunder, where such payment remains unpaid beyond thirty (30) days afier the date on which such payment is due.

D) Any neglect, omission or refusal by the Grantee to make any such payment as and when due, or to file any related statement, certification or verification as to the required payment reasonably required by the City, at the times or in the manner required herein and in the Pipeline Franchise Ordinance, shall be grounds for the declaration of a forfeiture of the Franchise and of all rights hereunder after thirty (30) days' notice to cure has expired as provided for in Section 4 2.

E) The Grantee shall file with the City Clerk, within three (3) months afier the expiration of the calendar year following the effective date of its Franchise, a verified statement setting forth in details the Grantee's computation of the annual fee which is payable for the preceding franchise payment period of the annual fee. Any neglect, omission or refusal by the Grantee to file the verified statement, or to pay the annual fee, at the times or in the manner herein provided, shalt constitute grounds for the declaration of a forfeiture of this Franchise and of all rights of the Grantee hereunder.
a
F) In the event of abandonment of facilities with the approval of the City as elsewhere in this Ordinance provided, or in the event of removal of such facilities by the Grantee, the payments otherwise due the City for occupancy of the roads or highways by such facilities shall be prorated for the calendar year in which such removal or abandonment occurs as of the end of the calendar month in which removed or abandoned.

SECTION 7. Within ninety (90) days following the date in which Pipeline and Appurtenances or any portion thereof have been modified or removed under this Franchise, the Grantee shall file a plan or plans in such forms as may be required by the City's City Engineer showing the accurate location and size of such modified Pipeline and Appurtenances then in place within the locations identified in Section 1.D of this Ordinance, above.

SECTION 8. The Grantee of this Franchise shall:

A) Maintain the Pipeline and Appurtenances in accordance with and in conformity with all City, County, State and Federal ordinances, statutes, rules, regulations and other laws (whether now existing or hereafter adopted) applicable to the installation, location, use, maintenance and/or removal of the Pipeline and Appurtenances;
t
B) Pay to the City, on demand, the cost of all repairs to public property made necessary by any operations of the Grantee under this Franchise, including restoring the Street to its original condition upon the removal of all or any portions 44186=tl.2-L235.53 5
37 of the Pipeline and Appurtenances, or upon the termination or non-renewal of the Franchise;
C) Indemnify and hold harmless the City, its officers and employees from any and all liability for damages proximately resulting from the Grantee's acts or omissions under this Franchise; and be liable to the City for all damages proximately resulting from the failure of said Grantee well and faithfully to observe and perform each and every provision of this Franchise; D) Remove or relocate, at the request of the City and without expense to the City, any or all of the Pipeline and Appurtenances if and when made necessary by any lawful change of grade, alignment or width of the affected Street; E) Use, operate,.repair or modify any pipeline for the transportation of flammable or combustible liquids, in a manner prescribed by the California State Fire Marshall, and/or Chief of Los Angeles Fire Department in accordance with Chapter 13.14, Division 1, of Title 13 of the South Gate Municipal Code; and F) Submit certified test results for the pipeline subject to the provision of the Pipeline Safety Act of 1981, California Government Code Section 51010, et seq. The testing shall be conducted as required by the California State Fire Marshal, and certified test results shall be requested by the City from the Fire Marshal. In the event the State Fire Marshal shall fail to provide such certified test results to the City, grantee shall provide such test results to the City upon request; and G) Submit a written petition of franchise renewal to the City at least ninety (90) days prior to the expiration date.

SECTION 9. The Grantee shall obtain an excavation permit, and pay the applicable fee therefore, prior to commencing any excavation in the right-of-way. The Grantee may obtain an excavation permit by filing a set of excavation plans with the City Engineer, which plans shall be subject to the City Engineer's review and approval. The excavation plans shall show the location of the proposed excavation, as well as the location of all known existing pipes, sewers, conduits, improvements and other facilities in or under any Street or public property in which the franchise property is located with an adequate description of the proposed work, including an estimate of the duration of the interference with any street traffic. The issuance of any excavation permit for the repair, modification or replacement of a pipeline for the transmission of flammable or combustible liquids, gases or hazardous materials, shall be as prescribed by the fire Chief of the Los Angeles County Fire Department in accordance with Chapter 13.14, Division 1, of Title 13 of the South Gate Municipal Code.

A) Where it is necessary to lay underground pipes through, under or across any portion of a paved or macadamized street, such work, where practicable and economically feasible, shall be done by a tunnel or bore so as not to disturb the foundation of such paved or macadamized street. If the same cannot be done, or if it is necessary to cut the street in order to access existing pipes and 4418641.2-L235.53 6
20 38
ai
appurtenances, such work shall be done pursuant to an excavation permit, as provided in above paragraph, to be issued by the City Engineer upon application therefore.

B) All work shall be subject to inspection by the City Engineer. All street coverings or openings, valves, vaults and manholes shall at all times be kept flush with the surface of the streets; provided, however, that vents for underground vaults and manholes may, subject to the prior approval of the City Engineer, extend above the surface of the streets when such vents are located in parkways, between the curb and the property line. The Grantee shall provide adequate traffic safety barriers, signs, devices and traffic safety warning equipment in accordance with City ordinances, rules or regulations, and shall comply with such additional safety measures as the City Engineer may direct.

SECTION 10.

I
A) The Grantee shall develop and maintain an emergency response plan, satisfactory to the City Engineer, which covers all franchise operations within the City. In general, an emergency response plan meeting the requirements of Federal and State law and containing the information contained in this section shall be acceptable. The emergency response plan shall include a 24-hour notification program and proof of arrangements capable of providing emergency response services, including but not limited to traffic control, street excavation, pipeline repair, and supplies and services as necessary, within two (2) hours of notification of any problem, and such other information as the City Engineer shall reasonably require. Repairs to a public street, alley or parkway shall be completed within seventy-two (72) hours unless otherwise authorized by the City Engineer. The City Engineer shall be notified ten (10) days in advance of any proposed change in such arrangements. Grantee's emergency response plan shall be submitted to the City Engineer within thirty (30) days affer the effective date of the Franchise.
a
B) Whenever any Pipeline or Appurtenance breaks or leaks so as to cause the release of oil or products thereof into the public right-of-way, Grantee, and any other person using or controlling the Pipeline or Appurtenance, shall immediately notify the City's Police Department and Public Works Department and shall implement precautionary safety measures including traffic control, system shutdown, valve closures, and public notification. In the event of an emergency which threatens life, health, safety or property, and where it is not possible to obtain an excavation permit prior to commencement of the work, the Grantee may commence such work; provided, however, that within seventy-two (72) hours thereaffer the Grantee shall make application to the City Engineer for an excavation permit in accordance with the procedures specified herein. The City Engineer may impose conditions upon the issuance of the excavation permit, and all work shall be subject to inspection. Adequate traffic safety barriers shall be maintained at all times, and any damaged portion of the Street shall be restored to its original condition.
4418641 2-L235.53 7
39 C) If any portion of any Street is damaged by reason of defects in the Pipeline and Appurtenances, or any portion thereof, or by reason of any other cause attributable to or arising from the operation of the Pipeline and Appurtenances, the Grantee shall, at its sole cost and expense, immediately repair all damages and restore the Street to the condition existing before such damage occurred. All such work shall be done under the direction of the City Engineer, and to the reasonable satisfaction of the City Engineer. Grantee shall repair such damage and restore the Street within three (3) working days after written demand therefore by the City Engineer, or such other period as the City Engineer may authorize when required for the protection of the public health and safety.

D) If the Grantee, afier reasonable notice, fails or refuses to pave, surface, grade, repave, resurface or regrade as required by the provisions of this Franchise, the City may cause the work to be done and shall keep an itemized account of all costs, including reasonable administrative overhead expenses, Grantee shall pay such costs to City within thirty (30) days after presentation to Grantee of an itemized account of such costs.

SECTION 11.

A) Grantee acknowledges that the City's records may not be complete and that pipelines and appurtenant structures unrelated to the Pipeline, and previously unknown to City, are frequently discovered. Consequently, by granting this Franchise or by approving any excavation permit requested by Grantee, the City does not warrant the accuracy of information supplied to the Grantee by the City regarding the location or existence of other facilities. Nothing herein shall be deemed to make the City, or any officer, agent or employee of the City, responsible or liable to the Grantee or to any other person by virtue of the City's approval of excavation permits and/or plans, regardless of whether any information is supplied by the City to the Grantee pertaining to the location of existing pipes, facilities or other improvements on, in or under any Street or other public property.

B) The Grantee shall keep and preserve, within the County of Los Angeles for a period of five (5) years, subsequent to the date of the most recent franchise fee determination as ascertained by an audit made by the City or on its behalf, all the records necessary to determine the amount of such franchise fee.

C) At all reasonable times, the Grantee shall permit the City or its duly authorized representative, to examine the Pipeline and Appurtenances and to examine and transcribe any and all books, accounts, papers, maps, and other records kept or maintained by the Grantee or under its control and associated with the Pipeline and Appurtenances and/or the financial condition of the Grantee with respect thereto.

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4418641 .2 - L235.53 8
22 40
SECTION 12.

I A) If the Grantee shall fail, neglect or refuse to comply with any of the provisions or conditions of this Franchise, and shall not, within thirty (30) days affer written demand for compliance, begin the work of compliance, or after commencing such compliance shall fail to prosecute the same with due diligence to completion, then the City, acting by and through its legislative body, may declare this Franchise forfeited.

B) In the event of noncompliance by the Grantee with any of the conditions hereof, the City may, in addition to all other remedies provided for herein, bring suit for the forfeiture or termination of this Franchise.

SECTION 13.
i
A) At the expiration, revocation or termination of this Franchise or of the permanent discontinuance of the use of all or a portion of the Pipeline or Appurtenances, the Grantee shall, within thirty (30) days thereaffer, make written application to the Director of Public Works for authority either to: (1) abandon all or a portion of such facilities in place; or (2) remove all or a portion of such facilities. Such application shall describe the facilities desired to be abandoned, their location with reference to City highways, and shall describe with reasonable accuracy the physical condition of such facilities. The Director of Public Works shall determine whether any abandonment or removal which is thereby proposed may be effected without detriment to the public interest and under what conditions such proposed abandonment or removal may be effected. He or she shall then notify the Grantee of his or her determinations.

B) Within thirty (30) days after receipt of such notice, the Grantee shall apply for a permit from the Public Works Department to abandon or remove the Pipeline and Appurtenances (or portion thereof, as appropriate).

C) The Grantee shall, within ninety (90) days after obtaining such permit, commence and diligently prosecute to completion the work authorized by the permit.

SECTION 14.
adoption.

This Ordinance shall take effect on the thirty-first (31st) day after its [Remainder of page left blank intentionally]
as
4418641.2-L235.53 9
41 SECTION 15. The Grantee of this Franchise shall pay to the City a sum of money sufficient to reimburse it for all publication expenses incurred by it in connection with the granting of this Franchise; said payment to be made within thirty (30) days after the City shall have furnished said Grantee with a written statement of such expenses.

SECTION 16. The City Clerk shall certify to the adoption of this Ordinance and shall cause same to be published as required by law.

PASSED, APPROVED AND ADOPTED this 13th day of September 2016.

CITY OF SOUTH GATE:

W.H. (Bill) De Witt, Mayor
(SEAL)
APPROVED AS TO FORM:
ul F. Salinas, City Attorney
!fflffli
4418641.2-L235.53 10
24 42

ORDINANCE CERTIFICATION PAGE
a

ST ATE OF CALIFORNIA

COUNTY OF LOS ANGELES ) SS

CITY OF SOUTH GATE
I, Carmen Avalos, City Clerk of the City of South Gate, Califomia, hereby certi$ that the whole number of Members of the City Council of said City is five; that Ordinance No. 2329 was adopted by the City Council at their Regular Meeting held on September 13, 2016, by the following vote:

Ayes: Council Members: De Witt, Davila, Hurtado and Bernal Noes: Council Members: None

Absent: Council Members: Morales
a
Abstain: Council Members: None
Witness my hand and the seal of said City on September 15, 2016.

C, o
Carmen Avalos, City Clerk
City of South Gate, California
a
25 43

ATT ACHMENT D
DocuSign Envelope ID: 9AB69BE6-17F4-475D-9BC7-C5E4C8E3B5DB ST ATE OF CALIFORNIA-N ATURAL RESOURCES AGENCY Gavin Newsom, Governor

DEPARTMENT OF FORESTRY AND FIRE PROTECTION

OFFICE OF THE STATE FIRE MARSHAL
3780 Kilroy Airport Way, Suite 500
Long Beach, Califomia 90806
(562) 497-0350
October 22, 202'l
Kenneth Tang
City of South Gate
8650 California Road
South Gate, California 90280
SUBJECT: TORRANCE PIPELINE COMPANY LLC (TLC) M-145 (OSFM LINE #0205) Dear Mr. Tang:

The Office of the State Fire Marshal (OSFM) confirms that Torrance Pipeline Company (TLC) is in compliance with Federal and State laws and regulations regarding the maintenance and operation of the below referenced pipeline in the City of South Gate.

TLC's M -145-line flows from TLC Torrance meter station to TLC Vernon Terminal with a connection to Kinder Morgan Watson station. M-145 is 12"in diameter and is 18.26 miles in total length.

TLC is required to operate and maintain its pipelines pursuant to the Califomia Pipeline Safety Act and the u.s. DOT Code of Federal Regulations (CFR). A standard inspection of this pipeline was conducted in March 2016 with no violations found. A successful pressure test was last conducted on January 1, 20"l9. An internal inspection of the pipeline (Smart Pig) was performed on December 19,2019.

If you have any questions, please do not hesitate to contact me.

Sincerely,
.z L.x/.--

JAMES HOSLER
Assistant Deputy Director
Chief of Pipeline Safety and CUPA Programs
=Tiie Deparlment of Forestry and Fire Proterlion ser'ves and wfe5prards Ihe people and projects tlie property and resoxwces of California." 26 44

ATT ACHMENT E

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27 45
Item No. 5
Cl'fYMANA8ER'S OFFICE
SEP 2 9 2022
5:ffl (r' Ciffl of South Gate

CITY COUNCIL
A(SENIDA IBfflLL
For the Regular Meeting of: October 11, 2022
Originating Department:

Darren Arakawa
ChANrs
SUBJECT: PROPOSED USE OF 2020 HOMELAND SECURITY GRANT PROGRAM (SHSP) DIRECTLY TO THE CALIFORIA GOVERNOR'S OFFICE OF EMERGENCY SERVICES (CAL OES) FOR THE 2020 ST ATE HOMELAND SECURITY PROGRAM (SHSP), FAIN #037-00000, FEDERAL AWARD DATED OCTOBER 23, 2020, WITH A PERFORMANCE PERIOD OF SEPTEMBER 1, 2020, TO MAY 31, 2023.

PURPOSE: To approve the use of 2020 SHSP funds in the amount of $14,185 to enhance communication equipment, and capabilities to prevent, respond, and recover from threats or actsof terrorism.

RECOMMENDED ACTIONS: Following the conclusion of a public hearing, the City Council will consider:
a. Authorizing utilization of 2020 Homeland Security Grant Program Funds in the amount of $14,185 for the purchase of communications equipment and accessories, plus installation, for the Police Department;
b. Increasing the Fiscal Year 2022/23 revenue projection in Account Number 232-541 (Law Enforcement Grants - Homeland Security Grant) to $14,185; c. Amending the Fiscal Year 2022/23 Law Enforcement Grants Fund Budget by appropriating $14,185 to Account Number 232-541-21-6204 (Law Enforcement Grants - Homeland Security Grant - Small Tools & Equipment) for the purchase of unit radios, portable radios, charging stations and accessories; and d. Authorizing the City Manager to execute the State Homeland Security Grant Program Subrecipient Agreement for Grant Year 2020.

FISCAL IMPACT: There is no fiscal impact to the General Fund and no requirement for the City to match these grant funds. The total amount of funding that is allocated to the City for Fiscal Year 2022/23 is $14,185.

PUBLIC NOTICE: A legal notice was published in the South Gate Press newspaper on September 22, 2022.

ANALYSIS: None
1 46
BACKGRO{JND: The U.S. Department of Homeland Security through the Office of Grants and Training has provided financial assistance for the SHSP directly to the California Govemor's Office of Emergency Services (Cal OES) for the 2020 SHSP, FAIN #037-00000, Federal Award dated October 23, 2020, with a performance period of September 1, 2020, to May 31, 2023.

Cal OES is providing these funds to the County of Los Angeles (D[n%JS #052238763) as its Subgrantee. Cal OES is responsible for managing and overseeing the SHSP funds that are distributed to municipal jurisdictions within Los Angeles County. This specific financial assistance is being provided to the Sorith Gate Police Department to address communication equipment, training, and needs of the department to assist in building effective prevention and protection capabilities to prevent, respond to, and recover from threats or acts of terrorism.

The County of Los Angeles as a Subgrantee has obtained approval of the 2020 SHSP grant from Cal OES in the total amount of $10,593,612 and the South Gate Police Department has been allocated funds in the amount of $14,185.

ATTACHMENTS: A. 2020 Homeland Security Grant Program Subrecipient Agreement B. Public Hearing Notice
2 47

ATT ACHMENT A
State Homeland Security Program
Subrecipient Agreement
Grant Year 2020
Between the
County of Los Angeles
and the
City of South Gate
48 SUBRECIPIENT AGREEMENT

BETWEEN THE

COUNTY OF LOS ANGELES

AND THE

CITY OF SOUTH GATE
THIS AGREEMENT ("Agreement") is made and entered into by and between theCounty of Los Angeles, a political subdivision of the State of California (the "County of Los Angeles"), and the City of South Gate, a public agency (the "Subrecipient").

WITNESSETH
WHEREAS, the u.s. Department of Homeland Security Title 2 Code of Federal Regulations (CFR) through the Office of Grants and Training (G&T), has provided financial assistance for the State Homeland Security Program (SHSP), Assistance Listings Number (formerly Catalog of Federal Domestic Assistance Number ) 97.067 - Homeland Security Grant Program directly to the California Governor's Office of Emergency Services (Cal OES) for the 2020 SHSP, Federal Award Identification No. 037-00000 Federal Award dated October 23, 2020 with a performance period of September 1, 2020 to May 31, 2023. This Federal Award is not a R&D award; and WHEREAS, the Cal OES provides said funds to the County of Los Angeles(DUNS #052238763) as its Subgrantee, and the Chief Executive Office (CEO) isresponsible for managing and overseeing the SHSP funds that are distributed to otherspecified jurisdictions within Los Angeles County; and WHEREAS, this financial assistance is being provided to the Subrecipient inorder to address the unique equipment, training, organization, exercise and planning needs of the Subrecipient, and to assist the Subrecipient in building effective preventionand protection capabilities to prevent, respond to, and recover from threats or acts ofterrorism; and WHEREAS, the County of Los Angeles as Subgrantee has obtained approval ofthe 2020 SHSP grant from Cal OES in the total amount of $10,593,61 2.00; and WHEREAS, the CEO now wishes to distribute 2020 SHSP grant funds to theSubrecipient in the amount of $14,185.00, as further detailed in this Agreement; and WHEREAS, the CEO is authorized to enter into subrecipient agreements withcities providing for re-allocation and use of these funds; and to execute all Future amendments, modifications, extensions, and augmentations relative to the subrecipientagreements, as necessary; and WHEREAS, the County of Los Angeles and Subrecipient are desirous of executing this Agreement, and the County of Los Angeles Board of Supervisors on July20, 2021 authorized the CEO to prepare and execute this Agreement.

49 NOW, THEREFORE, the County of Los Angeles and Subrecipient agree as follows:

SECTION I

INTRODUCTION
§101. PartiestothisAqreement
The parties to this Agreement are:

A. County of Los Angeles, a political subdivision of the State of California, having its principal office at Kenneth Hahn Hall of Administration, 500 West Temple Street, Los Angeles, CA 90012; and
B. City of SOUTH GATE , a public agency, having its principal office at 8650 CALIFORNIA AVE, SOUTH GATE, CA 90280
§102. - Representatives of the Parties and Service of Notices A. The representatives of the respective parties who are authorized to administer this Agreement and to whom formal notices, demands and communications must be given are as follows:

The representative of the County of Los Angeles is, unless otherwise stated in this Agreement:

Craig Hirakawa, HSGP Grants Director
Chief Executive Office, LAC
500 West Temple Street, Room B-79-2
Los Angeles, CA 90012
Phone: (213) 974-1127
Fax: (213)687-3765
[email protected]
Melissa Tarver
Chief Executive Office, LAC
500 West Temple Street, Room B-79-2
Los Angeles, CA 90012
Phone: (213) 974-3338
Fax: (2"l3) 687-3765
[email protected]

50 2. The representative of Subrecipient is:

Name and Title: DARREN ARAKAWA, CHIEF OF POLICE
Organizational DuNS
Number 082201310
Address: 8620 CALIFORNIA AVE
City/State/Zip: SOUTH GATE, CA 90280
Phone: 323-563-5408
FAX: 323-563-5488
Email: [email protected]
With a copy to:

Name and Title: YODIT GLAZE
Address: 8650 CALIFORNIA AVE
City/State/Zip:

SOUTH GATE, CA 90280
Phone: 323-563-9511
FAX: 323-563-5411
Email: [email protected]
B. Formal notices, demands and communications to be given hereunder by either party must be made in writing and may be effected by personal delivery, regular L1.S. Postal mail service and/or e-mail. In the event of personal delivery or email, the message will be deemed communicated upon receipt by the County of Los Angeles. In the event of mail service, the message will be deemed communicated as of the date of mailing.

C. If the name and/or title of the person designated to receive the notices, demands or communications or the address of such person is changed, written notice must be given, in accord with this section, within five (5) business days of said change.

51 §"l03. Independent Party
Subrecipient is acting hereunder as an independent party, and not as an agent or employee oT the County of Los Angeles. An employee of Subrecipient is not, and will not be deemed, an employee of the County or Los Angeles by virtue of this Agreement, and Subrecipient must so inform each employee organization and each employee who is hired or retained under this Agreement. Subrecipient must not represent or otherwise hold out itself or any of its directors, officers, partners, employees, or agents to be an agent or employee of the County of LosAngeles by virtue of this Agreement. §104. ConditionsPrecedenttoExecutionoFThisAgreement
Subrecipient must provide the following signed documents to the County ofLos Angeles, unless otherwise exempted:

A. Certification and Disclosure Regarding Lobbying, attached hereto as Exhibit A and made a part hereof, in accordance with §41 1.A.14 of this Agreement.

Subrecipient must also file a Disclosure Form at the end of each calendar quarter in which there occurs any event requiring disclosure or which materially affects the accuracy of the information contained in any Disclosure Form previously filedby Subrecipient.

B. Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion Lower Tier Covered Transactions, attached hereto as Exhibit B and made a part hereof, as required by Executive Order 12549 in accordance with§411A.12 of this Agreement.

C. Certification Regarding Drug-Free Workplace, attached hereto as Exhibit C and made a part hereof,in accordance with §41 1.A.13 of this Agreement.

D. Certification of Grant Assurances, attached hereto as Exhibit D and made a parthereof, in accordance with §41 1.C of this Agreement.

SECTION II

TERM AND SERVICES TO BE PROVIDED
§201. Performance Period
The performance period of this Agreement is From September 1, 2020 to February 28, 2023, unless the County of Los Angeles, with Cat OES approval, provides written notification to the Subrecipient that the performance period has been extended, in which case the performance period will be so extended bysuch written notification, as provided in §502, below.

52 §202. Use of Grant Funds
A. Subrecipient and the County of Los Angeles have previously completed amutually approved budgeUexpenditure plan, hereinaffer "Budget," for the 2020SHSP, which has been approved by Cal OES. This information is contained in acopy of the Final Grant Award Letter and Project Worksheet, attached hereto asExhibit E.

Any request by Subrecipient to modify the Budget must be made in writing withthe appropriate justification and submitted to CEO For approval. If during theCounty of Los Angeles review process, additional information or documentationis required, the Subrecipient will have ten (10) business days to comply with therequest. If the Subrecipient does not comply with the request, CEO will issuewritten notification indicating that the requested modification will not beprocessed. Modifications must be approved in writing by the County of LosAngeles and Cal OES during the term of this Agreement. Upon approval, allother terms of this Agreement will remain in effect.

Subrecipient must utilize grant funds in accordance with al) Federal regulationsand State Guidelines.

B. Subrecipient agrees that grant funds awarded will be used to supplement existingfunds for program activities, and will not supplant (replace) non-Federal funds.

C. Subrecipient must review the Federal Debarment Listing athttps://www.sam.qov/SAM/paqes/public/searchRecords/search.jsf prior to thepurchase of equipment or services to ensure the intended vendor is not listedand also maintain documentation that the list was verified.

D. Prior to the purchase of equipment or services utilizing a sole source contract orthe receipt of single bid response or $250,000.00 or more, justification must bepresented to CEO, who upon review will request approval from Cal OES. Suchapproval in writing must be obtained prior to the commitment of funds.

E. Subrecipient must provide any certifications or reports requested by the Countyof Los Angeles to the CEO indicating Subrecipient's performance under thisAgreement, including progress on meeting program goals. Reports must be inthe form requested by the County of Los Angeles, and must be provided by thefifteenth (1 5fh) of the following month. Subrecipient is required to complete anysurvey requests requested by the County of Los Angeles. Subrecipient mustalso submit completed Project Claims for reimbursement immediately or aminimum on a quarterly basis, and no later than the date stated in §201, above.

F. Subrecipient must provide an electronic copy of their Annual Single Audit Report,as required by 2 CFR Part 200, to CEO no later than March 3jst (fiscal yearending June 30) or June 30'h (fiscal year ending September 30) of the yearfollowing the reporting period.

53 G. Subrecipient may be monitored by the County of Los Angeles on an annual basis to ensure compliance with Cal OES grant program requirements. The County of Los Angeles anticipates that said monitoring may include, at a minimum, one on- site visit during the term of this Agreement. Monitoring will utilize a Review Instrument (sample attached hereto as Exhibit H, and subject to periodic revisions) to evaluate compliance.

H. Subrecipient must provide Corrective Action Plan(s) to CEO within thirty (30)days of any audit finding.

I. Subrecipient use of the Los Angeles Regional Interoperable Communication System's Motorola Solutions, Incorporated Land Mobile Radio System Contract to purchase equipment is unallowable unless the Subrecipient can clearly demonstrate to CEO it meets one of the four federal exceptions to necessitate anoncompetitive procurement before issuance of any contract, amendment, orpurchase order.

J. Subrecipient shall not use grant funds to purchase, extend, or renew any Telecommunications and Video Surveillance services and equipment as substantial or essential component of any system, or as critical technology as part of any system which the Secretary of Defense, in consultation with Director of National Intelligence or the Director of the Federal Bureau of Investigation, reasonably believes to be an owned, controlled by, or connected to the People's Republic of China such as and not limited to Huawei Technologies Company or ZTE Corporation (or any subsidiary or affiliate of such entities); or Hytera Communications Corporation, Hangzhou Hikvision Digital Technology Company, or Dahua Technology Company (or any subsidiary or affiliate of such entities).

K. Any equipment acquired pursuant to this Agreement must be authorized in theG&T Authorized Equipment List (AEL) available online at https://www.fema.gov/authorized-equipment-list and the Funding Guidelines of the 2020 SHSP Notice of Funding Opportunity, incorporated by reference, and attached hereto as Exhibit F. Subrecipient must provide the CEO a copy of its most current procurement guidelines and follow its own procurement requirements as long as they meet or exceed the minimum Federal requirements and any added Cal OES requirements. Federal procurement requirements for the 2020 SHSP can be found at Title 2 CFR Part 200.313.

Any equipment acquired or obtained with Grant Funds:

1. Will be made available under the California Disaster and Civil Defense Master Mutual Aid Agreement in consultation with representatives of the various fire, emergency medical, hazardous materials response services, and law enforcement agencies within the jurisdiction of the applicant;

54 2. Will be consistent with needs as identified in the State Homeland Security Strategy and will be deployed in conformance with that plan;

3. Will be made available pursuant to applicable terms of the California Disaster and Civil Defense Master Mutual Aid Agreement and deployed with personnel trained in the use of such equipment in a manner consistent with the California Law Enforcement Mutual Aid Plan or the California Fire Services and Rescue Mutual Aid Plan.

L. Equipment acquired pursuant to this Agreement will be subject to the requirementsofTitle2CFRPart200.313. Forthepurposesofthissubsection, "Equipment" is defined as tangible nonexpendable property, having a useful life of more than one year which costs $5,000.00 or more per unit. Items costing less than $5,000.00, but acquired under the "Equipment" category of the Grantmust also be listed on any required Equipment Listing.

1. Equipment must be used by Subrecipient in the program or project for which it was acquired as long as needed, whether or not the project or program continues to be supported by Federal funds. When no longer needed For the original program or project, the Equipment may be used in other activities currently or previously supported by a Federal agency.

2. Subrecipient must make Equipment available for use on other like projects or programs currently or previously supported by the Federal Government, providing such use will not interfere with the work on the projects or program for which it was originally acquired. First preference for other use must be given to other programs or projects supported by the awarding agency.

3. An Equipment Listing must be maintained listing each item or Equipment acquired with SHSP funds. The Equipment Listing must be kept up to date at all times. Any changes must be recorded in the Listing within ten (10) business days and the updated Listing is to be forwarded to the County of Los Angeles Auditor-Controller (A-C) Shared Services Division.

The Equipment Property Records must be maintained that include: (a) a description of the property, (b) a serial number or other identification number, (c) the source of property, (d) who holds title, (e) the acquisition date, (f) and cost of the property, (g) percentage of Federal participation in the cost of the property, (h) the location, (i) use and condition of the property, (j) and any ultimate disposition data including the date of disposal and sale price of the property. Records must be retained by the subrecipient pursuant to Title 2, Part 200.313 (d) (1 ) of the CFR.

4. All Equipment obtained under this Agreement must have an appropriate identification decal affixed to it, and, when practical, must be affixed where it is readily visible.

55 5. A physical inventory or the Equipment must be taken by the Subrecipient and the results reconciled with the Equipment Listing at least once everytwo years or prior to any site visit by State or Federal auditors or County ofLos Angeles monitors. The Subrecipient is required to have on file a lettercertifying as to the accuracy of the Equipment Listing in the frequency asabove, and provide to the CEO when requested.

M. Any Planning paid pursuant to this Agreement must conform to the guidelines aslisted in Exhibit F or subsequent grant year programs.

N. Any Organization activities paid pursuant to this Agreement must conform to theguidelines as listed in Exhibit F.

0. Any Training paid pursuant to this Agreement must conform to the guidelines aslisted in Exhibit F, and must be first submitted to CEO and then pre-authorized byCal OES. A catalog of federally approved and sponsored training courses isavailable at https://www.firstrespondertraininq.qov/frts/.

P. Any Exercise paid pursuant to this Agreement must conform to the guidelines aslisted in Exhibit F. Detailed Homeland Security Exercise and Evaluation ProgramGuidance is available at https://www.fema.gov/hseep.

Q. Any Personnel activities paid pursuant to this Agreement must conform to theguidelines as listed in Exhibit F.

R. Subrecipient must provide to CEO a spending plan detailing the required stepsand timeframes required to complete the approved projects within the granttimeframe. Subrecipient must submit the spending plan to CEO prior to finalexecution of the Agreement.

S. Pursuant to this Agreement, indirect costs are not reimbursable.

SECTION Ill

PAYMENT
§301. Payment of Grant Funds and Method of Payment
A. The County of Los Angeles will reimburse Subrecipient up to the maximum grantamount of $14,185.00 as expenditures are incurred and paid by Subrecipient andall documentation is reviewed and approved by County of Los Angeles. Allexpenditures must be for the purchase of equipment, exercises, training, organization, and planning as described in Section II of this Agreement. The

56 grant amount represents the amount allocated to Subrecipient in the 2020 SHSP Grant Award Letter from Cal OES.

B. Subrecipient must submit reimbursement requests to the County of Los Angeles A-C Shared Services Division requesting payment as soon as a Project is completed and expenses are incurred and paid with the required supporting documentation; submission can be sent immediately or at a minimum on a quarterly basis, and no later than the date stated in §201, above. Each reimbursement request must be accompanied by the Reimbursement Form (sample attached hereto as Exhibit G, and subject to periodic revisions). All appropriate back-up documentation must be attached to the reimbursement form,including the method of procurement, bid documentation, purchase orders, invoices, report of goods received, and proof of payment.

For Training reimbursements, Subrecipient must include a copy of the class roster verifying training attendees, proof that prior approval was obtained from Cal OES and that a Cal OES Feedback number has been assigned to the course, and timesheets and payroll registers for all training attendees.

For Exercise reimbursements, Subrecipient must enter the After Action Report (AAR) and Improvement Plan on the State Office of Domestic Preparedness secure portal within sixty (60) days following completion of the exercise and submit proof of prior State approval of the AAR with the reimbursement request.

For Planning reimbursements, Subrecipient must include a copy of the finaltangible product.

C. The County of Los Angeles may, at its discretion, reallocate unexpended grant funds to another subrecipient. Said reallocation may occur upon approval by theCounty of Los Ange)es of a Subrecipient reimbursement submission, inquiry From the County of Los Angeles to the Subrecipient regarding fund utilization, or by written notification from the Subrecipient to the County of Los Angeles that aportion of the grant funds identified in §301.A., above, will not be utilized. As provided in §502, below, any increase or decrease in the grant amount specified in §301.A., above, may be effectuated by a written notification by the County ofLos Angeles to the Subrecipient.

D. Payment of reimbursement request will be withheld by the County of Los Angeles until the County of Los Angeles has determined that Subrecipient has turned inall supporting documentation and completed the requirements of this Agreement.

E. It is understood that the County of Los Angeles makes no commitment to fundthis Agreement beyond the terms set forth herein.

F. 1. Funding for all periods of this Agreement is subject to continuing Federal appropriation of grant funds for this program. In the event of a loss or reduction of Federal appropriation of grant funds for this program, the Agreement may be

57 terminated, or appropriately amended, immediately upon notice to Subrecipient of such loss or reduction of Federal grant funds.

2. County of Los Angeles will make a good-faith effort to notify Subrecipient, in writing, of such non-appropriation at the earliest time.

SECTION IV

STANDARD PROVISIONS
§401. Construction or Provisions and Titles Herein
All titles or subtitles appearing herein have been inserted for convenience and do not, and will not be deemed to, affect the meaning or construction of any of the terms or provisions hereof. The language of this Agreement will be construed according to its fair meaning and not strictly for or against either party. §402. Applicable Law, Interpretation and Enforcement Each party's performance hereunder must comply with all applicable laws or the United States of America, the State of California, and the County of Los Angeles.

This Agreement will be enforced and interpreted, as applicable, under the laws of the United States or America, the State of California and the County of Los Angeles.

If any part, term or provision of this Agreement is held void, illegal, unenforceable, or in conflict with any law of a Federal, State or Local Government having jurisdiction over this Agreement, the validity of the remainder of the Agreement will not be affected thereby.

Applicable Federal or State requirements that are more restrictive will be followed.
§403. Inteqrated Aqreement
This Agreement sets forth all of the rights and duties of the parties with respect to the subject matter hereof, and replaces any and all previous agreements or understandings, whether written or oral, relating thereto. This Agreement may be amended only as provided for herein.
§404. Breach
If any party fails to perform, in whole or in part, any promise, covenant, or agreement set forth herein, or should any representation made by it be untrue, any aggrieved party may avail itself of all rights and remedies, at law or equity, in the courts of law. Said rights and remedies are cumulative of those provided for

58 herein except that in all events, no party may recover more than once, suffer a penalty or forfeiture, or be unjustly compensated.
§405. Prohibition Aqainst Assiqnment or Delegation
Subrecipient may not do any of the following, unless it has first obtained the written permission of the County of Los Angeles:

A. Assign or otherwise alienate any or its rights hereunder, including the right to payment; or
B. Delegate, subcontract, or otherwise transfer any of its duties hereunder. §406. Permits
Subrecipient and its officers, agents and employees must obtain and maintain all permits and licenses necessary for Subrecipient's performance hereunder and must pay any fees required therefor. Subrecipient further certifies that it will immediately notify the County of Los Angeles of any suspension, termination, lapse, non-renewal or restriction of licenses, certificates, or other documents. §407. Nondiscrimination and Affirmative Action
Subrecipient must comply with the applicable nondiscrimination and affirmative action provisions of the laws of the United States of America, the State of California, and the County of Los Angeles. In performing this Agreement, Subrecipient must not discriminate in its employment practices against any employee or applicant for employment because of such person's race, religion, national origin, ancestry, sex, sexual orientation, age, physical handicap, mental disability, marital status, domestic partner status or medical condition.

Subrecipient must comply with Executive Order 11246, entitled "Equal Employment Opportunity," as amended by Executive Order 1 I 375, and as supplemented in Department of Labor regulations (41 CFR Part 60).

If required, Subrecipient must submit an Equal Employment Opportunity Plan to the Department of Justice Office of Civil Rights in accordance with guidelines listed at https://www.justice.qov/crt.

Any subcontract entered into by the Subrecipient relating to this Agreement, to the extent allowed hereunder, will be subject to the provisions of this §407 of this Agreement.
§408. Indemnification
Each of the parties to this Agreement is a public entity. This indemnity provision is written in contemplation of the provisions of Section 895.2 of the Government Code of the State of California, which impose certain tort liability jointly upon public entities, solely by reason of such entities being parties to an agreement,

59 and the parties agree that this indemnity provision will apply and will be enforceable regardless of whether Section 895 et seq. is deemed to apply to this Agreement. The parties hereto, as between themselves, consistent with the authorization contained in Government Code Sections 895.4 and 895.6 agree to each assume the full liability imposed upon it or upon any of its officers, agents, or employees by law, For injury caused by a negligent or wrongful act or omission occurring in the performance of this Agreement, to the same extent that such liability would be imposed in the absence of Government Code Section 895.2.

To achieve the above-stated purpose, each party agrees to indemnify and hold harmless the other party For any liability arising out of its own negligent acts or omissions in the performance of this Agreement (i.e., the Subrecipient agrees to indemnify and hold harmless the County of Los Angeles for liability arising out of the Subrecipient's negligent or wrongful acts or omissions and the County of Los Angeles agrees to indemnify and hold harmless the Subrecipient for liability arising out of the County of Los Angeles' negligent or wrongful acts or omissions). Each party further agrees to indemnify and hold harmless the other party for liability that is imposed on the other party solely by virtue of Government Code Section 895.2. The provisions of Section 2778 of the California Civil Code are made a part hereof as if Fully set forth herein. Subrecipient certifies that it has adequate self-insured retention of funds to meet any obligation arising from this Agreement.
§409. Conflict of Interest
A. The Subrecipient covenants that none of its directors, officers, employees, or agents may participate in selecting, or administrating, any subcontract supported (in whole or in part) by Federal funds where such person is a director, officer, employee or agent of the subcontractor; or where the selection of subcontractors is or has the appearance of being motivated by a desire for personal gain for themselves or others such as family business, etc.; or where such person knows or should have known that:

1. A member of such person's immediate family, or domestic partner or organization has a financial interest in the subcontract;

2. The subcontractor is someone with whom such person has or is negotiating any prospective employment; or

3. The participation of such person would be prohibited by the California Political Reform Act, California Government Code §87al00 et seq. if such person were a public officer, because such person would have a "financial or other interest" in the subcontract.

B. Definitions:

1. The term "immediate family" means domestic partner and/or those persons related by blood or marriage, such as husband, wife, father,

60 mother, brother, sister, son, daughter, father in law, mother in law, brother in law, sister in law, son in law, daughter in law.

2. The term "financial or other interest" means:
a. Any direct or indirect financial interest in the specific contract, including but not limited to, a commission or fee, a share of the proceeds, prospect of a promotion or of future employment, a profit, or any other form of financial reward.
b. Any of the following interests in the subcontractor ownership:
partnership interest or other beneficial interest of five percent or more; ownership of five percent or more of the stock; employment in a managerial capacity; or membership on the board of directors or governing body.

C. The Subrecipient Further covenants that no officer, director, employee, or agent may solicit or accept gratuities, favors, or anything of monetary value from any actual or potential subcontractor, supplier, a party to a sub agreement, (or persons who are otherwise in a position to benefit from the actions of any officer, employee, or agent).

D. The Subrecipient may not subcontract with a Former director, officer, or employee within a one-year period following the termination of the relationship between said person and the Subrecipient.

E. Prior to obtaining the County of Los Angeles' approval of any subcontract, the Subrecipient must disclose to the County of Los Angeles any relationship, financial or otherwise, direct or indirect, of the Subrecipient or any of its officers, directors or employees or their immediate family with the proposed subcontractor and its officers, directors or employees.

F. For further clarification of the meaning of any of the terms used herein, the parties agree that references are made to the guidelines, rules, and laws of the County of Los Angeles, State of California, and Federal regulations regarding conflict of interest.

G. The Subrecipient warrants that it has not paid or given and will not pay or give to any third person any money or other consideration for obtaining this Agreement.

H. The Subrecipient covenants that no member, officer or employee or Subrecipient may have interest, direct or indirect, in any contract or subcontract or the proceeds thereof for work to be performed in connection with this project during his/her tenure as such employee, member or officer or For one year thereaffer.

I. The Subrecipient must incorporate the foregoing subsections of this Section into every agreement that it enters into in connection with this grant and must

61 substitute the term "subcontractor" for the term "Subrecipient" and "sub subcontractor" for "Subcontractor".
§410. Restriction on Disclosures
Any reports, analyses, studies, drawings, information, or data generated as a result of this Agreement are to be governed by the California Public Records Act (California Government Code Sec. 6250 et seq.).
§41 1. Statutes and Requlations Applicable To All Grant Contracts A. Subrecipient must comply with all applicable requirements of State, Federal, and County of Los Angeles laws, executive orders, regulations, program and administrative requirements, policies and any other requirements governing this Agreement. Subrecipient must comply with applicable State and Federal laws and regulations pertaining to labor, wages, hours, and other conditions of employment. Subrecipient must comply with new, amended, or revised laws, regulations, and/or procedures that apply to the performance of this Agreement.

These requirements include, but are not limited to:

1. CFR
Subrecipient must comply with Title 2 CFR Part 200.

2. Sinqle Audit Act
Since Federal funds are used in the performance of this Agreement, Subrecipient must, as applicable, adhere to the rules and regulations of the Single Audit Act (31 USC Sec. 7501 et seq.), 2 CFR Part 200 and any administrative regulation or field memos implementing the Act.

3. Americans with Disabilities Act
Subrecipient hereby certifies that, as applicable, it will comply with the Americans with Disabilities Act 42, USC §§12101 et sq., and its implementing regulations. Subrecipient will provide reasonable accommodations to allow qualified individuals with disabilities to have access to and to participate in its programs, services and activities in accordance with the provisions of the Americans with Disabilities Act.

Subrecipient will not discriminate against persons with disabilities nor against persons due to their relationship to or association with a person with a disability. Any subcontract entered into by Subrecipient, relating to this Agreement, to the extent allowed hereunder, will be subject to the provisions of this paragraph.

4. Political and Sectarian Activity Prohibited

62 None of the funds, materials, property or services provided directly or indirectly under this Agreement may be used for any partisan political activity, or to further the election or defeat of any candidate for public office. Neither may any funds provided under this Agreement be used for any purpose designed to support or defeat any pending legislation or administrative regulation. None of the Funds provided pursuant to this Agreement may be used for any sectarian purpose or to support or benefit any sectarian activity.

Subrecipient must file a Disclosure Form at the end of each calendar quarter in which there occurs any event requiring disclosure or which materially affects the accuracy of any of the information contained in any Disclosure Form previously filed by Subrecipient. Subrecipient must require that the language of this Certification be included in the award documents for all sub-awards at all tiers and that all subcontractors certify and disclose accordingly.

Records Inspection
At any time during normal business hours and as often as either the County of Los Angeles, the u.s. Comptroller General or the Auditor General of the State of California may deem necessary, Subrecipient must make available for examination all of its records with respect to all matters covered by this Agreement. The County of Los Angeles, the u.s.

Comptroller General and the Auditor General of the State of California have the authority to audit, examine and make excerpts or transcripts from records, including all Subrecipient's method of procurement, invoices, materials, payrolls, records of personnel, conditions of employment and other data relating to all matters covered by this Agreement.

Subrecipient agrees to provide any reports requested by the County of Los Angeles regarding performance of this Agreement.

Records Maintenance
Records, in their original form, must be maintained in accordance with requirements prescribed by the County of Los Angeles with respect to all matters specified in this Agreement. Original forms are to be maintained on file for all documents specified in this Agreement. Such records must be retained for a period five (5) years after termination of this Agreement and after final disposition of all pending matters. "Pending matters" include, but are not limited to, an audit, litigation or other actions involving records. The County of Los Angeles may, at its discretion, take possession of, retain and audit said records. Records, in their original form pertaining to matters covered by this Agreement, must at all times be retained within the County of Los Angeles unless authorization to remove them is granted in writing by the County of Los Angeles.

63 Subcontracts and Procurement
Subrecipient must, as applicable, comply with the Federal, State and County of Los Angeles standards in the award of any subcontracts. For purposes or this Agreement, subcontracts include but are not limited to purchase agreements, rental or lease agreements, third party agreements, consultant service contracts and construction subcontracts.

Subrecipient must, as applicable, ensure that the terms of this Agreement with the County of Los Angeles are incorporated into all Subcontractor agreements. The Subrecipient must submit all Subcontractor agreements to the County of Los Angeles for review prior to the release of any funds to the Subcontractor. The Subrecipient must withhold funds to any Subcontractor agency that fails to comply with the terms and conditions of this Agreement and their respective Subcontractor agreement.

Labor
Subrecipient must, as applicable, comply with the Intergovernmental Personnel Act of 1970 (42 u.s.c. §§4728-4763) relating to prescribed requirements for merit systems for programs funded under one of the 19 statutes or regulations specified in Appendix A of OPM's Standards for a Merit System Personnel Administration (5 CFR 900, Subpart F).

Subrecipient must, as applicable, comply with the provisions of the Davis- Bacon Act (40 u.s.c. §§276a to 276a-7); the Copeland Act (40 u.s.c. §276c and 18 U.S.C. §874); the Contract Work Hours and Safety Standards Act (40 u.s.c. §§327-333), regarding labor standards for federally-assisted construction subagreements; and the Hatch Act (5 USC §§1501-1508 and 7324-7328).

Subrecipient must, as applicable, comply with the Federal Fair Labor Standards Act (29 u.s.c. §201) regarding wages and hours of employment.

None of the funds may be used to promote or deter union/labor organizing activities. CA Gov't Code Sec. 16645 et .

Civil Riqhts
Subrecipient must, as applicable, comply with all Federal statutes relating to nondiscrimination. These include but are not limited to: (a) Title Vl of the Civil Rights Act of 1964 (P.L. 88-352), which prohibits discrimination on the basis of race, color or national origin; (b) Title IX of the Education Amendments of 1972, as amended (20 u.s.c. §§1681- 1683, and 1685- 1686), which prohibits discrimination on the basis of sex; (c) Section 504 of the Rehabilitation Act of 1973, as amended (29 u.s.c. §794), which prohibits discrimination on the basis of disabilities; (d) the Age

64 Discrimination Act of 1975, as amended (42 u.s.c. §§6101-6107), which prohibits discrimination on the basis of age; (e) the Drug Abuse Office and Treatment Act of 1972 (P.L. 92-255), as amended, relating to nondiscrimination on the basis of drug abuse; (f) the Comprehensive Alcohol Abuse and Alcoholism Prevention, Treatment and Rehabilitation Act of 1970 (P.L. 91-616), as amended, relating to nondiscrimination on the basis of alcohol abuse or alcoholism; (g) §§523 and 527 of the Public Health Service Act of 1912 (42 u.s.c. §§290 dd-3 and 290 ee 3), as amended, relating to confidentiality of alcohol and drug abuse patient records; (h) Title Vlll of the Civil Rights Act of1968 (42 u.s.c. §§3601 et seq.), as amended, relating to non-discrimination in the sale, rental or financing of housing; (i) any other nondiscrimination provisions in the specific statute(s) under which application for Federal assistance is being made; (j) the requirements of any other nondiscrimination statute(s) that may apply to the application; and (k) P.L. 93-348 regarding the protection of human subjects involved in research, development, and related activities supported by this award of assistance.

10. Environmental
Subrecipient must, as applicable, comply, or has already complied, with the requirements of Titles II and Ill of the Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970 (P.L. 91-646), which provide for fair and equitable treatment of persons displaced or whose property is acquired as a result of Federal or federally-assisted programs.

These requirements apply to all interests in real property acquired for project purposes regardless of Federal participation in purchases.

Subrecipient must, as applicable, comply with environmental standards which may be prescribed pursuant to the following: (a) institution of environmental quality control measures under the National Environmental Policy Act of 1969 (P.L. 91-190) and Executive Order (EO) 1 1514; (b) notification of violating facilities pursuant to EO 11 738; (c) protection of wetlands pursuant to EO 11 990; (d) evaluation of flood hazards in floodplains in accordance with EO 11 988; (e) assurance of project consistency with the approved State management program developed under the Coastal Zone Management Act or 1972 (16 u.s.c. §§1451 et seq.); (f) conformity or Federal actions to State (Clean Air) Implementation Plans under Section 1 76(c) of the Clean Air Act of 1955, as amended (42 u.s.c. §§7401 et seq.); (g) protection of underground sources of drinking water under the Safe Drinking Water Act of 1974, as amended (P.L. 93- 523); (h) protection of endangered species under the Endangered Species Act of 1973, as amended (P.L. 93205); and (i) Flood Disaster Protection Act of 1973 §1 02(a) (P.L. 93-234).

65 Subrecipient must, as applicable, comply with the Wild and Scenic Rivers Act of 1968 (16 u.s.c. §§1271 et seq.) related to protecting components or potential components of the national wild and scenic rivers system.

Subrecipient must, as applicable, comply with the Lead-Based Paint Poisoning Prevention Act (42 Ll.S.C. §§4801 et seq.), which prohibits the use of lead-based paint in construction or rehabilitation of residence structures.

Subrecipient must, as applicable, comply with the Federal Water Pollution Control Act (33 u.s.c. §1251 et seq.), which restores and maintains the chemical, physical and biological integrity of the Nation's waters.

Subrecipient must, as applicable, ensure that the facilities under its ownership, lease or supervision that are utilized in the accomplishment of this project are not listed in the Environmental Protection Agency's (EPA) list of Violating Facilities and that it will notify the Federal Grantor agency of the receipt of any communication from the Director of the EPA Office of Federal Activities indicating that a facility to be used in the project is under consideration for listing by the EPA.

By signing this Agreement, Subrecipient warrants and represents that it will, as applicable, comply with the California Environmental Quality Act (CEQA), Public Resources Code §21 000 et seq.

Subrecipient must, as applicable, comply with the Energy Policy and Conservation Act (P.L. 94-163, 89 Stat. 871).

Subrecipient must, as applicable, comply with the provision of the Coastal Barrier Resources Act (P.L. 97-348) dated October 19, 1982 (16 u.s.c. 3501 et. seq.) which prohibits the expenditure of most new Federal funds within the units of the Coastal Barrier Resources System.

11. Preservation
Subrecipient must, as applicable, comply with Section 106 of the National Historic Preservation Act of 1966, as amended (16 u.s.c. §470), EO 11593 (identification and protection of historic properties), and the Archaeological and Historic Preservation Act of 1974 (16 u.s.c. §§469a-1 et seq.).

12. Suspension, Debarment, Ineliqibility and Voluntary Exclusion Subrecipient must, as applicable, comply with Title 2 CFR Part §3000, regarding Suspension and Debarment, and Subrecipient must submit a Certification Regarding Debarment, attached hereto as Exhibit B, required by Executive Order 12549 and any amendment thereto. Said Certification must be submitted to the County of Los Angeles concurrent with the

66 execution of this Agreement and must certify that neither Subrecipient nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible or voluntarily excluded from participation in this transaction by any Federal department head or agency. Subrecipient must require that the language of this Certification be included in the award documents for all sub-award at all tiers and that all subcontractors certify accordingly.

13. Druq-FreeWorkplace
Subrecipient must, as applicable, comply with the federal Drug-Free Workplace Act of 1988, 41 uSC §701, Title 44 Code of Federal Regulations (CFR) Part §17; the California Drug-Free Workplace Act of 1990, CA Gov't Code §§8350-8357, and Subrecipient must complete the Certification Regarding Drug-Free Workplace Requirements, attached hereto as Exhibit C, and incorporated herein by reference. Subrecipient must require that the language of this Certification be included in the award documents for all sub-award at all tiers and that all subcontractors certify accordingly.

14. LobbyinqActivities
Subrecipient must, as applicable, comply with 31 U.S.C.1352 and complete the Disclosure of Lobbying Activities, (OMB 0038-0046), attached hereto as Exhibit A, and incorporated herein by reference.

15. Miscellaneous
Subrecipient must, as applicable, comply with the Laboratory Animal Welfare Act of 1966, as amended (P.L. 89-544, 7 USC §§2131 et seq.).

B. Statutes and Regulations Applicable To This Particular Grant Agreement Subrecipient must comply with all applicable requirements of State and Federal laws, executive orders, regulations, program and administrative requirements, policies and any other requirements governing this particular grant program.

Subrecipient must, as applicable, comply with new, amended, or revised laws, regulations, and/or procedures that apply to the performance of this Agreement.

These requirements include, but are not limited to:

Title 2 CFR Part 200; EO 12372; u.s. Department of Homeland Security, Office of State and Local Government Coordination and Preparedness, Office for Domestic Preparedness, ODP WMD Training Course Catalogue; and DOJ Office for Civil Rights.

Standardized Emergency Management System (SEMS) requirements as stated in the California Emergency Services Act, Government Code Chapter 7 of Division 1 of Title 2, §8607.1 (e) and CCR Title 19, §§2445-2448.

67 Provisions of Title 2, 6, 28, 44 CFR applicable to grants and cooperative agreements, including Part 18, Administrative Review Procedures; Part 20, Criminal Justice Information Systems; Part 22, Confidentiality of Identifiable Research and Statistical Information; Part 23, Criminal Intelligence Systems Operating Policies; Part 30, Intergovernmental Review of Department of Justice Programs and Activities; Part 35, Nondiscrimination on the Basis of Disability in State and Local Government Services; Part 38, Equal Treatment of Faith-based Organizations; Part 42, Nondiscrimination/Equal Employment Opportunities Policies and Procedures; Part 61, Procedures for Implementing the National Environmental Policy Act; Part 63, Floodplain Management and Wetland Protection Procedures; Part 64, Floodplain Management and Wetland Protection Procedures; Federal laws or regulations applicable to Federal Assistance Programs; Part 69, New Restrictions on Lobbying; Part 70, Uniform Administrative Requirements for Grants and Cooperative Agreements (including sub-awards) with Institutions of Higher Learning, Hospitals and other Non-Profit Organizations; and Part 83, Government-Wide Requirements for a Drug Free Workplace (grants).

Nondiscrimination requirements of the Omnibus Crime Control and Safe Streets Act of 1968, as amended, 42 USC 3789(d), or the Juvenile Justice and Delinquency Prevention Act, or the Victims of Crime Act, as appropriate; the provisions of the current edition of the Office of Justice Programs Financial and Administrative Guide for Grants, M7100.1, and all other applicable Federal laws, orders, circulars, or regulations.

1. Travel Expenses
Subrecipient, as provided herein, will be compensated for Subrecipient's reasonable travel expenses incurred in the performance of this Agreement, to include travel and per diem, unless otherwise expressed.

Subrecipient's total travel for in-State and/or out-of-State and per diem costs must be included in the contract budget(s). All travel, including out- of-State travel, that is not included in the budget(s) will not be reimbursed without prior written authorization from the County of Los Angeles.

Subrecipient's administrative-related travel and per diem reimbursement costs will not be reimbursed. For programmatic-related travel costs, Subrecipient's reimbursement rates may not exceed the amounts established under the grant.

C. Compliance With Grant Requirements
To obtain the grant funds, the State required an authorized representative of the County of Los Angeles to sign certain promises regarding the way the grant funds would be spent. These requirements are included in Exhibit F and in the State's "Grant Assurances". By signing these Grant Assurances and accepting Exhibit F, the County of Los Angeles became liable to the State for any funds

68 that are used in violation of the grant requirements. The State's Grant Assurances are incorporated into this Agreement through Exhibit D.

Subrecipient will be liable to the Grantor for any funds the State determines the Subrecipient used in violation of these Grant Assurances.

Pursuant to this Agreement, Subrecipient shall execute the 2020 Certification of Grant Assurances in Exhibit D, accepting and agreeing to abide by all provisions, assurances, and requirements therein. Subrecipient agrees to indemnify and hold harmless the County of Los Angeles for any sums the State or Federal government determines Subrecipient used in violation or the Grant Assurances.

To the extent Exhibit D conflicts with language or provisions contained in this Agreement, or contains more restrictive requirements under Federal and State law, Exhibit D shall control.

D. Noncompliance With Grant Requirements
Subrecipient understands that failure to comply with any of the above assurances and requirements, including Exhibit D, may result in suspension, termination or reduction of grant funds, and repayment by the Subrecipient to the County of Los Angeles of any unauthorized expenditures. §412. Federal, State and Local Taxes
Federal, State and local taxes are the responsibility of the Subrecipient as an independent party and not of the County of Los Angeles and must be paid prior to requesting reimbursement. However, these taxes are an allowable expense under the grant program.
§413. Inventions, Patents and Copyriqhts
A. Reporting Procedure for Inventions
If any project produces any invention or discovery ("Invention") patentable or otherwise under Title 35 of the u.s. Code, including, without limitation, processes and business methods made in the course of work under this Agreement, the Subrecipient must report the fact and disclose the Invention promptly and fully to the County of Los Angeles. The County of Los Angeles will report the fact and disclose the Invention to the State. Unless there is a prior agreement between the County of Los Angeles and the State, the State will determine whether to seek protection on the Invention. The State will determine how the rights in the Invention, including rights under any patent issued thereon, will be allocated and administered in order to protect the public interest consistent with the policy ("Policy") embodied in the Federal Acquisition Regulations System, which is based on Ch. 18 of Title 35 u.s.c. Sections 200 et seq. (Rub. L. 95-517, Pub. L. 98-620, Title 37 CFR Part 401 ); Presidential Memorandum on Government Patent Policy to the Heads of the Executive Departments and Agencies, dated

69 2/18/1983); and Executive Order 12591, 4/10/87, 52 FR 13414, Title 3 CFR, 1987 Comp., p. 220 (as amended by Executive Order 12618, 12/22/87, 52 FR 48661, Title 3 CFR, 1987 Comp., p. 262). Subrecipient hereby agrees to be bound by the Policy, and will contractually require its personnel to be bound by the Policy.

B. Rights to Use Inventions
As applicable, County of Los Angeles will have an unencumbered right, and a non-exclusive, irrevocable, royalty-free license to use, manufacture, improve upon, and allow others to do so for all government purposes, any Invention developed under this Agreement.

C. Copyright Policy

1. Unless otherwise provided by the S.tate or the terms of this Agreement, when copyrightable material ("Material") is developed under this Agreement, the County of Los Angeles, at its discretion, may copyright the Material. If the County of Los Angeles declines to copyright the Material, the County of Los Angeles will have an unencumbered right, and a non- exclusive, irrevocable, royalty-free license, to use, manufacture, improve upon, and allow others to do so for all government purposes, any Material developed under this Agreement.

2. The State will have an unencumbered right, and a non-exclusive, irrevocable, royalty-free license, to use, manufacture, improve upon, and allow others to do so for all government purposes, any Material developed under this Agreement or any Copyright purchased under this Agreement.

3. Subrecipient must comply with Title 24 CFR 85.34.

D. Rights to Data
The State and the County of Los Angeles will have unlimited rights or copyright license to any data first produced or delivered under this Agreement. "Unlimited rights" means the right to use, disclose, reproduce, prepare derivative works, distribute copies to the public, and perform and display publicly, or permit others to do so; as required by Title 48 CFR 27.401. Where the data are not first produced under this Agreement or are published copyrighted data with the notice of 17 u.s.c. Section 401 or 402, the State acquires the data under a copyright license as set forth in Title 48 CFR 27.404(f)(2) instead of unlimited rights. (Title 48 CFR 27.404(a)).

E. Obligations Binding on Subcontractors
Subrecipient must require all subcontractors to comply with the obligations of this section by incorporating the terms of this section into all subcontracts.

70 §414. Child Support Assiqnment Orders
Under the terms of this Agreement, Subrecipient must, as applicable, comply with California Family Code Section 5230 et seq.
§415. Minority, Women, And Other Business Enterprise Outreach Proqram It is the policy of the County of Los Angeles to provide Minority Business Enterprises, Women Business Enterprises and all other business enterprises an equal opportunity to participate in the performance of all Subrecipient's contracts, including procurement, construction and personal services. This policy applies to all of the Subrecipient's contractors and sub-contractors. §416. Compliance with Fair Chance Employment Practices Subrecipient shall comply with fair chance employment hiring practices set forth in California Government Code Section 12952, Employment Discrimination:

Conviction History. Subrecipient's violation of this paragraph of the Agreement t may constitute a material breach or the Agreement. In the event of such material breach, County of Los Angeles may, in its sole discretion, terminate the Agreement.
§417. Method of Payment and Required Information
The County of Los Angles may, at its sole discretion, determine the most appropriate, efficient, secure, and timely form of payment provided under this Agreement. Subrecipient further agrees that the default form of payment shall be Electronic Funds Transfer (EFT) or Direct Deposit, unless an alternative method of payment is deemed appropriate by the A-C.

Subrecipient shall provide the A-C with electronic banking and related imormation For the Subrecipient and/or any other payee that the Subrecipient designates to receive payment pursuant to this Agreement at https://directdeposit.lacounty.qov/. Such electronic banking and related information includes, but is not limited to: bank account number and routing number, legal business name, valid taxpayer identification number or TIN, a working e-mail address capable of receiving remittance advices and other payment related correspondence, and any other information that the A-C determines is reasonably necessary to process the payment and comply with all accounting, record keeping, and tax reporting requirements.

Any provision of law, grant, or funding agreement requiring a specific form or method of payment other than EFT or Direct Deposit shall supersede this requirement with respect to those payments. At any time during the duration of this Agreement, the Subrecipient may submit a written request for an exemption

71 to this requirement and must be based on specific legal, business or operational needs and explain why the payment method designated by the A-C is not feasible and an alternative is necessary. The A-C, in consultation with CEO, shall decide whether to approve exemption requests.

SECTION V

DEFAULTS, SUSPENSION, TERMINATION, AND AMENDMENTS
§501. Defaults
Should either party fail for any reason to comply with the contractual obligations or this Agreement within the time specified by this Agreement, the non-breaching party reserves the right to terminate the Agreement, reserving all rights under State and Federal law.
§502. Termination
This Agreement may be terminated, in whole or in part, from time to time, when such action is deemed by the County of Los Angeles, in its sole discretion, to be in its best interest. Termination of work hereunder shall be effected by notice of termination to the Subrecipient specifying the extent to which performance of work is terminated and the date upon which such termination becomes effective.

The date upon which such termination becomes effective shall be no less than ten (10) days after the notice is sent.
§503.Amendments
Except as otherwise provided in this paragraph, any change in the terms of this Agreement, including changes in the services to be performed by Subrecipient, that are agreed to by the Subrecipient and the County of Los Angeles must be incorporated into this Agreement by a written amendment properly signed by persons who are authorized to bind the parties. Notwithstanding the foregoing, any increase or decrease of the grant amount specified in §301.A., above, or any extension of the performance period specified in §201, above, does not require a written amendment, but may be effectuated by a written notification by the County of Los Angeles to the Subrecipient.

SECTION Vl

ENTIRE AGREEMENT
§601. Complete Aqreement

72 This Agreement contains the full and complete Agreement between the two parties. Neither verbal agreement nor conversation or other communication with any officer or employee of either party will affect or modify any of the terms and conditions of this Agreement.
§602. Number of Pages and Attachments
This Agreement may be executed utilizing wet, scanned digital, and electronic signatures, each of which is deemed to be an original. This Agreement includes (26) pages and (8) Exhibits which constitute the entire understanding and agreement of the parties.
[Remainder of this page intentionally left blankl

73 IN WITNESS WHEREOF, the Subrecipient and County of Los Angeles have caused this Agreement to be executed by their duly authorized representatives.

COUNTY OF LOS ANGELES
BY
FESIA A. DAVENPORT
Chief Executive Officer
Date
BY

CELIA ZAV ALA
Executive Officer, Board of Supervisors
BY

ARLENE BARRERA
Auditor-Controller

APPROVED AS TO FORM
RODRIGO A. CASTRO-SILVA
County Counsel
BY
Deputy County Counsel
Mayor (Signature)

APPROVED AS TO FORM
AttorneY (Signature)
ATTEST
(Print Name)
(Print Name)
Date
Date
BY
Ci7 Clerk (Signature) (Print Name) Date

74 ATT ACHMENT B
, :} fla :l - , , ,/.. iQ ,, ,a.

CITY OF SOUTH GATE

NOTICE OF PUBLIC HEARING
F ! l, EE [)
NOTICE IS HEREBY GIVEN that tlie City Council of Soutli Gate, California will conduct a public lieaiing for the purpose of discussing and considering the use of tlie State Hon'ieland Security Prograin Subrecipient Agreement Grant Year 2020.

State Homeland Security Program Subrecipient Agreement Grant Year 2020 award to tlie Sout)i Gate Police Department is in the amount of $14,185. A copy of the City Council Agenda Bill with the grant agreement and budget of the prograin may be reviewed in tlie City Clerk's ciftice during norinal business hours. The Public Heaiing is sclieduled for:

DATE:

TIME:

LOCATION:

TUESDAY, October 11, 2022
6:30 P.M.

COUNCIL CHAMBERS

SOUTH GATE CITY HALI
8650 CALIFORNIA AVE
SOUTH GATE, CA 90280
NOTICE IS H,EREBY GIVEN that any and all persons interested in the matter hercinabove set forth the privilege to attend said hearing and then and tliere testify or present evidencc upon any matter relating thereto.

THIS NOTICE IS GIVEN by order of thc City Clerk of said City and is dated this September 15, 2022.

Publication date:

Y t aze, City Clerk
September 22, 2022
75 affYMANAalR'SOFPICE
Item No. 6
SEP 29 2022

4.':!yb(vz Ciffl of South Gate

CITY COUNCIL

AGENDA BULL
Depart/flentDirector:

For the Meeting o'f: October 11, 2022
Department: Public Works
Ciffl Manager:
tes Jeffers
S{JBJECT: RESOLUTION APPROVING THE MASTER AGREEMENT,

ADMINISTERING AGENCY-STATE AGREEMENT FOR STATE-FUNDED PROJECTS, N0. 07-5257821 WITH THE STATE OF CALIFORNIA DEPARTMENT OF

TRANSPORTATION
PURPOSE: The City is required to have an agreement with State of California, Department of Transportation ("Caltrans") for the utilization of state funded transportation projects. It is necessary to approve a new Agency-State Master Agreement.

RECOMMENDED ACTIONS: The City Council will consider:
a. Adopting a Resolution approving the Master Agreement, Administering Agency-State Agreement for State-Funded Projects, No. 07-5257S21 ("Agreement") with the State of California Department of Transportation; and
b. Authorizing the Mayor to execute the Agreement in a form acceptable to the City Attorney; and
c. Authorizing the City Manager and the Assistant City Manager/Director of Public Works to execute Program Supplement Agreements and other related documents for state funded projects.

FISCAIi IMPACT: There is no fiscal impact to the General Fund.

ANALYSIS: Federal and state transpoitation funds are administered by Caltrans. Caltrans requires local agencies that use federal and state transportation :tunds to enter into Agency-State Master Agreements (this allows Caltrans to ensure agencies follow federal and state regulations and policies to use these transpoitation funds). The Agency-State Master Agreement establishes the terms and conditions applicable to the local agency in their use of state transportation funds.

The proposed Resolution authorizes the replacement of the existing Agency-State Master Agreement between the City and Caltrans, which was entered into in 2011. The new Agency-State agreement incoiporates new state policy changes.

If approved, the Resolution will authorize the Mayor to sign the new Master Agreement and authorize the City Manager and ASSiStant City Manager/Public Works Directorto execute Program Supplement Agreements and other related documents as necessary to secure authorizations of the 1 76
funds, A Program Supplement Agreement serves to incorporate a project and its designated state funding into the Master Agreement for the life of the project.

BACKGROUND: The Public Works Department manages over $93 million in funds as a part of the Capital Improvement Program (CIP). Approximately 26% of the funds come from federal and state transportation grants, such as, the Highway Safety Improvement Program, Active Transpoitation Program and Surface Transportation Program Local.

The Agreement is a requirement from Caltrans to utilize funds overseen by them for transportation projects. In August of 2022, Caltrans requested that the City adopt a new master agreement due to new regulations to continue to receive state transportation funds.

The following are requirements of the Agreement: (a) the City is required to execute project- specific Program Supplement Agreements prior to utilizing State Transportation Funds, (b) the City must follow the requirements of the Caltrans Local Assistance Procedures Manual to secure funds, (c) the City shall secure California Transportation Commission approval for the allocation of State funds (d) the City shall secure an "Authorization/Agreement Summaiy" known as an "E- 76" prior to cornmencing any work, and (e) City shall submit reimbursement requests at a minimum biannually.

Highlights of the new regulations and policies added to the Master Agreement include: (a) Funds are required to have approval from the California Transportation Cornrnission, (b) a timely use of funds provision has been added to each phase (environmental, design, construction) of the project, and (c) all agreements with contractors and subcontractor are subject to inspections and audits from the state.

TheexistingAgreementNo.O0336S(ContractNo.2722A)wasapprovedonJanuary3,2011. On Febiuary 22, 2011, City Council adopted Resolution No. 7414 authorizing the City Manager to execute project specific supplement agreements and the Director of Public Works/City Engineer and his/her designee to execute all other related project documents. This agreement will be supplanted by the proposed Agreement.

ATTACHMENTS: A. Proposed Resolution
B. Proposed Master Agreement No. 07-5257S21
C. Resolution No. 7414
D. Master Administeiing Agency-State Agreement No. 00336S GD:lc
2 77

ATT ACHMENT A
RESOLUTION NO.

CITY OF SOUTH GATE

LOS ANGELES COUNTY, CALIFORNIA

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SOUTH GATE APPROVING THE MASTER AGREEMENT, ADM[NISTERING AGENCY -

ST ATE AGREEMENT FOR ST ATE-FUNDED PROJECTS, AGREEMENT N0. 07-5257821 WITH THE ST ATE OF CALIFORNIA DEPARTMENT OF

TRANSPORT ATION
WHEREAS, the Congress of the United States has enacted transpoitation authorization bills to fund transportation programs and the State of California is the recipient of said federal funds; and WHEREAS, the State of California, Department of Transportation ("Caltrans") has enacted legislation making federal-aid funds are available for local transpoitation related projects in accordance with the intent of the federal law; and WHEREAS, before state funds can be made available to the City of South Gate ("City"), Caltrans requires the City enter into an Agency-State Master Agreement to establish the terms and conditions applicable for the use of those state transportation funds; and WHEREAS, the City and Caltrans have executed Agency-State Master Agreement No. 00336S by Resolution 7414 approved in Febiuary 2011 ; and WHEREAS, Caltrans has updatedthe State Master Agreement. The City will needto rescind the Agency-State Master Agreement No. 00336S and execute the Master Agreement Administering Agency-State Agreement for State-Funded Projects, Agreement No. 07-5257S21 ("Master Agreement"); and
WHEREAS, the City is also required to execute project-specific Program Supplement Agreements ("Program Supplement Agreements") to the Master Agreement for all local transportation projects funded with state fiinds; and WHEREAS, to secure the state grant funds, the City is also requiredto submit all applicable documents in compliance with Caltrans Local Assistance Procedures Manual (LAPM) such as Right-of-Way Certifications, Finance Letters, Request for Authorizations to Proceed (RFAs) and reimbursement requests; and
WHEREAS, the Master Agreement, Program Supplement Agreements and the LAPM documents require signatures of an authorized City representative.

NOW, THEREFORE THE CITY COUNCIL OF THE CITY OF SOUTH GATE, CALIFORNIA, DOES HEREBY RESOLVE AS FOLLOWS:

Page l of 2
78 SECTION 1. The City Council does hereby declare that the recitals set foith above are true and correct and are incorporated herein by reference.

SECTION2. TheCityCouncildoesherebyapprovetheMasterAgreementAdministeringAgency- State Agreement for State Funded Projects, Agreement No. 07-5257S21.

SECTION3, TheCityCouncildoesherebyauthorizetheMayortoexecutetheMasterAgreement No. 07-5257821 in a foim acceptable to the City Attorney.

SECTION 4, Fuitheimore, the City Council does hereby authorize the City Manager and/or Assistant City Manager/Director of Public Works and/or his/her designee to execute Program Supplement Agreements and all other related project documents and certifications to Administering Agency-State Master Agreement No. 07-5257S21 for projects funded with state funds.

SE,CTION5. TheCityClerkshallceitifytotheadoptionofthisResolutionwhichshallbeeffective upon its adoption.

PASSED, APPROVED and ADOPTED this 11th day of October 2022.

CITY OF SOUTH GATE:

B7:

Al Rios, Mayor
ATTEST:

BY:

Yodit Glaze, City Clerk
(SEAI,)
APPROVED AS TO FORM:

By:

F. Salinas, City Attomey

79 ATT ACHMENT B

MASTER AGREEMENT

ADMINISTERING AGENCY-STATE AGREEMENT FOR

ST ATE-FUNDED PROJECTS
07 City of South Gate
District Administering Agency
Agreement No. 07-5257S21
This AGREEMENT, is entered into effective this day of , 20, by and between the City of South Gate, hereinafter referred to as "ADMINISTERING AGENCY," and the State of California, acting by and through its Department of Transportation (Caltrans), hereinaffer referred to as "STATE", and together reTerred to as "PARTIES" or individually as a "PARTY."
RECIT ALS:

1. WHEREAS, the Legislature of the State of California has enacted legislation by which certain State funds are made available for use on local transportation related projects of public entities qualified to act as recipients of these state funds; and

2. WHEREAS, ADMINISTERING AGENCY has applied to the California Transportation Commission (CTC) and/or STATE for funding from a State-Tunded program (herein referred to as STATE FUNDS), as defined in the Local Assistance Program Guidelines (LAPG) and/or in the respective CTC Guidelines, for use on local authorized transportation related projects as a local administered project(s), hereinafter referred to as "PROJECT"; and

3. WHEREAS, said PROJECT will not receive any federal funds; and

4. WHEREAS, before STATE FUNDS will be made available for PROJECT, ADMINISTERING AGENCY and STATE are required to enter into an agreement to establish terms and conditions applicable to the ADMINISTERING AGENCY when receiving STATE FUNDS for a designated PROJECT facility and to the subsequent operation and maintenance of that completed facility.

NOW, THEREFORE, the PARTIES agree as follows:

5 80

ARTICLEI PROJECT ADMINISTRATION

1. This AGREEMENT shall have no force or effect with respect to any program project unless and until a project- specific Program Supplement to this AGREEMENT for state funded projects, hereinafter referred to as "PROGRAM SUPPLEMENT", has been fully executed by both STATE and ADMINISTERING AGENCY.

2. The State approved project-specific allocation notification letter and approved CTC allocation documentation designate the party responsible for implementing PROJECT, type of work, and location of PROJECT for projects requiring CTC allocation by PROJECT component of work.

3. The PROGRAM SUPPLEMENT sets out special covenants as a condition For the ADMINISTERING AGENCY to receive STATE FUNDS from/through STATE for designated PROJECT. The PROGRAM SUPPLEMENT shall also show these STATE FUNDS that have been initially encumbered for PROJECT along with the matching funds to be provided by ADMINISTERING AGENCY and/or others. Execution of PROGRAM SUPPLEMENT by the PARTIES shall cause ADMINISTERING AGENCY to adopt all the terms of this AGREEMENT as though fully set forth therein in the PROGRAM SUPPLEMENT. Unless otherwise expressly delegated in a resolution by the governing body of ADMINISTERING AGENCY, and with written concurrence by STATE, the PROGRAM SUPPLEMENT shall be approved and managed by the governing body of ADMINISTERING AGENCY.

4. ADMINISTERING AGENCY agrees to execute and return each project-specific PROGRAM SUPPLEMENT. The PARTIES agree that STATE may suspend future allocations, encumbrances and invoice payments for any on- going or future STATE FUNDED PROJECT performed by ADMINISTERING AGENCY if any project-specific PROGRAM SUPPLEMENT is not returned, unless otherwise agreed by STATE in writing.

5. ADMINISTERING AGENCY further agrees, as a condition to the release and payment of STATE FUNDS encumbered for the PROJECT described in each PROGRAM SUPPLEMENT, to comply with the terms and conditions of this AGREEMENT and all the agreed-upon Special Covenants or Remarks incorporated within the PROGRAM SUPPLEMENT, and Cooperative/Contribution Agreement where appropriate, defining and identifying the nature of the specific PROJECT.

6. STATE FUNDS will not participate in any portion of PROJECT work performed in advance of the effective date of allocation by CTC, or by STATE for allocations delegated to STATE by CTC, for said PROJECT.

7. Projects allocated with STATE FUNDS will be administered in accordance with the current CTC STIP Guidelines, applicable chapter(s) of the LAPG, LAPM and/or any other instructions published by STATE.

8. ADMINISTERING AGENCY agrees to ensure compliance with all relevant State laws and requirements for work related to PROJECT, including the California Environmental Quality Act (CEQA).

81 9. ADMINISTERING AGENCY's eligible costs for preliminary engineering work includes all preliminary work directly related to PROJECT up to contract award for construction, including, but not limited to, environmental studies and permits (E&P), preliminary surveys and reports, laboratory work, soil investigations, the preparation of plans, specifications and estimates (PS&E), advertising for bids, awarding of a contract and project development contract administration.

10. ADMINISTERING AGENCY's eligible costs for construction engineering include actual inspection and supervision of PROJECT construction work; construction staking; laboratory and field testing; and the preparation and processing of field reports, records, estimates, final reports, and allowable expenses of employees/consultants engaged in such activities.

11. Unless the PARTIES agree otherwise in writing, ADMINISTERING AGENCY's employees or its contracted engineering consultant shall be responsible for all PROJECT engineering work.

12. ADMINISTERING AGENCY shall not proceed with final design of PROJECT until final environmental approval of PROJECT. Final design entails the design work necessary to complete the PS&E and other work necessary for a construction contract but not required earlier for environmental clearance of that PROJECT.

13. If PROJECT is not on STATE-owned right-of-way, PROJECT shall be constructed in accordance with Chapter 11 of the LAPM that describes minimum statewide design standards for local agency streets and roads. The design standards for projects off the National Highway System (NHS) allow STATE to accept either the current Caltrans Highway Design Manual standards, the current FHWA-adopted American Association or State Highway and Transportation Officials (AASHTO) A Policy on Geometric Design of Highways and Streets standards, or the approved geometric design standards of ADMINISTERING AGENCY.

Additionally, for projects off the NHS, STATE will accept ADMINISTERING AGENCY-approved standard specifications, standard plans, materials sampling and testing quality assurance programs that meet the conditions described in the then current Local Assistance Procedures Manual.

14. If PROJECT involves work within or partially within STATE-owned right-of-way, that PROJECT shall'also be subject to compliance with the policies, procedures and standards of the STATE Project Development Procedures Manual and Highway Design Manual and where appropriate, an executed cooperative agreement between STATE and ADMINISTERING AGENCY that outlines the PROJECT responsibilities and respective obligations of the PARTIES. ADMINISTERING AGENCY and its contractors shall each obtain an encroachment permit through STATE prior to commencing any work within STATE rights-of-way or work which gffects STATE facilities.

82 15. When PROJECT is not on the State Highway System (SHS) but includes work to be perTormed by a railroad, the contract For such work shall be prepared by ADMINISTERING AGENCY or by STATE, as the PARTIES may hereafter agree. In either event, ADMINISTERING AGENCY shall enter into an agreement with the railroad providing for future maintenance of protective devices or other facilities installed under the contract.

16. ADMINISTERING AGENCY shall comply with the provisions of sections 4450 and 4454 of the California Government Code, as well as other Department of General Services guidance, if applicable, for the contract PS&E for the construction of buildings, structures, sidewalks, curbs and related facilities for accessibility and usability. Further requirements and guidance are provided in Title 24 of the California Code of Regulations.

17. ADMINISTERING AGENCY shall provide a Full-time public employee to be in responsible charge of each PROJECT. ADMINISTERING AGENCY shall provide or arrange for adequate supervision and inspection of each PROJECT. ADMINISTERING AGENCY may utilize consultants to perform supervision and inspection work for PROJECT with a fully qualified and licensed engineer. Utilization of consultants does not relieve ADMINISTERING AGENCY of its obligation to provide a full-time public employee to be in responsible charge or each PROJECT.

18. Unless otherwise provided in the PROGRAM SUPPLEMENT, ADMINISTERING AGENCY shall advertise, award, and administer the PROJECT construction contract or contracts.

19. The cost of maintenance, security, or protection performed by ADMINISTERING AGENCY or contractor forces during any temporary suspension of PROJECT or at any other time may not be charged to the PROJECT.

20. ADMINISTERING AGENCY shall submit PROJECT-specific award information to STATE's District Local Assistance Engineer, within sixty (60) days after contract award.

21. ADMINISTERING AGENCY shall submit the final report documents that collectively constitute a "Final Project Expenditure Report", LAPM Exhibit 17-M, within one hundred eighty (180) days of PROJECT completion. Failure by ADMINISTERING AGENCY to submit a "Final Project Expenditure Report", within 180 days of project completion will result in STATE imposing sanctions upon ADMINISTERING AGENCY in accordance with the Local Assistance Procedures Manual.

22. ADMINISTERING AGENCY shall comply with the Americans with Disabilities Act (ADA) of 1990 that prohibits discrimination on the basis of disability and all applicable regulations and guidelines issued pursuant to the ADA.

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23. The Governor and the Legislature of the State of California, each within their respective jurisdictions, have prescribed certain nondiscrimination requirements with respect to contract and other work financed with public funds. ADMINISTERING AGENCY agrees to comply with the requirements of the FAIR EMPLOYMENT PRACTICES ADDENDUM, attached hereto as Exhibit A and further agrees that any agreement entered into by ADMINISTERING AGENCY with a third party for perTormance or work connected with PROJECT shall incorporate Exhibit A (with third party's name replacing ADMINISTERING AGENCY) as parts of such agreement.

24. ADMINISTERING AGENCY shall include in all contracts and subcontracts awarded when applicable, a clause that requires each subcontractor to comply with California Labor Code requirements that all workers employed on public works aspects of any project (as deTined in California Labor Code sections 1720-1815) be paid not less than the general prevailing wage rates predetermined by the Department of Industrial Relations as effective at the date of contract award by the ADMINISTERING AGENCY.

ARTICLE II RIGHTS-OF-WAY

1. No contract for the construction of a STATE FUNDED PROJECT shall be awarded until all necessary rights or way have been secured. Prior to the advertising for construction of PROJECT, ADMINISTERING AGENCY shall certify and, upon request, shall furnish STATE with evidence that all necessary rights-or-way are available for construction purposes or will be available by the time of award of the construction contract.

2. The furnishing or rights or way by ADMINISTERING AGENCY as provided For herein includes, and is limited to, the following, unless the PROGRAM SUPPLEMENT provides otherwise.
(a) Expenditures of capital and support to purchase all real property required for PROJECT free and clear of liens, conflicting easements, obstructions and encumbrances, after crediting PROJECT with the fair market value of any excess property retained and not disposed of by ADMINISTERING AGENCY.
(b) The cost of furnishing of right-of-way as provided for herein includes, in addition to real property required for the PROJECT, title free and clear of obstructions and encumbrances affecting PROJECT and the payment, as required by applicable law, of damages to owners of remainder real property not actually taken but injuriously affected by PROJECT. (c) The cost of relocation payments and services provided to owners and occupants pursuant to Government Code sections 7260-7277 when PROJECT displaces an individual, family, business, farm operation or nonprofit organization.
(d) The cost or demolition and/or the sale or all improvements on the right-of-way after credit is recorded for sale proceeds used to offset PROJECT costs. (e) The cost of all unavoidable utility relocation, protection or removal.

84 (f) The cost of all necessary hazardous material and hazardous waste treatment, encapsulation or removal and protective storage for which ADMINISTERING AGENCY accepts responsibility and where the actual generator cannot be identified, and recovery made.

3. ADMINISTERING AGENCY agrees to indemnify and hold STATE harmless from any liability that may result in the event the right-of-way for a PROJECT is not clear as certified by ADMINISTERING AGENCY, including, but not limited to, if said right-of-way is found to contain hazardous materials requiring treatment or removal to remediate in accordance with Federal and State laws. ADMINISTERING AGENCY shall pay, from its own non- matching funds, any costs which arise out of delays to the construction of PROJECT because utility facilities have not been timely removed or relocated, or because rights-of-way were not available to ADMINISTERING AGENCY for the orderly prosecution of PROJECT work.

ARTICLE III-MAINTENANCE AND MANAGEMENT

1. ADMINISTERING AGENCY will maintain and operate the property acquired, developed, constructed, rehabilitated, or restored by PROJECT For its intended public use until such time as the parties might amend this AGREEMENT to otherwise provide. With the approval of STATE, ADMINISTERING AGENCY or its successors in interest in the PROJECT property may transfer this obligation and responsibility to maintain and operate PROJECT property for that intended public purpose to another public entity.

2. Upon ADMINISTERING AGENCY's acceptance of the completed construction contract or upon contractor being relieved of the responsibility for maintaining and protecting PROJECT, ADMINISTERING AGENCY will be responsible for the maintenance, ownership, liability, and the expense thereof, For PROJECT in a manner satisfactory to the authorized representatives of STATE and if PROJECT falls within the jurisdictional limits of another Agency or Agencies, it is the duty of ADMINISTERING AGENCY to facilitate a separate maintenance agreement(s) between itself and the other jurisdictional Agency or Agencies providing for the operation, maintenance, ownership and liability of PROJECT. Until those agreements are executed, ADMINISTERING AGENCY will be responsible for all PROJECT operations, maintenance, ownership and liability in a manner satisfactory to the authorized representatives of STATE. If, within ninety (90) days after receipt of notice from STATE that a PROJECT, or any portion thereof, is not being properly operated and maintained and ADMINISTERING AGENCY has not satisfactorily remedied the conditions complained of, the approval of future STATE FUNDED PROJECTS of ADMINISTERING AGENCY will be withheld until the PROJECT shall have been put in a condition of operation and maintenance satisfactory to STATE. The provisions of this section shall not apply to a PROJECT that has been vacated through due process of law with STATE's concurrence.

3. PROJECT and its facilities shall be maintained by an adequate and well-trained staff of engineers and/or such other professionals and technicians as PROJECT reasonably requires.

Said operations and maintenance staff may be employees of ADMINISTERING AGENCY, another unit of government, or a contractor under agreement with ADMINISTERING AGENCY.

All maintenance will be performed at regular intervals or as required for efficient operation of the complete PROJECT improvements.

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4. ADMINISTERING AGENCY shall comply with all applicable law, including but not limited to, all applicable legal authority regarding construction standards.

ARTICLE IV - FISCAL PROVISIONS

1. All contractual obligations of STATE are subject to the appropriation of resources by the Legislature and the allocation of resources by the CTC.

2. STATE'S financial commitment of STATE FUNDS will occur only upon the execution of this AGREEMENT, the execution of each project-specific PROGRAM SUPPLEMENT and/or STATE's approved finance letter.

3. ADMINISTERING AGENCY agrees, as a minimum, to submit invoices in arrears for reimbursement of allowable PROJECT costs at least once every six months commencing after the STATE FUNDS are encumbered on either the project-specific PROGRAM SUPPLEMENT or through a project-specific finance letter approved by STATE. STATE reserves the right to suspend future allocations and invoice payments for any on-going or future STATE FUNDED project performed by ADMINISTERING AGENCY if PROJECT costs have not been invoiced by ADMINISTERING AGENCY for a six-month period

4. Invoices shall be submitted on a standardized billing summary template, in accordance with Chapter 5 of the LAPM to claim reimbursement by ADMINISTERING AGENCY. For construction invoices, pay estimates must be included.

5. ADMINISTERING AGENCY must retain at least one copy of supporting backup documentation for allowable costs incurred and claimed for reimbursement by ADMINISTERING AGENCY. ADMINISTERING AGENCY agrees to submit supporting backup documentation with invoices if requested by State. Acceptable backup documentation includes, but is not limited to, agency's progress payment to the contractors, copies of cancelled checks showing amounts made payable to vendors and contractors, and/or a computerized summary of PROJECT costs.

6. Payments to ADMINISTERING AGENCY can only be released by STATE as reimbursements of actual allowable PROJECT costs already incurred and paid for by the ADMINISTERING AGENCY.

7. Indirect Cost Allocation Plans/Indirect Cost Rate Proposals (ICAP/ICRP), Central Service Cost Allocation Plans and related documentation are to be prepared and provided to the Inspector General - Independent Office of Audits and Investigations for review and approval prior to ADMINISTERING AGENCY seeking reimbursement of indirect cost incurred within each fiscal year being claimed for reimbursement. ICAPs/ICRPs must be prepared in accordance with the requirements set forth in 2 CFR, Part 200, Chapter 5 of the LAPM, and the ICAP/ICRP approval procedures established by STATE.

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8. STATE will withhold the greater of either two (2) percent of the total of all STATE FUNDS encumbered for each PROGRAM SUPPLEMENT or $40,000 until ADMINISTERING AGENCY submits the Final Report of Expenditures for each completed PROGRAM SUPPLEMENT PROJECT.

9. The estimated total cost of PROJECT, the amount of STATE FUNDS obligated, and the required matching funds may be adjusted by mutual consent of the PARTIES with a finance letter, and an allocation notification letter when applicable. STATE FUNDING may be increased to cover PROJECT cost increases only if such additional funds are available and the CTC and/or STATE concurs with that increase in the form of an allocation and finance letter.

10. When such additional STATE FUNDS are not available, ADMINISTERING AGENCY agrees that any increases in PROJECT costs must be defrayed with ADMINISTERING AGENCY's own funds.

11. ADMINISTERING AGENCY shall use its own non-STATE FUNDS to finance the local share of eligible costs and all PROJECT expenditures or contract items ruled ineligible for financing with STATE FUNDS. STATE shall make the final determination of ADMINISTERING AGENCY's cost eligibility for STATE FUNDED financing with respect to claimed PROJECT costs.

12. ADMINISTERING AGENCY will reimburse STATE for STATE's share of costs for work performed by STATE at the request of ADMINISTERING AGENCY. STATE's costs shall include overhead assessments in accordance with section 8755.1 of the State Administrative Manuol.

13. STATE FUNDS allocated by the CTC and/or STATE are subject to the timely use of Funds provisions approved in CTC Guidelines and State procedures approved by the CTC and STATE.

14. STATE FUNDS encumbered for PROJECT are available for liquidation only for a limited period from the beginning of the State fiscal year when those funds were appropriated in the State Budget. STATE FUNDS not liquidated within these periods will be reverted unless a Cooperative Work Agreement (CWA) is submitted by ADMINISTERING AGENCY and approved by the California Department of Finance in accordance with Section 16304 of the Government Code. The exact date of fund reversion will be reflected in the STATE signed PROJECT finance letter.

15. Payments to ADMINISTERING AGENCY for PROJECT-related travel and subsistence (per diem) expenses of ADMINISTERING AGENCY forces and its contractors and subcontractors claimed for reimbursement or as local match credit shall not exceed rates authorized to be paid to rank and file STATE employees under current California Department of Human Resources (CalHR) rules unless a Cooperative Work Agreement (CWA) is submitted by ADMINISTERING AGENCY and approved by the California Department of Finance in accordance with Government Code section 16304. If the rates invoiced by ADMINISTERING AGENCY are in excess

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of CalHR rates, ADMINISTERING AGENCY is responsible for the cost difference, and any overpayments inadvertently paid by STATE shall be reimbursed to STATE by ADMINISTERING AGENCY on demand.

16. ADMINISTERING AGENCY agrees to comply with California Government Code 4525- 4529.14. Administering Agency shall undertake the procedures described in California Government Code 4527(a) and 4528(a). Administering Agency shall also comply with 2 CFR Part 200 Uniform Administrative Requirements, Cost Principles and Audit Requirement for Federal Awards, excluding 2 CFR Part 200.318-200.326.

17. ADMINISTERING AGENCY agrees and will assure that its contractors and subcontractors will be obligated to agree that Contract Cost Principles and Procedures, 48 CFR, Federal Acquisition Regulations System, Chapter 1, Part 31, et seq., shall be used to determine the allowability of individual PROJECT cost items. Every recipient and sub-recipient receiving PROJECT funds under this AGREEMENT shall comply with Federal administrative procedures in accordance with 2 CFR, Part 200, Uniform Administrative Requirements, Cost Principles and Audit Requirement for Federal Awards, excluding 2 CFR Part 200.31 8-200.326Governments.

ADMINISTERING AGENCY agrees to comply with the provisions set forth in 23 CFR Parts 140, 645 and 646 when contracting with railroad and utility companies.

18. Every recipient and sub-recipient receiving PROJECT funds under this AGREEMENT shall comply with 2 CFR 200 excluding 2 CFR Part 200.318-200.326, 48 CFR Chapter 1, Part 31, LAPM, Public Contract Code (PCC) 10300- 10334 (procurement of goods), PCC 10335-10381 (non-A&E services), California Government Code 4525-4529.5 including 4527(a) and 4528(a), and other applicable STATE regulations.

19. Any PROJECT costs for which ADMINISTERING AGENCY has received payment or credit that are determined by subsequent audit to be questioned, disallowed, or unallowable under 2 CFR, Part 200, 48 CFR, Chapter 1, Part 31, 23 CFR Parts 140, 645 and 646, LAPM, Public Contract Code (PCC) 10300-10334 (procurement of goods), PCC 10335-10381 (non-A&E services), California Government Code 4525-4529.5 including 4527(a) and 4528(a), and other applicable STATE regulations are subject to repayment by ADMINISTERING AGENCY to STATE and may result in STATE imposing sanctions on ADMINISTERING AGENCY as described in Chapter 20 of the Local Assistance Procedures Manual.

20. Should ADMINISTERING AGENCY fail to refund any moneys due upon written demand by STATE as provided herein or should ADMINISTERING AGENCY breach this AGREEMENT by failing to complete PROJECT without adequate justification and approval by STATE, then, within thirty (30) days of demand, or within such other period as may be agreed to in writing between the PARTIES hereto, STATE, acting through the State Controller, the State Treasurer, the CTC or any other public entity or agency, may intercept, withhold and demand the transfer of an amount equal to the amount paid by or owed to STATE for each PROJECT, from future apportionments, or any other funds due ADMINISTERING AGENCY from the Highway Users Tax Fund or any other sources of Funds, and/or may also withhold approval of future STATE FUNDED projects proposed by ADMINISTERING AGENCY.

21. Should ADMINISTERING AGENCY be declared to be in breach of this AGREEMENT or otherwise in default thereof by STATE, and if ADMINISTERING AGENCY is

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constituted as a joint powers authority, special district, or any other public entity not directly receiving funds through the State Controller, STATE is authorized to obtain reimbursement from whatever sources of funding are available, including the withholding or transfer of funds, from those constituent entities comprising a joint powers authority or by bringing of an action against ADMINISTERING AGENCY or its constituent member entities, to recover all funds provided by STATE hereunder.

22. ADMINISTERING AGENCY acknowledges that the signatory party represents the ADMINISTERING AGENCY and further warrants that there is nothing within a Joint Powers Agreement, by which ADMINISTERING AGENCY was created, if any exists, that would restrict or otherwise limit STATE's ability to recover STATE FUNDS improperly spent by ADMINISTERING AGENCY in contravention of the terms of this AGREEMENT.

ARTICLE V

AUDITS, THIRD PARTY CONTRACTING, RECORDS RETENTION AND REPORTS

1. STATE reserves the right to conduct technical and financial audits of PROJECT work and records and ADMINISTERING AGENCY agrees, and shall require its contractors and subcontractors to agree, to cooperate with STATE by making all appropriate and relevant PROJECT records available for audit and copying as required by paragraph three (3) of Article V.

2. ADMINISTERING AGENCY, its contractors and subcontractors shall establish and maintain a financial management system and records that properly accumulate and segregate reasonable, allowable, and allocable incurred PROJECT costs and matching funds by line item for the PROJECT. The financial management system of ADMINISTERING AGENCY, its contractors and all subcontractors shall conform to Generally Accepted Accounting Principles, enable the determination of incurred costs at interim points of completion, and provide support for reimbursement payment vouchers or invoices sent to or paid by STATE.

3. ADMINISTERING AGENCY, ADMINISTERING AGENCY's contractors and subcontractors, and STATE shall each maintain and make available for inspection and audit by STATE, the California State Auditor, or any duly authorized representative of STATE or the United States, all books, documents, papers, accounting records, and other evidence pertaining to the performance of such contracts, including, but not limited to, the costs of administering those various contracts, and ADMINISTERING AGENCY shall furnish copies thereof if requested. All of the above-referenced parties shall make such AGREEMENT and PROGRAM SUPPLEMENT materials available at their respective offices at all reasonable times during the entire PROJECT period and for three (3) years, or 35 years for Prop 1 B funds, from the date of final payment to ADMINISTERING AGENCY.

4. ADMINISTERING AGENCY shall not award a construction contract over $25,000 on the basis of a noncompetitive negotiation for work to be performed under this AGREEMENT without the prior written approval of STATE. All contracts awarded by ADMINISTERING AGENCY intended or used as local match credit must meet the requirements set forth in this AGREEMENT regarding local match funds.

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5. ADMINISTERING AGENCY shall comply with Chapter 10 (commencing with Section 4525) Division 5 of Title 1 of the Government Code and shall undertake the procedures described in California Government Code 4527(a) and 4528(a). Administering Agency shall comply with Chapter 10 of the LAPM for A&E Consultant Contracts.

6. ADMINISTERING AGENCY shall comply with Government Code Division 5 Title 1 sections 4525-4529.5 and shall undertake the procedures described in California Government Code 4527(a) and 4528(a) for procurement of professional service contracts. Administering Agency shall follow Public Contract Code Section 10335-10381 for other professional service contracts.

7. Any subcontract entered into by ADMINISTERING AGENCY as a result of this AGREEMENT shall contain all of the provisions of Article IV, FISCAL PROVISIONS, and this ARTICLE V, AUDITS, THIRD-PARTY CONTRACTING, RECORDS RETENTION AND REPORTS and shall mandate that travel and per diem reimbursements and third- party contract reimbursements to subcontractors will be allowable as PROJECT costs only after those costs are incurred and paid for by the subcontractors.

8. To be eligible for local match credit, ADMINISTERING AGENCY must ensure that local match funds used for a PROJECT meet the fiscal provisions requirements outlined in ARTICLE IV in the same manner that is required of all other PROJECT expenditures.

9. Except as provided in this Article, this AGREEMENT is solely between and for the benefit of the PARTIES and there are no third-party beneficiaries.

ARTICLE Vl - MISCELLANEOUS PROVISIONS

1. ADMINISTERING AGENCY agrees to use all PROJECT funds reimbursed hereunder only for transportation purposes that are in conformance with Article XIX of the California State Constitution and other California laws.

2. ADMINISTERING AGENCY shall conform to all applicable State and Federal statutes and regulations, and the Local Assistance Program Guidelines and Local Assistance Procedures Manual as published by STATE and incorporated herein, including all subsequent approved revisions thereto applicable to PROJECT unless otherwise designated in the project-specific executed PROJECT SUPPLEMENT.

3. This AGREEMENT is subject to any additional restrictions, limitations, conditions, or any statute enacted by the State Legislature or adopted by the CTC that may affect the provisions, terms, or funding of this AGREEMENT in any manner.

4. ADMINISTERING AGENCY and the officers and employees of ADMINISTERING AGENCY, when engaged in the performance of this AGREEMENT, shall act in an independent capacity and not as officers, employees or agents of STATE.

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5. Each project-specific PROGRAM SUPPLEMENT shall separately establish the terms and funding limits for each described PROJECT funded under this AGREEMENT and that PROGRAM SUPPLEMENT. No STATE FUNDS are obligated against this AGREEMENT.

6. ADMINISTERING AGENCY certifies that neither ADMINISTERING AGENCY nor its principals are suspended or debarred at the time of the execution of this AGREEMENT, and ADMINISTERING AGENCY agrees that it will notify STATE immediately in the event a suspension or a debarment occurs after the execution of this AGREEMENT.

7. ADMINISTERING AGENCY certifies, by execution of this AGREEMENT, that no person or selling agency has been employed or retained to solicit or secure this AGREEMENT upon an agreement or understanding for a commission, percentage, brokerage, or contingent fee, excepting bona fide employees or bona fide established commercial or selling agencies maintained by ADMINISTERING AGENCY for the purpose of securing business. For breach or violation of this warranty, STATE has the right to annul this AGREEMENT without liability, pay only for the value of the PROJECT work actually performed, or in STATE's discretion, to deduct from the price of PROGRAM SUPPLEMENT consideration, or otherwise recover, the full amount of such commission, percentage, brokerage, or contingent fee.

8. In accordance with Public Contract Code section 10296, ADMINISTERING AGENCY hereby certifies under penalty of perjury that no more than one final unappealable finding of contempt of court by a federal court has been issued against ADMINISTERING AGENCY within the immediate preceding two (2) year period because of ADMINISTERING AGENCY's failure to comply with an order of a federal court that orders ADMINISTERING AGENCY to comply with an order of the National Labor Relations Board.

9. ADMINISTERING AGENCY shall disclose any financial, business, or other relationship with STATE that may have an impact upon the outcome of this AGREEMENT or any individual PROJECT encompassed within a PROGRAM SUPPLEMENT. ADMINISTERING AGENCY shall also list current contractors who may have a financial interest in the outcome of a PROJECT undertaken pursuant to this AGREEMENT. These disclosures shall be delivered to STATE in a form deemed acceptable by the STATE prior to execution of this AGREEMENT.

10. ADMINISTERING AGENCY hereby
financial or business interest that would
under this AGREEMENT.
certifies that it does not have, nor shall it acquire, any conflict with the performance of any PROJECT initiated

11. ADMINISTERING AGENCY certifies that this AGREEMENT was not obtained or secured through rebates, kickbacks or other unlawful consideration either promised or paid to any STATE employee. For breach or violation of this warranty, STATE shall have the right, in its sole discretion, to terminate this AGREEMENT without liability, to pay only for PROJECT work actually performed, or to deduct from a PROGRAM SUPPLEMENT price or otherwise recover the full amount of such rebate, kickback, or other unlawful consideration.

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12. Any dispute concerning a question of fact arising under this AGREEMENT that is not disposed of by agreement shall be decided by the STATE's Contract Manager, who shall be identified to ADMINISTERING AGENCY at the time of execution of this AGREEMENT and, as applicable, any time that Contract Manager changes during the duration of this AGREEMENT who may consider any written or verbal evidence submitted by ADMINISTERING AGENCY.

The decision of the Contract Manager, issued in writing, shall be conclusive and binding on the PARTIES on all questions of fact considered and determined by the Contract Manager.

13. Neither the pendency of a dispute nor its consideration by the Contract Manager will excuse the ADMINISTERING AGENCY from full and timely performance in accordance with the terms of this AGREEMENT and each PROGRAM SUPPLEMENT.

14. Neither STATE nor any officer or employee thereof is responsible for any injury, damage or liability occurring by reason or anything done or omitted to be done by ADMINISTERING AGENCY under or in connection with any work, authority or jurisdiction of ADMINISTERING AGENCY arising under this AGREEMENT. It is understood and agreed that ADMINISTERING AGENCY shall fully defend, indemnify and save harmless STATE and all of its officers and employees from all claims and suits or actions of every name, kind and description brought forth under, including but not limited to, tortious, contractual, inverse condemnation or other theories or assertions of liability occurring by reason of anything done or omitted to be done by ADMINISTERING AGENCY under this AGREEMENT.

15. Neither ADMINISTERING AGENCY nor any officer or employee thereof is responsible for any injury, damage or liability occurring by reason of anything done or omitted to be done by STATE, under or in connection with any work, authority or jurisdiction arising under this AGREEMENT. It is understood and agreed that STATE shall fully defend, indemnify and save harmless the ADMINISTERING AGENCY and all of its officers and employees from all claims, suits or actions of every name, kind and description brought forth under, including but not limited to, tortious, contractual, inverse condemnation and other theories or assertions of liability occurring by reason of anything done or omitted to be done by STATE under this AGREEMENT.

16. In the event of (a) ADMINISTERING AGENCY failing to timely proceed with effective PROJECT work in accordance with the project-specific PROGRAM SUPPLEMENT; (b) failing to maintain any applicable bonding requirements; and (c) otherwise materially violating the terms and conditions of this AGREEMENT and/or any PROGRAM SUPPLEMENT, STATE reserves the right to terminate funding for that PROJECT upon thirty (30) days' written notice to ADMINISTERING AGENCY.

17. No termination notice shall become effective if, within thirty (30) days after receipt of a Notice of Termination, ADMINISTERING AGENCY either cures the default involved or, if the default is not reasonably susceptible of cure within said thirty (30) day period the ADMINISTERING AGENCY proceeds thereafter to complete that cure in a manner and time line acceptable to STATE.

18. Any such termination shall be accomplished by delivery to ADMINISTERING AGENCY of a Notice or Termination, which notice shall become effective not less than thirty (30) days after receipt, specifying the reason for the termination, the

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extent to which funding of work under this AGREEMENT and the applicable PROGRAM SUPPLEMENT is terminated and the date upon which such termination becomes effective, if beyond thirty (30) days affer receipt. During the period before the effective termination date, ADMINISTERING AGENCY and STATE shall meet to attempt to resolve any dispute. In the event of such termination, STATE may proceed with the PROJECT work in a manner deemed proper by STATE. If STATE terminates funding for PROJECT with ADMINISTERING AGENCY for the reasons stated in paragraph sixteen (16) of ARTICLE Vl, STATE shall pay ADMINISTERING AGENCY the sum due ADMINISTERING AGENCY under the PROGRAM SUPPLEMENT and/or STATE-approved finance letter prior to termination, provided, however, ADMINISTERING AGENCY is not in default of the terms and conditions of this AGREEMENT or the project-specific PROGRAM SUPPLEMENT and that the cost of any PROJECT completion to STATE shall first be deducted from any sum due ADMINISTERING AGENCY.

19. In the case of inconsistency or conflicts with the terms of this AGREEMENT and that of a project-specific PROGRAM SUPPLEMENT and/or Cooperative Agreement, the terms stated in that PROGRAM SUPPLEMENT and/or Cooperative Agreement shall prevail over those in this AGREEMENT.

20. Without the written consent of STATE, this AGREEMENT is not assignable by ADMINISTERING AGENCY either in whole or in part.

21. No alteration or variation of the terms of this AGREEMENT shall be valid unless made in writing and signed by the PARTIES, and no oral understanding or agreement not incorporated herein shall be binding on any of the PARTIES.

IN WITNESS WHEREOF, the parties have executed this AGREEMENT by their duly authorized officer.

STATE OF CALIFORNIA City of South Gate

DEPARTMENT OF TRANSPORT ATION
BY BY
Chief, Office of Project Implementation
Division of Local Assistance
City of South Gate
Representative Name & Title
(Authorized Governing Body Representative)
Date Date

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EXHIBIT A - FAIR EMPLOYMENT PRACTICES ADDENDUM

1. In the performance of this Agreement, ADMINISTERING AGENCY will not discriminate against any employee for employment on account of race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, genetic information, marital status, sex, gender, gender identity, gender expression, age, sexual orientation, or military and veteran status. ADMINISTERING AGENCY will take affirmative action to ensure that employees are treated during employment without regard to their race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, genetic information, marital status, sex, gender, gender identity, gender expression, age, sexual orientation, or military and veteran status. 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. ADMINISTERING AGENCY shall post in conspicuous places, available to employees for employment, notices to be provided by STATE setting forth the provisions of this Fair Employment section.

2. ADMINISTERING AGENCY, its contractor(s) and all subcontractors shall comply with the provisions of the Fair Employment and Housing Act (Gov. Code, 12900 et seq.), and the applicable regulations promulgated thereunder (Cal. Code Regs., Title 2, 11000, et seq.). The applicable regulations of the Fair Employment and Housing Commission implementing Government Code section 12900(a-f), set forth in Chapter 5 of Division 4 of Title 2 of the California Code of Regulations are incorporated into this AGREEMENT by reference and made a part hereof as iT set forth in full. Each of the ADMINISTERING AGENCY'S contractors and all subcontractors shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other agreements, as appropriate.

3. ADMINISTERING AGENCY shall include the nondiscrimination and compliance provisions of this clause in all contracts and subcontracts to perform work under this AGREEMENT.

4. ADMINISTERING AGENCY will permit access to the records of employment, employment advertisements, application forms, and other pertinent data and records by STATE, the State Fair Employment and Housing Commission, or any other agency of the State of California designated by STATE, for the purposes of investigation to ascertain compliance with the Fair Employment section of this Agreement.

5. Remedies for Willful Violation:
(a) STATE may determine a willful violation of the Fair Employment provision to have occurred upon receipt or a final judgment to that effect From a court in an action to which ADMINISTERING AGENCY was a party, or upon receipt or a written notice from the Fair Employment and Housing Commission that it has investigated and determined that ADMINISTERING AGENCY has violated the Fair Employment Practices Act.

19 94
(b) For willful violation of this Fair Employment Provision, STATE shall have the right to terminate this Agreement either in whole or in part, and any loss or damage sustained by STATE in securing the goods or services thereunder shall be borne and paid for by ADM1NISTERING AGENCY and by the surety under the performance bond, if any, and STATE may deduct from any moneys due or thereaffer may become due to ADMINISTERING AGENCY, the difference between the price named in the Agreement and the actual cost thereof to STATE to cure ADMINISTERING AGENCY's breach of this Agreement.

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ATT ACHMENT C
RESOLUTION NO. !

CITY OF SOUTH GATE
LO8 ANGELE8 COUNTY, CALIFORNIA

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
SOUTH GATE APPROVING CITY-STATE MA8TER
AGREEMENT N0. 003368 AND AUTHORIZING EXECUTION
OF PROGRAM 8UPPLEMENT AGREEMENTS AND OTHER

RELATED DOCUMENTS FOR STATE AND/OR FEDERALLY
M/Vt!O[J? AND CITYFUNDED PROJECTS BY CITY

ENGINEER, RESPECTIVELY
WHEREAS, the City is required to execute Administering Agency-State Agreement for State-Aid Projects, No. 003368 ("Master Agreement"), with the State of Catifomia, Department of Transportation ("Caltrans") for atl local transportation projects funded with State grants: and
WHEREAS, the City is required to execute Program Supplements to said Master Agreement in order to secure State funds; and
WHE:REAS, the City in compiianoe with Caltrans Local Assistan> Manual guidelines is required to submit all applicable documents such as Right-of-Way certification, Finance Letter, Environmental documents and "Request for Authorization to Proceed" to Caltrans for review and approval in order to seciire funding; and WHEREAS, said documents require signature of the City's authorized representative in several areas; and
WHEREA3, said documents are typically signed by the City Engineer artd/or his/her designee; and
WHEREAS, upon State's andapprovafoftheCity'ssubmtttalstheCityisrequired to execute Program Supplement Agreement ("Program Supplement Agreement") to Master Agreement (No. 00336S, etc.) for execution for all local tranaponation projects funded with State or Federal funds and
WHEREAS, the City is required to execute Program Supplement Agreement No.

OH78 Rev, 000 and OH79 Rev, 000 ("Program Supplement Agreement") for Safe Route to Schoot Grant SR2SL-5257(027) and Safe Route to School Grant SR2SL-5257(028) ("Projects"), respectively; and
96 WHEREAS, timely execution of said documents and program supplement agreements wouid enable the City to secure funding, proceed with the project and be adequately reimbursed and
WHEREAS, adoption of this reso)ution wili ena51e the City Manager to execute Program Supplement Agreement to said Master Agreement and City Engineer and his!her designee to execute all other related project documents.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF SOUTH GATE DOES HEREBY RESOLVE AS FOLLOWS:

SECTION 1. The City Counci! hereby approves Master Agreement No. 00336S.

SECTION 2. The City Council authorizes the Mayor to execute Master Agreement No. 003368 in a form acceptable by the City Attorney 8ECTlON 3. The City Council authorizes the City Manager to execute Program Supptement Agreements to City-State Master Agreement No 00336S and City Engineer and/or his/her designee to execute all other related documents and certifications for projects funded by Federal and/or State funds.

SECTION 4. The City Cterk shail certify to the adop!ion of this Reso(iition which sha)l become effective upon its adoption.

PA!SSED, APPROVED and ADOPTED this 22'd day of February, 2014.

CITY OF S H GATE
Gregory Ma z, Mayor
ATTEST:

Carmen Avatos, City Cterk
(SEAL)

APPROVED AS TO FORM
F3aul F. Salinas, City Attorney
2 22 97
RESOLUTION CERTII!'iCAl'lON PAGE
ST ATF, OF C,4LIFORN1 A
COUNT!' OF I,OS ANGEIF,S )
C{TY OF SOUT it GATE
5 Carmen Avalos, C.iiy C!ark ol-the C.ily ofaSoulh Gate, Calilornia, hereby cerlil'y that Lhe whole number <,il'Memt+ers oi'the City Counci} ofasaid C.ity is jix'e; tl'iat pe5oJ.ioH No. 74') 4 was adopted by Ihe C.Vy Council at their Rcgular Meeting held on February 22, 2011, by the €i>flowing vale:

Ayes: Council Members: Manincz, Davik Huriado, De Wiit and Cgny.ak'z Noe;': Council Men'ibcrH: None

Absent: Ctiuncil Members: None
Abstain: Council Meinbcrs: None
Wilness n'iy hand and the seal of said City on March 23, 201 l 23 98

ATT ACHMENT D

MASTER AGREEMENT

ADMINISTERING AGENCY-STATE AGREEMENT FOR
ST ATE-FUNDED PROJECTS Contract No. "n"
07 City of South Gate
District Admiriistering Agericy
Agreement No. 00336S
This AGREEMENT,is entered into effective this < day of , )axvmr4 20 I 1, by and i:ietween the City of South Gate, hereinafier referred to as "ADMINISTERING AGENCY." and the State of California, acting by and through its Department of Transportation (Caltrans), hereinafter referred to as "STATE", and together referred to as "PARTIES" or individually as a "PARTY RECIT ALS:
l WHEREAS, the Legislature of the State oT California has enacted legislation by which certain State funds are made available for use on local transportation related projects of public entities qualified to act as recipients or these state funds; and

2. WHEREAS, ADMINISTERING AGENCY has applied to the California Transportation Commission (CTC) and/or STATE For funding from either the State Transportation Improvement Program (STIP), or other State-funded programs (herein referred to as STATE FUNDS), as defined in the Local Assistance Program Guidelines (LAPG), for use on local authorized transportatiori related projects as a local administered project(s), hereinafier referred to as "PROJECT"; and

3. WHEREAS, said PROJECT *ill not receive ariy federal funds; arid

4. WHEREAS, before STATE FUNDS will be made available for PROJECT, ADMINISTERING AGENCY and STATE are required to enter into an agreement to establish terms and conditioi-is applicable to the ADMINISTFRING AGENCY when receivirig STATE FUNDS for a designated PROJECT facility and to the si-ibsequent operatiori and maintenarice of that c.ompleted facility.

NOW, THEREFORE, the PARTIES agree as follows:
uElge 1 of 'l 6
24 99
.ARTICLE - PROJECT ADM NISTRATION
1, This AGREEMENT shall have no force or effect with respect to any program project unless and until a project-specific Program Supplement to this AGREEMENT for state funded projects, hereinafter referred to as "PROGRAM SUPPLEMENT", has been fully executed by both STATE and ADMINISTERING AGENCY.

2. The State approved project-specific allocation letter designate the party responsible for implementing PROJECT, type of work and location of PROJECT.

3. The PROGRAM SUPPLEMENT sets out special covenants as a condition for the ADMINISTERING AGENCY to receive STATE FUNDS from/through STATE for designated PROJECT. The PROGRAM SUPPLEMENT shall also show these STATE FUNDS that have been initially encumbered for PROJECT along with the matching funds to be provided by ADMINISTERING AGENCY and/or others. Execution of PROGRAM SUPPLEMENT by the PARTIES shall cause ADMINISTERING AGENCY to adopt all of the terms of this AGREEMENT as though fully set forth therein in the PROGRAM SUPPLEMENT. Unless otherwise expressly delegated in a resolution by the governing body of ADMINISTERING AGENCY, and with written concurrence by STATE, the PROGRAM SUPPLEMENT shall be approved and managed by the governing body of ADMINISTERING AGENCY.

4. ADMINISTERING AGENCY agrees to execute and return each project-specific PROGRAM SUPPLEMENT within ninety (90) days of receipt. The PARTIES agree that STATE may suspend future allocations, encumbrances and invoice payments for any on-going or future STATE FUNDED PROJECT performed by ADMINISTERING AGENCY if any project-specific PROGRAM SUPPLEMENT is not returned within that ninety (90) day period unless otherwise agreed by STATE in writing.
5, ADMINISTERING AGENCY further agrees, as a condition to the release and payment of STATE FUNDS encumbered for the PROJECT described in each PROGRAM SUPPLEMENT, tc comply with the terms and conditions of this AGREEMENT and all of the agreed-upon Special Covenants or Remarks incorporated within the PROGRAM SUPPLEMENT, and Cooperative/Contribution Agreement where appropriate, defining and identifying the nature of the specific PROJECT.
6, STATE FUNDS will not participate in any portion of PROJECT work performed in advance of the effective date of the executed PROGRAM SUPPLEMENT for said PROJECT.

7. Projects allocated with STATE FUNDS from the STIP will be administered in accordance with the current CTC STIP Guidelines, as adopted or amended and in accordance with Chapter 23 of the Local Assistance Program Guidelines (LAPG) published by STATE. 8, Projects allocated with STATE FUNDS not programmed in the STIP will be administered in accordance with the applicable chapter of the LAPG and/or any other instructions published by STATE.
9, ADMINISTERING AGENCY's eligible costs for preliminary engineering work inciudes a!l preliminary work directly related to PROJECT up to contract award for construction, including, but not limited to, environmental studies and permits (E&P), preliminary surveys and reports, iaboratory work, soil investigations, the preparation of plans, specifications and estimates (PS&E.), advertising for bids, awarding of a contract and project development contract administration.

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'10. ADMINISTERING AGENCY's eligible costs for construction engineering includes actual inspection and supervision of PROJECT construction work; construction staking; laboratory and field testing; and the preparation and processing of field reports, records, estimates, final reports, and allowable expenses of employees/consultants engaged in such activities.

11. Unless the PARTIES agree otherwise in writing, ADMINISTERING AGENCY's employees or its sub-contractor engineering consultant shall be responsible for all PROJECT engineering work.

12. ADMINISTERING AGENCY shall not
environmental approval of PROJECT. Final
the PS&E and other work necessary for
environmental clearance of that PROJECT.
proceed with final design of PROJECT until final
design entails the design work necessary to complete a construction contract but not required earlier for 13, If PROJECT is not on STATE-owned right-of-way, PROJECT shall be constructed in accordance with Chapter 'l 1 of the Local Assistance Procedures Manual (LAPM) that describes minimum statewide design standards for local agency streets and roads. The design standards for projects off the National Highway System (NHS) allow STATE to accept either the STATE's minimum statewide design standards or the approved geometric design standards of ADMINISTERING AGENCY. Additionally, for projects off the NHS, STATE wil! accept ADMINISTERING AGENCY-approved standard specifications, standard plans, materials sampling and testing quality assurance programs that meet the conditions described in the then current Local Assistance Procedures Manual.

14. If PROJECT involves work within or partial!y within STATE-owned right-of-way, that PROJECT shall also be subject to compliance with the policies, procedures and standards of the STATE Project Development Procedures Manual and Highway Design Manual and where appropriate, an executed cooperative agreement between STATE and ADMINISTERING AGENCY that outlines the PROJECT responsibilities and respective obligations of the PARTIES.

ADMINISTERING AGENCY and its' contractors shall each obtain an encroachment permit through STATE prior to commencing any work within STATE rights of way or work which affects STATE facilities.

15. When PROJECT is not on the State Highway System (SHS) but includes work to be performed by a railroad, the contract for such work shall be prepared by ADMINISTERING AGENCY or by STATE, as the PARTIES may hereafter agree. In either event, ADMINISTERING AGENCY shall enter into an agreement with the railroad providing for future maintenance of protective devices or other facilities installed under the contract.

16. The Department of General Services, Division of the State Architect, or its designee, shall i-eview the contract PS&E for the construction of buildings, structures, sidewalks, curbs and related facilities for accessibility and usability. ADMINISTERING AGENCY shall not award a PROJECT construction contract For these types of improvements until the State Architect has issued written approval stating that the PROJECT plans and specifications comply with the provisions of sections 4450 and 4454 of the California Government Code, if applicable. Further requirements and guidance are provided in Title 24 of the California Code of Regulations.

17. ADMINISTERING AGENCY shall provide or arrange for adequate sapervision and inspection cif each PROJECT. While consultants may perform supervision and inspection work for PROJECT with a 'iully qcia!ified and licensed engineer, ADMINISTERING AGENCY shall provide a ftill-time employee to be in responsible charge of each PROJECT.

26101
"18. Unless otherwise provided in the PROGRAM SUPPLEMENT, ADMINISTERING AGENCY shall advertise, award, and administer the PROJECT construction contract or contracts.

19. The cost of maintenance, security, or protection performed by ADMIN)STERING AGENCY or contractor forces during any temporary suspension of PROJECT or at any other time may not be charged to the PROJECT.

20. ADMINISTERING AGENCY shall submit PROJECT-specific award information, using Exhibit 23-A of the LAPG, to STATE's District Local Assistance Engineer, within sixty (60) days after contract award. A copy of Exhibit 23-A shall also be included with the submittal of the first invoice for a construction contract by ADMINISTERING AGENCY to: Department of Transportation, Division of Accounting Local Programs Accounting Branch, MS #33, PO Box 942874, Sacramento, California 94274-0001.

21. ADMINISTERING AGENCY shall submit the final report documents that collectively constitute a"ReportofExpenditures"withinonehundredeighty(180)daysofPROJECTcompletion. Failure by ADMINISTERING AGENCY to submit a "Report of Expenditures" within 180 days of project completion will result in STATE imposing sanctions upon ADMINISTER)NG AGENCY in accordance Chapters 17 and "I 9 of the Local Assistance Procedures Manual.

22. ADMINISTERING AGENCY shall comply with the Americans with Disabilities Act (ADA) of 1990 that prohibits discrimination on the basis of disability and all applicable regulations and guidelines issued pursuant to the ADA.

23. The Governor and the Legislature of the State of California, each within their respective jurisdictions, have prescribed certain nondiscrimination requirements with respect to contract and other work financed with public funds. ADMINISTERING AGENCY agrees to comply with the requirements of the FAIR EMPLOYMENT PRACTICES ADDENDUM, attached hereto as Exhibit A and further agrees that any agreement entered into by AD?1/11NISTERING AGENCY with a third party for performance of work connected with PROJECT shall incorporate Exhibit A (with third party's name replacing ADMINISTERING AGENCY) as parts of such agreement.

24. ADMINISTERING AGENCY shall include in all subcontracts awarded when applicable, a clause that requires each subcontractor to comply with California Labor Code requirements that all workers employed on public works aspects of any project (as defined in California Labor Code sections 1720-1815) be paid not less than the general prevailing wage rates predetermined by the Department of Industrial Relations as effective at the date of contract award by the ADMINISTERING AGENCY.

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ARTICLE II - RIGHTS OF WAY

1. No contract for the construction of a STATE FUNDED PROJECT shall be awarded until all necessary rights of way have been secured. Prior to the advertising for construction of PROJECT, ADMINISTERING AGENCY shall certify and, upon request, shall furnish STATE with evidence that all necessary rights-of-way are available for construction purposes or will be available by the time of award of the construction contract.

2. The furnishing of rights of way by ADMINISTERING AGENCY as provided for herein includes, and is limited to, the following, unless the PROGRAM SUPPLEMENT provides otherwise. (a) Expenditures to purchase all real property required for PROJECT free and c!ear of liens, conflicting easements, obstructions and encumbrances, after crediting PROJECT with the fair market value of any excess property retained and not disposed of by ADMINISTERING AGENCY. (b) The cost of furnishing of right-of-way as provided for herein includes, in addition to real property required for the PROJECT, title free and clear of obstructions and encumbrances affecting PROJECT and the payment, as required by app!icable law, of damages to owners of remainder real property not actually taken but injuriously affected by PROJECT. (c) The cost of relocation payments and services provided to owners and occupants pursuant to Government Code sections 7260-7277 when PROJECT displaces an individual, family, bbsiness, farm operation or nonprofit organization.
(d) The cost of demolition and/or the sale of all improvements on the right-of-way after credit is recorded for sale proceeds used to offset PROJECT costs. (e) The cost of all unavoidable utility relocation, protection or removal. (f) The cost of all necessary hazardous material and hazardous waste treatment, encapsulation or removal and protective storage for which ADMINISTERING AGENCY accepts responsibility and where the actual generator cannot be identified and recovery made.

3. ADMINISTERING AGENCY agrees to indemnify and hold STATE harmless from any liability that may result in the event the right-of-way for a PROJECT, including, but not limited to, being clear as certified or if said right-of-way is found to contain hazardous materials requiring treatment or removal to remediate in accordance with Federal and State laws. ADMINISTERING AGENCY shall pay, from its own non-matching funds, any costs which arise out of delays to the construction of PROJECT because utility facilities have not been timely removed or relocated, or because rights-of-way were not available to ADMINISTERING AGENCY for the orderly prosecution of PROJECT work.

28103
ARTICLE Ill - MAINTENANCE AND MANAGEMENT

1. ADMINISTERING AGENCY wil! maintain and operate the property acquired, developed, constructed, rehabilitated, or restored by PROJECT for its intended public use until such time as the parties might amend this AGREEMENT to otherwise provide. With the approval of STATE, ADMINISTERING AGENCY or its successors in interest in the PROJECT property may transfer this obligation and responsibility to maintain and operate PROJECT property for that intended public purpose to another public entity.

2. Upon ADMINISTERING AGENCY's acceptance of the completed construction contract or upon contractor being relieved of the responsibility for maintaining and protecting PROJECT, ADMIN1STERING AGENCY will be responsible for the maintenance, ownership, liability, and the expense thereof, for PROJECT in a manner satisfactory to the authorized representatives of STATE and if PROJECT Tails within the jurisdictional limits or another Agency or Agencies, it is the duty of ADMINISTERING AGENCY to facilitate a separate maintenance agreement(s) between itself and the other jurisdictional Agency or Agencies providing for the operation, maintenance, ownership and liability of PROJECT. Until those agreements are executed, ADMINISTERING AGENCY will be responsible for all PROJECT operations, maintenance, ownership and liability in a manner satisfactory to the authorized representatives or STATE. If, within ninety (90) days affer receipt of notice from STATE that a PROJECT, or any portion thereof, is not being properly operated and maintained and ADMINISTERING AGENCY has not satisfactorily remedied the conditions complained of, the approval of future STATE FUNDED PROJECTS of ADMINISTERING AGENCY will be withheld until the PROJECT shall have been put in a condition of operation and maintenance satisfactory to STATE. The provisions or this section shall not apply to a PROJECT that has been vacated through due process of law with STATE's concurrence.

3. PROJECT and its facilities shall be maintained by an adequate and well-trained staff of engineers and/or such other professionals and technicians as PROJECT reasonably requires.

Said operations and maintenance staff may be employees of ADMINISTERING AGENCY, another unit of government, or a contractor under agreement with ADMINISTERING AGENCY. All maintenance will be performed at regular intervals or as required for efficient operation of the complete PROJECT improvements.

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ARTICLE IV - FISCAL PROVISIONS

1. All contractual obligations of STATE are subject to the appropriation of resources by the Legislature and the allocation of resources by the CTC.

2. STATE'S financial commitment of STATE FUNDS will occur only upon the execution of this AGREEMENT, the execution of each project-specific PROGRAM SUPPLEMENT and/or STATE's approved finance letter.

3. ADMINISTERING AGENCY may submit signed duplicate invoices in arrears for reimbursement of allowable PROJECT costs on a monthly or quarterly progress basis once the project-specific PROGRAM SUPPLEMENT has been executed by STATE.

4. ADMINISTERING AGENCY agrees, as a minimum, to submit invoices at least once every six months commencing after the STATE FUNDS are encumbered on either the project-specific PROGRAM SUPPLEMENT or through a project-specific finance letter approved by STATE.

STATE reserves the right to suspend future allocations and invoice payments for any on-going or future STATE FUNDED project performed by ADMINISTERING AGENCY if PROJECT costs have not been invoiced by ADMINISTERING AGENCY for a six-month period

5. Invoices shall be submitted on ADMINISTERING AGENCY letterhead that includes the address of ADMINISTERING AGENCY and shall be formatted in accordance with Chapter 5 o( the LAPM.

6. Invoices must have at least one copy of supporting backup documentation for allowable costs incurred and claimed for reimbursement by ADMINISTERING AGENCY. Acceptable backup documentation includes, but is not limited to, agency's progress payment to the contractors, copies of cancelled checks showing amounts made payable to vendors and contractors, and/or a computerized summary of PROJECT costs.

7. Payments to ADMINISTERING AGENCY can only be released by STATE as reimbursements of actual allowable PROJECT costs already incurred and paid for by ADMINISTERING AGENCY.

8. An indirect cost allocation plan and related documentation are to be provided to STATE (Caltrans Audits & Investigations) annually for review and approval prior to ADMINISTERING AGENCY seeking reimbursement of indirect cost incurred within each fiscal year being claimed for reimbursement. The indirect cost a!location plan must be prepared in accordance with the requirements set forth in Office of Management and Budget Circular A-87 and Chapter 4 of the Local Assistance Procedures Manual.

9. STATE will withhold the greater of either two
encumbered for each PROGRAM SUPPLEMENT
submits the Final Report of Expenditures for
PROJECT.
(2) percent of the total of all STATE FUNDS
or $40,000 until ADMINISTERING AGENCY
each completed PROGRAM SUPPLEMENT
10, The estimated total cost of PROJECT, the amount of STATE FUNDS obligated, and the required matching funds may be adjusted by mutual consent of the PARTIES with an allocation !etter and finance letter. STATE FUNDING may be increased to cover PROJECT cost increases only if such additional funds are available and the CTC and/or STATE concurs with that increase in the form of an allocation and finance letter.

30105
1 'l. When such additional STATE FUNDS are not available, ADMINISTERING AGENCY agrees that any increases in PROJECT costs must be defrayed with ADMINISTERING AGENCY's own funds.

12. ADMINISTERING AGENCY shall use its own non STATE FUNDS to finance the local share of eligible costs and all PROJECT expenditures or contract items ruled ineligible for financing with STATE FUNDS. STATE shall make the final determination of ADMINISTERING AGENC'i"s cost eligibility for STATE FUNDED financing with respect to claimed PROJECT costs.

13. ADMINISTERING AGENCY will reimburse STATE
performed by STATE at the request of ADMINISTERING
overhead assessments in accordance with section 8755.1 for STATE's share of costs for work
AGENCY. STATE's costs shall include
of the State Administrative Manual.

14. STATE FUNDS allocated from the STIP are subject to the timely use of funds provisions enacted by Senate Bill 45, approved in 1997, and subsequent STIP Guidelines and State procedures approved by the CTC and STATE.

15. STATE FUNDS encumbered for PROJECT are available for liquidation only for five (5) years from the beginning of the State fiscal year when those funds were appropriated in the State Budget. STATE FUNDS not liquidated within these periods will be reverted unless a Cooperative Work Agreement (CWA) is submitted by ADMINISTERING AGENCY and approved by the California Department of Finance in accordance with Government Code section 16304. The exact date of fund reversion will be reflected in the STATE signed PROJECT finance letter.

16. Payments to A.DMINISTERING AGENCY for PROJECT-related travel and subsistence (per diem) expenses of ADMINISTERING AGENCY forces and its contractors and subcontractors claimed for reimbursement or as local match credit shall not exceed rates authorized to be paid to rank and file STATE employees under current State Department of Personnel Administration (DPA) rules. If the rates invoiced by ADMINISTERING AGENCY are in excess of DPA rates, ADMINISTERING AGENCY is responsible for the cost difference, and any overpayments inadvertently paid by STATE shall be reimbursed to STATE by ADMINISTERING AGENCY on demand.

17. ADMINISTERING AGENCY agrees to comply with Office of Management and Budget (OMB) Circular A-87, Cost Principles for State and Local Governments, and 49 CFR, Part 18, Uniform Administrative Requirements for Grants and Cooperative Agreements to State and Local Governments.

18. ADMINISTERING AGENCY agrees, and will assure that its contractors and subcontractors will be obligated to agree that (a) Contract Cost Principles and Procedures, 48 CFR, Federa[ Acquisition Regulations System, Chapter i Part 31, et seq., shall be used to determirie the allowability of individual PROJECT cost items and (b) those parties shall cornply with federal administrative procedures in accordance with 49 CFR, Part 18, Uniform Administrative Requirements for Grants and Cooperative Agreements to State and Local Governments. Every sub-recipient receiving PROJECT funds as a contractor or sub-contractor under this AGREEMENT shall comply with Federal administrative procedures in accordance with 49 CFR, Part 18, Uniform Administrative Requirements for Grants and Cooperative Agreements to State and Local Governments. ADMINISTERING AGENCY agrees to comply with the provisions set

31106
forth in 23 CFR Parts 140, 645 and 646 when contracting with railroad and utility companies.

19. Any PROJECT costs for which ADMINISTERING AGENCY has received payment or credit that are determined by subsequent audit to be unallowable under OMB Circular A-87, 48 CFR, Chapter 1, Part 31, 23 CFR Parts 140, 645 and 646 or 49 CFR, Part 18, are subject tc repayment by ADMINISTERING AGENCY to STATE.

20. Upon written demand by STATE, any overpayment to ADMINISTERING AGENCY of amounts invoiced to STATE shall be returned to STATE.

21. Should ADMINISTERING AGENCY fail to refurid any moneys due STATE as provided herein or should ADMINISTERING AGENCY breach this AGREEMENT by failing to complete PROJECT without adequate justification and approval by STATE, then, within thirty (30) days of demand, or within such other period as may be agreed to in writing between the PARTIES hereto, STATE, acting through the State Controller, the State Treasurer, the CTC or any other public entity or agency, may intercept, withhold and demand the transfer of an amount equal to the amount paid by or owed to STATE for each PROJECT, from future apportionments, or any other funds due ADMINISTERING AGENCY from the Highway Users Tax Fund or any other sources of funds, and/or may also withhold approval of future STATE FUNDED projects proposed by ADMINISTERING AGENCY.

22. Should ADMINISTERING AGENCY be declared to be in breacli of this AGREEMENT or otherwise in default thereof by STATE, and if ADMINISTERING AGENCY is constituted as a joint powers authority, special district, or any other public entity not directly receiving funds throug!i the State Controller, STATE is authorized to obtain reimbursement from whatever sources of funding are available, including the withholding or transfer of funds, pursuant to Article IV - 21, from those constituent entities comprising a joint powers authority or by bringing of an action against ADMINISTERING AGENCY or its constituent member entities, to recover all funds provided by STATE hereunder.

23. ADMINISTERING AGENCY acknowledges that the signatory party represents the ADMINISTERING AGENCY and further warrants that there is nothing within a Joint Powers Agreement, by which ADMINISTERING AGENCY was created, if any exists, that would restrict or otherwise limit STATE's ability to recover STATE FUNDS improperly spent by ADM!NISTERING AGENCY in contravention of the terms of this AGREEMENT.

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ARTICLE V

AUDITS, THIRD PARTY CONTRACTING, RECORDS RETENTION AND REPORTS

1. STATE reserves the right to conduct technical and financial audits of PROJECT work and records when determined to be necessary or appropriate arid ADMINISTERING AGENCY agrees, and shall require its contractors and subcontractors to agree, to cooperate with STATE by making all appropriate and relevant PROJECT records available for audit and copying as required by paragraph three (3) of Article V.
2, ADMINISTERING AGENCY, its contractors and subcontractors shall establish and maintain an accounting system and records that properly accumulate and segregate incurred PROJECT costs and matching funds by line item for the PROJECT. The accounting system of ADMINISTERING AGENCY, its contractors and all subcontractors shall conform to Generally Accepted Accounting Principles, enable the determination of incurred costs at interim points of completion, and provide support for reimbursement payment vouchers or invoices sent to or paid by STATE.

3. For the purpose of determining compliance with Title 21, California Code of Regufatioi'is, Chapter 21, section 2500 et seq., when applicable, and other matters connected with the performance and costs of ADMINISTERING AGENCY's contracts with third parties pursuant to Government Code section 8546.7, ADMINISTERING AGENCY, ADMiNISTERING AGENCY's contractors and subcontractors, and STATE shall each maintain and make available for inspection and audit all books, documents, papers, accounting records, and other evidence pertaining to the performance of such contracts, including, but not limited to, the costs of admiriistering those various contracts. All of the above-referenced parties shall make such AGREEMENT and PROGRAM SUPPLEMENT materials available at their respective offices at all reasonable times during the entire PROJECT period and for three (3) years from the date of final payment to ADMINISTERING AGENCY under any PROGRAM SUPPLEMENT. STATE, the California State Auditor, or any duly authorized representative of STATE or the United States, shall each have access to any books, records, and documents that are pertinent to a PROJECT for audits, examinations, excerpts, and transactions and ADMINISTERING AGENCY shall furnish copies thereof if requested.

4. ADMINISTERING AGENCY is required to have an audit in accordance with the Single Audit Act of OMB Circular A-133 if it receives a total of $500,000 or more in STATE FUNDS in a single fiscal year. The STATE FUNDS received under PROGRAM SUPPLEMENT are a part of the Catalogue of Federal Domestic Assistance (CFDA) 20.205, Highway Planning and Research.

5. ADMINISTERING AGENCY agrees to include
terms of this AGREEMENT in the schedule of
AGENCY'S annual audit and in the schedule of
prepared in accordance with OMB Circular A-a1 33.
all PROGRAM SUPPLEMENTS adopting the
projects to be examined in ADMINISTERING
projects to be examined under its single audit

6. ADMINISTERING AGENCY shall not award a construction contract over $10,000 or other coritracts over $25,000 [exciuding professional service contracts of the type which are required to be procured in accordance with Government Code sections 4525 (d), (e) and (f)] on the basis of a r'ioncompetitive negotiation for work to be performed under this AGREEMENT without the prior written approval of STATE. All contracts awarded by ADMINISTERING AGENCY intended or used as local match credit must meet the requirements set forth in this AGREEMENT regarding local match funds.

33108

7. Any subcontract entered into by ADMINISTERING AGENCY as a result of this AGREEMENT shall contain all of the provisions of Article IV, FISCAL PROVISIONS, and this ARTICLE V, AUDITS, THIRD-PARTY CONTRACTING, RECORDS RETENTION AND REPORTS and shall mandate that travel and per diem reimbursements and third-party contract reimbursements to subcontractors will be allowable as PROJECT costs only after those costs are incurred and paid for by the subcontractors.

8. To be eligible for local match credit, ADMINISTERING AGENCY must enscire that local match funds used for a PROJECT meet the fiscal provisions requirements outlined in ARTICLE IV in the same manner that is required of all other PROJECT expenditures.

9. In addition to the above, the pre-award requirements of third-party contractor/consultants with ADMINISTER!NG AGENCY should be consistent with LOCAL ASSISTANCE PROCEDURES.

Page I I of 4 6
34109
ARTICLE Vl - MISCELLANEOUS PROVISIONS

1. ADMINISTERING AGENCY agrees to use all PROJECT funds reimbursed hereunder only for transportation purposes that are in conformance with Article XIX of the California State Constitution and other California laws.

2. ADMINISTERING AGENCY shall conform to all applicable State arid Federal statutes and regulations, and the Local Assistance Program Guidelines and Local Assistance Procedures Manual as published by STATE and incorporated herein, including all subsequent approved revisions thereto applicable to PROJECT unless otherwise designated in the project-specific executed PROJECT SUPPLEMENT.

3. This AGREEMENT is subject to any additional restrictions, limitations, conditions, or any statute enacted by the State Legislature or adopted by the CTC that may affect the provisions, terms, or funding of this AGREEMENT in any manner.

4. ADMINISTERING AGENCY and the officers and employees of ADMINISTERING AGENCY, when engaged in the performance of this AGREEMENT, shall act in an independent capacity and not as officers, employees or agents of STATE.

5. Each project-specific PROGRAM SUPPLEMENT shall separately establish the terms and funding limits for each described PROJECT funded under this AGREEMENT and that PROGRAM SUPPLEMENT. No STATE FUNDS are obligated against this AGREEMENT.

6. ADMINISTERING AGENCY certifies that neither ADMINISTERING AGENCY nor its principals are suspended or debarred at the time of the execution of this AGREEMENT, and ADMINISTERING AGENCY agrees that it will notify STATE immediately ain the e\rent a suspension or a debarment occurs after the execution of this AGREEMENT.

7. ADMINISTERING AGENCY warrants, by execution of this AGREEMENT, that no person or selling agency has been employed or retained to solicit or secure this AGREEMENT upon an agreement or understanding for a commission, percentage, brokerage, or contingent fee, excepting bona fide employees or bona fide established commercial or selling agencies maintained by ADMINISTERING AGENCY for the purpose of securing business. For breach or violation of this warranty, STATE has the right to annul this AGREEMENT without liability, pay only for the vague of the PROJECT work actually performed, or in STATE's discretion, to deduct from the price of PROGRAM SUPPLEMENT consideration, or otherwise recover, the full amount of such commission, percentage, brokerage, or contingent fee.

8. In accordance with Public Contract Code section 10296, ADMINISTERING AGENCY hereby certifies under penalty of perjury that no more than one final unappealable finding of contempt of court by a federal court has been issued against ADMINISTERING AGENCY within the immediate preceding two (2) year period because of ADMINISTERING AGENCY's failure to comply with an order of a federal court that orders ADMINISTERING AGENCY to comply with an order of the National Labor Relations Board.

9. ADMINISTERING AGENCY shall disclose
STATE that may have an impact upon the
PROJECT encompassed within a PROGRAM
also list current contractors who may have a
undertaken pursuant to this AGREEMENT.

any financial, business, or other relationship with
outcome of this AGREEMENT or any individual
SUPPLEMENT. ADMINISTERING AGENCY shall
financial interest in the outcoine of a PROJECT
35110
,10. ADMINISTERING AGENCY hereby certifies that it does not now have nor shall it acquire any financial or business interest that would conflict with the performance of any PROJECT initiated under this AGREEMENT.

11. ADMINISTERING AGENCY warrants that tl"iis AGREEMENT was not obtained or secured through rebates, kickbacks or other unlawful consideration either promised or paid to any STATE employee. For breach or violation of this warranty, STATE shall have the right, in its sole discretion, to terminate this AGREEMENT without liability, to pay only for PROJECT work actually performed, or to deduct from a PROGRAM SUPPLEMENT price or otherwise recover the full amount of such rebate, kickback, or other unlawful consideration.

12. Any dispute concerning a question of fact arising under this AGREEMENT that is not disposed of by agreement shall be decided by the STATE's Contract Officer, who may consider any written or verbal evidence submitted by ADMINISTERING AGENCY. The decision of the Contract Officer, issued in writing, shall be conclusive and binding on the PARTIES on all questions of fact considered and determined by the Contract Officer.

13. Neither the pending of a dispute i'ior its consideration by the Contract Officer will excuse the ADMINISTERING AGENCY from full and timely performance in accordance with the terms of this AGREEMENT and each PROGRAM SUPPLEMENT.

14. Neither STATE nor any officer or employee thereof is responsible for any injury, damage or liability occurring by reason of anything done or omitted to be done by ADMINISTERING AGENCY under or in connection with any work, authority or jurisdiction of ADMINISTERING AGENCY arising under this AGREEMENT. It is understood and agreed that ADMINISTERING AGENCY shall fully defend, indemnify arid save harmless STATE and all of its officers and employees from all claims and suits or actions of every name, kind and description brought forth under, including but not limited to, tortuous, contractual, inverse condemnation or other theories or assertions of !iability occurring by reason of anything done or omitted to be done by ADMINISTERING AGENCY under this AGREEMENT.

15. Neither ADMINISTERING AGENCY nor any officer or employee thereoT is responsible for any injury, damage or liability occurring by reason of anything done or omitted to be done by, under or in connection with any work, authority or jurisdiction arising under this AGREEMENT. It is understood and agreed that STATE shall fully defend, indemnify and save harmless the ADMINISTERING AGENCY and all of its officers and employees from all claims, suits or actions of every name, kind and description brought forth under, including but not limited to, tortuous, contractual, inverse condemnation and other theories or assertions of liability occurring by reason of anything done or omitted to be done by STATE under this AGREEMENT. a16. In the event of (a) ADMINISTERING AGENCY failing to timely proceed with effective PROJECT work in accordance with the project-specific PROGRAM SUPPLEMENT; (b) failing to maintain any applicable bonding requirements; and (c) otherwise materially violating the terms and conditions of this AGREEMENT and/or any PROGRAM SUPPLEMENT, STATE reserves the right to terminate funding for that PROJECT upon thirty (30) days' written notice to ADMINISTERING AGENCY.
'i7. No termination notice shall become effective if, within thirty (30) days after receipt of a Notice of Termination, ADMINISTERING AGENCY either cures the defaalt involved or, if the default is not reasonably susceptible of cure within said thirty (30) day period the ADMINISTERING

36111
aAGENCY proceeds thereafter to complete that cure in a manner and time line acceptable to STATE.

18. Any such termination shall be accomplished by delivery to ADMINISTERING AGENCY of a Notice of Termination, which notice shall become effective not less than thirty (30) days after receipt, specifying the reason for the termination, the extent to which funding of work under this AGREEMENT and the applicable PROGRAM SUPPLEMENT is terminated and the date upon which such termination becomes effective, if beyond thirty (30) days a'fter receipt. During the period before the effective termination date, ADMINISTERING AGENCY and S'i ATE shall meet to attempt to resolve any dispute. In the event of such termination, STATE may proceed with the PROJECT work in a manner deemed proper by STATE. If STATE terminates funding for PROJECT with ADMINISTERING AGENCY for the reasons stated in paragraph sixteen (16) of ARTICLE Vl, STATE shall pay ADMINISTERING AGENCY the sum due ADMINISTERING AGENCY under the PROGRAM SUPPLEMENT and/or STATE-approved finance letter prior to termination, provided, however, ADMINISTERING AGENCY is not in default or the terms and conditions of this AGREEMENT or the project-specific PROGRAM SUPPLEMENT and that the cost of any PROJECT completion to STATE shall first be deducted from any sum due ADMINISTERING AGENCY.

19. In the case of inconsistency or conflicts with the terms of this AGREEMENT and that of a project-specific PROGRAM SUPPLEMENT and/or Cooperative Agreement, the terms stated in that PROGRAM SUPPLEMENT and/or Cooperative Agreement shall prevail over those in this AGREEMENT.

20. Without the written consent of STATE, this AGREEMENT is not assignable by ADMINIS-i ERING AGENCY either in whole or in part.

21. No alteration or variation of the terms of this AGREEMENT shall be valid bnless made in writing and signed by the PARTIES, and no oral understanding or agreement not incorporated herein shall be binding on any of the PARTIES.

IN WITNESS WHEREOF, the parties have executed this AGREEMENT by their duiy acithorized officer.

STATE OF CALIFORNIA
ief, Office of Project Implementation
Division of Local Assistance
Date
,5/31///
City of ate
City of South Gate
Representative Name & Title
(Aut)iorized Governing Body Represeritative2
Date 04101 /€€
Page fi 4 of 16
37112
EXHIBIT A .. FA!R EMPLOYMENT PRACTICES ADDENDUM

1. In the performance of this Agreement, ADMINISTERING AGENC'Y" will not discrirriinate against any employee for employment because of race, color, sex, sexual orientation, religion, age, ancestry or national origin, physical disability, medical condition, marital status, political affiliation, family and medical care leave, pregnancy leave, or disability leave. ADMINISTERING AGENCY will take affirmative action to enscire that employees are treated during employment without regard to their race, sex, sexual orientation, color, religion, ancestry, or national origin, physical disability, medical condition, marital status, political affiliation, family and medical care leave, pregnancy leave, or disability leave. 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. ADMINISTERING AGENCY shall post in conspicuous places, available to employees for employment, notices to be provided by STATE setting forth the provisions of this Fair Employment section.

2. ADMINISTERING AGENCY. its contractor(s) and all subcontractors shall comply with the provisions of the Fair Employment and Housing Act (Gov. Code, 1290-O et seq.), and the applicable regulations promulgated thereunder (Cal. Code Regs., Title 2, 7285.0, et seq.). The applicable regulations of the Fair Employment and Housing Commission implementing Government Code section 12900(a-f), set Forth in Chapter 5 or Division 4 or Title 2 or the California Code of Regulations are incorporated into this AGREEMENT by reference and made a part hereof as if set forth in full. Each of the ADMINISTERING AGENCY'S contractoi-s and all subcontractors shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other agreements, as appropriate.

3. ADMINISTERING AGENCY shall include the nondiscrimination and compliance provisions of this clause in all contracts and subcontracts to perform work under this AGREEMENT.

4. ADMINISTERING AGENCY will permit access to the records of employment, employment advertisements, application forms, and other pertinent data and records by STATE, the State Fair Employment and Housing Commission, or any other agency of the State of California designated by STATE, for the purposes of investigation to ascertain compliance with the Fair Empioyment section of this Agreement.

5. Remedies for Willful Violation:
(a) STATE may determine a willful violation of the Fair Employment provision to have occurred upon receipt of a final judgment to that effect from a court in an action to which ADMINISTERING AGENCY was a party, or upon receipt of a written notice from the Fair Employment and Housing Commission that it haS investigated and determined that ADMINISTERING AGENCY has violated the Fair Employment Practices Act and had issued an order under Labor Code section 1426 which has Become final ar has obtairied an injunction under Labor Code section 1429. (b) For willful violation of this Fair Employment Provision, STATE shall have the right to terminate this Agreement either in whole or in part, and any loss or damage sustained by STATE in securing the goods or services thereunder shall be borne and paid for by ADMINISTER!NG AGENCY and by the surety under the performance bond, if any, and STATE may deduct from any moneys due

38113
' pr thereafier may become due to ADMINISTERING AGENCY, the difference between the price named in the Agreement and the actual cost thereof to STATE to cure ADMINISTERING AGENCY's breach of this Agreement.

39114
RESOLUTION NO. !

CITY OF SOUTH GATE

LOS ANGELES COUNTY, CALIFORNIA

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF

SOUTH GATE APPROVING CITY-STATE MASTER
AGREEMENT N0. 003368 AND AUTHORIZING EXECUTION

OF PROGRAMSUPPLEMENTAGREEMENTSANDOTHER

RELATED DOCUMENTS FORSTATE AND/OR FEDERALLY

FUNDED PROJECTS BY CITY MANAGER AND CITY

ENGINEER, RESPECTIVELY
WHEREAS, the City is required to execute Administering Agency-State Agreement for State-Aid Projects, No. 003368 ("Master Agreement"), with the State of California, Department of Transportation ("Caltrans") for all local transportation projects funded with State grants; and
WHEREAS, the City is required to execute Program Supplements to said Master Agreement in order to secure State funds; and
WHEREAS, the City in complianoe with Caltrans Local Assistance Manual guidelines is required to submit all applicable documents such as Right-of-Way certification, Finance Letter, Environmental documents and "Request for Authorization to Proceed' to Caftrans for review and approval in order to secure funding; and WHEREAS, said documents require signature of the City's authorized representative in several areas; and
WHEREAS, said documents are typically signed by the City Engineerand/orhis/her designee; and
WHEREAS, upon State's and approval of the City's submittals the City is required to execute Program Supplement Agreement ("Program Supplement Agreement") to Master Agreement (No. 003368, etc.) for execution for all local transportation projeds funded with State or Federal funds; and
WHEREAS, the City is required to execute Program Supplement Agreement No.

OH78 Rev. 000 and OH79 Rev. 000 ("Program Supplement Agreement") for Safe Route to School Grant SR2SL-5257(027) and. Safe Route to School Grant SR2SL-5257(028) ("Projects"), respectively; and
40115
WHEREAS, timely execution of said documents and program supplement agreements would enable the City to secure funding, proceed with the project and be adequately reimbursed; and
WHEREAS, adoption of this resolution will enable the City Manager to execute Program Supplement Agreement to said Master Agreement and City Engineer and his/her designee to execute alt other related project documnts.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF SOUTH GATE DOES HEREBY RESOLVE AS FOLLOWS:

SECTION 1. The City Council hereby approves Master Agreement No. 00336S.

SECTION 2. The City Council authorizes the Mayor to execute Master Agreement No. 00336S in a form acceptable by the City Attorney.

SECTION 3. The City Council authorizes the City Manager to execute Program Supplement Agreements to City-State Master Agreement No. 003368 and City Engineer and/or his/her designee to execute all other related documents and certifications for projects funded by Federal and/or State funds.

SECTION 4. The City Clerk shall certify to the adoption of this Resolution which shall become effective upon its adoption.

PASSED, APPROVED and ADOPTED this 22nd day of February, 2011.

CITY OF H GATE:

Gregory Mayor
ATTEST:
r
Carmen Avalos, City Clerk
(SEAL)
APPROVED AS TO FORM:

Ftaul F. Salinas, City Attorney
41116

RESOLUIION CERTIFICATION PAGE

ST ATE OF CALIFORNIA

COUNTY OF LOS ANGELES ) SS

CITY OF SOUTH GATE
I, Camien Avalos, City Clerk of the City of South Gate, California, hereby certify that the whole number of Members of the City Council of mid City is five; that Re5olutiotl No. 7414 was adopted by the City Council at their Regular Meeting held on February 22, 2011, by the following vote:

Ayes: Council Members: Martinez, Davila, Hurtado, De Witt and Golez Noes: Council Members: None

Absent: Council Members: None
Abstain: Council Members: None
Witness my hand and the seal of said City on March 23, 2011- Carmen Avalos, City Clerk
City of South Gate, California
42 117
Item No. 7
CITfifflANAGER'S OFFICE
SEP 2 g 2022
% rUv"
City of South Gate

CITY COUNCIL

AC-ENDA BJJLL,
For the Regular Meeting of: October 11, 2022
Ori a a ent: PublicWorks
SUBJECT: AMENDMENT NO. 8 TO CONTRACT N0. 3340 WITH SAFNA

ENGINEERING AND CONSULTING, A DIVISION OF SAFNA CORPORATION, FOR

ADDITIONAL SUPPORT SERVICES FOR THE INTEGRATED ELECTRONIC

SECURITY SYSTEM INSTALLATION AND MONITORING SERVICES, CITY PROJECT N0. 692-GEN
PURPOSE: SAFaNA Corporation is providing project management services to prepare a Request for Proposal (RFP). Amendment No. 8 provides 'funding to complete the RFP and to add services necessaiy to manage the procurement process.

RECOMMENDED ACTIONS: The City Council will consider:
a. Approving Amendment No. 8 to Contract No. 3340 with SAFNA Engineeiing & Consulting, a Division of SAFNA Corporation, formerly a Division of Heateflex Cotporation, to provide additional professional services to manage the procurement process for the Integrated Electronic Security System Installation and Monitoring Setyices, City Project No. 692-GEN, in an amount not to exceed $10,000; b. Appropriating $4,000 in Water Funds, $2,000 in Sewer Funds and $4,000 in General Funds for a total of $10,000 to Account No. 311-790-49-9118 to fund Amendment No. 8; and
c. Authorizing the Mayor to execute Amendment No. 8 in a form acceptable to the City Attorney.

FISCAL IMPACT: The $10,000 needed for Amendment No. 8 is proposed to be funded with appropriations to Account No. 311-790-49-9118 in the amounts of $4,000 in Water Funds, $2,000 in Sewer Funds and $4,000 in General Funds. The revised project budget, including the services needed to prepare the RFP and manage the procurement process, is $25,000.

ANALYSIS: The City's agreement with SAFNA (Contract No. 3340 and Amendment Nos. 1, 2, 3, 4, 5 and 7), provides project management services for the capital improvements project for the municipal water system. On Februaiy 8, 2022, however, the City Council approved Amendment No. 6 to prepare two Request for Proposals (RFP's) for a total fee of $22,500 which included $15,000 for the Project and $7,500 for the Sewer Rate Study. To date, SAFNA has prepared the RFP and it has been issued. A preproposal meeting was held with 16 companies that could participate in submitting a bid followed by field visits on August 30, 2022. Proposals were received on September 26, 2022. The panel interviews are scheduled for October 2022 and 1 118
a contract is anticipated to be awarded subject to City Council approval in November.

Additional funds are necessary in the amount of $10,000 to manage the procurement process through contract award for which an additional 50 hours of service are needed. Management includes issuing the RFP, preparing for and holding the pre-proposal meetirxg, responding to written questions, reviewing proposals, panel interviews and preparing questions, coordination with City staff, and preparing documents for City Council award. The revised project budget amount, including the services needed to complete the RFP and manage the procurement process, is $25,000; inclusive of funding budgeted in Amendments Nos. 6 and No. 8. The total budget for Contract No. 3340 and all amendments is summarized below.

Water Funds
Acct No. 411-731-
52-6101
Sewer Funds
Acct No. 412-732-
52-6101
General Funds
Acct. No. 311-790-
49-9118
Total
Budget
Contract No. 3340 $215,000 $215,000
Amendment No. I $248,000 $248,000
Amendment No. 2 $248,000 $248,000
A_rnendment No. 3 $165,000 $165,000
Amendment No. 4 $124,000 $124,000
Ainendment No. 5 $233,000 $15,000 $248,000
Atnendment No. 6 $4,700 $9,300 $8,500 $22,500
Amendment No. 7 $248,000 $248,000
Airiendment No. 8 $4,000 $2,000 $4,000 $10,000
Total $1,489,700 $26,300 $12,500 $1,528,500
BACKGROUND: The City owns and operates over 250,000 square feet of municipal facilities.

These facilities are equipped with security alarm systems under Contract No. 2021-125-CC with SSD. This project proposes to enhance security alarm systems at various municipal City facilities including City Hall, Police Department, Public Works Department Field Operations Corporate Yard, City Parks, and Water Facilities. Preliminarily, the scope of the project will include building access controls enhancements, fire and intnision alartn monitoring and security camera system enhancements to incorporate the latest in technology. The project will aim to equip City facilities with security equipment under a standardized form.

Therefore, further assistance is necessary from SAFNA to manage the procurement process through contract award as follows: (1) Conducted preproposal meeting and follow-up assistance in questions and answers, (2) Receive proposals from consultants, (3) Evaluate the proposals by selection committee, (4) Presentations and interviews of highest rank proposals on selection criteria, (5) Verify references and the manufacturers, (6) Rank the candidates, (7) Final interview and negotiations with highest ranked consultant, and (8) City Council award of contract.

The contract for the security alarm systems is planned to be awarded in November of 2022 to begin design. The construction/installation is planned for early Summer 2023 and expected to be completed in 18 months.

ATT ACHMENTS: A.

B.

Proposed Amendment No. 8
Certificate of Amendment of Amended and Restated Articles of Incorporation of Heatflex Corporation
Amendments No. l thru 7
Contract No. 3340
2 119

ATT ACHMENT A
AMENDMENT N0. 8 TO CONTRACT N0. 3340 EXTENDING PROJECT

MANAGEMENT SERVICES, BETWEEN THE CITY OF SOUTH GATE

AND SAFNA ENGINEERING & CONSULTING, A DIVISION OF SAFNA This Amendment No. 8 to Contract No. 3340, extending Project Management Services ("Amendment No. 7"), is made and entered into on October 11, 2022, by and between the City of South Gate, a municipal corporation ("City"), and SAFNA Engineering & Consulting, a Division of SAFNA, a Califoinia cotporation ("Consultant"). The City and Consultant are sometimes hereinafter individually referred to as a "Paity" and collectively as "Parties."

RECIT ALS
WHEREAS, on June 27, 2017, the City Council approved Contract No. 3340 with SAFNA Engineering & Consulting, a Division of Heateflex ("Agreement"), for project management services, for a one-year term, through and including June 30, 2018, in an amount not to exceed Two Hundred and Fifteen Thousand Dollars ($215,000); X)VHEREAS, on June 26, 2018, the City Council approved Amendment No. 1 to the Agreement ("Amendn'ient No. 1") extending the Scope of Services for a one-year teim, through and including June 30, 2019, in an amount not to exceed Two Hundred Foity-Eight Thousand Dollars ($248,000), under the teims and conditions ofthe Agreement, bringing the aggregate total of the Agreement and Amendment No. I to Four Hundred Sixty-Three Thousand Dollars ($463,000);
WHERE,AS, on June 25, 2019, the City Council approved Amendment No. 2 to the Agreement ("Amendment No. 2") extending the Scope of Services for a one-year term, through and including June 30, 2020, in an amount not to exceed Two Hundred Forty-Eight Thousand Dollars ($248,000), under the teims and conditions of the Agreement, bringing the aggregate total of the Agreement, Amendment No. 1 and Amendment No. 2 to Seven Hundred Eleven Thousand Dollars ($71 1,000);
WHEREAS, on June 23, 2020, the City Council approved Amendment No. 3 to the Agreement ("Amendment No. 3") extending the Scope of Services on a month-to-month basis for not more than eight additional months, through and including February 28, 2021, in an amount not to exceed One Hundred Sixty-Five Thousand Dollars ($165,000), under the teims and conditions of the Agreement, bringing the aggregate total of the Agreement, Aanendment No. 1, Amendment No. 2 and Amendment No. 3 to Eight Hundred Seventy-Six Thousand Dollars ($876,000); WHEREAS, on February 23, 2021, the City Council approved Amendment No. 4 to the Agreement ("Amendinent No. 4") extending the Scope of Service on a month-to-month basis for not more than six additional months, through and including August 23, 2021, in an amount not to exceed One Hundred Twenty-Four Thousand Dollars ($124,000), under the teims and conditions of the Agreement, bringing the aggregate total of the Agreement, Amendment No. 1, Amendment No. 2, Amendment No. 3 and Amendment No. 4 to One Million Dollars ($1,000,000); 4922275.1-L235.53
120
Amendment No. 8
Contract No. 3340
WHEREAS, on August 10, 2021, the City Council approved Amendment No. 5 to the Agreement ("Amendment No. 5") extending the Scope of Service on a month-to-month basis for not more than twelve additional months, through and including August 10, 2022, in an amount not to exceed Two Hundred Forty-Eight Thousand Dollars ($248,000), under the teims and conditions of the Agreement, bringing the aggregate total of the Agreement, Amendment No. 1, Amendment No. 2, Amendment No. 3 and Amendment No. 4 and Amendment No. 5 to One Million Two Hundred Foity-Eight Thousand Dollars ($1,248,000);
WHEREAS, on Febiuary 8, 2022, the City Council approved Amendment No. 6 to the Agreement ("Amendment No. 6"), in an amount not to exceed Twenty-Two Thousand Five Hundred Dollars ($22,500), under the teims and conditions of the Agreement, bringing the aggregate total of the Agreement, Amendment No. 1, Amendment No. 2, Amendment No. 3 and Amendment No. 4, Amendment No. 5, and Amendment No. 6, to One Million Two Hundred Seventy Thousand Five Hundred Dollars ($1,270,500); WHEREAS, on August 10, 2021, the City Council approved Amendment No. 7 to the Agreement ("Amendment No. 7") extending the Scope of Service on a month-to-month basis for not more than twelve additional months, through and including August 9, 2023, in an amount not to exceed Two Hundred and Forty-Eight Thousand Dollars ($248,000), under the teims and conditions of the Agreement, bringing the aggregate total of the Agreement, Amendment No. 1, Amendment No. 2, Aanendment No. 3, Amendment No. 4, Amendment No. 5, Amendment No. 6 and Amendment No. 7 to One Million Five Hundred Eighteen Thousand Five Hundred Dollars ($1,518,500); and
WHEREAS, the City and Consultant desire to execute Amendment No. 8 in an amount not to exceed Ten Thousand Dollars ($10,000), for services identified in Exhibit "A" attached hereto, under the ternns and conditions of the Agreement, bringing the aggregate total of the Agreement, Amendment No. 1, Amendment No. 2, Amendment No. 3, Amendment No. 4, Amendment No. 5, Amendment No. 6, Amendment No. 7, and Amendment No. 8 to a total sum of One Million Five Hundred Twerity-Eight Thousand Five Hundred Dollars ($1,528,500).

NOW, THEREFORE, the paities hereto agree as follows:

1. COMPENSATION.

The amount of compensation paid by City to Consultant shall be in accordance with the Scope of Services and as described in Exliibit "A" attached hereto and part of this Agreement and shall not exceed Ten Thousand Dollars ($10,000). The aggregate total of the Agreement, Amendment No. 1, Amendment No. 2, Amendment No. 3, Amendment No. 4, Amendment No. 5, Amendment No. 6, Amendment No. 7, and Amendment No. 8 shall not exceed One Million Five Hundred Twenty-Eight Thousand Five Hundred Dollars ($1,528,500).

2. EFFECT OF AMENDMENTS.

Except as expressly amended herein, all other teims and conditions of the Agreement and its amendments, attacmnents, and exhibits thereto, shall remain in full force. Without limiting the generality of tl'ie foregoing, Agreement shall remain unchanged during the terin of Agreement. Furtheri'nore, City reserves the right to augi'nent or reduce the Scope of