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HomeMy WebLinkAbout2009-07-21; City Council; 19901; Lake Calavera Preserve grant fun acceptanceCITY OF CARLSBAD - AGENDA BILL 4 AB# MTG. DEPT. 19,901 Q7/21/09 PLN Acceptance of a TransNet EMP Grant for the Lake Calavera Preserve Planning Area Access Control and Habitat Restoration Project DEPT. HEAD CITY ATTY. CITY MGR. ^L RECOMMENDED ACTION: That the City Council ADOPT Resolution No.2009-189 accepting the $286,667 reimbursement grant award from the San Diego Association of Governments (SANDAG) TransNet Environmental Mitigation Program FY 2009/10 Land Management Grant, authorizing the City Manager to enter into the Grant Agreement contract between SANDAG and the City, and directing the Finance Director to appropriate the funds to the Habitat Management Program. ITEM EXPLANATION: In September 2008, SANDAG Board of Directors approved a process and criteria for funding eligible land management activities under the TransNet Environmental Mitigation Program (EMP) for FY 2009/10. A total of $1.63 million was made available for land management activities related to invasive species control, post-wildfire recovery, habitat restoration, and/or access and litter control. On March 3, 2009 the Carlsbad City Council authorized the Parks and Recreation Department to apply for grant funds for the Lake Calavera Preserve Planning Area Access Control and Habitat Restoration project. The project area (Exhibit 2), is located in the Northeast Quadrant of the City and includes the City-owned Lake Calavera Mitigation Parcel and the adjacent preserve lands owned by the California Department of Fish and Game (CDFG). The scope of work (Exhibits 3 and 4) identified in the grant application includes installation of fencing, gates and signs to control unauthorized access around the 735-acre project area; restoration of 5 acres of degraded habitat near the northern boundary of the project area; public outreach and education; and project administration. In an e-mail dated May 27, 2009 SANDAG advised the City that the City's grant application was ranked No. 1 out of 29 applications and was approved with the full funding request (Exhibit 4). The Parks and Recreation Department and the Planning Department will be working together on the project implementation and administration. The grant will allow the City to quickly proceed with installation of fencing and signage around the Lake Calavera preserve area. The City's agreement with the preserve manager, Center for Natural Lands Management (CNLM), committed to fencing the preserve, decommissioning trails, and installing signs to direct pedestrian traffic onto authorized trails. These projects have been delayed for a number of reasons, including a delay in the adoption of the Lake Calavera Trails Master Plan. Unauthorized use of trails and illegal dumping are two of the biggest problems at the preserve and the lack of fencing and signage has lead to an increase in the number of hours spent patrolling the area. Installation of the fencing, gates and signage is expected to directly DEPARTMENT CONTACT: Barbara Kennedy 760.602.4626 barbara.kennedv@carlsbadca.gov FOR CITY CLERKS USE ONLY. COUNCIL ACTION: APPROVED DENIED CONTINUED WITHDRAWN AMENDED &nn Dn CONTINUED TO DATE SPECIFIC CONTINUED TO DATE UNKNOWN RETURNED TO STAFF OTHER -SEE MINUTES nn D D Page 2 reduce the number of hours spent by CNLM patrolling the Lake Calavera preserve area. This will enable CNLM to spend their budgeted hours in other areas that could benefit from increased patrolling. Additionally, the restoration efforts will result in an improved quality of habitat in the preserve, will reduce the impacts from erosion (due to illegal use of trails), and will reduce the time spent by the preserve manager for weeding, trash removal, and patrolling. The City is required to enter into a Grant Agreement contract with SANDAG (Exhibit 6). The City Attorney has reviewed and approved the form of the agreement. The agreement requires approval from SANDAG prior to the City's signature on the agreement. The attached resolution will authorize the City Manager to enter into the agreement on the City's behalf. FISCAL IMPACT: The following tables indicate the sources and uses of funds: SOURCE OF FUNDS Grant City Matching Funds: Volunteer/ln-kind Services Total: $ 286,667 $ 75,923 $ 129,542 $ 492,132 USE OF FUNDS Fencing Habitat Restoration Monitoring and Maintenance Year 1 (grant) Year 2 (grant) YearS (grant) Year 4 (volunteers) YearS (volunteers) Public Outreach Project Administration Total: $ $ 188,206 100,000 $ $ $ $ $ $ $ $ 25,000 25,000 25,000 25,000 25,000 43,880 35,046 492,132 Staff requests the Finance Director be authorized to appropriate $236,667 of the grant award to cover the expenses for Year 1, which includes fencing, habitat restoration, and monitoring and maintenance. The sources for matching funds include over $76,000 in the FY 2008-09 Community Development Department HMP budget for fencing and signage and over $50,000 in the form of volunteer hours. The remainder of matching funds includes contributions by CDFG and the City for in-kind services for public outreach/education, and in-kind services for administrative tasks that are currently included in the City's contracts with CNLM and the City's Preserve Steward. There will be no use of City funds beyond those already budgeted. ENVIRONMENTAL IMPACT: The proposed management activities (fencing, signs, public outreach and education) are consistent with the City's approved Preserve management Plan, Habitat management Plan, and Open Space management Plan. These regulatory documents have been approved by State and Federal wildlife agencies. Therefore, these activities constitute actions by a regulatory agency for the protection of the environment and are categorically exempt from further review pursuant to Page3 Section 15308 of State CEQA Guidelines. The proposed habitat restoration activity is also exempt from environmental review pursuant to Section 15333 (Small Habitat Restoration Projects) of CEQA. In making this determination, the Planning Director has found that the exceptions listed in Section 15300.2 of the State CEQA Guidelines do not apply to this project. A Notice of Exemption will be filed. EXHIBITS: 1. City Council Resolution No. 2009-189 2. Location Map 3. Lake Calavera Preserve Planning Area Access Control and Habitat Restoration Plan 4. Scope of Work 5. Award Announcement 6. Draft Grant Agreement Contract (See Exhibit 4 above for scope of work) 3 E-X H ' lj t f ! 1 RESOLUTION NO. 2009-189 2 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CARLSBAD, CALIFORNIA, ACCEPTING A TRANSNET EMP 3 GRANT FOR THE LAKE CALAVERA PRESERVE PLANNING AREA ACCESS CONTROL AND HABITAT RESTORATION 4 PROJECT. 5 WHEREAS, the SANDAG Board of Directors approved a process and criteria 6 for funding eligible land management activities under the TransNet Environmental Mitigation 7 Program (EMP) for FY 2009/10; and o WHEREAS, the Parks and Recreation Department, with City Council approval, 9 applied for these grant funds for the Lake Calavera Preserve Planning Area Access Control and Habitat Restoration Project; and WHEREAS, the Parks and Recreation Department was awarded a 12 reimbursement grant in the amount of $286,667 to be used for fencing, signage, and habitat 13 restoration within the Lake Calavera Preserve Planning Area; and 14 WHEREAS, the City Council will provide matching funds in the amount of 15 $75,923 included in the FY2008/09 budget for fencing and signage, with the remainder of 16 matching funds ($129,542) will be met through contributions by California Department of Fish 17 and Game and the City for in-kind services for public outreach/education and administrative 18 tasks, and through the use of volunteer groups for restoration monitoring and maintenance; and 19 WHEREAS, the proposed scope of work is expected to reduce the risk of further 20 degradation due to illegal activities; will result in a significant cost-savings to the City for 21 expenses associated with garbage removal, patrolling public use, law enforcement, erosion 22 control, and restoration of disturbed areas; and would vastly improve the quality of the habitat 23 preserve. 24 NOW, THEREFORE, BE IT HEREBY RESOLVED by the City Council of the City 25 of Carlsbad: 26 1. That the above recitations are true and correct. 27 28 1 2. That the City Council accepts the reimbursement grant award from the 2 San Diego Association of Governments (SANDAG) for EMP funding in the amount of up to 3 $286,667 for the Lake Calavera Preserve Planning Area Access Control and Habitat 4 Restoration Project. 5 3. That the City Manager is authorized to enter into the Grant Agreement 6 with SANDAG to accept the grant award for the Lake Calavera Preserve Planning Area Access 7 Control and Habitat Restoration Project. 8 4. That the Finance Director is authorized to appropriate $236,667 to the 9 Habitat Management Program. 10 // 11 // 12 // 13 // 14 „ 15 // 16 „ 18 „ 19 // 20 „ 21 // 22 // 23 // 24 // 25 // 26 27 28 -2- 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 PASSED, APPROVED AND ADOPTED at a Regular Meeting of the City Council of the City of Carlsbad on the 21st day of July, 2009, by the following vote to wit: AYES: Council Members Lewis, Kulchin, Hall, Packard and Blackburn. NOES: None. ABSENT: None. LEWIS, Mayor ATTEST: LORRAINE (SEAL) (0 Project Area '-. Adjacent Preserves: '• • ( ) Hardline - Future Managed Preserve Area Hardline - Preserve Actively Managed f ) Softline Preserve Area .t-U-t-u Regional Location Map Lake Calavera Mitigation Parcel 263 Acres Ownership: City of Carlsbad Management: CNLM Calavera Heights Mitigation Parcel 107 Acres Ownership: CDFG Management: CDFG CIlttOKOGEANSIDE Carlsbad Highlands Ecological Reserve ^"365 Acres' Ownership:NCDFG £Man~agement:NCbFNG VISTA J:\Requests\Planning\3839806_09\CalaveraLocation8x11.mxd EXHIBIT 2 City of Carlsbad Calavera Preserve Planning Area Location Map • / ,TA u'Y' > t* I Future JB I High * (School Fence • 12-foot Access Gate • Entry Kiosk f M ® Pedestrian Access Gate Small Sign Preserve Parcel Proposed Lake Calavera Trail System (Not a Part) Restoration Areas: Current Restoration Project Future Trails Plan Restoration Area _J Proposed Restoration Area * Fences: Existing 3-strand Smooth Wire Fence ——^ Existing K-rail ^-^— Proposed 3-strand Smooth Wire Fence - - - - Phase II Proposed 3-strand Smooth Wire Fence ——• Proposed Chain-link Fence ^^— Proposed Post and Rail Fence • Fence locations are conceptual and will be adjusted to include trail access points at appropriate locations. J:\Requests\Planning\3839806_09\HabitatRestoration8x11.mxd City of Carlsbad Calavera Preserve Planning Area Access Control and Habitat Restoration EXHIBITS e PROJECT NO. CALAVERA PRESERVE PLANNING AREA ACCESS CONTROL AND HABITAT RESTORATION PROJECT Exhibit A SCOPE OF WORK The purpose of the project is to provide access control, habitat restoration, and public outreach for the 735-acre Calavera Preserve Planning Area, located in the northeast quadrant of the City of Carlsbad. The project consists of a strategic plan with four primary components: 1) Installation of perimeter fencing, interior fencing, signage and gates at key locations to guide users to stay on authorized trails, to discourage access on decommissioned trails, and as a deterrent to illegal dumping. Installation is planned to occur outside of the nesting season. 2) Restoration of 5 acres of non-native grassland to Diegan Coastal Sage Scrub and decommissioning of unauthorized trails in the restoration area. Includes 3 years of maintenance by the contractor and 2 years of maintenance by volunteers. 3) Public outreach, active use of volunteers, and education to increase public awareness. 4) Project administration, reporting, contract management, and project management over a 5-year period. The project will extend over a period of five years; however, the grant funding period will be for three years. The last two years, which includes maintenance and monitoring of the revegetation area and annual reporting, does not rely on grant funds. TASK # 1: INSTALL FENCING AND GATES Description: Three types of fencing, gates, signs, and a kiosk will be installed in various locations within the project area in two phases. Phase I includes installation of: • 3-strand smooth wire fencing along portions of the east and west boundaries, and between the boundary of the Lake Calavera Mitigation Parcel and the Carlsbad Highlands Ecological Reserve. • Chain-link fencing and access/pedestrian gates between the preserve and Lake Blvd.(northeast boundary), at Skyhaven Lane (north-central boundary), and near the residences/SDGE easement. • Post and rail fencing near the entrance to the preserve area on Tamarack Avenue (northwest boundary). • Interior signage ("No Trespassing'V'Habitat Restoration Area") at various locations along the fences. • An entry kiosk on the eastern boundary of the preserve near the terminus of Cannon Road. Phase II includes installation of: • 3-strand smooth wire fencing in key areas along the southern boundary of the Carlsbad Highlands Ecological Reserve. Installation will be coordinated with the California Department of Fish and Game (CDFG). • Interior signage ("No Trespassing'V'Habitat Restoration Area") will be installed at various locations along the fence. EXHIBIT 4 nM PROJECT NO. CALAVERA PRESERVE PLANNING AREA ACCESS CONTROL AND HABITAT RESTORATION PROJECT Taskl Task 1.1 Install Fencing and Gates Total Cost Matching Funds Grant Funding Install perimeter fencing 7,770 If. 3-strand smooth wire fencing (Phase I) 5,350 If. 3-strand smooth wire fencing (Phase II) 2,738 If. chain link fencing 1,080 If. post and rail fencing Surveyor - lump sum (Phase I) Surveyor - lump sum (Phase II) Subtotal Task 1.1: $ 46,620 $ 32,100 $ 41,070 $ 21,594 $ 1,000 $ 7,500 $149,884 $ 11,520 $ 0 $ 41,070 $ 0 $ 1,000 $ 0 $ 53,590 $ 35,100 $ 32,100 $ 0 $ 21,594 $ 0 $ 7,500 $ 96,294 Task 1.2 Install gates 12-foot access gate (1) Pedestrian gates (2) Subtotal Task 1.2: $ 5,000 $ 5,000 $ 10,000 $ 5,000 $ 5,000 $ 10,000 $ 0 $ 0 $ 0 Task 1.3 Install interior fencing 4,1 1 1 If. 3-strand smooth wire fencing Surveyor (lump sum) Subtotal Task 1.3: $ 24,666 1,500 $ 26,766 $ 12,333 $ 0 $ 12,333 $ 12,333 $ 1,500 $ 13,833 Task 1.4 Install small signs and entry kiosks Kiosk (1) Small "No Trespassing" signs (43) Install signs Subtotal Task 1.4: TASK 1 TOTAL: $ 1,000 $ 516 $ 640 $ 2,156 $ 188,206 $ 0 $ 276 $ 340 $ 616 $ 76,539 $ 1,000 $ 240 - $ 300 $ 1,540 $111,667 Deliverables: • Photos of signs, gates, fencing, and kiosks, including an aerial photo of the approximate locations. • Photo documentation of decommissioned trails (access barred by fencing). • Costs for fencing, signs, gates and kiosk. TASK # 2: HABITAT RESTORATION Description: The habitat restoration effort consists of restoration of 5 acres of non-native grassland to Diegan Coastal Sage Scrub (DCSS), decommissioning unauthorized trails in the restoration area, monitoring over a 3- year period, and maintenance over a 5-year period. The boundaries of the revegetation area will be determined by City staff, CNLM, and USFWS. Revegetation is planned to be completed prior to December 2009 in order to take advantage of the rainy season for plant establishment. The restoration area will need to meet the 120-day and annual success criteria established by the restoration contractor. The initial 120-day establishment period would occur within the first 4 months of the 5-year period. Monitoring visits would be conducted monthly during Year 1. In Year 2, visits would be conducted monthly from February through July and twice during the remainder of the year. Quarterly visits will be conducted during Year 3. Annual visits will be conducted in June each year to coincide with the peak of the growing season for vegetation and an annual report will be provided for Years 1-5. The restoration will be maintained by the contractor during Years 1-3 and by volunteers during Years 4 and 5. 10 PROJECT NO. CALAVERA PRESERVE PLANNING AREA ACCESS CONTROL AND HABITAT RESTORATION PROJECT Task 2 Task 2.1 Task 2.2 Habitat Restoration Total Cost Matching Funds Grant Funding Restoration + 120-day monitoring 5 acres SuWote/7as/f2.7: $ 100,000 $ 100,000 $ 0 $ 0 $ 100,000 $ 100,000 Restoration Monitoring and Maintenance YeaM Year 2 YearS Year 4 YearS Subtotal Task 2.2: TASK 2 TOTAL: $ 25,000 $ 25,000 $ 25,000 $ 25,000 $ 25,000 $ 125,000 $ 225,000 $ 0 $ 0 $ 0 $ 25,000 $ 25,000 $ 50,000 $ 50,000 $ 25,000 $ 25,000 $ 25,000 $ 0 $ 0 $ 75,000 $ 175,000 Deliverables: • Copy of Restoration Plan • Copy of restoration contract • Quarterly and Annual Reports (see Task 4) TASK # 3: PUBLIC OUTREACH AND EDUCATION Description: The Public Outreach and Education component will be coordinated with the current efforts by the Parks and Recreation Department (including the Citywide Trail Volunteer Trail Program) and the Center for Natural Lands Management (CNLM). Outreach activities will include the following: • Meet with the adjacent neighbors to educate them about edge effects, preserve rules, and how their activities (e.g., feeding wild animals, encroaching ornamental plantings into the preserve, etc.) may impact native wildlife and habitat. • Guided nature walks to educate the public about native plants and animals, invasive species, and the restoration process. • Development of educational materials including HOA newsletter articles, brochures, and posters. • Patrolling to discourage unauthorized activities. • Active use of volunteers to install boundary signs and habitat restoration signs. • Use of volunteers for stewardship of the restoration area during years 4 and 5. The public outreach and education component will be implemented by City Staff (Parks and Recreation Department and Planning Department), CNLM, Preserve Steward (City-funded consultant), and CDFG. TaskS Public Outreach and Education In-kind services Total Cost $ 43,880 Matching Funds $ 43,880 Grant Funding $ 0 Deliverables: • Quarterly reports listing activities completed during the reporting period and a proposed list of activities for the following quarter. • Summary of enforcement activities and trash removal. • Copies of educational newsletters, brochures and posters. PROJECT NO. CALAVERA PRESERVE PLANNING AREA ACCESS CONTROL AND HABITAT RESTORATION PROJECT TASK # 4: PROJECT ADMINISTRATION Description: The Project will be administered by City staff and the Preserve Steward. The administration tasks include reporting, contract management, project management, and volunteer coordination. The measures of success for the project will be summarized in quarterly and annual reports which will include the following: • Successful habitat restoration will meet the 120-day and annual success criteria. • Reduction of habitat fragmentation will be documented by aerial photographs over a period of 5 years and include reports by preserve managers. • Reduction in complaints and incidents related to unauthorized use. • Reduction in illegal dumping and trash. • Reduction in the formation of new illegal trails, BMX bike jumps, and erosion. • Passive restoration of unauthorized trails will be documented by aerial photographs over a period of 5 years. • Success of the public outreach component can be measured by all of the above, as well as a reduction in dumping, planting of ornamentals, and feeding of wildlife along the boundary between the residential back yards and the preserve area. Task 4 Project Administration In-kind services Total Cost $ 35,046 Matching Funds $ 35,046 Grant Funding $ 0 Deliverables: • Quarterly Reports: Years 1-3 • Annual Report: End of year 4 • Final Report: End of year 5 PROJECT NO. CALAVERA PRESERVE PLANNING AREA ACCESS CONTROL AND HABITAT RESTORATION PROJECT Exhibit B APPROVED PROJECT BUDGET Invoices will be provided to SANDAG on a quarterly basis covering the costs of the work done by Task during that time period. Maximum SANDAG Contribution: $ 286,667.00 Maximum Percentage(s) of SANDAG Participation (if applicable): N/A PROJECT NO. CALAVERA PRESERVE PLANNING AREA ACCESS CONTROL AND HABITAT RESTORATION PROJECT Exhibit C PROJECT SCHEDULE TASK 1 2.1 2.2 2.2 2.2 2.2 3 2.2 2.2 4 4 NAME Install perimeter fencing, gates, signs and entry kiosk Habitat Restoration (installation) Restoration Monitoring and Maintenance 120-day monitoring Restoration Monitoring and Maintenance (to end of Year 1) Restoration Monitoring and Maintenance (Year 2) Restoration Monitoring and Maintenance (Year 3) Public Outreach and Education Restoration Monitoring and Maintenance (Year 4) Restoration Monitoring and Maintenance (Year 5) Project Administration Quarterly Reports Years 1-3 Project Administration Annual Reports Years 4 and 5 START September 2009 September 2009 December 2009 April 2010 January 2011 January 2012 September 2009 January 2013 January 2014 January 2010 January 2013 END June 2010 December 2009 March 2010 December 2010 December 2011 December 2012 December 2012 December 2013 December 2014 December 2012 December 2014 ;4 Barbara Kennedy To: Liz Ketabian Subject: RE: SANDAG BMP LAND MANAGEMENT GRANT From: Greer, Keith [mailto:kgr@sandag.org] Sent: Wednesday, May 27, 2009 4:42 PM To: 'Bryan Endress1; 'Charles Stout'; 'Fred Sandquist'; 'George Barnett'; 'Jason Giessow'; 'Jerry Hittleman1; 'Leslie Woollenweber'; 'Markus Spiegelberg'; Liz Ketabian; TDilling@dfg.ca.gov' Subject: SANDAG EMP LAND MANAGEMENT GRANT Congratulations! The SANDAG Board of Directors has approved funding your FY 2009 land management grant at the level shown in the attached word document. It was a very competitive process this year and many great projects were submitted. The next step will be for SANDAG to enter into a contract agreement with your organization for the proposed grant. My colleague Ron Saenz will be leading this effort. If you could email me back with email and phone number of the point of contact for your grant, we can expedite the contracting process. Thank you. - Keith Keith A. Greer Land Use and Transportation Planning SANDAG 619-699-7390 Attachment 3 Funding Recommendations for Proposed FY 09 Land Management Grant Projects Final Overall Rank Project Activities Proposed Requested Funding Recommended Funding Discussion/Conditions City of Carlsbad, Parks and Recreation Department - Calavera Preserve Planning Area The purpose of this project is to provide access control, habitat restoration, and public outreach for the 735-acre Calavera Preserve Planning Area, located in the northeast quadrant of the City of Carlsbad. $286,667 $286,667 Fund restoration and access control. Zoological Society of San Diego & City of San Diego Water Department - Wild Animal Park We propose to support and enhance the survival of coastal cactus wrens in San Pasqual Valley by: (1) enhancing 45 acres of damaged cactus scrub within the Wild Animal Park MSCP through cacti enrichment plantings, (2) construct a cactus propagation and salvage center that will serve as a long-term resource providing native cacti materials for restoration projects throughout the North County, (3) propagate over 1,200 prickly-pear cacti per year for restoration in the San Pasqual Valley, and (4) monitor cactus wren abundance, distribution, and habitat use in relation to habitat enhancement to verify project success. $341,153 $325,290 Fund, with condition that they apply overhead only on personnel costs only not on materials and other direct costs. California Wildlife Foundation - Rancho Jamul Fencing The goal of this project is to prevent trespass by off-road vehicles and the further degradation of sensitive habitat managed by Cal Fish and Game within Proctor Valley by installation of steel barriers in concrete footings. $393,043 $393,043 Fund with condition that the applicant obtains private property owners permission to build fence prior to BOD approval and they identify strategic locations along Proctor Valley road starting from the terminus of the City Water Department fencing project. San Diego River Conservancy - San Diego River in Cities of San Diego, Santee, and County of San Diego Integrated project of (1) invasive species control and restoration, (2) access control and fencing, (3) Park patrol and clean-up, and (4) planning future restoration by outreach to property owners. $721,072 $0 Not recommended for funding. Large project that would require significant matching funds. Matching funds of $1,095,620 have been proposed, but frozen by the state. Recommend reapply next cycle when applicant knows status of matching funds. mXI ro en San Dieguito River Valley Conservancy - Hodges East This request is for TransNet EMP funding to continue annual treatment of pepperweed for $267,350 $267,350 Fund exotic removal and biological monitoring. Gray shaded rows are recommended for funding o Standard Agreement FOR INFORMATION ONLY DO NOT FILL OUT TRANSNET ENVIRONMENTAL MITIGATION PROGRAM FISCAL YEAR 2009 GRANT AGREEMENT [AGREEMENT NUMBER] BETWEEN THE SAN DIEGO ASSOCIATION OF GOVERNMENTS AND [INSERT NAME] REGARDING [INSERT DESCRIPTION] THIS GRANT AGREEMENT [AGREEMENT NUMBER] is made this [Day] day of [Month], [Year], by and between the San Diego Association of Governments (hereinafter referred to as "SANDAG"), 401 B Street, Suite 800, San Diego, California, and [Land Management Organization and address] (hereinafter referred to as "Grantee"). The following recitals are a substantive part of this Agreement: A. In November 2004, the voters of San Diego County approved SANDAG Ordinance 04-01, which extended the TransNet Yz cent sales and use tax through 2048 (TransNet Ordinance). B. The TransNet Extension Ordinance contains provisions for the creation of an Environmental Mitigation Program (EMP), which began being funded by the TransNet Ordinance on April 1, 2008. C. In December 2008, SANDAG issued a request for proposals from entities wishing to apply for a portion of the EMP funds for use on environmental land management projects meeting certain criteria. D. Grantee successfully applied for EMP funds for the following project: [Project Name] (hereinafter referred to as the "Project"). E. The purpose of this Agreement is to establish the terms and conditions for SANDAG to provide Grantee with funding to implement the Project (TransNet Ordinance Assistance). F. Although SANDAG will be providing financial assistance to Grantee to support the Project, SANDAG will not take an active role in managing the Project or retain substantial control over any portion of the Project. NOW, THEREFORE, it is agreed as follows: Section 1. Definitions A. Application means the signed and dated grant application, including any amendment thereto, with all explanatory, supporting, and supplementary documents filed with SANDAG by or on behalf of the Grantee and accepted or approved by SANDAG. All of Grantee's application materials, not in conflict with this Agreement, are hereby incorporated into this Agreement as though fully set forth herein. B. Approval, Authorization, Concurrence, Waiver means a conscious written statement (transmitted in typewritten hard copy or electronically) of a SANDAG official authorized to permit the Grantee to take or omit an action required by this Agreement, which action may not be taken or omitted without such permission. Except to the extent that SANDAG determines otherwise in writing, such approval, authorization, concurrence, or waiver permitting the performance or omission of a specific action does not constitute permission to perform or omit other similar actions. An oral permission or interpretation has no legal force or effect. EXHIBIT 6 C. Approved Project Budget means the most recent statement of the costs of the Project, the maximum amount of assistance from SANDAG for which the Grantee is currently eligible, the specific tasks (including specific contingencies) covered, and the estimated cost of each task that has been approved by SANDAG. The Approved Project Budget is attached hereto as Exhibit B. D. Grantee means that, even if a single organization within a legal entity has executed this Agreement as the Grantee, the entire legal entity is the Grantee. If the Grantee is a consortium, partnership, or other multi-party entity, each participant in, member of, or party to that consortium, partnership, or multi-party entity is deemed "Grantee" for purposes of compliance with applicable requirements of the Agreement for the Project. E. Subgrantee means any contractor or consultant, at any tier, paid directly or indirectly with funds flowing from this Agreement for the Project. Section 2. Project Implementation A. General. The Grantee agrees to carry out the Project as follows: 1. Project Description. Grantee agrees to perform the work as described in the Scope of Work attached as Exhibit A. 2. Effective Date. The effective date of the Agreement or any amendment thereto is the date on which this Agreement is fully executed. The Grantee agrees to undertake Project work promptly after receiving notice that SANDAG has awarded TransNet Ordinance Assistance for the Project. 3. Grantee's Capacity. The Grantee agrees to maintain or acquire sufficient legal, financial, technical, and managerial capacity to: (a) plan, manage, and complete the Project and provide for the use of any Project property; (b) carry out the safety and security aspects of the Project, and (c) comply with the terms of the Agreement and all applicable laws, regulations, and policies pertaining to the Project and the Grantee, including but not limited to the TransNet Ordinance. 4. Project Schedule. The Grantee agrees to complete the Project in a timely manner. Nevertheless, SANDAG and the Grantee agree that milestone dates and other Project completion dates set forth in the Project Schedule attached hereto as Exhibit C are to be treated as good faith estimates rather than precise and firm legal requirements. Changes to Exhibit C or any other Exhibit to the Agreement, shall require written approval from SANDAG. B. Application of Laws. Should a federal or state law pre-empt a local law, regulation, or the TransNet Ordinance, the Grantee must comply with the federal or state law and implementing regulations. No provision of the Agreement requires the Grantee to observe or enforce compliance with any provision, perform any other act, or do any other thing in contravention of federal, state, territorial, or local law, regulation, or ordinance. If compliance with any provision of the Agreement violates or would require the Grantee to violate any law, the Grantee agrees to notify SANDAG immediately in writing. Should this occur, SANDAG and the Grantee agree that they will make appropriate arrangements to proceed with or, if necessary, terminate the Project or portions thereof expeditiously. C. Significant Participation by a Subgrantee. Although the Grantee may delegate any or almost all Project responsibilities to one or more subgrantees, the Grantee agrees that it, rather than any subgrantee, is ultimately responsible for compliance with all applicable laws, regulations, and this Agreement. D. Grantee's Responsibility to Extend Agreement Requirements to Other Entities 1. Entities Affected. Grantee agrees to take appropriate measures necessary to ensure that all Project participants comply with all applicable Federal laws, regulations, and policies affecting Project implementation. In addition, if an entity other than the Grantee is expected to fulfill any responsibilities INU. typically performed by the Grantee, the Grantee agrees to assure that the entity carries out the Grantee's responsibilities as set forth in this Agreement. 2. Documents Affected. The applicability provisions of laws, regulations, and policies determine the extent to which those provisions affect an entity (such as a subgrantee) participating in the Project through the Grantee. Thus, the Grantee agrees to use a written document to ensure that each entity participating in the Project complies with applicable laws, regulations, and policies. a. Required Clauses. The Grantee agrees to use a written document (such as a subagreement, lease, third party contract or other legally binding document) including all appropriate clauses stating the entity's responsibilities under applicable laws, regulations, or policies. b. Flowdown. The Grantee agrees to include in each document (subagreement, lease, third party contract, or other) any necessary provisions requiring the Project participant (third party contractor, subgrantee, or other) to impose applicable laws, Agreement requirements and directives on its subgrantees, lessees, third party contractors, and other Project participants at the lowest tier necessary. E. No SANDAG Obligations to Third Parties. In connection with the Project, the Grantee agrees that SANDAG shall not be subject to any obligations or liabilities to any subgrantee, lessee, third party contractor, or other person or entity that is not a party to the Agreement for the Project. Notwithstanding that SANDAG may have concurred in or approved any solicitation, subagreement, lease, or third party contract at any tier, SANDAG has no obligations or liabilities to any entity other than the Grantee, including any subgrantee, lessee, or third party contractor at any tier. F. Changes in Project Performance (i.e., Disputes, Breaches, Defaults, or Litigation). The Grantee agrees to notify SANDAG immediately, in writing, of any change in local law, conditions (including its legal, financial, or technical capacity), or any other event that may adversely affect the Grantee's ability to perform the Project in accordance with the terms of the Agreement. The Grantee also agrees to notify SANDAG immediately, in writing, of any current or prospective major dispute, breach, default, or litigation that may adversely affect SANDAG's interests in the Project; and agrees to inform SANDAG, also in writing, before naming SANDAG as a party to litigation for any reason, in any forum. At a minimum, the Grantee agrees to send each notice to SANDAG required by this subsection to SANDAG's Office of General Counsel. G. Standard of Care. The Grantee expressly warrants that the work to be performed pursuant to this Agreement shall be performed in accordance with the applicable standard care. Where approval by SANDAG, the Executive Director, or other representative of SANDAG or USFWS is indicated in the Scope of Work, it is understood to be conceptual approval only and does not relieve the Grantee of responsibility for complying with all laws, codes, industry standards, and liability for damages caused by negligent acts, errors, omissions, noncompliance with industry standards, or the willful misconduct of the Grantee or its subgrantees. Section 3. Ethics A. Grantee Code of Conduct/Standards of Conduct. The Grantee agrees to maintain a written code of conduct or standards of conduct that shall govern the actions of its officers, employees, board members, or agents engaged in the award or administration of subagreements, leases, or third party contracts supported with TransNet Ordinance assistance. The Grantee agrees that its code of conduct or standards of conduct shall specify that its officers, employees, board members, or agents may neither solicit nor accept gratuities, favors, or anything of monetary value from any present or potential subgrantee, lessee, or third party contractor at any tier or agent thereof. Such a conflict would arise when an employee, officer, board member, or agent, including any member of his or her immediate family, partner, or organization that employs, or intends to employ, any of the parties listed herein has a financial interest in the entity selected for award. The Grantee may set de minimis rules where the financial interest is not substantial, or the gift is an unsolicited item of nominal intrinsic value. The Grantee agrees that its code of IMU, riujeut conduct or standards of conduct shall also prohibit its officers, employees, board members, or agents from using their respective positions in a manner that presents a real or apparent personal or organizational conflict of interest or personal gain. As permitted by state or local law or regulations, the Grantee agrees that its code of conduct or standards of conduct shall include penalties, sanctions, or other disciplinary actions for violations by its officers, employees, board members, or their agents, or its third party contractors or subgrantees or their agents. 1. Personal Conflicts of Interest. The Grantee agrees that its code of conduct or standards of conduct shall prohibit the Grantee's employees, officers, board members, or agents from participating in the selection, award, or administration of any third party contract or subagreement supported by TransNet Ordinance Assistance if a real or apparent conflict of interest would be involved. Such a conflict would arise when an employee, officer, board member, or agent, including any member of his or her immediate family, partner, or organization that employs, or intends to employ, any of the parties listed herein has a financial interest in the firm selected for award. 2. Organizational Conflicts of Interest. The Grantee agrees that its code of conduct or standards of conduct shall include procedures for identifying and preventing real and apparent organizational conflicts of interest. An organizational conflict of interest exists when the nature of the work to be performed under a proposed third party contract or subagreement may, without some restrictions on future activities, result in an unfair competitive advantage to the third party contractor or subgrantee or impair its objectivity in performing the contract work. B. SANDAG Code of Conduct. SANDAG has established policies concerning potential conflicts of interest. These policies apply to Grantee. For all awards by SANDAG, any practices which might result in unlawful activity are prohibited including, but not limited to, rebates, kickbacks, or other unlawful considerations. SANDAG staff is specifically prohibited from participating in the selection process when those staff have a close personal relationship, family relationship, or past (within the last 12 months), present, or potential business or employment relationship with a person or business entity seeking a contract. It is unlawful for any contract to be made by SANDAG if any individual board member or staff has a prohibited financial interest in the contract. Staff is also prohibited from soliciting or accepting gratuities from any organization seeking funding from SANDAG. SANDAG's officers, employees, agents, and board members shall not solicit or accept gifts, gratuities, favors, or anything of monetary value from consultants, potential consultants, or parties to subagreements. By signing this Agreement, Grantee affirms that it has no knowledge of an ethical violation by SANDAG staff or Grantee. If Grantee has any reason to believe a conflict of interest exists with regard to the Agreement or the Project, it should notify the SANDAG Office of General Counsel immediately. C. Bonus or Commission. The Grantee affirms that it has not paid, and agrees not to pay, any bonus or commission to obtain approval of its TransNet Ordinance Assistance application for the Project. D. False or Fraudulent Statements or Claims. The Grantee acknowledges and agrees that by executing the Agreement for the Project, the Grantee certifies or affirms the truthfulness and accuracy of each statement it has made, it makes, or it may make in connection with the Project. INU riujtiut Section 4. Amount of Funding Assistance The Grantee agrees that SANDAG will provide TransNet Ordinance Assistance for the Project equal to the smallest of the following amounts: (a) the "Maximum SANDAG Amount Approved" of $ , or (b) the amount calculated in accordance with the "Maximum Percentage(s) of SANDAG Participation," which is $ . SANDAG's responsibility to make payments under this Agreement is limited to the amounts listed in the Approved Project Budget for the Project. Grantee's estimate in its application for funding from SANDAG for the Project is the amount that forms the basis upon which SANDAG determines the "Maximum SANDAG Amount Awarded" and "Maximum Percentage(s) of SANDAG Participation." Section 5. Matching Funds Grantee has proposed to provide matching funds for the Project and therefore agrees as follows: A. Duty to Obtain Matching Funds. The Grantee agrees to provide sufficient funds or approved in-kind resources, together with the TransNet Ordinance Assistance awarded, that will assure payment of the actual cost of each Project activity covered by the Agreement for the Project. The amount of matching funds and percentage(s) of matching funds Grantee shall provide are set forth in the Approved Project Budget. The Grantee agrees to complete all proceedings necessary to provide its share of the Project costs at or before the time the matching funds are needed for Project costs. B. Prompt Payment of Matching Funds. The Grantee agrees to provide the proportionate amount of the matching funds promptly as it incurs Project costs or Project costs become due. C. Reduction of Matching Funds. The Grantee agrees that no refund or reduction of the amount of matching funds may be made unless, at the same time, a reduction of the proportional amount of the TransNet Ordinance Assistance provided is made to SANDAG in order to maintain the Maximum Percentage(s) of SANDAG Participation. Section 6. Approved Project Budget Except to the extent that SANDAG determines otherwise in writing, the Grantee agrees as follows: The Grantee and SANDAG have agreed to a Project budget that is designated the "Approved Project Budget." The Grantee will incur obligations and make disbursements of Project funds only as authorized by the Approved Project Budget. An amendment to the Approved Project Budget requires the issuance of a formal amendment to the Agreement, except that re-allocation of funds among budget items or fiscal years that does not increase the total amount of the TransNet Ordinance Assistance awarded for the Project and does not negatively impact the benefits obtained from the Project may be made consistent with applicable laws, regulations, and policies. Prior SANDAG approval is required for transfers of funds from non- construction to construction categories or vice versa or when, in non-construction grants, cumulative transfers of funds between total direct cost categories exceed ten (10) percent of the total budget. Section 7. Payments A. Grantee's Request for Payment When Matching Funds Are Required. The Grantee will demonstrate or certify that it will provide adequate matching funds that, when combined with payments from SANDAG, will cover all costs to be incurred for the Project. Except to the extent that SANDAG determines, in writing, that the Grantee may defer its provision of its matching funds for the Project, a Grantee required under the terms of this Agreement to provide matching funds for the Project agrees that it will not: 1. Request or obtain matching funds exceeding the amount justified by the matching share previously provided, or riUjfc!(Jl INU. flUJtJCl INdHlt!. 2. Take any action that would cause the proportion of TransNet Ordinance Assistance made available to the Project at any time to exceed the percentage authorized by the Agreement for the Project. B. Payment by SANDAG. Upon receiving a request for payment and adequate supporting information, SANDAG will make payment for eligible amounts to Grantee within 30 days if Grantee has complied with the requirements of the Agreement, has satisfied SANDAG that the TransNet Ordinance Assistance requested is needed for Project purposes in that requisition period, and is making adequate progress toward Project completion. After the Grantee has demonstrated satisfactory compliance with the preceding requirements, SANDAG may reimburse the Grantee's apparent allowable costs incurred (or to be incurred in the requisition period), as set forth in the Approved Project Budget for the Project. C. Costs Reimbursed. The Grantee agrees that Project costs eligible for TransNet Ordinance Assistance must comply with all the following requirements. Except to the extent that SANDAG determines otherwise, in writing, to be eligible for reimbursement, Project costs must be: 1. Consistent with the Project Description, the Approved Project Budget, and other provisions of the Agreement, 2. Necessary in order to accomplish the Project, 3. Reasonable for the goods or services purchased, 4. Actual net costs to the Grantee (i.e., the price paid minus any refunds, rebates, or other items of value received by the Grantee that have the effect of reducing the cost actually incurred, excluding program income), 5. Incurred for work performed after the Effective Date of the Agreement, 6. Satisfactorily documented, 7. Treated consistently in accordance with accounting principles and procedures approved by SANDAG for the Grantee, and with accounting principles and procedures approved by the Grantee for its third party contractors and subgrantees, and 8. Eligible for TransNet Ordinance Assistance as part of the EMP. D. Excluded Costs 1. In determining the amount of TransNet Ordinance Assistance SANDAG will provide for the Project, SANDAG will exclude: a. Any Project cost incurred by the Grantee before the Effective Date of the Agreement or Amendment thereto; b. (b) Any cost that is not included in the latest Approved Project Budget; c. Any cost for Project property or services received in connection with a subagreement, lease, third party contract, or other arrangement that is required to be, but has not been, concurred in or approved in writing by SANDAG; d. Any cost ineligible for SANDAG participation as provided by applicable laws, regulations, or policies. 2. The Grantee understands and agrees that payment to the Grantee for any Project cost does not constitute SANDAG's final decision about whether that cost is allowable and eligible for payment under the Project and does not constitute a waiver of any violation by the Grantee of the terms of the Agreement for the Project. riujeui The Grantee acknowledges that SANDAG will not make a final determination about the allowability and eligibility of any cost until the final payment has been made on the Project or the results of an audit of the Project requested by SANDAG or its Independent Taxpayers' Oversight Committee (ITOC) has been completed, whichever occurs latest. If SANDAG determines that the Grantee is not entitled to receive any portion of the TransNet Ordinance Assistance requested or paid, SANDAG will notify the Grantee in writing, stating its reasons. The Grantee agrees that Project closeout will not alter the Grantee's responsibility to return any funds due SANDAG as a result of later refunds, corrections, or other similar transactions; nor will Project closeout alter SANDAG's right to disallow costs and recover funds provided for the Project on the basis of a later audit or other review. E. Federal Claims, Excess Payments, Disallowed Costs, including Interest 1. Grantee's Responsibility to Pay. Upon notification to the Grantee that specific amounts are owed to SANDAG, whether for excess payments- of TransNet Ordinance Assistance, disallowed costs, or funds recovered from third parties or elsewhere, the Grantee agrees to remit to SANDAG promptly the amounts owed, including applicable interest, penalties, and administrative charges. Section 8. Accounting Records In compliance with applicable laws, regulations, and policies, the Grantee agrees as follows: A. Project Accounts. The Grantee agrees to establish and maintain for the Project either a separate set of accounts or separate accounts within the framework of an established accounting system that can be identified with the Project. The Grantee also agrees to maintain all checks, payrolls, invoices, contracts, vouchers, orders, or other accounting documents related in whole or in part to the Project so that they may be clearly identified, readily accessible, and available to SANDAG upon request and, to the extent feasible, kept separate from documents not related to the Project. B. Documentation of Project Costs and Program Income. Except to the extent that SANDAG determines otherwise, in writing, the Grantee agrees to support all costs charged to the Project, including any approved services or property contributed by the Grantee or others, with properly executed payrolls, time records, invoices, contracts, or vouchers describing in detail the nature and propriety of the charges, including adequate records to support the costs the Grantee has incurred underlying any payment SANDAG has agreed to participate in based upon a "payable" milestone. Section 9. Reporting, Record Retention, and Access A. Types of Reports. The Grantee agrees to submit to SANDAG all reports required by laws and regulations, policies, the Agreement, and any other reports SANDAG may specify. B. Report Formats. The Grantee agrees that all reports and other documents or information intended for public availability developed in the course of the Project and required to be submitted to SANDAG must be prepared and submitted in electronic and or typewritten hard copy formats as SANDAG may specify. SANDAG reserves the right to specify that records be submitted in particular formats. C. Record Retention. During the course of the Project and for three years thereafter from the date of transmission of the final expenditure report, the Grantee agrees to maintain, intact and readily accessible, all data, documents, reports, records, contracts, and supporting materials relating to the Project as SANDAG may require. D. Access to Records of Grantees and Subgrantees. The Grantee agrees to permit, and require its subgrantees to permit, SANDAG or its authorized representatives, upon request, to inspect all Project work, materials, payrolls, and nujfcsci other data, and to audit the books, records, and accounts of the Grantee and its subgrantees pertaining to the Project. E. Project Closeout. The Grantee agrees that Project closeout does not alter the reporting and record retention requirements of this Agreement. F. Quarterly Reports. It shall be the responsibility of Grantee to advise SANDAG on a quarterly basis of the progress of its work, expenditures incurred, and information regarding whether the Project is projected to comply with the fee payment schedule and Project budget limits. The quarterly progress report shall be submitted in writing to SANDAG. Grantee shall document the progress and results of work performed under this Agreement to the satisfaction of SANDAG and, if applicable, to the satisfaction of any government agency as directed by SANDAG. This may include progress and final reports, plans, specifications, estimates, or other evidence of attainment of the Agreement objectives, which are requested by SANDAG or the ITOC. Grantee may be required to attend meetings of SANDAG staff and committees, including ITOC, to report on its progress and respond to questions. Section 10. Project Completion, Audit, Settlement, and Closeout A. Project Completion. Within ninety (90) calendar days following Project completion or termination by SANDAG, the Grantee agrees to submit a final certification of Project expenses and audit reports, as applicable. B. Audit of Grantee. The Grantee agrees to have performed financial and compliance audits SANDAG may require. If performed, these financial and compliance audits must comply with the provisions of OMB Circular A-133, Revised, "Audits of States, Local Governments, and Non-Profit Organizations," the latest OMB A-133 Compliance Supplement for U.S. DOT, and any further revision or supplement thereto. The Grantee also agrees to obtain any other audits required by SANDAG. The Grantee agrees that these audits will be conducted in accordance with U.S. Government Accountability Office, (U.S. GAO) "Government Auditing Standards." The Grantee agrees that Project closeout will not alter the Grantee's audit responsibilities. Audit costs are allowable Project costs. C. Performance Audit. The Grantee agrees to cooperate with SANDAG or the ITOC with regard to any performance audit that is performed pursuant to the TransNet Ordinance on the Project. D. Project Closeout. Project closeout occurs when SANDAG notifies the Grantee that SANDAG has closed the Project, and either forwards the final TransNet Ordinance Assistance payment or acknowledges that the Grantee has remitted the proper refund. The Grantee agrees that Project closeout by SANDAG does not invalidate any continuing requirements imposed by the Agreement or any unmet requirements set forth in a written notification from SANDAG. Section 11. Timely Progress and Right of SANDAG to Terminate A. Grantee shall make diligent and timely progress toward completion of the Project within the timelines set forth in the Project Schedule (Exhibit C). If timely progress is not achieved, SANDAG may review the status of the Project to determine if the funds should be reallocated to another eligible project. Grantee understands and agrees that any failure to make reasonable progress on the Project or violation of the Agreement that endangers substantial performance of the Project shall provide sufficient grounds for SANDAG to terminate the Agreement for the Project. B. Upon written notice, the Grantee agrees that SANDAG may suspend or terminate all or any part of the TransNet Ordinance Assistance to be provided for the Project if the Grantee has violated the terms of the Agreement, or if SANDAG determines that the purposes of the laws or policies authorizing the Project would not be adequately served by the continuation of TransNet Ordinance Assistance for the Project. riu|«UL INU. C. In general, termination of TransNet Ordinance Assistance for the Project will not invalidate obligations properly incurred by the Grantee before the termination date to the extent those obligations cannot be canceled. If, however, SANDAG determines that the Grantee has misused TransNet Ordinance Assistance by failing to make adequate progress, failing to make reasonable and appropriate use of Project property, or failing to comply with the terms of the Agreement, SANDAG reserves the right to require the Grantee to refund the entire amount of TransNet Ordinance Assistance provided for the Project or any lesser amount as SANDAG may determine. D. Expiration of any Project time period established in the Project Schedule will not, by itself, automatically constitute an expiration or termination of the Agreement for the Project, however, Grantee must request and SANDAG must agree to amend the contract if the Project Schedule will not be met. An amendment to the Project Schedule may be made at SANDAG's discretion if Grantee provides documentation that the Project is delayed due to factors external to the control of Grantee. Section 12. Civil Rights The Grantee agrees to comply with all applicable civil rights laws, regulations and policies. These include, but are not limited to, the following: A. Nondiscrimination - The Grantee agrees to comply, and assures the compliance of each subgrantee, lessee, or third party contractor at any tier of the Project, with all provisions prohibiting discrimination on the basis of race, color, gender, religion, disability, or national origin under either Title VI of the Civil Rights Act of 1964, the Americans with Disabilities Act or the California Fair Employment and Housing Act as amended. B. Equal Employment Opportunity. Grantee agrees to take affirmative action to ensure that applicants are employed and that employees are treated during employment without regard to their race, color, religion, sex, disability, age, or national origin. Such action shall include, but not be limited to, employment, upgrading, demotions or transfers, recruitment or recruitment advertising, layoffs or terminations, rates of pay or other forms of compensation, and selection for training, including apprenticeship. Section 13. Ownership of Work Product SANDAG shall own any deliverables created in whole or in part for SANDAG's benefit pursuant to the Scope of Work for the Project. The term "deliverables" includes, but is not limited to, all original drawings, reports, and other documents, including detailed calculations and other work product developed for the Project or services performed on the Project. Section 14. Disputes and Venue A. Choice of Law. This Agreement shall be interpreted in accordance with the laws of the State of California. B. Dispute Resolution Process. In the event Grantee has a dispute with SANDAG during the performance of this Agreement, Grantee shall continue to perform unless SANDAG informs Grantee in writing to cease performance. The dispute resolution process for disputes arising under this Agreement shall be as follows: 1. Grantee shall submit a statement of the grounds for the dispute, including all pertinent dates, names of persons involved, and supporting documentation, to SANDAG's Project Manager. The Project Manager and other appropriate SANDAG staff will review the documentation in a timely manner and reply to Grantee within 20 days. Upon receipt of an adverse decision by SANDAG, Grantee may submit a request for reconsideration to SANDAG's Executive Director. The request for reconsideration must be received within 10 days from the postmark date of SANDAG's reply. The Executive Director will respond to the request for reconsideration within 10 working days. The decision of the Executive Director will be final and in writing. INU. nuject 2. If Grantee is dissatisfied with the results following exhaustion of the above dispute resolution procedures, Grantee shall make a written request to SANDAG for mediation with ten days from the postmark of SANDAG's reply. SANDAG shall respond to a request for mediation within thirty (30) calendar days. If SANDAG agrees mediation is appropriate, a mutually-acceptable mediator shall be selected by the parties, and the parties will proceed to mediation of the dispute. C. Venue. If any action is brought to interpret or enforce any term of this Agreement, the action shall be brought in a state or federal court situated in the County of San Diego, State of California. In the event of any such litigation between the parties, the prevailing party shall be entitled to recover all reasonable costs incurred, including reasonable attorney's fees, litigation and collection expenses, witness fees, and court costs as determined by the court. Section 15. Assignment The Grantee agrees that Grantee shall not assign, sublet, or transfer (whether by assignment or novation) this Agreement or any rights under or interest in this Agreement without the written consent of SANDAG, which may be withheld for any reason. Prior notice of such proposed assignment or transfer shall be promptly furnished to SANDAG in writing. Section 16. Insurance Grantee shall procure and maintain during the period of performance of this Agreement, and for 12 months following completion, policies of insurance from insurance companies authorized to do business in the State of California or the equivalent types and amounts of self-insurance, as follows: A. General Liability. Combined single limit of $1,000,000 per occurrence and $2,000,000 general aggregate for personal and bodily injury, including death, and broad form property damage. The policy must include an acceptable "Waiver of Transfer Rights of Recovery Against Others Endorsement." The policy must name SANDAG as an additional insured in the endorsement. A deductible or retention may be utilized, subject to approval by SANDAG. B. Automobile Liability. For personal and bodily injury, including death, and property damage in an amount not less than $1,000,000. C. Workers' Compensation and Employer's Liability. Policy must comply with the laws of the State of California. The policy must include an acceptable "Waiver of Right to Recover From Others Endorsement" naming SANDAG as an additional insured. D. Other Requirements. Grantee shall furnish satisfactory proof by one or more certificates (original copies) that it has the foregoing insurance. The insurance shall be provided by an acceptable insurance provider, as determined by SANDAG, which satisfies the following minimum requirements: 1. An insurance carrier qualified to do business in California and maintaining an agent for service of process within the state. Such insurance carrier shall maintain a current A.M. Best rating classification of "A-" or better, and a financial size of "$10 million to $24 million (Class V) or better," or 2. An insurance carrier qualified to do business in California and a policy provision for an agent for service of process in California. 3. Certificates of insurance shall be filed with SANDAG. These policies shall be primary insurance as to SANDAG so that any other coverage held by SANDAG shall not contribute to any loss under Grantee's insurance. Each insurance policy shall contain a clause which provides that the policy may not be canceled without first giving thirty (30) days advance written notice to SANDAG. For purposes of this notice requirement, any material change in the policy prior to its expiration shall be considered a cancellation. •in INU rsujeut isame. Section 17. Indemnification and Hold Harmless A. Generally. With regard to the Grantee's performance in connection with or incidental to the Project, the Grantee agrees to defend, indemnify, protect, and hold SANDAG and its agents, officers and employees harmless from and against any and all claims asserted or liability established for damages or injuries to any person or property, including injury to the Grantee's or its subgrantees' employees, agents, or officers, which arise from or are connected with or are caused or claimed to be caused by the negligent, reckless, or willful acts or omissions of the Grantee and its subgrantees and their agents, officers, or employees, in performing the work or services herein, and all expenses of investigating and defending against same, including attorney fees and costs; provided, however, that the Grantee's duty to indemnify and hold harmless shall not include any claims or liability arising from the established sole negligence or willful misconduct of SANDAG, its agents, officers, or employees. B. Intellectual Property. Upon request by SANDAG, the Grantee agrees to indemnify, save, and hold harmless SANDAG and its officers, agents, and employees acting within the scope of their official duties against any liability, including costs and expenses, resulting from any willful or intentional violation by the Grantee of proprietary rights, copyrights, or right of privacy, arising out of the publication, translation, reproduction, delivery, use, or disposition of any data furnished under the Project. The Grantee shall not be required to indemnify SANDAG for any such liability caused solely by the wrongful acts of SANDAG employees or agents. Section 18. Independent Contractor A. Status of Grantee. Grantee shall perform the services provided for within this Agreement as an independent contractor, and not as an employee of SANDAG. Grantee shall be under the control of SANDAG as to the result to be accomplished and not the means, and shall consult with SANDAG as provided for in the Scope of Work. The payments made to Grantee pursuant to this Agreement shall be the full and complete compensation to which Grantee is entitled. SANDAG shall not make any federal or state tax withholdings on behalf of Grantee. SANDAG shall not be required to pay any workers' compensation insurance on behalf of Grantee. Grantee agrees to indemnify SANDAG for any tax, retirement contribution, social security, overtime payment, or workers' compensation payment which SANDAG may be required to make on behalf of Grantee or any employee of Grantee for work done under this Agreement. B. Actions on behalf of SANDAG. Except as SANDAG may specify in writing, Grantee shall have no authority, express or implied, to act on behalf of SANDAG in any capacity whatsoever, as an agent or otherwise. Grantee shall have no authority, express or implied, to bind SANDAG or its members, agents, or employees, to any obligation whatsoever, unless expressly provided in this Agreement. Section 19. Integration This Agreement represents the entire understanding of SANDAG and Grantee as to those matters contained in it. No prior oral or written understanding shall be of any force or effect with respect to those matters covered hereunder. This Agreement may not be modified or altered except in writing, signed by SANDAG and the Grantee. Section 20. Severability If any provision of the Agreement is determined invalid, the remainder of that Agreement shall not be affected if that remainder would continue to conform to the requirements of applicable laws or regulations. 1-1 fiujfcHji Section 21. Notice Any notice or instrument required to be given or delivered by this Agreement may be given or delivered by depositing the same in any United States Post Office, registered or certified, postage prepaid, addressed to: San Diego Association of Governments 401 B Street, Suite 800 San Diego, CA92101 Attn: Keith Greer Grantee: [Grantee's Address] Attn: [Grantee Project Manager] and shall be effective upon receipt thereof. Section 22. Signatures The individuals executing this Agreement represent and warrant that they have the legal capacity and authority to do so on behalf of their respective legal entities. IN WITNESS WHEREOF, the parties have executed this Agreement as of the date written above. SAN DIEGO ASSOCIATION [GRANTEE] OF GOVERNMENTS GARY L. GALLEGOS [Full name] Executive Director [Title] APPROVED AS TO FORM: Office of General Counsel INU. riujeci Exhibit A SCOPE OF WORK Project Introduction [paragraph] Task #: Description [Describe Task] Deliverables [Describe Deliverables] 3ft . riujen Exhibit B APPROVED PROJECT BUDGET Invoices will be provided to SANDAG on a quarterly basis covering the costs of the work done by Task during that time period. Maximum SANDAG Contribution: $ Maximum Percentage(s) of SANDAG Participation (if applicable): !-'! UjttUl IMO. Exhibit C PROJECT SCHEDULE TASK 1 2 3 4 5 6 7 8 9 Total NAME START END TRANSNET EMP GRANT PROGRAM INVOICE Standard Agreement To: Keith Greer SANDAG 401 "B" Street, Suite 800 San Diego, CA 92101-4231 From NAME ORGANIZATION ADDRESS Grant Number: HUlillltUHIt Project Name: NAME OF GRANT Grant Invoice Number: # Billing Period: FROM Invoice Date: DATE TO PROJHECTTASK 1 2 3 4 5 6 7 8 9 Description of Task Description of Task Description of Task Description of Task Description of Task Description of Task Description of Task Description of Task Description of Task Description of Task EXPENDED MATCHING FUNDS $ $ $ $ $ $ $ $ $ $ BEGINNING GRANT BALANCE $ $ $ $ $ $ $ $ $ $ PREVIOUS •".;•' GRANT EXPENDITURES $ $ $ $ $ $ $ $ $ $ |Total: $ CURRENT GRANT EXPENDATURES $ $ $ $ $ $ $ $ $ $ $ EXPENDITURES TO DATE $ $ $ $ $ $ $ $ $ $ $ REMAINING BALANCE $ $ $ $ $ $ $ $ $ $ $ Total Current Expenditures: Previous 10% Withheld: Total Amount Due this Invoice: $ $ $ CERTIFICATION OF GRANTEE I hereby certify that the above costs were incurred in performance of the work required under the afrrangement of the grant and are consisent with the amounts evidenced by supporting documents and expenditures. Signature Printed Name and Title Date Deliverables: Summary of Deliverables Provided with Invoice Lisa Hildabrand Subject: FW: Transnet Grant for Lake Calavera All Receive-Agenda Item # For the Information of the: CITY COUNCIL Asst. CM CA y-'fr Jr .. ... .................................. ................... ......... .. . , ...................... .. . - ..... From: Sandra Holder Date JJ^L City Manager Sent: Tuesday, July 21, 2009 12:10 PM To: Lisa Hildabrand; Brian Albright Subject: RE: Transnet Grant for Lake Calavera Lisa, From Planning, Barbara Kennedy with assistance from our Preserve Steward Roseanne Humphrey. From Parks and Rec, Liz Ketabian. From: Lisa Hildabrand Sent: Tuesday, July 21, 2009 11:38 AM To: Sandra Holder; Brian Albright Subject: Transnet Grant for Lake Calavera Hi- Can either of you tell me who did the vast majority of the work on this grant? Some of the council would like to thank the person(s) but it wasn't clear who it was and I didn't know either. Thanks. Lisa CARLSBAD Lisa Hildabrand City Manager City of Carlsbad 1200 Carlsbad Village Drive Carlsbad, CA 92008-1949 www.carlsbadca.gov P: 760-434-2823 F: 760-720-9461 E: lisa.hildabrand@carlsbadca.gov