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HomeMy WebLinkAbout2011 CON International Community Foundation dba Olivewood Gardens & Learning Center - CDBG 11-12 Sub-RecipientAGREEMENT BETWEEN CITY OF NATIONAL CITY AND INTERNATIONAL COMMUNITY FOUNDATION DBA OLIVEWOOD GARDENS AND LEARNING CENTER FOR SIGNAGE FOR OLIVEWOOD GARDENS THIS AGREEMENT, entered this 1st day of July, 2011 by and between the City of National City (herein called the "Grantee") and the International Community Foundation (herein called the "Subrecipient.") WHEREAS, the Grantee has applied for and received funds from the United States Government under Title I of the Housing and Community Development Act of 1974, as amended (HCD Act), Public Law 93-383; and WHEREAS, the Grantee wishes to engage the Subrecipient to assist the Grantee in utilizing such funds; NOW, THEREFORE, it is agreed between the parties hereto that; SCOPE OF SERVICE A. Activities: The Subrecipient will be responsible for administering the program titled, Signage for Olivewood Gardens in a manner satisfactory to the Grantee and consistent with any standards required as a condition of providing these funds. Such program will include activities eligible under the Community Development Block Grant ("CDBG") program, as specified in Exhibit A, attached and incorporated herein. B. National Obiectives: All activities funded with CDGB funds must meet one of the CDBG program's National Objectives: benefit low- and moderate -income persons; aid in the prevention or elimination of slums or blight; or meet community development needs having a particular urgency, as defined in 24 CFR 570.208. The Subrecipient certifies that the activity(ies) carried out under this Agreement will meet the National Objective of benefiting low- and moderate -income persons. C. Levels of Accomplishment — Goals and Performance Measures: The levels of accomplishment may include such measures as units rehabilitated, persons or households assisted, or meals served, and should include periods for performance. Refer to Exhibit A for the level of project and program services. D. Staffing: Subrecipient shall be responsible for staff and time to be allocated to each activity, as set forth in Exhibit A, attached hereto and incorporated herein. E. Performance Monitoring: The Grantee will monitor the performance of the Subrecipient against goals and performance standards as stated above. Substandard performance as determined by the Grantee will constitute noncompliance with this Agreement. If action to correct such substandard performance is not taken by the Subrecipient within a reasonable period of time after being notified by the Grantee, contract suspension or termination procedures will be initiated. II. TIME OF PERFORMANCE Services of the Subrecipient shall start on the 1' day of July, 2011 and end on the 30th day of June of 2013. The term of this Agreement and the provisions herein shall be extended to cover any additional time period during which the Subrecipient remains in control of CDBG funds or other CDBG assets, including program income. III. BUDGET Any indirect costs charged must be consistent with the conditions of Paragraph VII (C)(2) of this Agreement. Subrecipient shall adhere to the Budget, attached as Exhibit B and incorporated herein. Both the Grantee and the Subrecipient must approve any amendments to the Budget in writing. Subrecipient Agreement Page 1 of 14 IV. PAYMENT It is expressly agreed and understood that the total amount to be paid by the Grantee under this Agreement shall not exceed Twenty Thousand Dollars ($20,000.00). Drawdowns for the payment of eligible expenses shall be made against the Budget line items specified in Paragraph III herein and in accordance with performance. Expenses for general administration shall also be paid against the Budget line items specified in Paragraph III and in accordance with performance. Payments may be contingent upon certification of the Subrecipient's financial management system in accordance with the standards specified in 24 CFR 84.21. V. NOTICES Notices required by this Agreement shall be in writing and delivered via mail (postage prepaid), commercial courier, or personal delivery or sent by facsimile or other electronic means. Any notice delivered or sent as aforesaid shall be effective on the date of delivery or sending. All notices and other written communications under this Agreement shall be addressed to the individuals in the capacities indicated below, unless otherwise modified by subsequent written notice. Communication and details concerning this contract shall be directed to the following contract representatives: Grantee Subrecipient Contact Person: Carlos Aguirre Contact Person: Amy Carstensen Organization: City of National City Organization: International Community Foundation DBA Olivewood Gardens and Learning Center Address: 1243 National City Boulevard National City, CA 91950-4301 Address: 2525 N Avenue National Cy, Ca 91950 Telephone: (619) 336-4391 Telephone: (619) 434-4260 Email: caguirre@nationalcityca.gov Email: Amy@olivewoodgardens.org VI. GENERAL CONDITIONS A. General Compliance: The Subrecipient agrees to comply with the requirements of Title 24 of the Code of Federal Regulations, Part 570 (the U.S. Housing and Urban Development regulations concerning Community Development Block Grants (CDBG)) including subpart K of these regulations, except that (1) the Subrecipient does not assume the recipient's environmental responsibilities described in 24 CFR 570.604 and (2) the Subrecipient does not assume the recipient's responsibility for initiating the review process under the provisions of 24 CFR Part 52. The Subrecipient also agrees to comply with all other applicable Federal, state and local laws, regulations, and policies governing the funds provided under this contract. The Subrecipient further agrees to utilize funds available under this Agreement to supplement rather than supplant funds otherwise available. B. "Independent Contractor": Nothing contained in this Agreement is intended to, or shall be construed in any manner, as creating or establishing the relationship of employer/employee between the parties. The Subrecipient shall at all times remain an "independent contractor" with respect to the services to be performed under this Agreement. The Grantee shall be exempt from payment of all Unemployment Compensation, FICA, retirement, life and/or medical insurance and Workers' Compensation Insurance, as the Subrecipient is an independent contractor. C. Hold Harmless: The Subrecipient shall hold harmless, defend and indemnify the Grantee from any and all claims, actions, suits, charges and judgments whatsoever that arise out of the Subrecipient's performance or nonperformance of the services or subject matter called for in this Agreement. Subrecipient Agreement Page 2 of 14 D. Workers' Compensation: The Subrecipient shall comply with all of the provisions of the Workers' Compensation Insurance and Safety Acts of the State of California, the applicable provisions of Division 4 and 5 of the California Government Code and all amendments thereto; and all similar state or Federal acts or laws applicable; and shall indemnify, and hold harmless the Grantee and its elected officials, officers, and employees from and against all claims, demands, payments, suits, actions, proceedings and judgments of every nature and description, including reasonable attorney's fees and defense costs presented, brought or recovered against the Grantee or its elected officials, officers, employees, or volunteers, for or on account of any liability under any of said acts which may be incurred by reason of any work to be performed by the Grantee under this Agreement. Insurance & Bonding: The Subrecipient, at its sole cost and expense, shall purchase and maintain, and shall require its subcontractors when applicable, to purchase and maintain throughout the term of this agreement, the following insurance policies attached as Exhibit F: ❑ 1. If checked, Professional Liability Insurance (errors and omissions) with minimum limits of $1,000,000 per occurrence. 2. Automobile insurance covering all bodily injury and property damage incurred during the performance of this Agreement, with a minimum coverage of $1,000,000 combined single limit per accident. Such automobile insurance shall include owned, non -owned, and hired vehicles ("any auto"). 3. Commercial general liability insurance, with minimum limits of $1,000,000 per occurrence/$2,000,000 aggregate, covering all bodily injury and property damage arising out of its operations under this Agreement. 4. Workers' compensation insurance in an amount sufficient to meet statutory requirements covering all of Subrecipient's employees and employers' liability insurance with limits of at least $1,000,000 per accident. In addition, the policy shall be endorsed with a waiver of subrogation in favor of the Grantee. Said endorsement shall be provided prior to commencement of work under this Agreement. 5. The aforesaid policies shall constitute primary insurance as to the Grantee, its officers and employees, so that any other policies held by the Grantee shall not contribute to any loss under said insurance. Said policies shall provide for thirty (30) days prior written notice to the Grantee of cancellation or material change. 6. Said policies, except for the professional liability and workers' compensation policies, shall name the Grantee and its elected officials, officers, agents and employees as additional insureds, and separate additional insured endorsements shall be provided. 7. If required insurance coverage is provided on a "claims made" rather than "occurrence" form, the Subrecipient shall maintain such insurance coverage for three years after expiration of the term (and any extensions) of this Agreement. In addition, the "retro" date must be on or before the date of this Agreement. S. Any aggregate insurance limits must apply solely to this Agreement. 9. Insurance shall be written with only California admitted companies which hold a current policy holder's alphabetic and financial size category rating of not less than A VIII according to the current Best's Key Rating Guide, or a company equal financial stability that is approved by the National City Risk Manager. In the event coverage is provided by non -admitted "surplus lines" carriers, they must be included on the most recent California List of Eligible Surplus Lines Insurers (LESLI list) and otherwise meet rating requirements. 10. This Agreement shall not take effect until certificate(s) or other sufficient proof that these insurance provisions have been complied with, are filed with and approved by the National City Risk Manager. If the Subrecipient does not keep all of such insurance policies in full force and effect at all times during the terms of this Agreement, the Grantee may elect to treat the failure to maintain the requisite insurance as a breach of this Agreement and terminate the Agreement as provided herein. 11. All deductibles and self -insured retentions in excess of $10,000 must be disclosed to and approved by the Grantee. Subrecipient Agreement Page 3 of 14 The Subrecipient shall carry sufficient insurance coverage to protect contract assets from loss due to theft, fraud and/or undue physical damage, and as a minimum shall purchase a blanket fidelity bond covering all employees in an amount equal to cash advances from the Grantee. The Subrecipient shall comply with the bonding and insurance requirements of 24 CFR 84.31 and 84.48, Bonding and Insurance. F. Grantee Recognition: The Subrecipient shall insure recognition of the role of the Grantee in providing services through this Agreement. All activities, facilities and items utilized pursuant to this Agreement shall be prominently labeled as to funding source. In addition, the Subrecipient will include a reference to the support provided herein in all publications made possible with funds made available under this Agreement. G. Amendments: The Grantee or Subrecipient may amend this Agreement at any time provided that such amendments make specific reference to this Agreement, and are executed in writing, signed by a duly authorized representative of each organization, and approved by the Grantee's governing body. Such amendments shall not invalidate this Agreement, nor relieve or release the Grantee or Subrecipient from its obligations under this Agreement. The Grantee may, in its discretion, amend this Agreement to conform with Federal, state or local governmental guidelines, policies and available funding amounts, or for other reasons. If such amendments result in a change in the funding, the scope of services, or schedule of the activities to be undertaken as part of this Agreement, such modifications will be incorporated only by written amendment signed by both Grantee and Subrecipient. H. Suspension or Termination: In accordance with 24 CFR 85.43, the Grantee may suspend or terminate this Agreement if the Subrecipient materially fails to comply with any terms of this Agreement, which include (but are not limited to) the following: 1. Failure to comply with any of the rules, regulations or provisions referred to herein, or such statutes, regulations, executive orders, and HUD guidelines, policies or directives as may become applicable at any time; 2. Failure, for any reason, of the Subrecipient to fulfill in a timely and proper manner its obligations under this Agreement; 3. Ineffective or improper use of funds provided under this Agreement; or 4. Submission by the Subrecipient to the Grantee reports that are incorrect or incomplete in any material respect. The Grantee shall have the right, in accordance with 24 C.F.R. 85.43, to terminate this Agreement immediately or withhold payment of invoice for failure of the SUB -RECIPIENT to comply with the terms and conditions of this Agreement. Should the Grantee decide to terminate this Agreement, after a full evaluation of all circumstances has been completed, the Subrecipient shall, upon written request, have the right to an appeal process. A copy of the appeal process will be attached to any termination notice. If the Grantee finds that the Subrecipient has violated the terms and conditions of this Agreement, the Subrecipient may be required to: 1. Repay all monies received from the Grantee under this Agreement; and/or 2. Transfer possession of all materials and equipment purchased with grant money to the Grantee. In the case of early termination, a final payment may be made to the SUB -RECIPIENT upon receipt of a Final Report and invoices covering eligible costs incurred prior to termination. The total of all payments, including the final payment, shall not exceed the amount specified in this Agreement. I. Termination for Convenience: In accordance with 24 CFR 85.44, this Agreement may also be terminated for convenience by either the Grantee or the Sub -recipient, in whole or in part, by setting forth the reasons for such termination, the effective date, and, in the case of partial termination, the portion to be terminated. However, if in the case of a partial termination, the Grantee determines that the remaining portion of the Subrecipient Agreement Page 4of14 award will not accomplish the purpose for which the award was made, the Grantee may terminate the award in its entirety. Grantee and sub -recipient agree to provide written notice to the other party thirty (30) days prior to the effective date of any termination, in whole or part, for convenience. VII. ADMINISTRATIVE REOUIREMENTS A. Financial Management 1. Accounting Standards: The Subrecipient agrees to comply with 24 CFR 84.21-28 and agrees to adhere to the accounting principles and procedures required therein, utilize adequate internal controls, and maintain necessary source documentation for all costs incurred. 2. Cost Principles: The Subrecipient shall administer its program in conformance with OMB Circulars A-122, "Cost Principles for Non -Profit Organizations," or A-21, "Cost Principles for Educational Institutions," as applicable. These principles shall be applied for all costs incurred whether charged on a direct or indirect basis. B. Documentation and Record Keeping 1. Records to be maintained: The Subrecipient shall maintain all records required by the Federal regulations specified in 24 CFR 570.506, that are pertinent to the activities to be funded under this Agreement. Such records shall include but not be limited to: a. Records providing a full description of each activity undertaken; b. Records demonstrating that each activity undertaken meets one of the National Objectives of the CDBG program; c. Records required to determine the eligibility of activities; d. Records required to document the acquisition, improvement, use or disposition of real property acquired or improved with CDBG assistance; e. Records documenting compliance with the fair housing and equal opportunity components of the CDBG program; f. Financial records as required by 24 CFR 570.502, and 24 CFR 84.21-28; and g. Other records necessary to document compliance with Subpart K of 24 CFR Part 570. 2. Retention: The Subrecipient shall retain all financial records, supporting documents, statistical records, and all other records pertinent to the Agreement for a period of four (4) years. The retention period begins on the date of the submission of the Grantee's annual performance and evaluation report to HUD in which the activities assisted under the Agreement are reported on for the final time. Notwithstanding the above, if there is litigation, claims, audits, negotiations or other actions that involve any of the records cited and that have started before the expiration of the four-year period, then such records must be retained until completion of the actions and resolution of all issues, or the expiration of the four- year period, whichever occurs later. 3. Client Data: The Subrecipient shall maintain client data demonstrating client eligibility for services provided. Such data shall include, but not be limited to, client name, address, income level or other basis for determining eligibility, and description of service provided. Such information shall be made available to Grantee monitors or their designees for review upon request. 4. Disclosure: The Subrecipient understands that client information collected under this contract is private and the use or disclosure of such information, when not directly connected with the administration of the Grantee's or Subrecipient's responsibilities with respect to services provided under this contract, is prohibited by the State and for Federal law unless written consent is obtained from such person receiving service and, in the case of a minor, that of a responsible parent/guardian. 5. Close-outs: The Subrecipient's obligation to the Grantee shall not end until all close-out requirements are completed. Activities during this close-out period shall include, but are not limited to: making final payments, disposing of program assets Subrecipient Agreement Page 5 of 14 (including the return of all unused materials, equipment, unspent cash advances, program income balances, and accounts receivable to the Grantee), and determining the custodianship of records. Not withstanding the foregoing, the terms of this Agreement shall remain in effect during any period that the Subrecipient has control over CDBG funds, including program income. 6. Audits & Inspections: All Subrecipient records with respect to any matters covered by this Agreement shall be made available to the Grantee, grantor agency, and the Comptroller General of the United States or any of their authorized representatives, at any time during normal business hours, as often as deemed necessary, to audit, examine, and make excerpts or transcripts of all relevant data. Any deficiencies noted in audit reports must be fully cleared by the Subrecipient within 30 days after receipt by the Subrecipient. Failure of the Subrecipient to comply with the above audit requirements will constitute a violation of this contract and may result in the withholding of future payments. The Subrecipient hereby agrees to have an annual agency audit conducted in accordance with current Grantee policy concerning subrecipient audits and OMB Circular A-133. 7. Additional Documentation: Subrecipient agrees to provide a list of its Board of Directors and Corporate By -Laws, Exhibit "C", and any additional documents, as required in Exhibit "D," "E," and "F" attached and incorporated herein. C. Reporting and Payment Procedures 1. Program Income: The Subrecipient shall report quarterly all program income (as defined at 24 CFR 570.500(a)) generated by activities carried out with CDBG funds made available under this contract. The use of program income by the Subrecipient shall comply with the requirements set forth at 24 CFR 570.504. By way of further limitations, the Subrecipient may use such income during the contract period for activities permitted under this contract and shall reduce requests for additional funds by the amount of any such program income balance on hand. All unexpended program income shall be returned to the Grantee at the end of the contract period. Any interest earned on cash advances from the U.S. Treasury and from funds held in a revolving fund account is not program income and shall be remitted promptly to the Grantee. 2. Indirect Costs: If indirect costs are charged, the Subrecipient will develop an indirect cost allocation plan for determining the appropriate Subrecipient's share of administrative costs and shall submit such plan to the Grantee for approval, in a form specified by the Grantee. 3. Payment Procedures: The Grantee will pay to the Subrecipient funds available under this Agreement based upon information submitted by the Subrecipient and consistent with the approved Budget and Grantee policy concerning payments. With the exception of certain advances, payments will be made for eligible expenses actually incurred by the Subrecipient, and not to exceed actual cash requirements. Payments will be adjusted by the Grantee in accordance with advance fund and program income balances available in Subrecipient accounts. In addition, the Grantee reserves the right to liquidate funds available under this contract for costs incurred by the Grantee on behalf of the Subrecipient. 4. Progress Reports: The Subrecipient shall submit regular Progress Reports to the Grantee in the form, content, and frequency as required by the Grantee. D. Procurement: 1. Compliance: The Subrecipient shall comply with current Grantee policy concerning the purchase of equipment and shall maintain inventory records of all non - expendable personal property as defined by such policy as may be procured with funds provided herein. All program assets (unexpended program income, property, equipment, etc.) shall revert to the Grantee upon termination of this Agreement. Subrecipient Agreement Page 6 of 14 2. OMB Standards: Unless specified otherwise within this agreement, the Subrecipient shall procure all materials, property, or services in accordance with the requirements of 24 CFR 84.40-48. 3. Travel;: The Subrecipient shall obtain written approval from the Grantee for any travel outside the metropolitan area with funds provided under this Agreement. E. Use and Reversion of Assets: The use and disposition of real property and equipment under this Agreement shall be in compliance with the requirements of 24 CFR Part 84 and 24 CFR 570.502, 570.503, and 570.504, as applicable, which include but are not limited to the following: 1. The Subrecipient shall transfer to the Grantee any CDBG funds on hand and any accounts receivable attributable to the use of funds under this Agreement at the time of expiration, cancellation, or termination. 2. Real property under the Subrecipient's control that was acquired or improved, in whole or in part, with funds under this Agreement in excess of $25,000 shall be used to meet one of the CDBG National Objectives pursuant to 24 CFR 570.208 until five (5) years after expiration of this Agreement [or such longer period of time as the Grantee deems appropriate]. If the Subrecipient fails to use CDBG-assisted real property in a manner that meets a CDBG National Objective for the prescribed period of time, the Subrecipient shall pay the Grantee an amount equal to the current fair market value of the property less any portion of the value attributable to expenditures of non-CDBG funds for acquisition of, or improvement to, the property. Such payment shall constitute program income to the Grantee. The Subrecipient may retain real property acquired or improved under this Agreement after the expiration of the five-year period [or such longer period of time as the Grantee deems appropriate]. 3. In all cases in which equipment acquired, in whole or in part, with funds under this Agreement is sold, the proceeds shall be program income (prorated to reflect the extent to that funds received under this Agreement were used to acquire the equipment). Equipment not needed by the Subrecipient for activities under this Agreement shall be (a) transferred to the Grantee for the CDBG program or (b) retained after compensating the Grantee [an amount equal to the current fair market value of the equipment less the percentage of non-CDBG funds used to acquire the equipment]. VIII. RELOCATION, REAL PROPERTY ACOUISITION AND ONE -FOR -ONE HOUSING REPLACEMENT The Subrecipient agrees to comply with (a) the Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, as amended (URA), and implementing regulations at 49 CFR Part 24 and 24 CFR 570.606(b); (b) the requirements of 24 CFR 570.606(c) governing the Residential Anti -displacement and Relocation Assistance Plan under section 104(d) of the HCD Act; and (c) the requirements in 24 CFR 570.606(d) governing optional relocation policies. [The Grantee may preempt the optional policies.] The Subrecipient shall provide relocation assistance to displaced persons as defined by 24 CFR 570.606(b)(2) that are displaced as a direct result of acquisition, rehabilitation, demolition or conversion for a CDBG- assisted project. The Subrecipient also agrees to comply with applicable Grantee ordinances, resolutions and policies concerning the displacement of persons from their residences. IX. PERSONNEL & PARTICIPANT CONDITIONS A. Civil Rights 1. Compliance: The Subrecipient agrees to comply with local and state civil rights ordinances here and with Title VI of the Civil Rights Act of 1964 as amended, Title VIII of the Civil Rights Act of 1968 as amended, Section 104(b) and Section 109 of Title I of the Housing and Community Development Act of 1974 as amended, Section 504 of the Rehabilitation Act of 1973, the Americans with Disabilities Act of 1990, the Age Discrimination Act of 1975, Executive Order 11063, and Executive Order 11246 as amended by Executive Orders 11375, 11478, 12107 and 12086. Subrecipient Agreement Page 7 of 14 2. Nondiscrimination: The Subrecipient agrees to comply with the non- discrimination in employment and contracting opportunities laws, regulations, and executive orders referenced in 24 CFR 570.607, as revised by Executive Order 13279. The applicable non-discrimination provisions in Section 109 of the HCDA are still applicable. 3. Land Covenants: This contract is subject to the requirements of Title VI of the Civil Rights Act of 1964 (P. L. 88-352) and 24 CFR 570.601 and 570.602. In regard to the sale, lease, or other transfer of land acquired, cleared or improved with assistance provided under this contract, the Subrecipient shall cause or require a covenant running with the land to be inserted in the deed or lease for such transfer, prohibiting discrimination as herein defined, in the sale, lease or rental, or in the use or occupancy of such land, or in any improvements erected or to be erected thereon, providing that the Grantee and the United States are beneficiaries of and entitled to enforce such covenants. The Subrecipient, in undertaking its obligation to carry out the program assisted hereunder, agrees to take such measures as are necessary to enforce such covenant, and will not itself so discriminate. 4. Section 504: The Subrecipient agrees to comply with all Federal regulations issued pursuant to compliance with Section 504 of the Rehabilitation Act of 1973 (29 U.S.C. 794), which prohibits discrimination against the individuals with disabilities or handicaps in any Federally assisted program. The Grantee shall provide the Subrecipient with any guidelines necessary for compliance with that portion of the regulations in force during the term of this Agreement. B. Affirmative Action 1. Approved Plan: The Subrecipient agrees that it shall be committed to carry out pursuant to the Grantee's specifications an Affirmative Action Program in keeping with the principles as provided in President's Executive Order 11246 of September 24, 1966. The Grantee shall provide Affirmative Action guidelines to the Subrecipient to assist in the formulation of such program. The Subrecipient shall submit a plan for an Affirmative Action Program for approval prior to the award of funds, consistent with the policy in Exhibit "E", attached hereto and incorporated herein. 2. Women- and Minority -Owned Businesses (W/MBE): The Subrecipient will use its best efforts to afford small businesses, minority business enterprises, and women's business enterprises the maximum practicable opportunity to participate in the performance of this contract. As used in this contract, the terms "small business" means a business that meets the criteria set forth in section 3(a) of the Small Business Act, as amended (15 U.S.C. 632), and "minority and women's business enterprise" means a business at least fifty-one (51) percent owned and controlled by minority group members or women. For the purpose of this definition, "minority group members" are Afro-Americans, Spanish-speaking, Spanish surnamed or Spanish -heritage Americans, Asian -Americans, and American Indians. The Subrecipient may rely on written representations by businesses regarding their status as minority and female business enterprises in lieu of an independent investigation. 3. Access to Records: The Subrecipient shall furnish and cause each of its own subrecipients or subcontractors to furnish all information and reports required hereunder and will permit access to its books, records and accounts by the Grantee, HUD or its agent, or other authorized Federal officials for purposes of investigation to ascertain compliance with the rules, regulations and provisions stated herein. 4. Notifications: The Subrecipient will send to each labor union or representative of workers with which it has a collective bargaining agreement or other contract or understanding, a notice, to be provided by the agency contracting officer, advising the labor union or worker's representative of the Subrecipient's commitments hereunder, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. Subrecipient Agreement Page 8 of 14 5. Equal Employment Opportunity and Affirmative Action (EEO/AA1 Statement: The Subrecipient will, in all solicitations or advertisements for employees placed by or on behalf of the Subrecipient, state that it is an Equal Opportunity or Affirmative Action employer. 6. Subcontract Provisions: The Subrecipient will include the provisions of Paragraphs IX.A, Civil Rights, and B, Affirmative Action, in every subcontract or purchase order, specifically or by reference, so that such provisions will be binding upon each of its own subrecipients or subcontractors. C. Employment Restrictions 1. Prohibited Activity: The Subrecipient is prohibited from using funds provided herein or personnel employed in the administration of the program for: political activities; inherently religious activities; lobbying; political patronage; and nepotism activities. 2. Labor Standards: The Subrecipient agrees to comply with the requirements of the Secretary of Labor in accordance with the Davis -Bacon Act as amended, the provisions of Contract Work Hours and Safety Standards Act (40 U.S.C. 327 et seq.) and all other applicable Federal, state and local laws and regulations pertaining to labor standards insofar as those acts apply to the performance of this Agreement. The Subrecipient agrees to comply with the Copeland Anti -Kick Back Act (18 U.S.C. 874 et seq.) and its implementing regulations of the U.S. Department of Labor at 29 CFR Part 5. The Subrecipient shall maintain documentation that demonstrates compliance with hour and wage requirements of this part. Such documentation shall be made available to the Grantee for review upon request. The Subrecipient agrees that, except with respect to the rehabilitation or construction of residential property containing less than eight (8) units, all contractors engaged under contracts in excess of $2,000.00 for construction, renovation or repair work financed in whole or in part with assistance provided under this contract, shall comply with Federal requirements adopted by the Grantee pertaining to such contracts and with the applicable requirements of the regulations of the Department of Labor, under 29 CFR Parts 1, 3, 5 and 7 governing the payment of wages and ratio of apprentices and trainees to journey workers; provided that, if wage rates higher than those required under the regulations are imposed by state or local law, nothing hereunder is intended to relieve the Subrecipient of its obligation, if any, to require payment of the higher wage. The Subrecipient shall cause or require to be inserted in full, in all such contracts subject to such regulations, provisions meeting the requirements of this paragraph. 3. "Section 3" Clause a. Compliance: Compliance with the provisions of Section 3 of the HUD Act of 1968, as amended, and as implemented by the regulations set forth in 24 CFR 135, and all applicable rules and orders issued hereunder prior to the execution of this contract, shall be a condition of the Federal financial assistance provided under this contract and binding upon the Grantee, the Subrecipient and any of the Subrecipient's subrecipients and subcontractors. Failure to fulfill these requirements shall subject the Grantee, the Subrecipient and any of the Subrecipient's subrecipients and subcontractors, their successors and assigns, to those sanctions specified by the Agreement through which Federal assistance is provided. The Subrecipient certifies and agrees that no contractual or other disability exists that would prevent compliance with these requirements. The Subrecipient further agrees to comply with these "Section 3" requirements and to include the following language in all subcontracts executed under this Agreement: "The work to be performed under this Agreement is a project assisted under a program providing direct Federal financial assistance from HUD and is subject to the requirements of Section 3 of the Housing and Urban Development Act of 1968, as amended (12 U.S.C. 1701). Section 3 requires that to the Subrecipient Agreement Page 9 of 14 greatest extent feasible opportunities for training and employment be given to low- and very low-income residents of the project area, and that contracts for work in connection with the project be awarded to business concerns that provide economic opportunities for low- and very low-income persons residing in the metropolitan area in which the project is located." The Subrecipient further agrees to ensure that opportunities for training and employment arising in connection with a housing rehabilitation (including reduction and abatement of lead -based paint hazards), housing construction, or other public construction project are given to low- and very low-income persons residing within the metropolitan area in which the CDBG-funded project is located; where feasible, priority should be given to low- and very low-income persons within the service area of the project or the neighborhood in which the project is located, and to low- and very low-income participants in other HUD programs; and award contracts for work undertaken in connection with a housing rehabilitation (including reduction and abatement of lead -based paint hazards), housing construction, or other public construction project to business concerns that provide economic opportunities for low- and very low-income persons residing within the metropolitan area in which the CDBG-funded project is located; where feasible, priority should be given to business concerns that provide economic opportunities to low- and very low-income residents within the service area or the neighborhood in which the project is located, and to low- and very low-income participants in other HUD programs. The Subrecipient certifies and agrees that no contractual or other legal incapacity exists that would prevent compliance with these requirements. b. Notifications: The Subrecipient agrees to send to each labor organization or representative of workers with which it has a collective bargaining agreement or other contract or understanding, if any, a notice advising said labor organization or worker's representative of its commitments under this Section 3 clause and shall post copies of the notice in conspicuous places available to employees and applicants for employment or training. c. Subcontracts: The Subrecipient will include this Section 3 clause in every subcontract and will take appropriate action pursuant to the subcontract upon a finding that the subcontractor is in violation of regulations issued by the grantor agency. The Subrecipient will not subcontract with any entity where it has notice or knowledge that the latter has been found in violation of regulations under 24 CFR Part 135 and will not let any subcontract unless the entity has first provided it with a preliminary statement of ability to comply with the requirements of these regulations. D. Conduct 1. Assignability: The Subrecipient shall not assign or transfer any interest in this Agreement without the prior written consent of the Grantee thereto; provided, however, that claims for money due or to become due to the Subrecipient from the Grantee under this contract may be assigned to a bank, trust company, or other financial institution without such approval. Notice of any such assignment or transfer shall be furnished promptly to the Grantee. 2. Subcontracts: a. Approvals; The Subrecipient shall not enter into any subcontracts with any agency or individual in the performance of this contract without the written consent of the Grantee prior to the execution of such agreement. b. Monitoring: The Subrecipient will monitor all subcontracted services on a regular basis to assure contract compliance. Results of monitoring efforts shall be summarized in written reports and supported with documented evidence of follow-up actions taken to correct areas of noncompliance. Subrecipient Agreement Page 10 of 14 c. Content: The Subrecipient shall cause all of the provisions of this contract in its entirety to be included in and made a part of any subcontract executed in the performance of this Agreement. d. Selection Process: The Subrecipient shall undertake to insure that all subcontracts let in the performance of this Agreement shall be awarded on a fair and open competition basis in accordance with applicable procurement requirements. Executed copies of all subcontracts shall be forwarded to the Grantee along with documentation concerning the selection process. 3. Hatch Act: The Subrecipient agrees that no funds provided, nor personnel employed under this Agreement, shall be in any way or to any extent engaged in the conduct of political activities in violation of Chapter 15 of Title V of the U.S.C. 4. Conflict of Interest: The Subrecipient agrees to abide by the provisions of 24 CFR 84.42 and 570.611, which include (but are not limited to) the following: a. The Subrecipient shall maintain a written code or standards of conduct that shall govern the performance of its officers, employees or agents engaged in the award and administration of contracts supported by Federal funds. b. No employee, officer or agent of the Subrecipient shall participate in the selection, or in the award, or administration of, a contract supported by Federal funds if a conflict of interest, real or apparent, would be involved. c. No covered persons who exercise or have exercised any functions or responsibilities with respect to CDBG-assisted activities, or who are in a position to participate in a decision -making process or gain inside information with regard to such activities, may obtain a financial interest in any contract, or have a financial interest in any contract, subcontract, or agreement with respect to the CDBG-assisted activity, or with respect to the proceeds from the CDBG-assisted activity, either for themselves or those with whom they have business or immediate family ties, during their tenure or for a period of one (1) year thereafter. For purposes of this paragraph, a "covered person" includes any person who is an employee, agent, consultant, officer, or elected or appointed official of the Grantee, the Subrecipient, or any designated public agency. 5. Lobbying: The Subrecipient hereby certifies that: a. No Federal appropriated funds have been paid or will be paid, by or on behalf of it, to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement; b. If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, it will complete and submit Standard Form-LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions; and c. It will require that the language of paragraph (d) of this certification be included in the award documents for all subawards at all tiers (including subcontracts, subgrants, and contracts under grants, loans, and Subrecipient Agreement Page 11 of 14 cooperative agreements) and that all Subrecipients shall certify and disclose accordingly: d. Lobbying Certification: This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by section 1352, title 31, U.S.C. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. 6. Copyright: If this contract results in any copyrightable material or inventions, the Grantee and/or grantor agency reserves the right to royalty -free, non-exclusive and irrevocable license to reproduce, publish or otherwise use and to authorize others to use, the work or materials for governmental purposes. 7. Religious Activities: The Subrecipient agrees that funds provided under this Agreement will not be utilized for inherently religious activities prohibited by 24 CFR 570.200(j), such as worship, religious instruction, or proselytization. X. ENVIRONMENTAL CONDITIONS A. Air and Water: The Subrecipient agrees to comply with the following requirements insofar as they apply to the performance of this Agreement: • Clean Air Act, 42 U.S.C. , 7401, et seq.; • Federal Water Pollution Control Act, as amended, 33 U.S.C., 1251, et seq., as amended, 1318 relating to inspection, monitoring, entry, reports, and information, as well as other requirements specified in said Section 114 and Section 308, and all regulations and guidelines issued thereunder; • Environmental Protection Agency (EPA) regulations pursuant to 40 CFR Part 50, as amended. B. Flood Disaster Protection: In accordance with the requirements of the Flood Disaster Protection Act of 1973 (42 U.S.C. 4001), the Subrecipient shall assure that for activities located in an area identified by the Federal Emergency Management Agency (FEMA) as having special flood hazards, flood insurance under the National Flood Insurance Program is obtained and maintained as a condition of financial assistance for acquisition or construction purposes (including rehabilitation). C. Lead -Based Paint: The Subrecipient agrees that any construction or rehabilitation of residential structures with assistance provided under this Agreement shall be subject to HUD Lead -Based Paint Regulations at 24 CFR 570.608, and 24 CFR Part 35, Subpart B. Such regulations pertain to all CDBG-assisted housing and require that all owners, prospective owners, and tenants of properties constructed prior to 1978 be properly notified that such properties may include lead -based paint. Such notification shall point out the hazards of lead -based paint and explain the symptoms, treatment and precautions that should be taken when dealing with lead -based paint poisoning and the advisability and availability of blood lead level screening for children under seven. The notice should also point out that if lead -based paint is found on the property, abatement measures may be undertaken. The regulations further require that, depending on the amount of Federal funds applied to a property, paint testing, risk assessment, treatment and/or abatement may be conducted. D. Historic Preservation: The Subrecipient agrees to comply with the Historic Preservation requirements set forth in the National Historic Preservation Act of 1966, as amended (16 U.S.C. 470) and the procedures set forth in 36 CFR Part 800, Advisory Council on Historic Preservation Procedures for Protection of Historic Properties, insofar as they apply to the performance of this agreement. In general, this requires concurrence from the State Historic Preservation Officer for all rehabilitation and demolition of historic properties that are fifty years old or older or that are included on a Federal, state, or local historic property list. Subrecipient Agreement Page 12 of 14 XI. SEVERABILITY If any provision of this Agreement is held invalid, the remainder of the Agreement shall not be affected thereby and all other parts of this Agreement shall nevertheless be in full force and effect. XII. SECTION HEADINGS AND SUBHEADINGS The section headings and subheadings contained in this Agreement are included for convenience only and shall not limit or otherwise affect the terms of this Agreement. XIII. WAIVER The Grantee's failure to act with respect to a breach by the Subrecipient does not waive its right to act with respect to subsequent or similar breaches. The failure of the Grantee to exercise or enforce any right or provision shall not constitute a waiver of such right or provision. XIV. INTERPRETATION OF THE AGREEMENT The interpretation, validity, and enforcement of the Agreement shall be governed by and construed under the laws of the State of California. The Agreement does not limit any other rights or remedies available to the Grantee. The Subrecipient shall be responsible for complying with all local, state, and federal laws whether or not said laws are expressly stated or referred to herein. Should any provision herein be found or deemed to be invalid, the Agreement shall be construed as not containing such revision, and all other provisions which are otherwise lawful shall remain in full force and effect, and to this end the provisions of this Agreement are severable. XV. ATTORNEY'S FEES In the event any legal action or proceeding is commenced to interpret or enforce the terms of, or obligations arising out of, this Agreement, or to recover damages for the breach thereof, the party prevailing in any such action or proceeding shall be entitled to recover from the non - prevailing party all reasonable attorney's fees, costs, and expenses incurred by the prevailing party. XVI. ENTIRE AGREEMENT This agreement constitutes the entire agreement and the attachments referenced below between the Grantee and the Subrecipient for the use of funds received under this Agreement and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral, or written between the Grantee and the Subrecipient with respect to this Agreement. ATTACHMENTS Exhibit A -Scope of Services Exhibit B-Budget Exhibit C-Board of Directors and Corporate Bylaws Exhibit D-Technical Assistance Materials Exhibit E-Affirmative Action Policy Exhibit F-Insurance Subrecipient Agreement Page 13 of 14 IN WITNESS WHEREOF, the Parties have executed this contract as of the date first written above. City of Na onal City Rolf Morrison Mayor, City of National City FOR gildia G. Si City Attorn ATTEST ft Mich --I Dalla City Clerk Internatio al Community Foundation DBA OI vkrood -dens and Learning Center Arrfy'Cars prsen Executiv erector Mary Walsh Board Chai Subrecipient Agreement Page 14 of 14 EXHIBIT A SCOPE OF SERVICES 1. The Program/Project consists of the following activities: Overall Project Goal (Please List any additional goals or objectives on another page) To design install and fabricate educational interpretive signs at Olivewood Gardens and Learning Center in National City. Objective #1 Complete project Objective #2 Objective #3 Objective #4 2. The following lists the staff and time commitments to be allocated to activity listed above. Staff Member Name and Title Hours Allocated Amy Carstensen, Executive Director Approx 25-40 3. Billing Method: Monthly Quarterly Other X explain: one time at end of project 4. List the type of supporting documentation to be provided: An invoice and a bank statement and payroll stub 5. List the major/key activity milestones: Major Activity Milestones Month July July Aug- Oct. 4 5 6 7 8 9 10 11 12 Examples: Get bids for job X Hire sign company X Work with company on design X Install signs X Agency Name: Activity Name: EXHIBIT B BUDGET Olivewood Gardens and Learning Center Interpretive Educational Signs Description CDBG BUDGET OTHER RESOURCES TOTAL BUDGET 1) Personnel (Direct labor) 2) Fringe Benefits 3) Travel 4) Supplies and Materials Fabrication Arts $20,000 2,000.00 22,000.00 5) Sub Total for Direct Costs 6) Indirect Costs (Overhead) TOTAL $ 20,000 $ 2,000 $ 22,000 EXHIBIT C - BOARD OF DIRECTORS/ BY LAWS Its Olivewood Garden, and Learning Center • 2525 N Avenue I National City, CA 91950 Board of Governors 2011 CHAIR: Dr. Mary L. Walshok, Ph.D. Associate Vice Chancellor for Public Programs, Dean of University Extension & Adjunct Professor in the Department of Sociology at the University of California, San Diego Term: I-2008to 1-2012 Ms. Cheryl Hammond Former Director of Sales for Latin America, AT&T Term: 1-2009 to 1-2012 Dr. Irma Gigli, M.D. Deputy Director, The Brown Foundation Institute for Molecular Medicine for the Prevention of Human Diseases at the University of Texas Health Service Center Term: I-2010to 1-2012 Mr. Richard (Rick) L. Romney Real Estate Investor Term: I-2008to I-2012 Dennis M. Doyle, Ph.D. Former Superintendent- National School District Term: 6-2009 to 6-2012 Ms. Jacqueline L. Reynoso Chief Executive Officer National City Chamber of Commerce Term: 6-2009 to 6-2012 Olivvwoa-i Garden and iearnia Center - Home of the International Community Foundation BYLAWS OF ICF CENTER FOR CROSS -BORDER PHILANTHROPY (A Califomia Nonprofit Public Benefit Corporation) 7(71012229.1 Pale 3 3 3 3 ARTICLE 3 OTHER PERSONS ASSOCIATED WITH THE CORPORATION 3 ARTICLE 4 DIRECTORS 4.1 Powers of Directors ARTICLE 1 OFFICES OF THE CORPORATION 1.1 Principal Office 1.2 Other Offices ARTICLE 2 MEMBERS 4.2 Number of Directors 4 4.3 Selection and Term of Office of Directors 4 4.4 Interested Persons 5 4.5 Vacancies on Board . 5 4.6 Directors' Meetings. 6 4.7 Action Without a Meeting 7 4.8 Self -Dealing Transactions 8 4.9 Compensation and Reimbursement 8 4.10 Committees. 9 ARTICLE 5' OFFICERS 10 5.1 Officers of the Corporation 10 5.2 Election of Officers 10 5.3 Other Subordinate Officers 10 5.4 Removal of Officers 10 5.5 Resignation of Officers.... I0 5.6 Vacancies in Offices I0 5.7 Responsibilities of Officers 10 ARTICLE 6 INDEMNIFICATION 12 6.1 Definitions 12 6.2 Indemnification in Actions by Third Parties 12 6.3 Indemnification in Actions by or in the Right of the Corporation 12 6.4 Indemnification Against Expenses 13 6.5 Required Determinations 13 6.6 Advance of Expenses 13 6.7 Other Indemnifications 13 6.8 Forms of Indemnification not Permitted 14 6.9 Non -applicability to Fiduciaries of Employee Benefit Plans 14 ARTICLE 7 OTHER PROVISIONS 14 7.1 Endorsement of Documents; Contracts 14 7.2 Representation of Shares of Other Corporations 14 7.3 Construction and Definitions 14 7.4 Amendments 15 7.5 Annual Report 15 7.6 Annual Statement of Certain Transactions and Indemnifications 15 7.7 Financial Audits 16 7.8 Insurance 16 7.9 Records and Reports. 16 3 701012229.l 2 3 BYLAWS OF ICF CENTER FOR CROSS -BORDER PHILANTHROPY A California Nonprofit Public Benefit Corporation ARTICLE 1 OFFICES OF THE CORPORATION 1.1 Principal Office. The principal office for the transaction of the business, affairs, and activities of the corporation is located at 2525 N Avenue, National City, California 91950. The Board of Directors (hereinafter the "Board") may change the principal office from one location to another_ Any change of location of the principal office shall be noted by the Secretary on these Bylaws opposite this Section, or this Section may be amended to state the new location. 1.2 Other Offices . The Board may at any time establish branch or subordinate offices at any place or places where the corporation is qualified to conduct its activities. ARTICLE 2 MEMBERS The corporation shall have no members as defined in Section 5056 of the California Corporations Code. Any action which would otherwise require approval by a majority of all members or approval by the members shall require only approval of the Board. All rights which would otherwise vest in the members shall vest in the directors. ARTICLE 3 OTHER PERSONS ASSOCIATED WITH THE CORPORATION The corporation may refer to persons or entities associated with it as "members," even though those persons or entities are not members, but no such reference shall constitute anyone a member within the meaning of Section 5056 of the California Corporations Code. ARTICLE 4 DIRECTORS 4.1 Powers of Directors 4.1.1 General Corporate Powers. Subject to the provisions and limitations of the California Nonprofit Public Benefit Corporation Law and any other applicable laws, and subject to limitations of the Articles of Incorporation and these Bylaws, the activities, business, and affairs of the corporation shall be managed, and all corporate powers shall be exercised, by or under the direction of the Board. 701012229.1 3 3.1.2 Specific Powers. Without prejudice to the general powers set forth in Section 4.1.1 of these Bylaws, but subject to the sane limitations, it is hereby expressly declared that the Board shall have the following powers in addition to other powers enumerated in these Bylaws: (a) To select and remove at the pleasure of the Board all officers, agents, and employees; to prescribe powers and duties for them as may be consistent with law, the Articles of Incorporation, and these Bylaws; to fix their compensation; and to require from them security for faithful service. (b) To conduct, manage, and control the affairs and activities of the corporation and make such rules and regulations for this purpose, consistent with Iaw, the Articles of Incorporation, and these Bylaws, as they may deem best.. (c). To adopt and use a corporate seal, and alter the forrn of seal from time to time as they deem best. (d) To borrow money and incur indebtedness on behalf of the corporation, and cause to be executed and delivered for the corporation's purposes, in the corporate name, promissory notes, bonds, debentures, deed of trust, mortgages, pledges, hypothecations, and other evidences of debt and securities. (e) To delegate the management of the activities of the corporation to any person or persons provided that the activities and affairs of the corporation shall be managed and all corporate powers shall be exercised under the ultimate direction of the Board. 4.2 Number of Directors. The Board shall consist of at least three (3) directors but not more than fifteen (15) directors until changed by an amendment to these Bylaws. The initial number of directors shall be three (3) until changed bya resolution adopted by the Board. 4.3 Selection and Term of Office of Directors. All directors shall be designated and appointed by the International Community Foundation, a California nonprofit corporation (or any successor entity or firm), pursuant to a written designation signed by its chief executive officer acting from time to time (or otherwise designated as the formal act thereof)_ As of the effective date of these Bylaws, the members of the Board shall be divided into three separate groups consisting of at least one (1) director in each such group. The terms of office for each group of directors shall remain staggered and each director shall serve the remainder of his or her elected term of office. Accordingly, the first group of directors shall hold office until the next following annual meeting of the Board, the second group shall hold office until the second following annual meeting of the Board, and the third group shall hold office until the third following annual meeting of the Board. At each annual meeting of the Board, a number of directors shall be designated and appointed by the International Community Foundation equal to the number of directors whose terms shall have expired at the time of such meeting. Thereafter, each director so designated and appointed shall continue to serve until the third ensuing annual meeting of the Board following such director's designation and appointment, unless earlier removed, with or without cause, by the International Community Foundation and until a successor has been selected and qualified. In the event the International Community Foundation fails to designate and appoint such a director within ninety (90) 701012729.1 4 days after a vacancy exists for a designated directorship, such vacancyshall be filled by election by the remaining directors in accordance with Section 4.5.3 of these Bylaws. 4.4 Interested Persons. Not more than forty-nine percent (49%) of the persons serving on the Board at any time may be interested persons. For purposes of this Section 4.4, an interested person is: 4.4.1 Any person being compensated by the corporation for services rendered to it within the previous twelve (12) months, whether as a full-time or part-time employee, independent contractor, or otherwise, excluding any reasonable compensation paid to a director as a director; or 4.4.2 Any brother, sister, ancestor, descendant, spouse, brother-in-law, sister-in-law, son-in-law, daughter-in-law, mother-in-law, or father-in-law of any such person. Any violation of the provisions of this Section 4.4 shall not affect the validity or enforceability of any transaction entered into by the corporation. 4.5 Vacancies on Board . 4.5.1 Events Causing Vacancy. A vacancy or vacancies on the Board shall exist on the occurrence of the following: (a) The death or resignation of any director; (b) The declaration by Board resolution of a vacancy in the office of a director who has been declared of unsound mind by an order of court, convicted of a felony or found by a final order or judgment of any court to have breached any duty arising under Article 3 of the California Nonprofit Public Benefit Corporation Law; (c) Removal ofa director for fraudulent acts in an action in Superior Court under Section 5223 of the California Corporations Code; (d) The increase of the authorized number of directors; (e) Community Foundation; or Removal of a director with or without cause by the International (1) Removal of an elected director with or without cause in accordance with Sections 5222 and 5223 of the California Corporations Code. 4.5.2 Resignations. Except as provided below, any director may resign by giving written notice to the Chairman of the Board, if any, or to the President, Secretary or the Board. The resignation shall be effective when the notice is given unless it specifies a later time for the resignation to become effective. If a director's resignation is effective at a later time the Board, subject to the prior rights of the International Community Foundation to designate and appoint all directors as set forth in Section 4.3 above, may elect a successor to take office as of the date when 701012229.1 5 the resignation becomes effective. Except on notice of the Attorney General, no director may resign if the corporation would then be left without a duly elected director or directors. 4.5.3 Filling Vacancies. Subject to the prior rights of the International Community Foundation to designate and appoint all directors as set forth -in Section 4.3 above, vacancies in the Board shall be tilled by election by a majority of the remaining directors, although less than a quorum, or by a sole remaining director. Each director so elected shall hold office until the expiration of the term of the replaced director and until a successor has been selected and qualified_ 4.5.4 No Vacancy on Reduction of Number of Directors. No reduction of the authorized number of directors shall have the effect of removing any director before that director's term of office expires. 4.6 Directors' Meetings. 4.6.1 Quorum. A majority of the appointed directors shall constitute a quorum for the transaction of business, except to adjourn as provided in Section 4.6.9 below. Every action taken or decision made by a majority of the directors present at a duly held meeting at which a quorum is present shall be the act of the Board provided a majority of the directors present at such meeting shall not be comprised entirely of directors who are disqualified persons within the meaning of Section 4946 of the Internal Revenue Code. A meeting at which a quonim is initially present may continue to transact business, despite the withdrawal of directors, if any action taken or decision made is approved by at least a majority of the required quorum for that meeting. 4.6.2 Place of Meetings. Regular or special meetings of the Board may be held at any place within or outside California that the Board may designate or, if not so designated, meetings shall be held at the corporation's principal office. Notwithstanding the above provisions of this Section, a regular or special meeting of the Board may be held at any place consented to in writing by all Board members, either before or after the meeting. If such consents are given, they shall be filed with the minutes of the meeting. -1.6.3 Meetings by Telephone. Any meeting, annual, regular or special, may be held by conference telephone or similar communication equipment, as long as all directors participating in the meeting can hear one another. All such directors shall be deemed to be present in person at such a meeting. 4.6.4 Annual Meetings. The Board shall hold an annual meeting for the purpose of organization, selection of directors and officers; and the transaction of other business on the third Thursday in June at 10:00 a.m. at the corporation's principal office or at such other date, time and place as the Board shall fix from time to time. 4.6.5 Regular Meetings. Regular meetings of the Board may be held without call or notice at such date, time and place as the Board shall fix from time to time. 701012229J 6 4.6.6 Special Meetings. Special meetings of the Board for any purpose may be called at any time by the Chairman of the Board, if any, the President, or the Secretary or any two directors. 4.6.7 Notice. (a) Manner of Living Notice. Notice of the time and place of special meetings shall be given to each director by one of the following methods: (i) by personal delivery of written notice; (ii) by first-class mail, postage prepaid; (iii) by telephone, either directly to the director or to a person at the director's office who would reasonably be expected to communicate that notice promptly to the director; (iv) by telegram, charges prepaid; (v) by facsimile; or (vi) by electronic mail. All such notices shall be given or sent to the director's address, telephone number, facsimile number, or electronic mail address as shown on the records of the corporation or as may have been given to the corporation by the director for purposes of notice or, if such address is riot shown on such records or is not readily ascertainable, at the place in which the meetings of the directors are regularly held. (b) Time Requirements. Notices of special meetings of the Board of directors sent by first-class mail shall be deposited in the United States mail at least four days before the time set for the meeting. Notices given by personal delivery, telephone, telegraph, facsimile, or electronic mail shall be delivered, telephoned, given to the telegraph company, faxed or transmitted at least 48 hours before the time set for the meeting. (c) Notice Contents. The notice of a special meeting of the Board of Directors shall state the time of the meeting, and the place if the place is other than the principal office of the corporation. It need not specify the purpose of the meeting. 4.6.8 Waiver of Notice. Notice ofa meeting need not be given to any director who.. either before or after the meeting, signs a waiver of notice, a written consent to the holding of the meeting, or an approval of the minutes of the meeting. All such waivers, consents, and approvals shall be filed with the corporate records or made a part of the minutes of the meetings. Notice of a meeting need not be given to any director who attends the meeting and does not protest, before or at the commencement of the meeting, the lack of notice to him or her. 4.6.9 Adjournment. A majority of the directors present, whether or not a quorum is present, may adjourn any meeting to another time and place. Notice of the time and place of holding an adjourned meeting need not be given to absent directors if the time and place be fixed at the meeting adjourned, except as provided in the next sentence. If the meeting is adjourned for more than 24 hours, notice of any adjournment to another time or place shall be given prior to the time of the adjourned meeting to the directors who were not present at the time of the adjoumment. 4.7 Action Without a Meeting. Any action that the Board is required or permitted to take may be taken without a meeting, if all members of the Board, individually or collectively, consent in writing to that action. The consent of any director who has a material financial interest in a transaction to which the corporation is a party and who is an "interested director" as defined in Section 5233 of the Califomia Corporations Code shall not be required for approval of that 701012229.1 7 transaction. Such action by written consent shall have the same force and effect as the unanimous vote of the Board of Directors. Such consents shall be filed with the minutes of the proceedings of the Board. 4.8 Self -Dealing Transactions. Pursuant to Section 5233 of the California Nonprofit Public Benefit Corporation Law, the corporation shall not be a party to a transaction in which one or more of its directors has a material financial interest ("Interested Director"), unless it is a transaction exempted under Section 5233(b)(1), (2), or (3) of the California Nonprofit Public Benefit Corporation Law or one of the following conditions is met: 4.8.1 The Attorney General, or the Court in an action in which the Attorney General is an indispensable party, has approved the transaction before or aver it was consummated; or 4.8.2 Prior to entering into the transaction, the Board approved the transaction in good faith by a vote of a majority of the directors then in office without counting the vote of the Interested Director, and the Interested Director was not present during the Board's discussion or vote on the proposed transaction. In addition, the Board's vote was made with knowledge of the material facts concerning the transaction and the Interested Directors' interest in the transaction and after finding the following to be true: (a) The corporation entered into the transaction for its own benefit; (b) The transaction was fair and reasonable as to the corporation at the time the corporation entered into the transaction; (c) After reasonable investigation under the circumstances, the corporation could not have obtained a more advantageous arrangement with reasonable effort under the circumstances; or 4.8.3 If it is notreasonably practicable to obtain approval of the Board prior to entering into the transaction, and, prior to entering into the transaction, a committee or person authorized by the Board approved the transaction in a manner consistent with the standards set forth in subsection (2) of this Section; and the Board, after determiningin good faith that the corporation entered into the transaction for its own benefit and that the transaction was fair and reasonable as to thecorporation at the time it entered into the transaction, ratifies the transaction at its next meeting by a vote of the majority of the directors then in office without counting the vote of the Interested Director. 4.9 Compensation and Reimbursement. Directors, officers, and members of committees may receive such reasonable compensation for their services as directors, officers, or committee members, and such reimbursement for reasonable expenses incurred in the performance of their services, as may be fixed or determined by the Board. 701012229.1 8 4.10 Committees. -1.10.1 Committees of the Board. The Board, by resolution adopted by a majority of the directors then in office, provided a quorum is present, may create one or more Board committees, each consisting of two or more directors and no persons who are not directors, to serve at the pleasure of the Board. Any such committee may designated as an Executive Committee or given another name as the Board shall specify. Appointments to committees of the Board shall be by majority vote of the directors then in office. The Board may appoint one or more directors as alternate members of any such committee, who may replace any absent member at any meeting. Any such committee, to the extent provided in the Board resolution, shall have all authority of the Board, except that no Board committee, regardless of Board resolution, may: (a) Take any final action for which the California Nonprofit Public Benefit Corporation Law also requires approval of the members or approval of a majority of all members (such limitation of committee action shall apply whether or not the corporation has members); committee; (b) Fill vacancies on the Board or in any committee; (c) Fix compensation of the directors for serving on the Board or on any (d) Amend or repeal Bylaws or adopt new Bylaws; (e) Amend or repeal any Board resolution that by its express terms is not so amendable or repealable; (t) committees of the Board; or Create any other committees of the Board or appoint members of (g) Approve any contract or transaction to which the corporation is a party and in which one or more of its directors has a material financial interest, except as special approval is provided for in Section 5233(d)(3) of the California Corporations Code. 4.10.2 Meetings and Action of Committees. Meetings and actions of committees of the Board shall be governed by, held, and taken in accordance with the provisions of these Bylaws concerning meetings and other Board actions, except that the time for regular meetings of such committees and the calling of special meetings of such committees may be determined either by Board resolution or, if there is none, by resolution of the committee of the Board. Minutes of each meeting of any committee of the Board shall be kept and shall be filed with the corporate records. The Board may adopt rules For the government of any committee that are consistent with these Bylaws or, in the absence of rules adopted by the Board, the committee may adopt such rules. 701012229.1 9 ARTICLE 5 OFFICERS 5.1 Officers of the Corporation. The officers of the corporation shall be a President, a Secretary, and a Treasurer. The corporation may also have, at the Board's discretion, a Chairman of the Board, one or more Vice Presidents, one or more Assistant Secretaries, one or more Assistant Treasurers, and such other officers as may be appointed in accordance with Section 5.3 of these Bylaws. Any number of offices may be held by the same person, except that neither the Secretary nor the Treasurer may serve concurrently as either the President or the Chairman of the Board. 5.2 .Election of Officers. The officers of the corporation, except those appointed under Section 5.3 of these Bylaws, shall be chosen by the Board and each shall serve at the pleasure of the Board, and shall hold their respective offices until their resignation, removal, or other disqualification from service, or until their respective successors shall be elected. 5.3 Other Subordinate Officers. The Board may appoint and may authorize the Chairman of the Board, the President, or other officer to appoint such other officers that the business of the corporation may require. Each officer so appointed shall have the title, hold office for the period, have the authority, and perform the duties specified in these Bylaws or as the Board may from time to time determine. 5.4 Removal of Officers. Without prejudice to any rights of an officer under any contract of employment, any officer may be removed, with or without cause, by the Board or by an officer on whom the Board may confer that power of removal. 5.5 Resignation of Officers. Any officer may resign at any time by giving written notice to the corporation. The resignation shall take effect as of the date the notice is received or at any later time specified in the notice and, unless otherwise specified in the notice, the resignation need not be accepted to be effective. Any resignation shall be without prejudice to the rights, if any, of the corporation under any contract to which the officer is a party. 5.6 Vacancies in Offices. A vacancy in any office because of death, resignation, removal, disqualification, or any other cause shall be filled in the manner prescribed in these Bylaws for regular appointments to that office, provided that such vacancies shall be filled as they occur. 5.7 Responsibilities of Officers. Chairman of the Board . If a Chairman of the Board is elected, he or she shall preside at Board meetings and shall exercise and perform such other powers and duties as may be assigned by the Board or prescribed by the Bylaws. If there is no President, or in the absence or disability of the President, the Chairman of the Board shall also be the chief executive officer and shall have the powers and duties prescribed by these Bylaws for the President of the corporation. 5.7.] President. Subject to such supervisory powers as the Board may give to the Chairman of the Board, if any, the President shall, subject to the control of the Board, be the general n 1017"0'>_i 10 manager of the corporation and shall supervise, direct, and control the business, affairs and officers of the corporation. If there is no Chairman of the Board, the President shall preside at all Board meetings. The President has the general powers and duties of management usually vested in the office of President and general manager of a corporation and such other powers and duties as the Board or the Bylaws may prescribe. 5.7.2 Vice Presidents. In the absence or disability of the President, the Vice Presidents, ifany he appointed, in order of their rank as fixed by the Board or, if not ranked, the Vice President designated by the Board, shall perform all the duties of the President and, when so acting, shall have all the powers of, and be subject to all the restrictions upon, the President. The Vice Presidents shall have such other powers and perform such other duties as from time to time may be prescribed for them respectively by the Board. 5.7.3 Secretary. (a) Book of Minutes. The Secretary shall keep or cause to be kept, at the corporation's principal office or such other place as the Board may direct, a book of minutes of all meetings, proceedings, and actions of the Board and of committees of the Board. The minutes of meetings shall include the time and place of holding, whether the meeting was general or special and, if special, how authorized, the notice given and the names of those present at Board and committee meetings. The secretary shall keep or have kept at the principal office in California, a copy of the Articles of Incorporation and Bylaws, as amended to date. (b) Notices, Seal, and Other Duties. The Secretary shall give, or cause to be given, notice of all meetings of the Board, and of committees of the Board required by the Bylaws to be given. The Secretary shall keep the corporate seal in safe custody, and shall have such other powers and perform such other duties as the Board may prescribe. 5.7.4 Treasurer. (a) Books of Account. The Treasurer shall keep and maintain, or cause to be kept and maintained, adequate and correct books and records of accounts of the corporation's properties and business transactions, including accounts of its assets, liabilities, receipts, disbursements, gains, losses, capital, retained earnings, and other matters customarily included in financial statements. The books of account shall be open to inspection by any director at all reasonable times. (b) Deposit and Disbursement of Money and, Valuables. The Treasurer shall deposit, or cause to be deposited, all money and other valuables in the name and to the credit of the corporation with such depositories as the Board may designate, shall disburse the corporation's funds as the Board may order, shall render to the President and Directors, when requested, an account of all transactions as Treasurer and of the financial condition of the corporation, and shall have such other powers and perform such other duties as the Board may prescribe. (c) Bond. If required by the Board, the Treasurer shall give the corporation a bond in the amount and with the surety or sureties specified by the Board for faithful :owl 2229 1 1 I performance of the duties of his/her office and for restoration to the corporation of all its books, papers, vouchers, money, and other property of every kind in his/her possession or under his/her control on .his/her death, resignation, retirement, or removal from office. ARTICLE 6 INDEMNIFICATION 6. I Definitions. For the purposes of this ARTICLE 6, "agent" means any person who is or was a director, officer, employee or other agent of the corporation, or is or was serving at the request of the corporation as a director, officer, employee or agent of another foreign or domestic corporation, partnership, joint venture, trust or other enterprise, or was a director, officer, employee or agent of a foreign or domestic corporation which was a predecessor corporation of the corporation or of another enterprise at the request of such predecessor corporation; "proceeding" means any threatened, pending or completed action or proceeding, whether civil, criminal, administrative or investigative; and "expenses" includes, without limitation, attorneys' fees and any expenses of establishing a right to indemnification under Section 6.4 or 6.5.2 of these bylaws. 6.2 Indemnification in Actions by Third Parties. The corporation shall have the power to indemnify any person who was or is a party or is threatened to be made a party to any proceeding (other than an action by or in the right of the corporation to procure a judgment in its favor, an action brought under Section 5233 of the California Corporations Code, or an action brought by the Attorney General or a person granted relator status by the Attorney General for any breach of duty relating to assets held in charitable trust) by reason of the fact that such person is or was an agent of the corporation, against expenses, judgments, fines, settlements and other amounts actually and reasonably incurred in connection with such proceeding i f such person acted in good faith and in a manner such person reasonably believed to be in the best interests of the corporation and, in the case of a criminal proceeding, had no reasonable cause to believe the conduct of such person was unlawful. The termination of any proceeding by judgment, order, settlement, conviction, or upon a plea of nolo contendere or its equivalent shall not, of itself, create a presumption that the person did not act in good faith and in a manner which the person reasonably believed to be in the best interests of the corporation or that the person had reasonable cause to believe that the person's conduct was unlawful. 6.3 Indemnification in Actions by or in the Right of the Corporation. The corporation shall have the power to indemnify any person who was or is a party or is threatened to be made a party to any threatened, pending or completed action by or in the right of the corporation, or brought under Section 5233 of the California Corporations Code, or brought by the Attorney General or a person granted relator status by the Attorney General for breach of duty relating to assets held in charitable trust, to procure a judgment in its favor by reason of the fact that such person is or was an agent of the corporation, against expenses actually and reasonably incurred by such person in connection with the defense or settlement of such action if such person acted in good faith, in a manner such person believed to be in the best interests of the corporation and with such care, including reasonable inquiry, as an ordinarily prudent person in a like position would use under similar circumstances_ No indemnification shall be made under this Section 6.3: 701012220.1 12 6.3.1 In respect of any claim, issue or [natter as to which such person shall have been adjudged to be liable to the corporation in the performance of such person's duty to the corporation, unless and only to the extent that the court in which such proceeding is or was pending shall determine upon application that, in view of all the circumstances of the case, sucli person is fairly and reasonably entitled to indemnity for the expenses 'which such court shall determine; 6.3.2 Of amounts paid in settling or otherwise disposing o fa threatened or pending action, with or without court approval; or 6.3.3 Of expenses incurred in defending a threatened or pending action which is settled or otherwise disposed of without court approval, unless it is settled with the approval of the Attorney General. 6.4 Indemnification Against Expenses. To the extent that an agent of the corporation has been successful on the merits in defense of any proceeding referred to in Section 6.2 or 6.3 of these Bylaws or in defense of any claim, issue or matter therein, the agent shall be indemnified against expenses actually and reasonably incurred by the agent in connection therewith. 6.5 Required Determinations. Except as provided in Section 6.4 of these Bylaws, any indemnification under Section 6 shall be made by the corporation only if authorized in the specific case, upon a deterniination that indemnification of the agent is proper in the circumstances because the agent has met the applicable standard of conduct set forth in Section 6.2 or 6.3 of these Bylaws, by: 6.5.1 A majority vote of a quorum consisting of directors who are not parties to such proceeding; or 6.5.2 The court in which such proceeding is or was pending upon application made by the corporation or the agent or the attorney or other person rendering services in connection with the defense, whether or not such application by the agent, attorney or other person is opposed by the corporation. 6.6 Advance of Expenses. Expenses incurred in defending any proceeding may be advanced by the corporation prior to the final disposition of such proceeding .upon receipt of an undertaking by or on behalf of the agent to repay such amount unless it shall be determined ultimately that the agent is entitled to be indemnified as authorized in this Section 6. 6.7 Other Indemnifications. No provision made by the corporation to indemnify its or its subsidiary's directors or officers for the defense of any proceeding, whether contained in the Articles of Incorporation, these Bylaws, a resolution of members or directors, an agreement or otherwise, shall be valid unless consistent with this ARTICLE 6. Nothing contained in this ARTICLE 6 shall affect any right to indemnification to which persons other than such directors and officers may be entitled by contract or otherwise. 70I012229.1 13 6.8 Forms of Indemnification not Permitted. No indemnification or advance shall be made under this ARTICLE 6, except as provided in Section 6.4 or 6.5.2, in any circumstances where it appears: 6.8.1 That it would be inconsistent with a provision of the Articles of Incorporation, these Bylaws, or an agreement in effect at the time of the accrual of the alleged cause of action asserted in the proceeding in which the expenses were incurred or other amounts were paid, which prohibits or otherwise limits indemnification; or 6.8.2 That it would be inconsistent with any condition expressly imposed by a court in approving a settlement. 6.9 Non -applicability to Fiduciaries of Employee Benefit Plans. This Section 6 does not apply to any proceeding against any trustee, investment manager, or other fiduciary of any employee benefit plan in such person's capacity as such, even though such person may also be an agent of the corporation as defined in Section 6.1 of these Bylaws. The corporation shall have power to indemnify such trustee, investment manager, or other fiduciary to the extent permitted by subdivision f f) of Section 207 of the California Corporations Code. ARTICLE 7 OTHER PROVISIONS 7.1 Endorsement of Documents; Contracts. Subject to the provisions of applicable law, any note, mortgage, evidence of indebtedness, contract, conveyance or other instrument in writing and any assignment or endorsement thereof executed or entered into between the corporation and any person, when signed by the Chairman of the Board, President or any Vice President and the Secretary or the Treasurer of the corporation, shall be valid and binding on the corporation in the absence of actual acknowledge on the part of the other person that the signing officers had no authority to execute the same. Any such instruments may be signed by any other person or persons and in such manner. as the Board may determine from time to time, and, unless so authorized by the Board, no officer, agents or employee shall have any power or authority to bind the corporation by any contract or engagement or to pledge its credit or to render it liable for any purpose or amounts. 7.2 Representation of Shares of Other Corporations. The President or any other officer or officers authorized by the Board or the President are each authorized to vote, represent, and exercise on behalf of the corporation all rights incident to any and all shares of any other corporation or corporations standing in the name of this corporation. The authority herein granted may exercised either by any such officer in person or by any other person authorized to do so by proxy or power of attorney duly executed by said officer. 7.3 Construction and Definitions. Unless the context requires otherwise, the general provisions, rules of construction, and definitions in the California Nonprofit Public Benefit Corporation Law shall govern the construction of these Bylaws. Without limiting the generality of the preceding sentence, the masculine gender includes the feminine and neuter, the singular number 1010i2229.1 14 includes the plural, the plural number includes the singular and the term "person" includes both a legal entity and a natural person. •7.4 Amendments. These Bylaws may be amended or repealed, subject to the provisions of the Law, by the approval of the Board. 7.5 Annual Report. The Board shall present an annual operating budget and an annual report to be furnished to the Directors and to the International Community Foundation not later than one hundred twenty (120) days after the close of the corporation's fiscal year. The annual report shall be accompanied by any report thereon of independent accountants or, if there is no such accountant's report, the certificate of an authorized Officer of the corporation that such statements were prepared without audit from the books and records of the corporation. The annual report shall contain in appropriate detail the following: 7.5.1 The assets and liabilities, including the trustfunds, of the corporation as ofthe end of the fiscal year; fiscal year; • 7.5.2 The principal changes in assets and liabilities, including trust funds, during the 7.5.3 The revenue or receipts of the corporation, both unrestricted and restricted to particular purposes, for the fiscal year; 7.5.4 The expenses or disbursements of the corporation, for both general and restricted purposes, for the fiscal year; and 7.5.5 Any information required by Section 7.6 of these Bylaws. 7.6 Annual Statement of Certain Transactions and Indemnifications 7.6.1 The corporation shall furnish annually to its Directors a statement of any covered transaction or indemnification described below, if such covered transaction or indemnification took place. Such annual statement shall be affixed to and sent with the annual report described in Section 7.5 of these Bylaws. A covered transaction under this Section 7.6 is a transaction in which the corporation was a party; and in which either of the following interested persons had a direct or indirect material financial interest (excluding a mere common directorship): (a) Any Director or Officer of the corporation, or its parent or subsidiary; Or (b) Any holder of more than ten percent (1 0%) of the voting power of the corporation, its parent or its subsidiary. 701012229.1 7.6.2 The statement required by this Section 7.6 shall describe briefly: 15 (a) Any, covered transaction (including compensation of Officers and Directors) during the previous fiscal year involving more than Fifty Thousand Dollars ($50,000), or which was one of a number of covered transactions in which the same interested persons had a direct or indirect material financial interest and which transactionsin the aggregate involve more than Fifty Thousand Dollars ($50,000); (b) The names of the interested persons involved in such transactions, stating such person's relationship to the corporation, the nature of such person's interest in the transaction, and, .where practicable, the amount of such interest; provided that in the case of a transaction with a partnership of which such person is a partner, only the interest of the partnership need be stated; and (c) The amount and circumstances of any indemnifications or advances aggregating more than Ten Thousand Dollars ($10,000) paid during the fiscal year to any Officer or Director of the corporation pursuant to ARTICLE 6 of these Bylaws. 7.7 Financial Audits. For any fiscal year in which the Foundation receives or accrues gross revenues of$2 million or: more, the Foundation shall prepare a financial statement which shall he audited by an independent certified public accountant in accordance with .generally accepted accounting principles. 7.8 Insurance. The corporation shall have the power to purchase and maintain insurance on behalf of its officers, directors, employees, and other agents against any liability asserted against or incurred by any officer, director, employee, or agent in such capacity or arising out of the officer's, director's, employee's, or agent's status as such. 7.9 Records and Reports. 7.9.1 Maintenance of Corporate Records. The corporation shall keep: Adequate and correct books and records of account; and Written minutes of the proceedings ofits Board, and committees ofthe Board. 7.9.2 Inspection by Directors. Every director shall have the absolute right at any reasonable time to inspect and copy all books, records, and documents of every kind and to inspect the physical properties of the corporation for a purpose reasonably related to the director's interests as a director. END OF BYLAWS 701012229.1 16 CERTIFICATE OF SECRETARY I certify that I am the duly elected and acting Secretary of ICF CENTER FOR CROSS - BORDER PHILANTHROPY, a California nonprofit public benefit corporation, and that the above Bylaws, consisting of sixteen (16) pages, are the Bylaws of this corporation as adopted by resolution of the Board of Directors dated ;">'_n �.y ti ,fir) Executed on C."-i % ,'r _ ' ~ '_ 3— 2007, at San Diego, California. la Fldt s, Secretary 701012229_1 EXHIBIT D TECHNICAL ASSISTANCE MATERIALS The Sub -recipient attended the Community Development Block Grant (CDBG) Technical Assistance Non -Profit Workshop held before the start of this fiscal year and received the following items: 1. Playing by the Rules, A Handbook for CDBG Sub -recipients on Administrative Systems 2. OMB Circular No. A-122: Cost Principals for Non -Profit Organizations 3. Quarterly/Annual Performance Reporting Form (updated format) 4. A Comprehensive Compliance and Performance Monitoring Checklist 5. Expenditure Reimbursement Claim Form (updated format) 6. Qualifying Beneficiary Intake Data Form (updated format) 7. Sample Sub -recipient Agreement and Exhibits (Scope of Services Budget, Board of Directors and By-laws, Affirmative Action Policy and Insurance Requirements) S. Orientation on meeting CDBG National Objectives The workshop and reference documents will assist the Sub -recipient to understand U.S Department of Housing and Urban Development and City of National City rules, regulations, and reporting requirements. The Grantee also reviewed CDBG regulations under Title 24 and the CDBG webpage on the HUD website: http://www. hud.gov/offices/cpd/communitydevelopment/programs/entitlement EXHIBIT E AFFIRMATIVE ACTION POLICY 1. Provision of Program Services a. Subrecipient shall not, on the grounds of race, religion, color, national origin, sex, sexual preference, or handicap, exclude any person from participation in, deny any person the benefits of, or subject any person to discrimination under any program or activity funded in whole or in part with CDBG funds. b. Subrecipient shall not under any program or activity funded in whole or in part with CDBG funds, on the grounds of race, religion, color, national origin, sex, sexual preference, or handicap: 1) Deny any facilities, services, financial aid or other benefits provided under the program or activity; or 2) Provide any facilities, services, financial aid, or other benefits which are different or are provided in a different form from that provided to others under the program or activity; or 3) Subject to segregated or separate treatment in any facility in, or in any matter of process related to receipt of any service or benefit under the program or activity; or 4) Restrict in any way access to, or in the enjoyment of any advantage or privilege enjoyed by others in connection with facilities, services, financial aid, or other benefits under the program or activity; or 5) Treat an individual differently from others in determining whether the individual satisfies any admission, enrollment, eligibility, membership, or other requirement or condition which the individual must meet in order to be provided any facilities, services, or other benefits provided under the program or activity; or 6) Deny any opportunity to participate in a program or activity as an employee. c. Subrecipient may not utilize criteria or methods of administration which have the effect of subjecting individuals to discrimination on the basis of race, religion, color, national origin, sex, sexual preference, or handicap, or have the effect of defeating or substantially impairing accomplishment of the objectives of the program or activity with respect to individuals of a particular race, religion, color, national origin, sex, sexual preference or handicap. d. Subrecipient, in determining the site or location of housing or facilities provided in whole or in part with CDBG funds, may not make selections of such site or location which have the effect of excluding individuals from, denying them the benefits of, or subjecting them to discrimination on the grounds of race, color, national origin, or sex, or which have the purpose or effect of defeating or substantially impairing the accomplishment of the objectives of the Civil Rights Act of 1964 and amendments thereto: e. In administering a program or activity funded in whole or in part with CDBG funds regarding which the Subrecipient has previously discriminated against persons on the grounds of race, religion, color, national origin, sex, sexual preference or handicap, the Subrecipient must take affirmative action to overcome the effects of prior discrimination. f. Even in the absence of such prior discrimination, a Subrecipient in administering a program or activity funded in whole or in part with CDBG funds should take affirmative action to overcome the effects of conditions which would otherwise result in limiting participation by persons of a particular race, color, national origin, or sex. Where previous discriminatory practice or usage tends, on the grounds of race, religion, color, national origin, sex, sexual preference, or handicap, to exclude individuals from participation in, to deny them the benefits of, or to subject them to discrimination under any program or activity to which CDBG funding applies, the Subrecipient has an obligation to take reasonable action to remove or overcome the consequences of the prior discriminatory practice or usage, and to accomplish the purpose of the Civil Rights Act of 1964. 9• A Subrecipient shall not be prohibited by this part from taking any eligible action to ameliorate an imbalance in services or facilities provided to any geographic area or specific group of persons within its jurisdiction where the purpose of such action is to overcome prior discriminatory practice or usage. h. Notwithstanding anything to the contrary in Sections J. 1. (a. through h.), nothing contained herein shall be construed to prohibit any Subrecipient from maintaining or constructing separate living facilities or rest -room facilities for the different sexes. Furthermore, selectivity on the basis of sex is not prohibited when institutional or custodial services can properly be performed only by a member of the same sex as the recipients of the services. 2. Employment Discrimination a. Subrecipient shall not discriminate against any employee or application for employment because of race, color, religion, sex, national origin, age, or handicap. Subrecipient shall take affirmative action to insure that applicants are employed, and that employees are treated during employment, without regard to their race, color, religion, sex, national origin, age, or handicap. Such action shall include, but not be limited to, the following: employment, upgrading, demotion, or transfer, recruitment or recruitment advertising, layoff or termination, rate -of -pay or other forms of compensation and selection for training including apprenticeship. Subrecipient agrees to post in conspicuous places, available to employees and applicants for employment, notices setting forth the provisions of this non-discrimination clause. b. Subrecipient shall, in all solicitations or advertisements for employees placed by or on behalf of Subrecipient, state that all qualified applications will receive consideration for employment without regard to race, color, religion, sex, national origin, age, or handicap. c. Subrecipient shall send to each labor union or representative of workers with which it has a collective bargaining agreement or other contract or understanding, a notice to be provided by the CDC's contracting officers, advising the labor union or workers' representative of Subrecipient'S commitments under Section 202 of Executive Order No. 11246 of September 24, 1965, and shall post copies of the notices in conspicuous places available to OP ID: PC ACGARE CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD[YYYY) 09/21/11 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to .the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER Chapman License #0522024 P. O. Box 5455 Pasadena, CA 91117-0455 626-405-8031 626-405-0585 INSURED Olivewood Gardens and Learning Center DBA: International Community Foundation Center 2505 N. Avenue National City, CA 91950 COVERAGES CERTIFICATE NUMBER: CONTACT NAME: PHONE FAX (A/C, No, Ext): - (A/C, No): E-MAIL ADDRESS: PRODUCER OLIVE-1 CUSTOMER ID #: INSURER(S) AFFORDING COVERAGE NAIC # INSURER A Southern Insurance Company 19216 INSURER a Nonprofits' Insurance Alliance NIAC INSURER C INSURER 0 INSURER E INSURER F: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN. THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. ILTR TYPE OF INSURANCE INSR SUBR POLICY EFF POLICY EXP WVD POLICY NUMBER LIMITS GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 B X COMMERCIAL GENERAL LIABILITY X 201126382NPO 09/20/11 09/20/12 DAMAGE TO RENTED PREMISES (Ea occurrence) $ 500 000 , CLAIMS -MADE X OCCUR MEDEXP(Any one person) $ 20,000 PERSONAL & ADV INJURY $ 1,000,000 GENERAL. AGGREGATE $ 3,000,000 GEN'L AGGREGATE LIMIT APPLIES PER. PRODUCTS - COMP/OP AGG $ 3,000,000 POLICY ; PRO- LOC 'JECT $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ - (Ea accident) ANY AUTO - -- BODILY INJURY (Per person) $ ALL OWNED AUTOS BODILY INJURY (Per accident) $ SCHEDULED AUTOS -- A - PROPERTY DAMAGE $ HIRED AUTOS (Per accident) NON -OWNED AUTOS $ $ X UMBRELLA LIAB - OCCUR EACH OCCURRENCE $ 5,000,000 EXCESS LIAB CLAIMS -MADE AGGREGATE $ B 201126382UMB 09/20/11 09/20/12 DEDUCTIBLE $ X RETENTION $ 10,000 $ WORKERS COMPENSATION WC STATU- OTH- AND EMPLOYERS' LIABILITY TORY LIMITS ER Y/N A ANY PROPRIETOR/PARTNER/EXECUTIVE I, MWC001108201 09/30/11 09/30/12 E.L. EACHACCIDENT $ 1,000,000 OFFICER/MEMBER EXCLUDED? N/A (Mandatory in NH) E.L. DISEASE - EA EMPLOYEE $ 1,000,000 If yes, describe under DESCRIPTION OF OPERATONS below E.L. DISEASE- POLICY LIMIT $ 1,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (Attach ACORD 101. Additional Remarks Schedule, it more space is required) Re: Agreement. The City of National City, its elected officials, officers agents and employees are named additional insured with respect to the operations of the named insured per the attached CG 2010 endorsement. Workers Compensation coverage excluded, evidence only. CERTIFICATE HOLDER CANCELLATION City of National City 1243 National City Blvd. National City, CA 91950 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE © 1988-2009 ACORD CORPORATION. All rights reserved. ACORD 25 (2009/09) The ACORD name and logo are registered marks of ACORD POLICY NUMBER: 201126382NPO COMMERCIAL GENERAL LIABILITY CG 20 10 07 04 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s): Location(s) Of Covered Operations The City of National City, its elected officials, officers, agents and employees Re Agreement Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II — Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by: 1. Your acts or omissions; or 2. The acts or omissions of those acting on your behalf; in the performance of your ongoing operations for the additional insured(s) at the location(s) desig- nated above. B. With respect to the insurance afforded to these additional insureds; the following additional exclu- sions apply: This insurance does not apply to "bodily injury" or "property damage" occurring after: 1. All work, including materials, parts or equip- ment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or 2. That portion of "your work" out of which the injury or damage arises has been put to its in- tended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a princi- pal as a part of the same project. CG 20 10 07 04 © ISO Properties, Inc., 2004 Page 1 of 1 ❑ employees and applicants for employment. d. Subrecipient shall comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor.. e. Subrecipient shall furnish to the CDC all information and reports required by Executive Order No. 11246 of September 24, 1965, and by the related rules, regulations, and orders. f. In the event of Subrecipient'S failure to comply with any rules, regulations, or orders required to be complied with pursuant to this Agreement, the CDC may cancel, terminate, or suspend in whole or in part its performance and Subrecipient may be declared ineligible for further government contracts in accordance with procedures authorized in Executive Order No. 11246 of September 24, 1965, and such other sanctions as may be imposed and remedies invoked as provided in Executive Order No. 11246 of September 24, 1965, or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law. g. Subrecipient shall include the provisions of Section II. J. 2. (a. through f.), "Affirmative Action Policy," paragraphs (1) through (6) in every subcontract or purchase order unless exempted by rules, regulations, or order of the Secretary of Labor issued pursuant to Section 204 of Executive Order No. 11246 of September 24, 1965, so that such provisions will be binding upon each subcontractor or vendor. Subrecipient shall take such action with respect to any subcontract or purchase order as the CDC may direct as a means of enforcing such provisions including sanctions for non-compliance; provided, however, that in the event Subrecipient becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction by the CDC, Subrecipient may request the United States to enter into such litigation to protect the interests of the United States. h. Subrecipient shall not discriminate on the basis of age in violation of any provision of the Age Discrimination Act of 1975 (42 U.S.C. 6101 et seq.) or with respect to any otherwise qualified handicapped individual as provided in Section 504 of the Rehabilitation Act of 1973 (29 U.S.C. 794). Subrecipient shall also provide ready access to and use of all CDBG fund -assisted buildings to physically handicapped persons in compliance with the standards established in the Architectural Barriers Act of 1968 (42 U.S.C. 4151 et seq.). 3. Remedies: In the event of Subrecipient'S failure to comply with any rules, regulations, or orders required to be complied with pursuant to this Agreement, the CDC may cancel, terminate, or suspend in whole or in part its performance and Subrecipient may be declared ineligible for further government contracts and any such other sanctions as may be imposed and remedies invoked as provided by law. RESOLUTION 2011 — 98 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF NATIONAL CITY AUTHORIZING THE REALLOCATION OF $476,988 IN UNEXPENDED COMMUNITY DEVELOPMENT BLOCK GRANT (CDBG) ENTITLEMENT FUNDS, $38,325 IN CDBG PROGRAM INCOME, AND $75,167 IN HOME INVESTMENT PARTNERSHIPS (HOME) PROGRAM INCOME, AND AUTHORIZING THE SUBMISSION OF THE 2011/2012 ANNUAL ACTION PLAN TO THE UNITED STATES DEPARTMENT OF HOUSING AND URBAN DEVELOPMENT WHEREAS, as an entitlement community, the City of National City ("City") administers the Community Development Block Grant ("CDBG") and the Home Investment Partnerships Act ("HOME") Program for the Federal Government under the United States Department of Housing and Urban Development ("HUD"); and WHEREAS, in accordance with the federal regulations at 24 CFR, Part 91, the City is required to prepare and submit an Annual Action Plan for its Housing and Community Development Programs in accordance with the needs and priorities established in the Five -Year Consolidated Plan approved by the City Couhcil on May 4, 2010; and WHEREAS, HUD requires that all CDBG and HOME Program entitlement communities, such as the City of National City, hold at least two Public Hearings and a 30-day public comment period to solicit input on the Annual Action Plan, which includes a reallocation of entitlement funds awarded in previous years, and program income receipted by the City from January 1 to December 31, 2010; and WHEREAS, the City Council conducted a duly advertised public hearing on March 15, 2011, and May 4, 2011, to receive input from the public; and WHEREAS, the City placed the draft Annual Action Plan, which includes a list of proposed activities for the CDBG and HOME Programs and the intent to reallocate funds for a duly advertised 30-day public comment period, on the City's website and in the Office of the City Clerk from March 28 to April 27, 2011; and WHEREAS, the City will incorporate any comment received during the 30-day public comment period in the final submission of said Plan by May 15, 2011; and WHEREAS, on April 25, 2011, HUD released estimated entitlement appropriations for the City of $986,238 for CDBG and $560,971 for HOME Program activities that have been used to determine the Annual Action Plan activities to consider for funding, hereto attached as Exhibit "A", and eliminate activities from those activities recommended for funding on March 15, 2011, by using the ranking method as recommended by the City Council on March 1, 2011, and implemented at the first Public Hearing on March 15, 2011; and WHEREAS, staff has identified and verified the availability of $476,988 in unexpended CDBG funds that can be reallocated from previous year projects that have been completed or canceled; and WHEREAS, staff has identified all current CDBG activities that have been funded by previous resolutions of the City Council, attached hereto as Exhibit "B"; and Resolution No. 2011 — 98 May 3, 2011 Page 2 WHEREAS, any previously approved CDBG activity by resolution of the City Council not listed in Exhibit "B" is made void and obsolete as of the date of this Resolution; and WHEREAS, staff recommends the reallocation of unexpended CDBG funds in the amount of $476,988 to supplement the funding of activities listed in Exhibit "A"; and WHEREAS, the Finance Department has identified program income received for the CDBG and HOME Programs from January 1, 2010 to December 31, 2010, and staff recommends the reallocation of CDBG Program income in the amount of $38,325 and HOME Program income in the amount of $75,167 to supplement the funding of activities listed in the FY 2011-2012 Annual Action Plan as listed in Exhibit "A"; and WHEREAS, staff recommends the allocation of $7,665 from the identified $38,325 of CDBG Program income toward CDBG Program Administration in Fiscal Year 2010-2011 as listed in Exhibit "A"; and WHEREAS, staff will make necessary adjustments to the CDBG and HOME activity allocations listed in the Annual Action Plan by following the ranking method as has been directed by the City Council when the final appropriations are released by HUD, making the final allocations official by attaching the final list of Annual Action Plan activities to this Resolution as Exhibit "C", and by promptly notifying all applicants of Program Year 2011-2012 funds; and NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of National City hereby authorizes the reallocation of $476,988 in CBDG previous year entitlement funds, $38,325 in CDBG Program income of which $7,665 of the $38,325 is allocated towards CDBG Program Administration, and $75,167 in HOME Program income to supplement funding of activities included in the FY 2011-2012 Annual Action Plan and FY 2011-2012 CDBG Program Administration. BE IT FURTHER RESOLVED that the City Council authorizes the submission of the FY 2011-2012 Annual Action Plan for the expenditure of said funds to the U.S. Department of Housing and Urban Development. BE IT FURTHER RESOLVED that any previously approved CDBG activity by resolution of the City Council not listed in Exhibit "B" is made void and obsolete as of the date of this Resolution. ATTEST: n PASSED and ADOPTED this 3rd day of May, 2 5 Michael R. Dalla it Clerk lerk on Morrison, Mayor PROVED A TO FORM: ity Attorney Exhibit "A" FY2011-2012 Annual Action Plan CDBG and HOME Program Activities (based on HUD Entitlement Estimates released on 4/25/2011 and subject to change) Rank Applicant Name Program Name Estimated Allocation CDBG Public Services Total (with a HUD ESTIMATED 2011 Entitlement (15%) allocation of $147,935.70 and $5748.00 In Program Income) $ 153,683.70 1 City of National City Public Library National City Public Library Literacy Services $ 52,000.00 2 City of National City Community Services Department Tiny Tots $ 29,337.00 3 South Bay Community Services National City Police Department Support Services: Juvenile Diversion $ 20,000.00 4 Trauma Intervention Programs of San Diego County, Inc. Trauma Intervention Program $ 8,000.00 5 City of National City Community Services Department Learn to Swim $ 32,856.00 6 City of National City Community Services Department At Risk Youth Afterschool Teen Program "Supreme Teens" $ 11,490.70 CDBG Non -Public Services Total (with a HUD ESTIMATED 2011 Entitlement (65%) allocation of $641,054.70, $24,912.00 in Program income, and $476,988 in reallocated funds from activities completed and closed) $ 1,142,954.70 1 City of National City- Community Development Department National City Housing Inspection Program $ 151,570.00 2 City of National City -Development Services Department Storm Drain Improvements $ 100.000.00 3 City of National City -Development Services Department Upgrade Substandard Pedestrian Ramps, Sidewalk, Curb, and Gutter Concrete Improvements $ 200.000.00 4 Environmental Health Coalition Making National City's"Healthy Homes" Energy Efficient Round II $ 80,027.00 5 Olivewood Gardens and Learning Center Signage for Olivewood Gardens $ 20,000.00 6 City of National City Neighborhood Services Department Neighborhood Preservation $ 30,000.00 7 City of National City -Development Services Department Pedestrian Safety and Accessibility Enhancements on E. 8th Street near Seventh-Day Adventists Church and Paradise Valley Hospital $ 100.000.00 8 City of National City -Development Services Department ADA Park Improvements S 241.873.00 9 City of National City -Development Services Department Pedestrian Safety and Accessibility Enhancements for National City Public Library- National City Blvd. and E. 15th St. $ 120,000.00 10 City of National City -Development Services Department Pedestrian Safety and Accessibility Enhancements at Sweetwater High School - F Ave & E. 30th St S 99,484.70 CDBG Planning/ Administration Total (with a HUD ESTIMATED 2011 Entitlement (20%) allocation of $197,247.60) $ 197,247.60 n/a City of National City- Community Services Department Neighborhood Councils Program $ 15,000.00 n/a City of National City - Community Development Department CDBG Program Administration $ 144,247.60 n/a Fair Housing Council of San Diego Fair Housing and Tenant -Landlord Education Services $ 38,000.00 HOME Program Total (with HUD ESTIMATED 2011 Entitlement allocation of 5560,971.00 and 575,167 in HOME Program income) $ 636,138.00 n/a City of National City - Community Development Department Housing Development Fund $ 572.525.00 n/a City of National City - Community Development Department HOME Program Administration $ 63,613.00 CDBG Administration for FY2010.2011 to Finance Dep. from Calendar Year 2010 CDBG Program Income $ 7,665.00 n/a City of National City -Community Development Department CDBG Program Administration $ 7,555.00 Exhibit "B" CITY OF NATIONAL CITY CDBG OPEN PROJECT FUNDING STATUS AS OF 3/31/2011 IDIS NO. ORIGINAL ALLOCATION DRAWN DOWN AS OF 3/31/11 AVAILABLE TO DRAW FY 2009 - 2010 ALLOCATION Christmas in July National City/ Minor Rehabilitation Program 621 109,118.00 27,022.88 82,095.12 City of National City Development Services/ Storm Drain Improvements 643 124,494.00 102,950.65 21,543.35 City of National City Development Services/ ADA Park Improvements 600 138,878.00 96,087.12 42,790.88 FY 2010 - 2011 ALLOCATION - Burn Institute/Fire and Burn Prevention 625 8,000.00 5,291.27 2,708.73 Community Youth Athletic Center/ Champs for Life 644 10,000.00 5,000.00 5,000.00 City of National City Community Services Department/ At Risk Youth - Supreme Teens 639 20,000.00 20,000.00 0.00 City of National City Community Services Department/ Learn to Swim 640 10,023.00 10,023.00 0.00 City of National City Community Services Department/ Tiny Tots 641 29,337.00 29,337.00 0.00 City of National City Library/ Literacy Services 642 49,600.00 49,600.00 0.00 Meals on Wheels Greater San Diego, Inc./ Meals -on -Wheels 630 10,000.00 5,000.00 5,000.00 South Bay Community Services/ National City Police Department Support Services -Juvenile Diversion Program 631 20,000.00 12,966.00 7,034.00 Trauma Intervention Programs of San Diego County, Inc./ Crisis Intervention 632 8,000.00 - 8,000.00 City of National City/ Housing Inspection Program 629 94,000.00 62,105.19 31,894.81 Southwestern Community College District/ 635 35,000.00 - 35,000.00 Environmental Health Coalition/ Making National City's Healthy Homes Energy Efficient 628 66,908.00 24,687.55 42,220.45 Christmas in July National City/ City Clean Up Program 645 30,000.00 8,613.44 21,386.56 City of National City Development Services/ Soccer Field at El Toyon 646 238,925.00 222,935.46 15,989.54 City of National City/ El Toyon Park Garden 633 50,000.00 50.00 49,950.00 La Maestra Clinic/ Health Services Equipment (Dental Chairs) 624 25,000.00 - 25,000.00 NC Living History Farm Preserve, Inc./ Stein Farm Barn Preservation 647 25,000.00 - 25,000.00 Sweetwater Union High School -Joint Use Athletic Facility 648 200,000.00 - 200,000.00 City of National City Development Services/ ADA Park Improvements 649 75,000.00 - 75,000.00 City of National City Development Services/ Concrete Improvements 650 200,000.00 95,918.74 104,081.26 Boys & Girls Club of Inland North County/ Boys and Girls Club Site Feasibility Study 634 11,339.00 11,339.00 0.00 Neighborhood Councils 636 15,000.00 15,000.00 0.00 Fair Housing Council of San Diego/ Fair Housing and Tenant - Landlord Services 637 38,000.00 17,108.00 20,892.00 City of National City Community Development/ CDBG Administration 2010-2011 638 155,608.00 113,044.28 42,563.72 Totals $ 1,797,230.00 $ 934,079.58 $ 863,150.42 Exhibit "C" FY2011.2012 Annual Action Pia n CDBG'and HOME Program Activities HUD FY2011 CDBG ALLOCATION: $986,259.00 HUD FY2011 HOME ALLOCATION: $560,944.00 CDBG CALENDAR YEAR 2010 PROGRAM INCOME: $38,235.00 HOME CALENDAR YEAR 2010 PROGRAM INCOME: $75,167.00 CDBG PREVIOUS YEAR REALLOCATION: $476,988.00 HOME PREVIOUS YEAR REALLOCATION: $0.00 Rank 1Appllcant Name 1Program Name Activity Allocation CDBG Public Services Total (with a HUD 2011 Entitlement (15%) allocation of $147,938.85 and $5735.00 in Program income) $ 153,673.85 1 City of National City Public Library National City Public Library Literacy Services $ - 52,00000 2 City of National City Community Services Department Tiny Tots $ 29,337.00 3 South Bay Community Services National City Police Department Support Services: Juvenile Diversion $ 20,000.00 4 Trauma Intervention Programs of San Diego County, Inc. Trauma Intervention Program $ 8,000.00 5 City of National City Community Services Department Learn to Swim $ 32 856.00 6 City of National City Community Services Department At Risk Youth Afterschool Teen Program "Supreme Teens" $ 11,480.85 CDBG Non -Public Services Total (with a HUD 2011 Entitlement (65%) allocation of $641,068.35, $24,853.00 in Program income, and $476,988.00 In reallocated funds from activities completed and closed) $ 1,142,909.35 1 City of National City Community Development Department National City Housing Inspection Program $ 151,570.00 2 City of National City Development Services Department Storm Drain Improvements $ 100,000.00 3 City of National City Development Services Department Upgrade Substandard Pedestrian Ramps, Sidewalk, Curb, and Gutter Concrete Improvements $ 200,000.00 4 Environmental Health Coalition Making National City's "Healthy Homes" Energy Efficient Round II $ 80,027.00 5 Olivewood Gardens and Learning Center Signage for Olivewood Gardens $ 20,000.00 6 City of National City Neighborhood Services Department Neighborhood Preservation $ 30,000.00 City of National City Development Services Department Pedestrian Safety and Accessibility Enhancements on E. 8th Street near Seventh-Day Adventists Church and Paradise Valley Hospital $ 100,000.00 8 City of National City Development Services Department ADA Park Improvements $ 241,873.00 9 City of National City Development Services Department Pedestrian Safety and Accessibility Enhancements for NationalCity Public Library- National City Blvd. and E. 15th St. $ ,, 120,000.00 10 City of National City Development Services Department Pedestrian Safety and Accessibility Enhancements at Sweetwater High School - F Ave & E. 30th St $ 99,439.35 CDBG Planning/ Administration Total (with a HUD 2011 Entitlement (20% allocation of $197,251.80) $ 197,251.80 n/a City of National City Community Services Department Neighborhood Councils Program $ 15,000,00 n/a City of National City Community Development Department CDBG Program Administration $ 144,251.80 n/a Fair Housing Council of San Diego Fair Housing and Tenant -Landlord Education Services $ 38,000.00 CDBG Administration for FY2010-2011 to Finance Dep. from Calendar Year 2010 Program income $ 7,647.00 n/a City of National City Community Development Department CDBG Program Administration $ 7,647.00 HOME Program Total (with HUD 2011 Entitlement allocation of 5560,944.00 and $75,167 in Program Income) $ 636,111.00 n/a City of National City Community Development Department Housing Development Fund $ $ 572,500.00 63,611.00 n/a City of National City Community Development Department HOME Program Administration Passed and adopted by the Council of the City of National City, California, on May 3, 2011 by the following vote, to -wit: Ayes: Councilmembers Morrison, Natividad, Rios, Sotelo-Solis, Zarate. Nays: None. Absent: None. Abstain: None. AUTHENTICATED BY: RON MORRISON Mayor of the City of National City, California MICHAEL R. DALLA City Clerk of the City of National City, California By: Deputy I HEREBY CERTIFY that the above and foregoing is a full, true and correct copy of RESOLUTION NO. 2011-98 of the City of National City, California, passed and adopted by the Council of said City on May 3, 2011. City Jerk of the CityofNational City, California By: Deputy CITY OF NATIONAL CITY, CALIFORNIA COUNCIL AGENDA STATEMENT MEETING DATE: May 3, 2011 AGENDA ITEM NO. 16 EXPLANATION: The Annual Action Plan for FY 2011-2012 outlines how the City plans to expend $986,238 in federal Community Development Block Grant funds (CDBG) and $560,971 in HOME Investment Partnerships (HOME) Program entitlement funds. In addition to the funding sources noted above, the City will also reallocate $476,988 of CDBG funds that remain from previous year activities, $38,325 in CDBG Program income and in $75,167 in HOME Program Income. The reallocation of $476,988 in CDBG funds from previous years is based on the remaining unallocated cash balance of funds currently in the Integrated Disbursement and Information System (MIS). IDIS is used by the City to track HUD funds. The amount of funds available in IDIS equals the unallocated cash balance in the City's CDBG fund 301. When projects are completed or cancelled, IDIS makes any remaining funds available for funding other activities. All current CDBG activities listed in Exhibit "A" of the Resolution have been fully funded and are open, current, and active. Any activity not listed on Exhibit "A" previously allocated CDBG funds, by exclusion, is made void by the Resolution. The CDBG and HOME Program income to be reallocated respectively is from the total of all income, both in principal and interest, receipted by the City from January 1, 2010 through December 31, 2010. The List of proposed CDBG activities under Exhibit "B" of the '{esolution is based on new estimates released by HUD on April 25, 2011. Activities in lower rank that were not covered by .ne estimated amount of funds were eliminated as established under the "Decide and Rank" selection method by City Council at the first public hearing on March 15, 2011. As directed by the City Council at the first public hearing, staff will adjust activity allocations if there is a variance from the final entitlement appropriations yet to be released. ITEM TITLE: Resolution of the City Council of the City of National City authorizing the reallocation of $476,988 in unexpended Community Development Block Grant (CDBG) entitlement funds, $38,325 in CDBG Program income, and $75,167 in Home Investment Partnerships (HOME) Program income, and authorizing the submission of the 2011-2012 Annual Action Plan to the United States Department of Ilousing and Urban Development (HUD). (Community Development, Housing and Grants) PREPARED BY: Carlos J. Aguirre, (619) 336-43910'V- DEPARTME DLelopment APPROVED BY: FINANCIAL STATEMENT: ACCOUNT NO. APPROVED: APPROVED: Finance MIS An estimated $986,238 in CDBG and $560,971 in HOME funds appropriated. The City will also reallocate $476,988 of CDBG funds from previous activities closed, $38,325 in CDBG program income and S75, I67 in HOME Program income. ENVIRONMENTAL REVIEW: The development of the Annual Action Plan is not subject to environmental review. ORDINANCE: INTRODUCTION: FINAL ADOPTION: STAFF RECOMMENDATION: Adopt the resolution. BOARD / COMMISSION RECOMMENDATION: Not applicable to this report. ATTACHMENTS: tie.d0v\ 4, OFFICE OF THE CITY CLERK 1243 National City Blvd. National City, California 91950 Michael R. Dalla, CMC - City Clerk 619-336-4228 phone / 619-336-4229 fax January 4, 2012 Ms. Amy Carstensen International Community Foundation dba Olivewood Garden & Learning Center 2525 N Avenue National City, CA 91950 Dear Ms. Carstensen, On July 1st, 2011, an Agreement was entered between the City of National City and International Community Foundation dba Olivewood Garden & Learning Center. We are enclosing for your records a fully executed original agreement. Sincerely, Michael R. Dalla, CMC City Clerk Enclosure cc: Housing & Grants Division