HomeMy WebLinkAboutAGRMT NO KRGSA 19-004KRGSA 19-004
PROPOSITION 1
SUSTAINABLE GROUNDWATER PLANNING GRANT
SUBGRANT AGREEMENT
Between the Kern River Groundwater Sustainability Agency and
the Kern Groundwater Authority
This Proposition 1 Sustainable Groundwater Planning Grant Subgrant
Agreement ("Agreement') is made this _L day of 14b, 2019, between the
Kern River Groundwater Sustainability Agency (KRGSA) and the Kern
Groundwater Authority (KGA) (collectively herein "Sponsors");
WHEREAS, KRGSA is comprised of the City of Bakersfield, Kern Delta Water
District, and Improvement District No. 4 of the Kern County Water Agency; and
WHEREAS, KGA is comprised of Arvin Community Services District, Arvin -
Edison Water Storage District, Cawelo Water District, City of Shaffer, Eastside
Water Management Area, Kern County Water Agency, Kern -Tulare Water
District, Kern Water Bank Authority, North Kern Water Storage District, Rosedale -
Rio Bravo Water Storage District, Semitropic Water Storage District, Shafter-
Wasco Irrigation District, Southern San Joaquin Municipal Utility District, Tejon-
Costaic Water District, West Kern Water District, Westside District Water Authority,
and Wheeler Ridge-Maricopa Water Storage District; and
WHEREAS, the Sponsors collaborated and funded a proposal entitled Kern
County Subbasin Groundwater Sustainability Plan Support ("GSP Support") to
apply for funding from the State of California Department of Water Resources
("State") under the 2017 Groundwater Sustainability Plans and Projects Proposal
Solicitation; and
WHEREAS, the State solicitation allowed only one application per subbasin
and KRGSA was named as the applicant on behalf of the Sponsors, and
successfully led the grant application submittal; and
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WHEREAS, the State awarded the Kern Subbasin GSP Support funding and
KRGSA has entered into a Grant Agreement with the State for the purpose of
funding projects associated with the GSP Support; and
WHEREAS, the Grant Agreement between KRGSA and the State, which is
known as "Grant Agreement Between the State of California (Department of
Water Resources) and Kern River Groundwater Sustainability Agency,
Agreement Number 4600012955, 2017 Proposition 1 Sustainable Groundwater
Planning Grant California Public Resources Code § 75026 Et Seq." ("Grant
Agreement"), is attached as Exhibit "A" to this Agreement and is incorporated
by this reference herein; and
WHEREAS, the Grant Agreement provides funds for six groundwater
sustainability planning projects ("Components") that will be carried out by
Groundwater Sustainability Agencies within Kern County; and
WHEREAS, the Grant Agreement provides that KRGSA will act as the Grant
Administrator of the Grant Agreement. In this capacity KRGSA will coordinate
the completion of the Components with the Sponsors, which are the agencies
responsible for completing those projects, will act as an intermediary between
the State and the Sponsors, will be responsible for preparing and submitting
invoices to State and administering grant funds to Sponsors; and
WHEREAS, the Grant Agreement provides that KRGSA and KGA will each
be responsible for implementing Components; and
WHEREAS, Component 1, Grant Administration, will be carried out by
KRGSA; Component 2, Groundwater Modeling, will be sponsored and carried
out by KRGSA; Component 3, Groundwater Model Peer Review, will be
sponsored and carried out by KGA; Component 4, Hydrologic Conceptual
Model and Groundwater Conditions, will be sponsored and carried out by KGA;
Component 5, KGA Groundwater Sustainability Plan Coordination, will be
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sponsored and carried out by (GA; and Component 6, KRGSA GSP
Development, will be sponsored and carried out by KRGSA; and
WHEREAS, KRGSA will be responsible for costs associated with
Components 1, 2 and 6; KGA will be responsible to pay the costs associated with
Components 3-5 and a flat fee for Component 1 as described in Paragraph 7
below; and
WHEREAS, Sponsors shall meet all requirements and bear responsibility for
all liabilities under the Grant Agreement for their respective Components,
including providing matching funds, other cost share or in-kind matching
activities.
NOW, THEREFORE, FOR VALUABLE CONSIDERATION THE RECEIPT OF WHICH
IS HEREBY ACKNOWLEDGED, IT IS MUTUALLY AGREED BY THE SPONSORS THAT:
1. KRGSA shall act as Grantee under the Grant Agreement on behalf
of the Sponsors, and shall, as an eligible grant recipient, enter into the Grant
Agreement with the State on behalf of the Sponsors to implement the approved
Components of the Groundwater Sustainability Plan Support and to administer
grant requirements.
2. KRGSA shall disburse grant funds to Sponsors for work on their
respective Components for activities completed in accordance with the terms
of the Grant Agreement but shall only be obligated to do so upon receipt of
grant funds for that work from the State and in accordance with disbursement
requirements of the Grant Agreement and Paragraph 6b below.
3. The Grant Agreement requires KRGSA, as Grant Administrator, to
submit prescribed documentation to the State regarding the Components.
KRGSA shall submit to the State in a timely manner invoices, reports, and
assurances received from Sponsors prepared to meet and comply with the
accounting, reporting, and other requirements in the Grant Agreement for their
respective Components. Sponsors are responsible for submitting such
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documents to KRGSA with sufficient time for KRGSA to comply with requirements
of the Grant Agreement. Component Sponsors are responsible to submit
documentation to KRGSA that is compliant with State requirements to support
the timely submittal to the State of required documentation.
4. KRGSA shall account for Grant Agreement funds separately from all
of KRGSA's other funds in accordance with the Grant Agreement. Sponsors shall
maintain books, records, and other documents pertinent to their work in
accordance with the Grant Agreement.
5. a.) Sponsors shall carry out and/or perform their respective
Components in accordance with all requirements for their respective
Components as set forth in the Grant Agreement. The terms and requirements of
the Grant Agreement, or any amendment thereof, shall be controlling and
mandatory for the purposes of this Agreement where those terms and
requirements relate, to any extent, to the Components. Each Sponsor shall fulfill
all assurances, declarations, representations and commitments made by that
Sponsor to either KRGSA or the State in support of that Sponsor's request for
grant funds. Sponsors shall meet all requirements and limitations of the Grant
Agreement for their respective Components.
b.) In the event any Sponsor wishes to alter the schedule, materials,
methods or deliverables related to its respective Component as set forth in the
Grant Agreement, such Sponsor shall immediately provide notice to KRGSA's
representative. Component Sponsors will submit to KRGSA the rationale and
reasoning for the altering of component schedule, materials, methods or
deliverables. KRGSA shall timely forward Sponsor's request for alteration to the
State for consideration, pending the submittal of the rationale and reasoning to
KRGSA for the requested changes.
c.) As KRGSA is acting as the Grant Administrator under the Grant
Agreement, questions and other communications related to the Grant
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Agreement or performance of work under the Grant Agreement by Sponsors
shall (unless waived by KRGSA) be coordinated with KRGSA's representative for
resolution with the State.
d.) KRGSA shall facilitate requests for payment, invoices, and other
communication between the Sponsors and the State.
6. a.) Sponsors shall pay and provide documentation supporting all
required grant funds and other cost share (where applicable and in
accordance with the Grant Agreement) for their respective Components and
shall provide all necessary environmental review and obtain all required permits
for their respective Components (where applicable).
b.) KRGSA and Sponsors agree that the Grant Agreement budget
for each respective Component shall be in accordance with the executed
Grant Agreement or Amended Grant Agreement, whichever is most current.as
shown in Table 1 below:
Table 1. Grant Funding and Cost Share Amounts for Project
Components
Componen Grant Other Total
t Funding Cost Share
1
$75,043.00
$77,150.00
$152,193.00
2
$431,957.00
$0.00
$431,957.00
3
$149,208.00
$16,550.00
$165,758.00
4
$281,264.00
$574,286.00
$855,550.00
5
$281,264.00
$551,926.00
$833,190.00
6
$281,264.00
$78,699.00
$359,963.00
Total
$1,500,000.0
$1,298,611.00
$2,798,611.00
0
7. KRGSA retained Horizon Water and Environment, LLC (Horizon) to
provide support for grant administration services as described in the proposal
provided in Exhibit "B." KRGSA will carry out Component 1 which includes
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administration for the overall Grant Agreement, coordinating report, invoice
and deliverable submission over the duration of the grant term from each
Component. Each Sponsor is responsible for the timely submission to KRGSA of
their Component progress report, reimbursement request and deliverables in
accordance with the Grant Agreement and in a format that is of adequate
quality for Department of Water Resources acceptance. In the event that a
Component progress report, reimbursement request and/or deliverable
submitted to KRGSA have informational gaps, errors, omissions, or other internal
inconsistencies; the submittal will be returned to the Sponsor for their revision,
repair or completion. KGA will pay the KRGSA a fee of $7,020.00 for its share of
applicable grant administration costs. KRGSA shall track the grant
administration costs attributable to each Component separately. KRGSA will
refund any unexpended portion of the $7,020.00 fee to the KGA upon
completion of all obligations under the Agreement.
8. a.) To the extent permitted by law, Sponsors shall fully indemnify,
defend, and hold KRGSA (including its officers, employees and agents) and
each other Sponsor (including its officers, employees and agents) free and
harmless from any and all claims, costs, damages, investigations, arbitrations,
lawsuits, and expenses, including reasonable attorneys' fees and expert
expenses, judgments, and awards of liabilities arising out of such indemnifying
Sponsor's performance of this Agreement; work on their respective
Components; failure (of any kind) to comply with the terms and requirements of
the Grant Agreement; or any act or omission on their part that causes KRGSA, as
Grant Administrator, to fail to meet the requirements of the Grant Agreement.
b.) Each Sponsor hereby acknowledges and understands that the
State may, pursuant to the Default Provisions of Paragraph 14 of the Grant
Agreement: demand that funding be immediately repaid, with interest;
terminate any obligation to make future payments; terminate the Grant
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Agreement; or take any other action to protect its interest. In the event that an
act or omission by a Sponsor results in an uncured default pursuant to Paragraph
14 of the Grant Agreement which results in the State demanding a return of
funding, that Sponsor shall be responsible for returning funding to KRGSA in an
amount sufficient to cover the funds and interest demanded by the State. Said
Sponsor shall be responsible for both the immediate payment demanded by the
State and the entire, final obligation to the State (should it exceed the initial
demand) and shall not seek or be entitled to reimbursement from KRGSA or any
other Sponsor, provided that the State's enforcement of the provisions of
Paragraph 14 of the Grant Agreement resulted from Sponsor's default.
9. In accordance with the "Permits, Licenses, Approvals, and Legal
Obligations" provision of the Grant Agreement (Paragraph 14 of Exhibit "A"), the
Sponsors agree that they shall comply with all applicable laws, policies and
regulations in carrying out this Agreement, their respective Components, or any
other acts required or contemplated by the Grant Agreement.
10. KRGSA guarantees that all monies it receives for the respective
Components from the State under the Grant Agreement shall solely and
exclusively be used for the purposes set out in this Agreement; provided,
however, that KRGSA shall not be responsible for any money paid out as a result
of fraud, forgery or misrepresentation.
11. KRGSA shall have no responsibility as Grant Administrator for
maintenance of or insurance for the respective Components of the Sponsors;
provided, however, that KRGSA shall be responsible for all duties of a Sponsor
with respect to Components 1, 2 and b.
12. KRGSA is not acting as a surety. This Agreement is not a
performance, payment, completion or labor and materials bond. KRGSA does
not guarantee or warrant that performance of the respective Component of an
individual Sponsor will proceed, be completed, or that the grant funds for the
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respective Component will be sufficient to meet incurred expenses. KRGSA does
not guarantee or warrant the plans and specifications for the respective
Component of a Sponsor. KRGSA does not guarantee or warrant any estimated
budgets set forth in either this Agreement, the grant application or the Grant
Agreement. KRGSA shall have no responsibility for any aspect of bidding or the
selection of contractors or subcontractors to perform any aspect of the work of
the respective Components (except Components 1, 2 and b) of the Sponsors
under this Agreement. Instead, KRGSA is only acting as a conduit for: 1.) transfer
of grant monies to Sponsors for their respective Components in furtherance of
the Grant Agreement; and 2.) the transmission of invoices, reports, financial
information and State disclosure assurances and other information required by
the Grant Agreement to be transmitted from the Sponsors to the State.
13. KRGSA will not pay any invoices submitted by Sponsor until monies
for approved invoices have actually been transmitted by the State to KRGSA.
KRGSA assumes no liability to any entity, including but not limited to, any Sponsor
or any contractors or subcontractors on the respective Components of the
Sponsors, for any delays by the State in approval or transmittal of grant monies
to KRGSA.
14. The Sponsors agree that if any Sponsor is responsible for a default
pursuant to Paragraph 14 of the Grant Agreement or becomes aware that a
potential default may occur in the future, that Sponsor will work to cure the
default within the time period prescribed by the State. If said Sponsor fails to
cure such a default, it will be liable to KRGSA and all other Sponsors pursuant to
Indemnification provisions of Paragraph 8(b) of this Agreement.
15. It is agreed by the Sponsors that if any applicable state budget act
of the current year or any subsequent year does not appropriate sufficient funds
for the grant and/or if the State terminates the Grant Agreement, then this
Agreement shall be suspended and shall be of no further force or effect. In this
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event, except for those monies already received from the State and approved
for payment for the work on the Components, KRGSA shall have no liability to
transmit any monies for work on the respective Components to the Sponsors. For
their respective Components, Sponsors agree to indemnify, defend and hold
harmless KRGSA from any claims asserted against KRGSA by any entity if such
claims derive from the failure of the state budget act to appropriate sufficient
funds for the Components.
16. KRGSA shall not be responsible for securing insurance protection
against loss or damage from any source (including but not limited to the
following: fire, earthquake, vandalism or theft) to the respective Components of
the Sponsors (other than Components 1, 2 and 6) or any pre -purchased
materials. KRGSA is not liable for any loss or damage resulting from the failure to
secure any such insurance. Sponsors shall provide all insurance required or
desired for their respective Components.
17. Upon completion of construction or performance of the respective
Component of the Sponsor or termination of this Agreement with respect to an
individual Sponsor, KRGSA shall: disburse to that Sponsor any remaining sums of
money in the account approved by the State for payment to that Sponsor,
which have not already been disbursed by KRGSA. Should DWR require annual
Post -Performance Reports in accordance with the Grant Agreement Exhibit F,
sponsors shall be required to prepare the reports at their own expense.
18. Sponsors shall proceed with all reasonable diligence in: 1.) the
commencement and completion of their respective Components; 2.)
submission of written reports, financial information, insurance, bonds, and
assurances required by the Grant Agreement for their respective Components;
and 3.) submittal of requests for payment that are fully compliant with the Grant
Agreement and accompanied by written verification under penalty of perjury
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that the request for payment is truthful and accurate and the described costs
have all been incurred solely for their respective Components.
19. KRGSA shall not be obligated to recognize any assignment of this
Agreement by any Sponsor to any third party, except as agreed to in writing by
KRGSA. Any assignment without the required written authorization is void ab
initio.
20. Should any provision of this Agreement be found invalid, such
invalidity shall not, in any way, affect the remaining provisions of this Agreement.
21. This Agreement is only for the benefit of the Sponsors and not for the
benefit of any third party.
22. If any provision of this Agreement conflicts with the Grant
Agreement, the provisions of the Grant Agreement shall control.
23. Each Sponsor shall designate in a written notice to KRGSA the
representatives) that will be responsible for making reimbursement requests to
KRGSA. The signature of such representative on any request for payment shall
conclusively and finally establish the right of KRGSA to draw checks as so
requested, subject to KRGSA's performance of its responsibilities as Grant
Administrator to the Grant Agreement and subject to the State's transmittal of
grant monies to KRGSA for the respective Component of the Sponsor requesting
payment.
24. Nothing in this Agreement shall create any contractual relationship
between any contractor or subcontractor of any Sponsor and KRGSA (other
than its own). Sponsors agree to be fully responsible to KRGSA for the acts and
omissions of their contractors, subcontractors, and persons either directly or
indirectly employed by them or otherwise acting as an agent of the Sponsor.
Sponsors' obligation to pay their contractors and subcontractors is independent
of the obligation of the State to transmit monies to KRGSA and KRGSA's
obligation to transmit monies to a Sponsor. As a result, KRGSA shall have no
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obligation to pay monies to any contractor or subcontractor of any Sponsor
(other than its own).
25. Sponsors agree that, at Sponsors' sole expense, Sponsors shall
ensure that KRGSA, its officers, directors, and employees and agents, shall be
named as additional insured, and insured in the same amount as Sponsors, on
all policies which Sponsors are required to obtain for their respective
Components pursuant to the Grant Agreement. Sponsors agree to provide
KRGSA with written documentation that it has been so named as an additional
insured on all such insurance policies during the term of this Agreement.
26. The term of this Agreement shall be the same as, and coincide with,
the term of the Grant Agreement and any extensions thereof. This Agreement
shall terminate upon completion of all obligations under the Grant Agreement
for the KGA Sponsored component projects (3-5).
27. For three years after completion of the respective Component or
longer if otherwise required by the Grant Agreement, KRGSA and each
respective Sponsor shall retain copies of records of: 1.) deposits into, and
disbursements from, accounts for the Sponsor's respective Component; and 2.)
requests for payment. Upon prior written request, KRGSA and such Sponsor shall
provide reasonable access to inspect such records to each other or the State
during normal business hours.
28. Each of the Sponsors represents and warrants that each person
signing this Agreement on behalf of any of the Sponsors has legal authority to
sign this Agreement and bind that party.
29. Notice pursuant to this Agreement shall be deemed received on
the day of delivery if personally served or provided by e-mail and on the 2^d day
following posting if provided by United States mail. Notice shall be given to the
following representatives at the addresses shown below unless notification of a
change is provided.
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Kern River Groundwater
Sustainability Agency
Board Chair
City of Bakersfield
1600 Truxtun Avenue
Bakersfield, CA 93301
Phone: (661) 326-3751
E-mail: kraso@kernriverasa.ora
Kern Groundwater Authority
Board Chair
1800 30th Street, Suite 280
Bakersfield, CA 93301
Phone: (661) 479-7171
E-mail: pooire@kernawa.com
30. This Agreement is entered into and shall be construed and
interpreted in accordance with the laws of the State of California.
31. This Agreement has been negotiated by the Sponsors and shall not
be construed against any Sponsor as the drafting party.
32. This Agreement will be considered binding and effective when it
has been fully executed by the Sponsors. This Agreement may be executed in
counterpart originals, with all counterparts taken as a whole constituting the
complete Agreement.
WHEREFORE, having read the foregoing and having understood and
agreed to the terms of this Agreement, the Sponsors have affixed their
signatures below:
[SIGNATURES FOLLOW ON NEXT PAGE]
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SIGNATURES
KERN RIVER GROUNDWATER WAINMRITY AGENCY
By:
Printed Name:
Title:
Date:
KERN GROUNDWATER AUTHORITY
r/�/�--
By:
Printed Name: 7IF^/ 15 8J1111KS
Title:
Date: 5/ /114
Ar,Fl` v
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