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HomeMy WebLinkAboutAGR-7862.0.5 - THE FRIENDLY CENTER, INCDocusign Envelope ID: 680DECAF-CFBC-47E8-B37B-93A26C3EB303 Of OR' v��y`1 p1DO""Fa C� SUM�" AGR-7862.0.5 Initial FY 2025-26 COMMUNITY DEVELOPMENT BLOCK GRANT PROGRAM SUBRECIPIENT AGREEMENT THIS COMMUNITY DEVELOPMENT BLOCK GRANT PROGRAM SUBRECIPIENT AGREEMENT ("Agreement") is entered into as of July 1, 2025 (the "Effective Date"), by and between the CITY OF ORANGE, a municipal corporation (hereinafter referred to as the "CITY"), and FRIENDLY CENTER, INC., a California nonprofit corporation (hereinafter referred to as the "SUBRECIPIENT"), with reference to the following: RECITALS WHEREAS, CITY receives Community Development Block Grant (hereinafter referred to as "CDBG") funding from the United States Department of Housing and Urban Development (hereinafter referred to as "HUD") under Grant Number B-25-MC-06-0507; and WHEREAS, the CDBG Program is listed in the Catalog of Federal Domestic Assistance (CFDA) under CFDA Number 14.218; and WHEREAS, pursuant to the provisions of California Government Code Section 53703, the City Council of the CITY desires to grant a portion (hereinafter referred to as "Subgrant") of the CDBG funds allocated to the CITY by HUD to the SUBRECIPIENT for the purpose of the Community Food Orange Program as set forth in the CITY'S FY 2025-26 Annual Action Plan, and as more particularly described in Attachment "A" attached hereto and made a part hereof by this reference (hereinafter referred to as the "Program"). WHEREAS, the SUBRECIPIENT has provided Attachment "A" that describes in appropriate detail the Program consisting of the following components: a. The Program's name, description, and location; b. 'The scope of work to be accomplished under this Agreement; C. The Program's performance and expenditure schedule; and d. A budget detailing specific costs by category (i.e., Personnel Services, Miscellaneous Program Costs, and Capital Outlay/Construction Costs). Agreement shall be used exclusively for the purpose of implementing the Program described in A u....l...-,.«a cc A ff. --A Docusign Envelope ID: 6BODECAF-CFBC-47E8-B37B-93A26C3EB303 pF AGR-7862.0.5 Initial FY 2025-26 COMMUNITY DEVELOPMENT BLOCK GRANT PROGRAM SUBRECIPIENT AGREEMENT Docusign Envelope ID: 6BODECAF-CFBC-47E6-B37B-93A26C3EB303 WHEREAS, the SUBRECIPIENT represents that it has the organization, facilities and personnel to carry out the Program in accordance with the purpose of this Agreement. NOW, THEREFORE, IT IS MUTUALLY AGREED AS FOLLOWS: 1. USE OF FUNDS a. The SUBRECIPIENT shall use all funds provided pursuant to this Agreement exclusively for the purpose of implementing its approved Program as described in Attachment "A". b. No funds provided by the CITY under this Agreement to the SUBRECIPIENT shall be used for any political activity whatsoever or for any other purpose. C. The SUBRECIPIENT shall use monies received under this Agreement in strict conformity with applicable provisions of the CDBG Program regulations issued by HUD and found at 24 Code of Federal Regulations ("CFR"), Subtitle B, Chapter V, Subchapter C, Part 570 ("CDBG Regulations") and as further specified in other parts of this Agreement. All services provided hereunder shall conform to all Federal, State and local laws, rules and regulations. SUSPENSION AND TERMINATION In accordance with the requirements of the CDBG Regulations and 2 CFR, Subtitle A, Chapter II, Part 200 and other applicable provisions of this Agreement, the CITY, acting through its City Manager, may, in its sole discretion, suspend or terminate this Agreement if the SUBRECIPIENT materially fails to comply with any term or provision of this Agreement. Upon receipt of notice, the SUBRECIPIENT shall immediately cease the rendition of services and the expenditure of any funds, unless the notice provides otherwise. 3. TIME OF COMPLETION The SUBRECIPIENT shall commence the work or services provided for in this Agreement immediately after execution hereof and to diligently prosecute completion of the work within FY 2025- 26. 4. REVERSION OF ASSETS a. Upon the earlier to occur of termination of this Agreement or within five (5) CITY business days following the end of FY 2025-26, the SUBRECIPIENT shall transfer to the CITY any undisbursed funds or accounts receivable attributable to the use of CDBG funds; and Docusign Envelope ID: 6BODECAF-CFBC-47E6-B37B-93A26C3EB303 WHEREAS, the SUBRECIPIENT represents that it has the organization, facilities and personnel to carry out the Program in accordance with the purpose of this Agreement. NOW, THEREFORE, IT IS MUTUALLY AGREED AS FOLLOWS: USE OF FUNDS Docusign Envelope ID: 6BUDECAF-CFBC-47EB-B37B-93A26C3EB303 PROGRAM INCOME Any income earned by the SUBRECIPIENT as a result of the CDBG-funded Program must be returned to the CITY within thirty (30) days of its receipt. 6. GRANT ADMINISTRATION AND OTHER PROGRAM REQUIREMENTS By its signature hereinbelow, the SUBRECIPIENT shall comply with all of the requirements of Subpart J of the CDBG Regulations and to adhere to all applicable grant administration requirements established therein. To the extent not required under the regulatory references cited above, the SUBRECIPIENT shall maintain all Program administration and financial records that the CITY is obligated to maintain by HUD by virtue of its status as a subrecipient of CDBG funds under 24 CFR Section 570.506 of the CDBG Regulations. The SUBRECIPIENT shall comply with the provisions of Subpart K of the CDBG Regulations that are applicable to the Program approved under this Agreement. The SUBRECIPIENT shall comply with all requirements of the Office of Management and Budget ("OMB") guidance on Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards (2 CFR Part 200). The SUBRECIPIENT shall comply with the provisions of 24 CFR, Subtitle B, Chapter I, Subchapter B, Part 135, Economic Opportunities for Low and Very Low -Income Persons that are applicable to the Program approved under this Agreement. The SUBRECIPIENT shall comply with the provisions of the "Notice of Outcome Performance Measurement System for Community Planning and Development Formula Grant Programs". PAYMENT a. Consideration: The CITY shall pay to the SUBRECIPIENT as consideration for the services to be performed under this Agreement, an amount not to exceed the amount of the Subgrant, which shall be used in accordance with the Program performance schedule set forth in Attachment "A" hereto. If the number of Program beneficiaries served during the billing period in question is less than the number of Program beneficiaries estimated to be served by the SUBRECIPIENT Docusign Envelope ID: 6BUDECAF-CFBC-47E8-B37B-93A26C3EB303 PROGRAM INCOME Any income earned by the SUBRECIPIENT as a result of the CDBG-funded Program must be returned to the CITY within thirty (30) days of its receipt. 6. GRANT ADMINISTRATION AND OTHER PROGRAM REQUIREMENTS Docusign Envelope IU: 6BODECAF-CFBC-47E6-B37B-93A26C3EB303 C. Documentation of Requests for Payment: All Requests for Payment shall be accompanied by the following supporting documentation: i. Verification of all items for which payment is being requested (e.g., copies of receipts, invoices, payroll records and canceled checks paid for Program costs); and ii. A budget status report showing the line item budget, previously submitted expense(s), the expense(s) for which reimbursement is sought, and the balance of each line item; and iii. Verification of the number of Program beneficiaries served during the billing period including Orange and non -Orange residents. d. The CITY shall review each completed Payment Request and agrees to pay all such requests as quickly as practicable, generally within thirty days after the CITY deems a Payment Request to be complete. e. When the purpose of this Agreement includes construction activities, the SUBRECIPIENT shall receive payment upon the CITY'S receipt and verification of payroll forms and other Federal compliance documentation submitted by the construction contractor retained under contract by the SUBRECIPIENT. The SUBRECIPIENT shall not pay its contractor prior to the CITY'S verification and approval of submitted documentation. f. As required by 2 CFR Part 200 and 24 CFR Section 570.502 of the CDBG Regulations, the SUBRECIPIENT shall notify the CITY in writing of all personnel authorized to submit Payment Requests and receive reimbursement checks. All Payment Requests shall be signed by the SUBRECIPIENT'S corporate officer, Executive Director, or his/her designee who is authorized in writing to sign in the absence, or on behalf, of the corporate officer or Executive Director. RECORD -KEEPING REOUIREMENTS a. The SUBRECIPIENT shall maintain, on a current basis, detailed financial and Program management records as specified by the CITY pursuant to the provisions of 24 CFR Sections 570.502 (b) and 570.506 of the CDBG Regulations and in accordance with generally accepted accounting principles and standards. b. The Program shall meet the National Objective of benefiting Low and Moderate Income persons in the limited clientele category pursuant to 24 CFR Section 570.208(a)(2)(i)(B) of the CDBG Regulations, under which the SUBRECIPIENT is obligated to require information Docusign Envelope ID: 6BODECAF-CFBC 47E6-B37B-93A26C3EB303 C. Documentation of Requests for Payment: All Requests for Payment shall be accompanied by the following supporting documentation: i. Verification of all items for which payment is being requested (e.g., copies of receipts, invoices, payroll records and canceled checks paid for Program costs); and Docusign Envelope ID: 6BUDECAF-CFBC-47E8-B37B-93A26C3EB303 d. All records pertaining to the Program subject to this Agreement shall be maintained by the SUBRECIPIENT for a period of five (5) years from the Effective Date of this Agreement or from the date of earlier termination of this Agreement, unless otherwise directed by CITY. e. All records pertaining to the Program subject to this Agreement shall be made available to CITY upon request. f. The SUBRECIPIENT shall make available for inspection to authorized CITY and HUD personnel, the SUBRECIPIENT'S Records pertaining to the Program and allow those personnel to inspect and monitor its facilities and Program operations, including the interview of the SUBRECIPIENT'S staff and Program participants as required to enable the CITY and HUD officials to fulfill their obligations to ensure compliance with all applicable laws and regulations. 9. REPORTING REQUIREMENTS a. The SUBRECIPIENT shall submit a Quarterly Performance Report to the CITY in a format as prescribed by the CITY on the status of the Program and evidence of compliance with HUD regulations no later than the 151 day of each October, January, April, and July during the term of this Agreement. If any of those dates fall on a Saturday, Sunday or other day on which the CITY is not generally open for business, then the submittal date for such Quarterly Performance Report shall be extended to the next following the CITY business day. b. Said reports shall at a minimum provide sufficient information to assess performance against the specifications included in Attachment "A". Information shall include, but not be limited to, the beneficiary statistics specified in Section 8 of this Agreement. C. SUBRECIPIENT shall submit a cumulative FY 2025-26 Annual Summary Report no later than July 15, 2026. The Annual Report shall include cumulative beneficiary statistics and accomplishments from July 1, 2025 through June 30, 2026, and the status of the Program as of June 30, 2026. 10. CONFLICT OF INTEREST No member, officer, or employee of the SUBRECIPIENT, or its designees or agents, who exercises any functions or responsibility with respect to the SUBRECIPIENT during his or her tenure or for one (1) year thereafter, shall have any interest, direct or indirect, in any contract or subcontract, or the proceeds thereof, for work to be performed in connection with the Subgrant of funds made under this A "M— QT TDDIUi" TDTUAT'r ..t...tl :«..............�e ,.« ........e �,. t.e :..................sa .« ..11 �..t...,............... Docusign Envelope ID: 6BODECAF-CFBC-47EB-B37B-93A26C3EB303 d. All records pertaining to the Program subject to this Agreement shall be maintained by the SUBRECIPIENT for a period of five (5) years from the Effective Date of this Agreement or from the date of earlier termination of this Agreement, unless otherwise directed by CITY. e. All records pertaining to the Program subject to this Agreement shall be made available to 1"TTV nnnn ramiae+ Docusign Envelope ID: 6BODECAF-CFBC-47EB-B37B-93A26C3EB303 i. The SUBRECIPIENT shall not discriminate against any employee or applicant for employment because of race, color, religion, sex, national origin, handicap or familial status. The SUBRECIPIENT shall take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to their race, color, religion, sex, national origin, handicap or familial status. Such action shall include, but not be limited to the following: employment, upgrading, demotion or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The SUBRECIPIENT shall post in conspicuous places, available to employees and applicants for employment, notices to be provided by the contracting officer setting forth the provision of this nondiscrimination clause. ii. The SUBRECIPIENT shall in all solicitations or advertisements for employees placed by or on behalf of the SUBRECIPIENT, state that all qualified applicants shall receive consideration for employment without regard to race, color, religion, sex, national origin, handicap or familial status. iii. The 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 Contract Compliance Officer advising said labor union or workers' representatives of the SUBRECIPIENT' S commitment under this Section and shall post copies of the notice in conspicuous places available to employees and applicants for employment. iv. The 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. V. The SUBRECIPIENT shall furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by the rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and shall permit access to its books, records, and accounts by the Department of Labor and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders. vi. In the event of the SUBRECIPIENT'S noncompliance with the nondiscrimination clauses of this Agreement or with any of such rules, regulations, or orders, this Agreement may be canceled, terminated or suspended in whole or in part and the SUBRECIPIENT may be declared ineligible for further government contracts or Docusign Envelope ID: 6BODECAF-CFBC-47E8-B37B-93A26C3EB303 i. The SUBRECIPIENT shall not discriminate against any employee or applicant for employment because of race, color, religion, sex, national origin, handicap or familial status. The SUBRECIPIENT shall take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to their race, color, religion, sex, national origin, handicap or familial status. Such action Docusign Envelope ID: 6BODECAF-CFBC-47E8-B37B-93A26C3EB303 order as the CITY may direct as a means of enforcing such provisions, including sanctions for noncompliance. b. The SUBRECIPIENT shall refrain from entering into any subcontract subject to Executive Order 11246 of September 24, 1965, with a subcontractor debarred from, or who has not demonstrated eligibility for government contracts and Federally -assisted construction contracts pursuant to said Executive Order and shall carry out such sanctions and penalties for violations of the equal opportunity clause as may be imposed upon contractors and subcontractors by the United States Department of Labor or Secretary of Labor pursuant to Part II, Subpart D of said Executive Order. In addition, the SUBRECIPIENT agrees that, if it fails or refuses to comply with these undertakings, the CITY may take any or all of the following actions: cancel, terminate or suspend in whole or in part the Subgrant and this Agreement; refrain from extending any further assistance to the SUBRECIPIENT under the CDBG Program with respect to which the failure or refusal occurred until satisfactory assurance of the future compliance has been received from such the SUBRECIPIENT; and refer the case to the United States Department of Justice for appropriate legal proceedings. 12. FEDERAL LABOR STANDARDS The SUBRECIPIENT and all subcontractors engaged by the SUBRECIPIENT under contracts in excess of $2,000 for the construction, completion or repair of any building or work financed in whole or in part with assistance provided under this Agreement, shall comply with HUD requirements pertaining to such contracts and the applicable requirements of the regulations of the United States Department of Labor under 29 CFR Parts 3, 5 and 5a, governing the payment of wages and the ratio of apprentices and trainees to journeymen; provided, that if wage rates higher than those required under such regulations are imposed by State or local law, nothing hereunder is intended to relieve the SUBRECIPIENT of its obligations, if any, to require payment of the higher rates. The SUBRECIPIENT shall cause or require to be inserted in full, in all such contracts subject to such regulations, provisions meeting the requirements of the Federal Labor Standards. In order to ensure compliance with said standards, the SUBRECIPIENT shall obtain necessary specifications from an authorized representative of the Community Development Department of the CITY prior to soliciting bids for said construction. No award of the contracts covered under this Section of the Agreement shall be made to any contractor who is at the time ineligible under the provisions of any applicable regulations of the United States Department of Labor to receive an award of such contract. 13. SECTION 3 CLAUSE This Agreement is subject to the requirements of Section 3 of the Housing and Urban Development Act of 1968 (12 USC 1701u). as amended. the HUD regulations issued pursuant thereto at 24 CFR. Docusign Envelope ID: 6BODECAF-CFBC-47E8-B37B-93A26C3EB303 order as the CITY may direct as a means of enforcing such provisions, including sanctions for noncompliance. b. The SUBRECIPIENT shall refrain from entering into any subcontract subject to Executive Order 11246 of September 24, 1965, with a subcontractor debarred from, or who has not demonstrated eligibility for government contracts and Federally -assisted construction ___+... +. ..,,,.c.,,. ++_ —A fNrA r ."A A-1111 norr,. n„4 .„ 1. eor,n4inne and nanal*iae fnr Docusign Envelope ID: 680DECAF-CFBC-47E8-B37B-93A26C3EB303 b. The parties to this Agreement shall comply with HUD regulations in 24 CFR, Subtitle B, Chapter I, Subchapter B, Part 135, which implement Section 3. As evidenced by their execution of this Agreement, the parties to this Agreement certify that they are under no contractual or other impediment that would prevent them from complying with the regulations set forth in 24 CFR, Subtitle B, Chapter I, Subchapter B, Part 135. C. The contractor shall send to each labor organization or representative of workers with which the contractor has a collective bargaining agreement or other understanding, if any, a notice advising the labor organization or workers' representative of the contractor's commitments under this Section 3 clause, and shall post copies of the notice in conspicuous places at the work site where both employees and applicants for training and employment positions can see the notice. The notice shall describe the Section 3 preference, shall set forth minimum number and job titles subject to hire, availability of apprenticeship and training positions, the qualifications for each; and the name and location of the person(s) taking applications for each of the positions; and the anticipated date the work shall begin. d. The contractor shall include this Section 3 clause in every subcontract subject to compliance with regulations in 24 CFR, Subtitle B, Chapter I, Subchapter B, Part 135 and shall take appropriate action, as provided in an applicable provision of the subcontract or in this Section 3 clause, upon a finding that the subcontractor is in violation of the regulations in 24 CFR, Subtitle B, Chapter I, Subchapter B, Part 135. The contractor shall not subcontract with any subcontractor where the contractor has notice or knowledge that the subcontractor has been found in violation of the regulations in 24 CFR Subtitle B, Chapter I, Subchapter B, Part 135. e. The contractor shall certify that any vacant employment positions, including training positions, that are filled (1) after the contractor is selected but before the contract is executed, and (2) with persons other than those to whom the regulations of 24 CFR, Subtitle B, Chapter I, Subchapter B, Part 135 require employment opportunities to be directed, were not filled to circumvent the contractor's obligations under 24 CFR, Subtitle B, Chapter I, Subchapter B, Part 135. Noncompliance with HUD'S regulations in 24 CFR, Subtitle B, Chapter I, Subchapter B, Part 135 may result in sanctions, termination of this contract for default, and debarment or suspension from future HUD assisted contracts. 14. FLOOD DISASTER PROTECTION This Agreement is subject to the requirements of the Flood Disaster Protection Act of 1973 (P.L. 93- Docusign Envelope ID: 6BODECAF-CFBC-47E8-B37B-93A26C3EB303 b. The parties to this Agreement shall comply with HUD regulations in 24 CFR, Subtitle B, Chapter I, Subchapter B, Part 135, which implement Section 3. As evidenced by their execution of this Agreement, the parties to this Agreement certify that they are under no contractual or other impediment that would prevent them from complying with the regulations set forth in 24 CFR, Subtitle B, Chapter I, Subchapter B, Part 135. Docusign Envelope ID: 6BODECAF-CFBC-47E8-B37B-93A26C3EB303 15. LEAD -BASED PAINT This Agreement is subject to requirements of the Lead -Based Paint Poisoning Prevention Act (42 U.S.C. 4821-4846), the Residential Lead -Based Paint Hazard Reduction Act of 1992 (42 U.S.C. 4851- 4856), and 24 CFR Part 35 In compliance with said regulations, the SUBRECIPIENT shall with respect to the SUBRECIPIENT' S property or any property to be acquired or improved by the SUBRECIPIENT under this Agreement: a. Notify occupants about the existence of these hazards so that they can take proper precautions; b. Identify lead -based paint hazards; and C. Control lead -based paint hazards to limit lead exposure to residents. 16. COMPLIANCE WITH AIR AND WATER ACTS This Agreement is subject to the requirements of the Clean Air Act, as amended (42 U.S.C. 1857 et seq.), the Federal Water Pollution Control Act, as amended (33 U.S.C. 1251 et seq.), and the regulations of the Environmental Protection Agency ("EPA") with respect thereto, at 40 CFR Part 15, as amended from time to time. In compliance with said regulations, the SUBRECIPIENT shall cause or require to be inserted in full in all contracts and subcontracts with respect to any non-exempt transaction thereunder funded with assistance provided under this Agreement, the following requirements: a. A stipulation by the contractor or subcontractor that any facility to be utilized in the performance of any non-exempt contract or subcontract is not listed on the List of Violating Facilities issued by the EPA pursuant to 40 CFR 15.20. b. Agreement by the contractor to comply with all the requirements of Section 114 of the Clean Air Act, as amended (42 U.S.C. 1857c-8) and Section 308 of the Federal Water Pollution Control Act, as amended (33 U.S.C. 1318), relating to inspection, monitoring, entry, reports, and information, as well as all other requirements specified in said Section 114 and Section 308, and all regulations and guidelines issued thereunder. C. A stipulation that as a condition for the award of the contract, prompt notice shall be given of any notification received from the Director, Office of Federal Activities, EPA, indicating that a facility utilized or to be utilized for the contract is under consideration to be listed on the EPA List of Violating Facilities. 1 " ♦ Y%10"" TTT"/­1rYr" ♦ T Tf ♦ ""Ww ICT ♦ /"T ♦ MTT T7TT ♦ 1LRF7"1r fN ♦ WTO TT7TTTT T1T0 1 DTT TTTTO ♦ /'IT Docusign Envelope ID: 6BODECAF-CFBC-47E8-B37B-93A26C3EB303 15. LEAD -BASED PAINT This Agreement is subject to requirements of the Lead -Based Paint Poisoning Prevention Act (42 U.S.C. 4821-4846), the Residential Lead -Based Paint Hazard Reduction Act of 1992 (42 U.S.C. 4851- 4856), and 24 CFR Part 35 In compliance with said regulations, the SUBRECIPIENT shall with respect to the SUBRECIPIENT' S Docusign Envelope ID: 6BODECAF-CFBC-47E8-B37B-93A26C3EB303 The Americans with Disabilities Act (42 U.S.C. 12131; 47 U.S.C. 155.201, 218 and 225) (ADA) provides comprehensive civil rights to individuals with disabilities in the areas of employment, public accommodations, State and local government services, and telecommunications. It further provides that discrimination includes a failure to design and construct facilities for first occupancy after January 26, 1993 that are readily accessible to and usable by individuals with disabilities. Further, the ADA requires the removal of architectural barriers and communication barriers that are structural in nature in existing facilities, where such removal is readily achievable hat is, easily accomplishable and able to be carried out without much difficulty or expense. 18. INDEMNIFICATION AND INSURANCE a. The SUBRECIPIENT shall indemnify, protect, defend and hold harmless the CITY, its officers, agents and employees from and against any and all claims, losses, liabilities, damages, obligations, demands, litigation, judgments, suits, proceedings, costs, disbursements or expenses, including without limitation, attorneys' and experts' fees and disbursements, of any kind or of any nature whatsoever which may at any time be imposed upon, incurred by or asserted or awarded against the CITY and arising out of or resulting from this Agreement, caused in whole or in part by any negligent act or omission of the SUBRECIPIENT, its employees, representatives, subcontractors, or anyone for whom the SUBRECIPIENT is legally liable in connection with the performance of this Agreement. Without limiting the SUBRECIPIENT'S indemnification, the SUBRECIPIENT shall maintain in force at all times during the performance of this Agreement a policy or policies of insurance covering its operations. Certificates evidencing the maintenance of the SUBRECIPIENT'S insurance coverage shall be filed with the CITY and approved by the City Attorney on or before the Effective Date of this Agreement, and the CITY shall be given notice in writing at least thirty (30) days in advance of cancellation of any policy, except in the event of non-payment of premium, in which case ten (10) days notice will be acceptable. i. General Liability. Such policy shall include, but is not limited to contractual liability, public liability, and property damage coverage. This policy's single limit liability amount shall not be less than One Million Dollars ($1,000,000). The CITY its officers, agents, and employees shall be named as additional insureds and such insurance shall represent primary insurance not contributing to any insurance issued to the CITY. ii. Automobile. If motor vehicles are used in performing services hereunder, automobile insurance coverage must be obtained with not less than Five Hundred Thousand Dollars ($500,000) single limit liability. The CITY its officers, agents, and employees Docusign Envelope ID: 6BODECAF-CFBC-47E8-B37B-93A26C3EB303 The Americans with Disabilities Act (42 U.S.C. 12131; 47 U.S.C. 155.201, 218 and 225) (ADA) provides comprehensive civil rights to individuals with disabilities in the areas of employment, public accommodations, State and local government services, and telecommunications. It further provides that discrimination includes a failure to design and construct facilities for first occupancy after January 26, 1993 that are readily accessible to and usable by individuals with disabilities. Further, the ADA requires the removal of architectural barriers and communication barriers that are structural in nature in existing Docusign Envelope ID: 6BODECAF-CFBC-47E8-637B-93A26C3EB303 to be constructed on a replacement cost basis or an "all risk" basis, including materials in storage and while in transit and extended coverage, vandalism and malicious mischief. V. Performance Bond for Construction Activities. Pursuant to the requirements regarding performance bonding for construction contracts financed in whole or in part with CDBG funds set forth under 2 CFR Part 200 the SUBRECIPIENT shall secure appropriate bid and performance bonds for any construction work undertaken as part of performance under this Agreement in excess of $25,000, copies of which shall be delivered to the CITY upon request. Certificates evidencing the maintenance of the SUBRECIPIENT'S insurance coverage shall be filed with the CITY and approved by the City Attorney on or before the Effective Date of this Agreement, and the CITY shall be given notice in writing at least thirty (30) days in advance of cancellation of any policy, except in the event of non- payment of premium, in which case ten (10) days notice will be acceptable. b. The obligations of indemnity set forth in this Agreement shall survive the expiration or earlier termination of this Agreement. 19. ASSIGNMENT This Agreement is not assignable by the SUBRECIPIENT without the express prior written consent of the CITY, which consent may be given or withheld in the CITY' S sole and absolute discretion. Any attempt by the SUBRECIPIENT to assign any performance of the terms of this Agreement shall be null and void and shall constitute a material breach of this Agreement upon which the CITY may, among its other remedies, and without limitation, cancel, terminate or suspend this Agreement. 20. ALTERATION No modification, amendment, supplement, alteration or variation in the terms of this Agreement shall be valid unless made in writing and signed by the parties hereto. 21. TIME OF PERFORMANCE AND MODIFICATION, BUDGET MODIFICATION: SCOPE OF WORK MODIFICATION The CITY or the 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 both parties. Such amendments shall not invalidate this Agreement, nor relieve or release the CITY or the SUBRECIPIENT from its obligations under this Agreement. Docusign Envelope ID: 6BODECAF-CFBC-47E8-B37B-93A26C3EB303 to be constructed on a replacement cost basis or an "all risk" basis, including materials in storage and while in transit and extended coverage, vandalism and malicious mischief. V. Performance Bond for Construction Activities. Pursuant to the requirements regarding performance bonding for construction contracts financed in whole or in part with CDBG -A-A —+ c ..a, .,-A--) f=D D--+ 7M +l,e QT MDTrf' MTDATIr U.,11 Docusign Envelope ID: 600DECAF-CFBC-47E6-B37B-93A26C3EB303 a. Do not exceed ten percent (10%) of the funds provided pursuant to this Agreement; b. Are specifically requested by the SUBRECIPIENT or the CITY in writing prior to January 7, 2026; C. Do not alter the total amount of funds provided under this Agreement; d. Will not change the Program goals or scope of services; Are in the best interests of the CITY, HUD and the SUBRECIPIENT in performing the scope of services under this Agreement; f. If related to salaries, are in accordance with any applicable salary ordinances or laws; and g. Do not exceed two (2) requests for budget amendments/modifications during the Program Year. 22. WAIVER The CITY'S waiver of any default, breach or condition precedent shall not be construed as a waiver on the part of the CITY of any other default, breach or condition precedent, or any other right hereunder. 23. PROPERTY OWNERSHIP AND PROCUREMENT a. Upon the expiration or earlier termination of this Agreement or in the event this Agreement is not fully performed to the satisfaction of the CITY, any and all nonexpendable furnishings, equipment or other personal property having a useful life of more than one (1) year and a purchase price of three hundred dollars ($300) or more purchased with any funds provided pursuant to this Agreement and not consumed in the performance of this Agreement shall become the property of the CITY. Such property shall be delivered to the CITY upon written notification by the CITY to the SUBRECIPIENT. Nonexpendable property shall include tangible personal property, including but not limited to office equipment, and real property or any interest in such real property, including any mortgage or other encumbrance of real property as well as any funds derived from the sale or disposition of nonexpendable property. b. Real property acquired by the SUBRECIPIENT from funds made available by this Agreement shall be used solely for the purposes set forth in this Agreement. Should the SUBRECIPIENT or its successors at any time abandon the use of said property or fail at any time to use the same for the purposes hereinafter required, the CITY shall have the right to take possession of Docusign Envelope ID: 6BODECAF-CFBC-47E6-B37B-93A26C3EB303 a. Do not exceed ten percent (10%) of the funds provided pursuant to this Agreement; b. Are specifically requested by the SUBRECIPIENT or the CITY in writing prior to January 7, 2026; C. Do not alter the total amount of funds provided under this Agreement; Docusign Envelope ID: 6BODECAF-CFBC-17EB-837B-93A26C3EB303 SUBRECIPIENT shall obtain three (3) written and documented bids prior to purchasing or leasing any nonexpendable personal property described in Attachment "A". The SUBRECIPIENT must purchase or lease from the lowest responsible bidder. All nonexpendable property purchased or leased pursuant to this Agreement shall be properly identified and inventoried and shall be charged at its actual price, deducting all cash discounts, rebates and allowances received by the SUBRECIPIENT. This inventory shall be provided to the CITY upon request. d. Real property shall be acquired in accordance with the Uniform Relocation Assistance and Real Property Acquisition Policies Act (42 USC4601). 24. OTHER REQUIREMENTS The SUBRECIPIENT shall comply with all applicable City, State of California, or other governmental agency regulations and requirements, including but not limited to issuance of building permits, use permits, and variances. 25. STATUS OF SUBRECIPIENT The SUBRECIPIENT and the agents and employees of the SUBRECIPIENT in the performance of this Agreement shall act in an independent capacity and not as officers or employees or agents of the CITY. 26. SUBRECIPIENT SHALL PROVIDE A DRUG -FREE WORKPLACE BY: a. Publishing a statement notifying employees that the unlawful manufacture, distribution, dispensing, possession, or use of a controlled substance is prohibited in the SUBRECIPIENT'S workplace and specifying the actions that shall be taken against employees for violation of such prohibition; b. Establishing an ongoing drug -free awareness program to inform employees about: i. The dangers of drug abuse in the workplace; ii. The SUBRECIPIENT'S policy of maintaining a drug -free workplace; iii. Any available drug counseling, rehabilitation, and employee assistance programs; and iv. The penalties that may be imposed upon employees for drug abuse violations occurring in the workplace; 1Ld..l : .- .4 .. ...............-...-a aL. ___L ...,_,.._1.._.,... a.. L._ .._...__ __A ..,. �1_- .......11......,. ,..,. ,... ..l 4L, Docusign Envelope ID: 6BODECAF-CFBC-47EB-537B-93A26C3EB303 SUBRECIPIENT shall obtain three (3) written and documented bids prior to purchasing or leasing any nonexpendable personal property described in Attachment "A". The SUBRECIPIENT must purchase or lease from the lowest responsible bidder. All nonexpendable property purchased or leased pursuant to this Agreement shall be properly identified and inventoried and shall be charged at its actual price, deducting all cash discounts, rebates and allowances received by the SUBRECIPIENT. This inventory shall be provided to Docusign Envelope ID: 6BODECAF-CFBC-47EB-B37B-93A26C3EB303 e. Notifying CITY in writing, within ten calendar days after receiving notice under Subsection 26(d) from an employee or otherwise receiving actual notice of such conviction. Employers of convicted employees must provide notice, including position title, to every Subgrant officer or other designee on whose Subgrant activity the convicted employee was working, unless the CITY has designated a central point for the receipt of such notices; f. Taking one of the following actions, within 30 calendar days of receiving notice under Subsection 26(d), with respect to any employee who is so convicted: i. Taking appropriate personnel action against such an employee, up to and including termination, consistent with the requirements of the Rehabilitation Act of 1973, as amended; or ii. Requiring such employee to participate satisfactorily in a drug abuse assistance or rehabilitation program approved for such purposes by a federal, State, or local health, law enforcement, or other appropriate Department; g. Making a good faith effort to continue to maintain a drug -free workplace through implementation of Subsections 26(a), 26(b), 26(c), 26(d), 26(e), and 26(f). 27. DRUG -FREE WORKPLACE CERTIFICATION a. By signing this Agreement, the SUBRECIPIENT is providing the certification set out in Section 26. b. The certification set out in Section 26 is a material representation of fact upon which reliance is placed when the CITY awards the Subgrant. If it is later determined that the SUBRECIPIENT knowingly rendered a false certification, or otherwise violates the requirements of the Drug -Free Workplace Act, the CITY may take action authorized under the Drug -Free Workplace Act. C. If the workplace(s) identified to the CITY changes during the performance of this Agreement, the SUBRECIPIENT shall inform the CITY of the change(s). d. The SUBRECIPIENT has provided the site(s) in Attachment "A" for the performance of work done in connection with this Agreement. e. Definitions of terms in the Nonprocurement Suspension and Debarment common rule and Drug -Free Workplace common rule apply to this certification. The SUBRECIPIENT'S attantinn ie rallari in nartirnlar to tlha fnllnxirinn ilafinitinna frnm /haea "Aaa- Docusign Envelope ID: 6BODECAF-CFBC-47E8-B37B-93A26C3EB303 e. Notifying CITY in writing, within ten calendar days after receiving notice under Subsection 26(d) from an employee or otherwise receiving actual notice of such conviction. Employers of convicted employees must provide notice, including position title, to every Subgrant officer or other designee on whose Subgrant activity the convicted employee was working, unless the CITY has designated a central point for the receipt of such notices; rT..L:«. .... . 4r A.,. r 11....,:-.,- ..,.4:,..-.. ...:aL:.. In ,...1...-,7.._ .]..-... _'r --.:—._ . .__ ----'�-- Docusign Envelope ID: 660DECAF-CFBC-47EB-B37B-93A26C3EB303 "Employee" means the employee of the SUBRECIPIENT directly engaged in the performance of work under this Agreement, including: (i) all "direct charge" employees; (ii) all "indirect charge" employees; and (iii) temporary personnel and consultants who are directly engaged in the performance of work under this Agreement and who are not on the SUBRECIPIENT'S payroll. 28. ANTI -LOBBYING 29. By signing this Agreement, the SUBRECIPIENT is providing the certification set out in this Section that: a. No Federal appropriated funds have been paid or shall be paid, by or on behalf of the SUBRECIPIENT, 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 shall 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 shall complete and submit Standard Form LLL, "Disclosure of Lobbying Activities," in accordance with its instructions; and C. This language on anti -lobbying of this certification be included in the award documents for all subawards at all tiers (including subcontracts, subgrants, and contracts under grants, loans, and cooperative Agreements) and that all subrecipients shall certify and disclose accordingly. This Agreement shall be binding upon and inure to the successors in interest of CITY and SUBRECIPIENT in the same manner as if such party had been expressly named hereinafter. 30. NOTICE All notices and communications between the parties shall be addressed as follows: NOTICE TO Jessica Herrera, Housing Manager Docusign Envelope ID: bBODECAF-CFBC-47E6-B37B-93A26C3EB303 "Employee" means the employee of the SUBRECIPIENT directly engaged in the performance of work under this Agreement, including: (i) all "direct charge" employees; (ii) all "indirect charge" employees; and (iii) temporary personnel and consultants who are directly engaged in the performance of work under this Agreement and who are not on the SUBRECIPIENT'S payroll. 28. ANTI -LOBBYING Docusign Envelope ID: 6BODECAF-CFBC-47EB-B37B-93A26C3EB303 IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and year first above written. "SUBRECIPIENT" FRIENDL Y CENTER, INC. "CITY" CITY OF ORANGE DOCUSigned by: Signed by: By: wua cudb po' By: R42gCGEt@tb; I�:D. &@fUggli&fibrand, City Manager President ATTEST: sbo.d W. By: .City Clerk APPROVED AS TO FORM: pned by: By:Es!--� 4Ffi 4 6*tan Senior Assistant City Attorney NOTE: CITYrequires the following signature(s) on behalf of SUBRECIPIENT.- A. (1) the Chairman of the Board, the President or a Vice -President, AND (2) the Secretary, the Chief Financial Officer, the Treasurer, an Assistant Secretary or an Assistant Treasurer. If only one corporate officer exists or one corporate officer holds more than one corporate office, please so indicate. OR B. The corporate officer, Executive Director, or other person named in a corporate resolution as authorized to enter into this Agreement. A copy of the corporate resolution, certified by the Secretary close in time to the execution of the Agreement, must be provided to CITY with the executed Agreement. Docusign Envelope ID: 6BODECAF-CFBC-47E8-B37B-93A26C3EB303 IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and year first above written. "SUBRECIPIENT" "CITY" FRIENDLY CENTER, INC. CITY OF ORANGE Docusign Envelope ID: 6BODECAF-CFBC-47E6-B37B-93A26C3EB303 FY 2025-26 CITY OF ORANGE COMMUNITY DEVELOPMENT BLOCK GRANT PROGRAM Subrecipient Agreement 1. Nonprofit Organization • Nonprofit Name: • Director: • Contact Person: • Title: • Extension: E-mail: 2. Project/Program Title: 3. Project/Program Location: 4. Funding Period: 5. CDBG Funds Amount: 6. Funding Summary: ATTACHMENT "A" Friendly Center, Inc. Kenia Cueto, PH.D. Jessica Ruelas Director of Programs 714-771-5300 x 136 Jessica@friendlycenter.org Community Food Orange 147 W. Rose Avenue, Orange 92867 Mailing Address: PO Box 706, Orange 92856 July 1, 2025 - June 30, 2026 $14,658 Total Other Funding Program/Project Cost Category CDBG Funds Sources Budget (All Funding Sources 1. Personnel Services $ 14,658 S 33,377 $ 48,035 Salaries, benefits, etc. 2. Miscellaneous Program/Project Costs (Office supplies, travel expenses, professional $ 0 $ 651,506 $ 651,506 services, etc.)+Inkind Value 3. Capital Outlay $ 0 $0 $ 0 (Property acquisition, construction costs, etc. 4. TOTAL $ 14,658 $ 684,883 $ 699,541 7. Activity Summary: nperriha nrniPrt/,nrnarnm fnr which (''T)Rr: fimrle will ha iicPrl Docusign Envelope ID: 6BODECAF-CFBC-47EB-B37B-93A26C3EB303 FY 2025-26 CITY OF ORANGE COMMUNITY DEVELOPMENT BLOCK GRANT PROGRAM Subrecipient Agreement 1. Nonprofit Organization • Nonprofit Name: • Director: • Contact Person: • Title: ATTACHMENT "A" Friendly Center, Inc. Kenia Cueto, PH.D. Jessica Ruelas Director of Programs Docusign Envelope ID: 6BODECAF-CFBC-47E8-B37B-93A26C3EB303 Timeline Reimburse "E ' enditures 1 — 2024 $3,664.50 2 — 2024 $3,664.50 3 — 2025 $3,664.50 4 - 2025 $3,664.50 8. Estimated Accomplishments and estimated timelines: Describe planned goals and accomplishments. Timeline Milestone „ I Providing nutritious food to LMI Persons Est. # LMI Persons Served with CDBG funds Q 1 — 2025 250 Q2 — 2025 Providing nutritious food to LMI Persons 200 Q3 — 2026 Providing nutritious food to LMI Persons 100 Q4 — 2026 Providing nutritious food to LMI Persons 50 We expect to provide 600 unduplicated individuals nutritious food through multiple Community Food Orange distributions. While the service number is unduplicated, the community can access food as often as needed. Staff hours attributable to the CDBG funds are 25 per week. 9. Beneficiary Information For programs that will serve specific areas, provide the following documentation. Attach a map (Attachment "A " — Exhibit 1) showing the location of the program and the boundaries of the service area that will benefit from the program. Friendly Center's Community Food serves any Orange resident with a low or moderate household income in need of food. Prior to receiving services, clients self -certify their household size and income by signing the City of Orange CDBG Program Client Eligibility Certification. The City of Orange CDBG Program Client Eligibility Certification is updated and re -signed by clients each CDBG program year. Attachment "A" Page 2 of 2