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HomeMy WebLinkAboutPW South Merrydale - Civic Center Connector ProjectAgenda Item No: 4.m Meeting Date: April 7, 2025 SAN RAFAEL CITY COUNCIL AGENDA REPORT Department: Public Works Prepared by: Grey Melgard, Associate Civil Engineer, April Miller, Public Works Director City Manager Approval: __________ TOPIC: SUBJECT: SOUTH MERRYDALE ROAD – CIVIC CENTER CONNECTOR (RAFAEL MEADOWS) PROJECT GRANT FUNDING AGREEMENTS RESOLUTIONS: 1)RESOLUTION AUTHORIZING THE CITY MANAGER TO EXECUTE A FUNDING AGREEMENT WITH THE U.S. DEPARTMENT OF TRANSPORTATION (USDOT) FOR THE SOUTH MERRYDALE ROAD – CIVIC CENTER CONNECTOR (RAFAEL MEADOWS) PROJECT, IN AN AMOUNT NOT TO EXCEED $1,940,000 ; AND 2)RESOLUTION AUTHORIZING THE CITY MANAGER TO EXECUTE A FUNDING AGREEMENT WITH THE CALIFORNIA DEPARTMENT OF TRANSPORTATION (CALTRANS) FOR THE SOUTH MERRYDALE ROAD – CIVIC CENTER CONNECTOR (RAFAEL MEADOWS) PROJECT, IN AN AMOUNT NOT TO EXCEED $1,940,000 RECOMMENDATION: Staff recommends that the City Council adopt the attached Resolutions, authorizing the City Manager to sign two Funding Agreements with the U.S. Department of Transportation (USDOT) and the California Department of Transportation (Caltrans). BACKGROUND: The Project is located in northern San Rafael. The Rafael Meadows neighborhood is bordered by Sonoma-Marin Area Rail Transit (SMART) train tracks to the northwest, west, and south; North San Pedro Road to the southeast; and U.S. Highway 101 (US-101) to the east. It is encompassed by census tract 1082.01, a Plan Bay Area 2050 Equity Priority Community, and one designated as ‘disadvantaged’ by the USDOT’s Equitable Transportation Community Explorer. The Project will connect the physically isolated Rafael Meadows neighborhood on the west side of the US-101 to key destinations, including schools, the Marin Civic Center, SMART train station, retail, employment, and open spaces. The Project includes the creation of a new multi-use pathway along a freeway rail underpass, filling a critical gap in the existing network and providing the only facility accessible to all ages and abilities of people walking, biking, and using other non- motorized modes traveling between Rafael Meadows across US-101. ____________________________________________________________________________________ FOR CITY CLERK ONLY Council Meeting: 04/07/2025 Disposition: Resolution 15396 and 15397 SAN RAFAEL CITY COUNCIL AGENDA REPORT / Page: 2 The USDOT approved a grant application by the City of San Rafael under the Fiscal Year 2023 Neighborhood Access and Equity (NAE) grant program to receive funds to augment the design and construction of the Project in the amount of $1,940,000. ANALYSIS: As a condition to receive the grant funds, the USDOT requires that Caltrans and USDOT enter into an agreement that awards and allocates $1,940,000 in grant funding for the Project to Caltrans (“USDOT Agreement”). The City of San Rafael must also enter into an agreement that reflects Caltrans decision to subaward the grant funding to the City of San Rafael as the Designated Subrecipient (“Caltrans Designated Subrecipient Agreement”). COMMUNITY OUTREACH: The Project’s importance to community mobility and equity has been identified in various planning documents, such as the SMART Civic Center Station Plan (2013) and the San Rafael Bicycle and Pedestrian Master Plan (2018). Additionally, the Project has risen as a high priority of the Marin County Safe Routes to School Program due to the critical need for neighborhood student access to the Venetia Valley K-8 school, which is comprised of over 600 enrolled students, 94% of whom belong to minority groups and almost 80% of whom qualify for free or reduced lunch programs. Project progress is reviewed at each quarterly public Safe Routes to School San Rafael Task Force meeting. ENVIRONMENTAL DETERMINATION: This action is exempt from the requirements of the California Environmental Quality Act (CEQA) in accordance with CEQA Guidelines Section 15378(b)(5) in that the action does not meet CEQA's definition of a “project” because the action does not have the potential for resulting in either a direct physical change in the environment or a reasonably foreseeable indirect physical change in the environment. The required environmental review and clearance will be conducted as part of the preliminary engineering and environmental planning phase of design. FISCAL IMPACT: Appropriations for the planning and design phases of the Project were included in the FY 2024 - 25 Budget approved by the City Council on June 17, 2024, as part of the capital improvement program budget (Gas Tax – Fund 206). Funding for the Project is being provided through the NAE grant in the amount of $480,000 and the required local match in the amount of $120,000. Additional appropriations of local funds in the amount of $622,228 were also included in the FY 2024-25 Budget for additional Planning and Design efforts. Future requests for additional appropriations of funds for the Construction phase of the Project will include the remaining $1,470,000 of NAE grant funds and any additional local funds required for the Project. OPTIONS: The City Council has the following options to consider regarding this matter: 1.Adopt the resolutions authorizing the City Manager to execute the Funding Agreements as recommended. 2.Do not adopt the resolutions and provide further direction to staff. This option could result in the loss of the NAE funding for the Project. SAN RAFAEL CITY COUNCIL AGENDA REPORT / Page: 3 Staff recommends that the City Council adopt the attached Resolutions, authorizing the City Manager to sign two Funding Agreements with the U.S. Department of Transportation (USDOT) and the California Department of Transportation (Caltrans). ATTACHMENTS: 1.Resolution (USDOT Agreement) 2.Attachment 2– USDOT Agreement 3.Resolution (Caltrans Agreement) 4.Attachment 4 – Caltrans Designated Subrecipient Agreement RECOMMENDED ACTION: 1 RESOLUTION NO. 15396 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SAN RAFAEL AUTHORIZING THE CITY MANAGER TO EXECUTE A FUNDING AGREEMENT WITH THE U.S. DEPARTMENT OF TRANSPORTATION (USDOT) FOR THE SOUTH MERRYDALE ROAD – CIVIC CENTER CONNECTOR (RAFAEL MEADOWS) PROJECT, IN AN AMOUNT NOT TO EXCEED $1,940,000 WHEREAS, the City of San Rafael has been proactive and applied for grant funding to improve multimodal connections between the Rafael Meadows neighborhood and Civic Center Drive (the “Project); and WHEREAS, the U.S. Department of Transportation (USDOT) approved a grant application by the City of San Rafael under the Fiscal Year 2023 Neighborhood Access and Equity (NAE) grant program to receive funds to augment the design and construction of the Project; and WHEREAS, the Project includes in the creation of a new multi-use path between South Merrydale Road and Civic Center Drive by passing under US Highway 101 at the Marin Civic Center Sonoma-Marin Area Rail Transit (SMART) station; and WHEREAS, the grant funds in an amount not to exceed $1,940,000 from the USDOT would augment the local funds set aside for the completion of the Project; and WHEREAS, as a condition to receive the grant funds, the USDOT requires that the California Department of Transportation (Caltrans) and USDOT enter into an agreement that awards and allocates $1,940,000 in grant funding for the Project to Caltrans (“USDOT Agreement”); and WHEREAS, the City Council of the City of San Rafael can adopt a resolution authorizing the City Manager to execute a grant funding agreement between USDOT and the City of San Rafael and approve the agreement’s terms and conditions to ensure the receipt of the funds. NOW, THEREFORE, BE IT RESOLVED, by the City Council of the City of San Rafael that the City Manager is hereby authorized to execute a funding agreement with the U.S. Department of Transportation for the South Merrydale Road – Civic Center Connector (Rafael Meadows) Project, attached as Attachment 2 to the Staff Report. I, LINDSAY LARA, Clerk of the City of San Rafael, hereby certify that the foregoing Resolution was duly and regularly introduced and adopted at a regular meeting of the City Council of the City of San Rafael, held on Monday, the 7th day of April 2025, by the following vote, to wit: AYES: Councilmembers: Kertz, Hill, Llorens Gulati & Mayor Kate NOES: Councilmembers: None ABSENT: Councilmembers: Bushey ________ Lindsay Lara, City Clerk 1 of 25 U.S. DEPARTMENT OF TRANSPORTATION GRANT AGREEMENT UNDER THE FISCAL YEAR 2023 NEIGHBORHOOD ACCESS AND EQUITY GRANT PROGRAM This agreement is between the United States Department of Transportation (the “USDOT”) and the California Department of Transportation (Caltrans) (the “Recipient”). This agreement reflects the selection of the Recipient to receive a Neighborhood Access and Equity (NAE) Grant for the Rafael Meadows Safe Crossing Pathway Project. If schedule A to this agreement identifies a Designated Subrecipient, that Designated Subrecipient is also a party to this agreement, and the parties want the Designated Subrecipient to carry out the project with the Recipient’s assistance and oversight. The parties therefore agree to the following: ARTICLE 1 GENERAL TERMS AND CONDITIONS. 1.1 General Terms and Conditions. (a) In this agreement, “General Terms and Conditions” means the content of the document titled “General Terms and Conditions Under the Fiscal Year 2023 Neighborhood Access and Equity Program: FHWA Projects,” dated October 1, 2024, which is available on the RCN website. The General Terms and Conditions reference the information contained in the schedules to this agreement. The General Terms and Conditions are part of this agreement. (b) The Recipient states that it has knowledge of the General Terms and Conditions. (c) The Recipient acknowledges that the General Terms and Conditions impose obligations on the Recipient and that the Recipient’s non-compliance with the General Terms and Conditions may result in remedial action, terminating of the NAE Grant, disallowing costs incurred for the Project, requiring the Recipient to refund to the USDOT the NAE Grant, and reporting the non-compliance in the Federal-government-wide integrity and performance system. ARTICLE 2 SPECIAL TERMS AND CONDITIONS. There are no special terms for this award. 2 of 25 SCHEDULE A ADMINISTRATIVE INFORMATION 1. Application. Application Title: Rafael Meadows Safe Crossing Pathway Project Application Date: September 28, 2023 2. Recipient’s Unique Entity Identifier. See section 24.3 of the General Terms and Conditions; also see FMIS. 3. Recipient Contact(s). Ephrem Meharena DLAE – Transportation Planning and Local Assistance California Department of Transportation, District 4 111 Grand Avenue, Oakland, CA 94612 (510) 960-0806 Ephrem.meharena@dot.ca.gov Anmol Mishra Discretionary Grants Coordinator Federal Infrastructure Programs Branch Division of Local Assistance P.O. BOX 942874, MS–1 SACRAMENTO, CA 94274–0001 (279) 599-4996 Anmol.Mishra@dot.ca.gov Discretionary.Grants@dot.ca.gov Discretionary Grants Coordinator Federal Infrastructure Programs Branch Division of Local Assistance P.O. BOX 942874, MS–1 SACRAMENTO, CA 94274–0001 4. Recipient Key Personnel. None. 3 of 25 5. USDOT Project Contact(s). Peter Pangilinan Discretionary Grants and Emergency Relief Program Manager 650 Capitol Mall, Suite 4-100 (916)498-5886 Peter.pangilinan@dot.gov And Damaris Santiago Capital Construction/Regional Partnership - Capital Director, Office of Project Development and Environmental Review Federal Highway Administration Office of Planning, Environment, and Realty 1200 New Jersey Ave, SE, Washington, DC 20590 6. Payment System. USDOT Payment System: FMIS 7. Office for Subaward and Contract Authorization. USDOT Office for Subaward and Contract Authorization: FHWA Division 8. Federal Award Identification Number. See section 24.2 of the General Terms and Conditions. 9. Designated Subrecipient. Designated Subrecipient: City of San Rafael 1400 5th Avenue San Rafael, CA 94901-1943 Contact info: April Miller, Director of Public Works April.Miller@cityofsanrafael.org 415-485-3355 4 of 25 Grey Shankel Melgard, Associate Civil Engineer Grey.Melgard@cityofsanrafael.org 415-256-5501 5 of 25 SCHEDULE B PROJECT ACTIVITIES 1. General Project Description. This Project will connect the physically isolated Rafael Meadows neighborhood on the west side of the US-101 freeway to key destinations, including schools, the Marin Civic Center, SMART train station, retail, employment, and open spaces. By installing a new multi-use pathway along a freeway rail underpass, the Project fills a critical gap in the existing network and will provide the only facility accessible to all ages and abilities of people walking, biking, and using other non-motorized modes traveling between Rafael Meadows across US-101. The Project is located in northern San Rafael, a city in California’s Marin County. The Rafael Meadows neighborhood is bordered by SMART train tracks to the northwest, west, and south; North San Pedro Road to the southeast; and US Highway 101 to the east. It is encompassed by census tract 1082.01, a Plan Bay Area 2050 Equity Priority Community and one designated as ‘disadvantaged’ by the USDOT’s Equitable Transportation Community Explorer. 2. Statement of Work. Base Phase: Preliminary Engineering  Develop conceptual plans and construction documents  Submit documentation for compliance with the National Environmental Policy Act (NEPA) and other federal environmentally related laws  Preliminary utility investigations and engineering work associated with utility relocation  Preliminary Right of Way activities as needed for NEPA compliance  Coordinate with Caltrans to review scope and project requirements to comply with federal and state laws and regulations Phase 1: Final Design  Final design [Plans, Specifications, and Estimates (PS&E)] after NEPA clearance Phase 2: Construction and Construction Engineering  Solicit for construction bids and award of construction contracts in compliance with federal, state, and local laws and regulations 6 of 25  Obtain all construction-related permits  Construct project in adherence to approved construction documentation, contract documents, and all federal and state laws and regulations  Construction engineering work including the supervision and inspection of construction activities 7 of 25 SCHEDULE C AWARD DATES AND PROJECT SCHEDULE 1. Award Dates. Budget Period End Date: December 31, 2027 Period of Performance End Date: See section 4.5 of the General Terms and Conditions; also see FMIS. 2. Estimated Project Schedule. Milestone Schedule Date Preliminary Engineering March 31, 2026 Final Design June 30, 2026 Planned Construction Substantial Completion and Open to Traffic Date: March 31, 2027 3. Special Milestone Deadlines. None. 4. Mandatory Prerequisite Dates. Milestone Date Added to Metropolitan Transportation Improvement Program (TIP) December 18, 2024 Added to Statewide Transportation Improvement Program (STIP) December 18, 2024 8 of 25 SCHEDULE D AWARD AND PROJECT FINANCIAL INFORMATION 1. Award Amount. NAE Grant Amount: $1,940,000.00 2. Federal Obligation Information. Federal Obligation Type: Multiple Obligation Condition Table Portion of the Project Portion of the NAE Grant Obligation Condition Base Phase: Preliminary Engineering $344,000 Phase 1: Final Design $136,000 If the FHWA California Division Office confirms the Recipient has met all the applicable Federal, State, and local requirements. Phase 2: Construction and Construction Engineering $1,460,000 If the FHWA California Division Office confirms the Recipient has met all the applicable Federal, State, and local requirements. 3. Approved Project Budget. Eligible Project Costs Preliminary Engineering Final Design Construction and Construction Engineering Total NAE Funds: $344,000 $136,000 $1,460,000 $1,940,000 Other Federal Funds: $0 $0 $0 $0 Non- Federal Funds: $86,000 $34,000 $370,000 $773,000 Total: $430,000 $170,000 $1,830,000 $2,713,000 9 of 25 4. Cost Classification Table Reserved. 5. Approved Pre-award Costs None. The USDOT has not approved under this award any costs incurred under an advanced construction authorization (23 U.S.C. 115), any costs incurred prior to authorization (23 C.F.R. 1.9(b)), or any pre-award costs under 2 C.F.R. 200.458. 10 of 25 SCHEDULE E CHANGES FROM APPLICATION INSTRUCTIONS FOR COMPLETING SCHEDULE E: Describe all material differences between the scope, schedule, and budget described in the application and the scope, schedule, budget described in schedules B–D. The purpose of this schedule E is to clearly and accurately document the differences in scope, schedule, and budget to establish the parties’ knowledge and acceptance of those differences. If there are notable changes in aspects of the Project other than scope, schedule, and budget (e.g., recipient changes), those changes should also be described. See section 3.1 of the General Terms and Conditions. Scope: No changes. Schedule: At this time, it is unclear if additional approvals from Caltrans or SMART will be required for the successful completion of the Project. Additional time has been allotted for the Caltrans Right-of-Way certification and utility coordination portion of the Project. This has pushed the anticipated milestone dates for the Project approximately 6-11 months when compared to the application. Activity Grant Application Dates Revised Dates Preliminary Engineering August 1, 2024 – February 30, 2025 January 1, 2025 – March 31, 2026 Final Design August 1, 2024 – April 30, 2025 October 1, 2025 – June 30, 2026 Construction and Construction Engineering November 1, 2025 – May 31, 2026 July 1, 2026 – March 31, 2027 Budget: At this time, it is unclear if additional approvals from Caltrans or SMART will be required for the successful completion of the Project. Additional Local Funds have been allotted for the Caltrans Right-of-Way certification and utility coordination portion of the Project. Activity Grant Application Amount Revised Amount (Local Funds) Right of Way Not included $283,000 Other: No changes. 11 of 25 SCHEDULE F NAE PROGRAM DESIGNATIONS 6. Capital Construction or Planning Designation. Capital-Planning- Designation: Capital Construction 7. Regional Partnership Challenge Grant Regional Partnership Designation: No 8. Economically Disadvantaged Community Designation. Economically Disadvantaged Community Designation: Yes 9. Funding Source. Funding Source: General Fund 10. Security Risk Designation. Security Risk Designation: Low 12 of 25 SCHEDULE G NAE PERFORMANCE MEASUREMENT INFORMATION Measure #1 Name: Bike and Pedestrian Counts/Trips Description: Average daily bicycle and pedestrian counts using Nation Bicycle & Pedestrian Documentation Project methodology by conducting hourly counts at key locations in the study area. Counts will be collected on a typical weekday. Merit Criterion: Mobility and Community Connectivity, Climate and Sustainability Measurement Frequency: Annual and End of Performance Period Measurement Location(s): Count to be conducted at either end of pathway under US 101. Projected Outcome: Change relative to baseline is expected to be positive as more users are able to safely use the new pathway. Measure #2 Name: Passenger Counts – Transit Stops Description: Count of the passenger boardings and alighting’s at stations within the project area. Merit Criterion: Mobility and Community Connectivity, Climate and Environment Measurement Frequency: Annual and End of Performance Period Measurement Location(s): Counts to be recorded from SMART Marin Civic Center station located within the project area. Projected Outcome: Change relative to baseline is expected to be positive as more users are able to use the new pathway to reach the Marin Civic Center station. 13 of 25 SCHEDULE H CLIMATE CHANGE AND ENVIRONMENTAL JUSTICE IMPACTS 1. Consideration of Climate Change and Environmental Justice Impacts. The Recipient states that rows marked with “X” in the following table are accurate. The Project is a planning project and incorporates consideration of climate change and environmental justice impacts. (Identify how the planning project incorporates consideration of climate change and environmental justice impacts in the narrative below.) X The Project directly supports a Local/Regional/State Climate Action Plan that results in lower greenhouse gas emissions. (Identify the plan in the supporting narrative below.) The Project directly supports a Local/Regional/State Equitable Development Plan that results in lower greenhouse gas emissions. (Identify the plan in the supporting narrative below.) The Project directly supports a Local/Regional/State Energy Baseline Study that results in lower greenhouse gas emissions. (Identify the plan in the supporting narrative below.) X The Recipient or a project partner used environmental justice tools, such as the Climate & Economic Justice Screening Tool (CEJST), USDOT’s Equitable Transportation Community (ETC) Explorer, or the EPA’s EJSCREEN, to minimize adverse impacts of the Project on environmental justice communities. (Identify the tool(s) in the supporting narrative below.) The Project supports a modal shift in freight or passenger movement to reduce emissions or reduce induced travel demand. (Describe that shift in the supporting narrative below.) The Project utilizes demand management strategies to reduce congestion, induced travel demand, and greenhouse gas emissions. (Describe those strategies in the supporting narrative below.) The Project incorporates electrification infrastructure, zero-emission vehicle infrastructure, or both. (Describe the incorporated infrastructure in the supporting narrative below.) The Project supports the installation of electric vehicle charging stations. (Describe that support in the supporting narrative below.) The Project promotes energy efficiency. (Describe how in the supporting narrative below.) The Project serves the renewable energy supply chain. (Describe how in the supporting narrative below.) The Project improves disaster preparedness and resiliency (Describe how in the supporting narrative below.) 14 of 25 X The Project avoids adverse environmental impacts to air or water quality, wetlands, and endangered species, such as through reduction in Clean Air Act criteria pollutants and greenhouse gases, improved stormwater management, or improved habitat connectivity. (Describe how in the supporting narrative below.) The Project repairs existing dilapidated or idle infrastructure that is currently causing environmental harm. (Describe that infrastructure in the supporting narrative below.) The Project supports or incorporates the construction of energy- and location- efficient buildings. (Describe how in the supporting narrative below.) The Project includes recycling of materials, use of materials known to reduce or reverse carbon emissions, or both. (Describe the materials in the supporting narrative below.) The Recipient has taken other actions to consider climate change and environmental justice impacts of the Project. (Describe those actions in the supporting narrative below.) The Recipient has not yet taken actions to consider climate change and environmental justice impacts of the Project but, before beginning construction of the Project, will take relevant actions described in schedule B. (Identify the relevant actions from schedule B in the supporting narrative below.) The Recipient has not taken actions to consider climate change and environmental justice impacts of the Project and will not take those actions under this award. 2. Supporting Narrative. According to the Environmental Protection Agency’s Environmental Justice Screening and Mapping Tool, the Rafael Meadows neighborhood is in the 99th percentile of all US neighborhoods for concentration of traffic proximity, which leads to subsequent health and environmental impacts from noise, dust, particulate matter, and harmful emissions. The Project will encourage more active transportation and transit use, in turn increasing environmental resilience for the neighborhood as a result of reduced motor vehicle use and associated emissions. Only accounting for trips associated with student drop-off and pick-up to and from Venetia Valley School, the estimated impact of students utilizing the Project pathway to walk and bike to school will lead to reduction of over 15,000 VMT, or 6,000,000 grams of CO2 from direct vehicle emissions per school year. Over time, as travel to the school by walking and biking becomes more widespread, this impact would become more pronounced. In addition to the emissions reduction from travel mode shift, students traveling via the Project will enjoy a safe route to school along fully high-quality pathways through the lush, carefully crafted Civic Center campus open space. Residents of the Rafael Meadows neighborhood will also benefit significantly by having newly direct and safe access to Lagoon Park, a large park adjacent to the Marin County Civic Center. The space, designed by Frank Lloyd Wright, was envisioned to provide 15 of 25 residents with access to vast open spaces, playgrounds, art installations, performing arts centers, water features, and natural spaces. The Project directly supports the City of San Rafael’s Climate Change Action Plan 2030, which was adopted in 2019. According to this plan, increases in transit, bicycle and pedestrian travel modes are estimated to comprise a substantial reduction in greenhouse gases before the year 2030. The Project establishes active transportation facilities in accordance with the City’s Bicycle and Pedestrian Master Plan and provides safe pedestrian connection routes to access rail transit; these Project characteristics are identified as specific actions in the Climate Change Action Plan. 16 of 25 SCHEDULE I EQUITY AND BARRIERS TO OPPORTUNITY 1. Efforts to Improve Equity and Reduce Barriers to Opportunity. The Recipient states that rows marked with “X” in the following table are accurate: The Project is a planning project and incorporates consideration of racial equity and barriers to opportunity. (Identify how the planning project incorporates consideration of racial equity and barriers to opportunity in the narrative below.) A racial equity impact analysis has been completed for the Project. (Identify a report on that analysis or, if no report was produced, describe the analysis and its results in the supporting narrative below.) The Recipient or a project partner has adopted an equity and inclusion program/plan, or has otherwise instituted equity-focused policies related to project procurement, material sourcing, construction, inspection, hiring, or other activities designed to ensure racial equity in the overall delivery and implementation of the Project. (Identify the relevant programs, plans, or policies in the supporting narrative below.) X The Project includes physical-barrier-mitigating land bridges, caps, lids, linear parks, and multimodal mobility investments that either redress past barriers to opportunity or that proactively create new connections and opportunities for underserved communities that are underserved by transportation. (Identify the relevant investments in the supporting narrative below.) X The Project includes new or improved walking, biking, and rolling access for individuals with disabilities, especially access that reverses the disproportional impacts of crashes on people of color and mitigates neighborhood bifurcation. (Identify the new or improved access in the supporting narrative below.) The Project includes new or improved freight access to underserved communities to increase access to goods and job opportunities for those underserved communities. (Identify the new or improved access in the supporting narrative below.) The Recipient has taken other actions related to the Project to improve racial equity and reduce barriers to opportunity. (Describe those actions in the supporting narrative below.) The Recipient has not yet taken actions related to the Project to improve racial equity and reduce barriers to opportunity but, before beginning construction of the Project, will take relevant actions described in schedule B. (Identify the relevant actions from schedule B in the supporting narrative below.) The Recipient has not taken actions related to the Project to improve racial equity and reduce barriers to opportunity and will not take those actions under this award. 17 of 25 2. Supporting Narrative. The lack of safe and accessible infrastructure has long been a barrier for people in the neighborhood who wish to walk or bike to nearby destinations. With a significant percentage of Rafael Meadows residents living without a car, this is not just an inconvenience but a major limiting factor in their economic opportunity. By creating a safe and accessible path underneath US Highway 101 at the Marin Civic Center Station, residents will have significantly better access by foot, bicycle, and transit to centers of employment and commerce, including the Marin County Civic Center and Northgate Mall, schools, recreation areas at Lagoon Park, and destinations served by SMART. Providing better active transportation infrastructure reduces household transportation expenses that can be used for other essentials and reduces the burden on parents/guardians driving children to school, which frees up time and money that would otherwise be used for the short trip to the Ventia Valley School from Rafael Meadows. The Project has strong potential to encourage greater public and private investment for residential and commercial development. It is aligned with the City’s plan to relocate the Sunday Marin Farmers’ Market to the parking lot adjacent to the Marin Civic Center station just east of US Highway 101. The new location combined with the new multi-use path will enable Rafael Meadows residents to access the market with ease, creating better access to quality food and entrepreneurial opportunities. The project also supports goals in the City of San Rafael Civic Center Station Area Plan, which calls for transit-oriented commercial and residential development and increased density within one-quarter mile of the station. 3. Community Engagement Activities. Engagement for this Project has been conducted as part of a series of planning efforts to solicit input on transportation needs and Project feasibility from the Rafael neighborhood over the past few years. A recurring theme has revolved around the physical isolation of the neighborhood from the rest of the City due to the location between the US Highway 101 freeway and the legacy railroad tracks, and the resulting lack of direct, safe, and accessible connections from residences to schools, shopping, and other destinations. The Project’s importance to community mobility and equity has been identified in various planning documents such as the SMART Civic Center Station Plan (2013) and the San Rafael Bicycle and Pedestrian Master Plan (2018). Additionally, the Project has risen as a high priority of the Marin County Safe Routes to School Program due to the critical need for neighborhood student access to the Venetia Valley K-8 school, which is comprised of over 600 enrolled students, 94% of whom belong to minority groups and almost 80% of whom qualify for free or reduced lunch programs. Project progress is reviewed at each quarterly public Safe Routes to School San Rafael Task Force meeting. 4. Activities to Safeguard Affordability. The project is sensitive to impacts it may have on Rafael Meadows, as the neighborhood is already one of the most disadvantaged in Marin County. Through public engagement 18 of 25 on this and other planning efforts, like the Marin Civic Center Station Area Plan in 2013, residents expressed concern the existing population and businesses. As such, the project has a very limited scope focusing on active transportation safety and access and the accrued benefits of providing sustainable, low-cost transportation options. 19 of 25 SCHEDULE J LABOR AND WORKFORCE 1. Efforts to Support Good-Paying Jobs and Strong Labor Standards The Recipient states that rows marked with “X” in the following table are accurate: The Project is a planning project. (Identify in the narrative below the extent to which, if any, the planning project incorporates consideration of good-paying jobs and strong labor standards.) The Recipient or a project partner has adopted the use of project labor agreements in the overall delivery and implementation of the Project. (Identify the relevant agreements and describe the scope of activities they cover in the supporting narrative below.) X The Recipient or a project partner has adopted the use of local and economic hiring preferences in the overall delivery and implementation of the Project, subject to all applicable State and local laws, policies, and procedures. (Describe the relevant provisions in the supporting narrative below.) X The Recipient or a project partner has adopted the use of registered apprenticeships in the overall delivery and implementation of the Project. (Describe the use of registered apprenticeship in the supporting narrative below.) The Recipient or a project partner will provide training and placement programs for underrepresented workers in the overall delivery and implementation of the Project. (Describe the training programs in the supporting narrative below.) The Recipient or a project partner will support free and fair choice to join a union in the overall delivery and implementation of the Project by investing in workforce development services offered by labor-management training partnerships or setting expectations for contractors to develop labor-management training programs. (Describe the workforce development services offered by labor-management training partnerships in the supporting narrative below.) The Recipient or a project partner will provide supportive services and cash assistance to address systemic barriers to employment to be able to participate and thrive in training and employment, including childcare, emergency cash assistance for items such as tools, work clothing, application fees and other costs of apprenticeship or required pre-employment training, transportation and travel to training and work sites, and services aimed at helping to retain underrepresented groups like mentoring, support groups, and peer networking. (Describe the supportive services and/or cash assistance provided to trainees and employees in the supporting narrative below.) The Recipient or a project partner has documented agreements or ordinances in place to hire from certain workforce programs that serve underrepresented groups. (Identify the relevant agreements and describe the scope of activities they cover in the supporting narrative below.) 20 of 25 X The Recipient or a project partner participates in a State/Regional/Local comprehensive plan to promote equal opportunity, including removing barriers to hire and preventing harassment on work sites, and that plan demonstrates action to create an inclusive environment with a commitment to equal opportunity, including: a. affirmative efforts to remove barriers to equal employment opportunity above and beyond complying with Federal law; b. proactive partnerships with the U.S. Department of Labor’s Office of Federal Contract Compliance Programs to promote compliance with EO 11246 Equal Employment Opportunity requirements; c. no discriminatory use of criminal background screens and affirmative steps to recruit and include those with former justice involvement, in accordance with the Fair Chance Act and equal opportunity requirements; d. efforts to prevent harassment based on race, color, religion, sex, sexual orientation, gender identity, and national origin; e. training on anti-harassment and third-party reporting procedures covering employees and contractors; and f. maintaining robust anti-retaliation measures covering employees and contractors. (Describe the equal opportunity plan in the supporting narrative below.) X The Recipient has taken other actions related to the Project to create good- paying jobs with the free and fair choice to join a union and incorporate strong labor standards. (Describe those actions in the supporting narrative below.) The Recipient has not yet taken actions related to the Project to create good- paying jobs with the free and fair choice to join a union and incorporate strong labor standards but, before beginning construction of the Project, will take relevant actions described in schedule B. (Identify the relevant actions from schedule B in the supporting narrative below.) The Recipient has not taken actions related to the Project to improving good- paying jobs and strong labor standards and will not take those actions under this award. 2. Supporting Narrative. It is the City’s intent and purpose to provide all contractors with an environment that is free from any form of harassment, discrimination, or retaliation, as well as a fair procedure for investigating alleged violations of workplace rights, through its adopted Policy Against Harassment, Discrimination, and Retaliation. The City of San Rafael and SMART both have strong policies regarding equitable workforce development for capital projects. San Rafael’s General Plan 2040 includes three policies encouraging utilization of minority-owned businesses and services as vendors: 21 of 25 ■ Program EV-1.3E: Minority Business Outreach. Work with local minority-owned businesses, business organizations, and non-profits to encourage business success and support job training and career advancement opportunities. ■ Program EV-2.2C: Local Preference. Where other factors (such as price) are equal, the City should give preference to purchasing goods and services from both local vendors and minority-owned businesses. ■ Program EDI-5.7A: Business Assistance. Explore opportunities to assist San Rafael’s small businesses and entrepreneurs, including minority-owned businesses. This should include partnerships with the Hispanic Chamber of Commerce and similar organizations In alignment with these policies, the City of San Rafael has established the Equitable Low Carbon Economy Project. The guiding question of this program probes how local climate action can have the greatest equitable benefit on the local economy and workforce. The program will “identify opportunities, priorities, and actionable next steps to support San Rafael’s economic ecosystem to be more resilient and regenerative while growing pathways to high road green jobs, especially for community members with barriers to employment from historically marginalized communities.” The program is overseen by a board comprised of local business leaders, community groups, and City staff. As the Rafael Meadows Safe Crossing Pathway Project is in direct support of the City’s Climate Change Action Plan 2030, it qualifies for participation in this program and will have access to City and other resources that will increase local vendor and minority-owned business awareness of upcoming contracting opportunities. It its Draft Disadvantaged Business Enterprise (DBE) Program, SMART is establishing a goal of 3.45% for DBE participation in federally funded contract opportunities for Federal Fiscal Years 2024-2026. Federal funding for projects over this three-year period is anticipated to be approximately $23.1 million. The state of California establishes prevailing wage rates on an annual basis according to the type of work and location of the project. These are applicable for all public works projects. Projects of $30,000 or more also must meet the state’s apprenticeship requirements. The City of San Rafael and SMART comply with prevailing wage rate laws and the current wage determinations for all trades to ensure fair and equitable pay for its contractors. The City of San Rafael also has a workforce development policy and program outlined in its General Plan, Policy EV-1.9: “Workforce Development Support workforce development programs that provide skilled labor for San Rafael businesses as well as jobs and career advancement opportunities for San Rafael residents.” This policy is underpinned by Program EV-1.9A, which states that “Workforce Development Programs. Support the efforts of businesses, labor organizations, non-profits, schools, and the public sector to provide job training and placement services.” The program encourages opportunities for these initiatives to support other City goals, such as greenhouse gas 22 of 25 reduction or transportation projects such as the Rafael Meadows Safe Crossing Pathway Project. 23 of 25 RECIPIENT SIGNATURE PAGE The Recipient, intending to be legally bound, is signing this agreement on the date stated opposite that party’s signature. California Department of Transportation Date By: Signature of Recipient’s Authorized Representative Dee Lam Name Chief, Division of Local Assistance Title 24 of 25 DESIGNATED SUBRECIPIENT SIGNATURE PAGE The Designated Subrecipient, intending to be legally bound, is signing this agreement on the date stated opposite that party’s signature. City of San Rafael Date By: Signature of Designated Subrecipient’s Authorized Representative Cristine Alilovich Name City Manager Title 25 of 25 USDOT SIGNATURE PAGE The USDOT, intending to be legally bound, is signing this agreement on the date stated opposite that party’s signature. UNITED STATES DEPARTMENT OF TRANSPORTATION Date By: Signature of USDOT’s Authorized Representative Elissa Konove Name FHWA California Division Administrator Title 1 RESOLUTION NO. 15397 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SAN RAFAEL AUTHORIZING THE CITY MANAGER TO EXECUTE A FUNDING AGREEMENT WITH THE CALIFORNIA DEPARTMENT OF TRANSPORTATION (CALTRANS) FOR THE SOUTH MERRYDALE ROAD – CIVIC CENTER CONNECTOR (RAFAEL MEADOWS) PROJECT, IN AN AMOUNT NOT TO EXCEED $1,940,000 WHEREAS, the City of San Rafael has been proactive and applied for grant funding to improve multimodal connections between the Rafael Meadows neighborhood and Civic Center Drive (the “Project); and WHEREAS, the U.S. Department of Transportation (USDOT) approved a grant application by the City of San Rafael under the Fiscal Year 2023 Neighborhood Access and Equity (NAE) grant program to receive funds to augment the design and construction of the Project; and WHEREAS, the Project includes in the creation of a new multi-use path between South Merrydale Road and Civic Center Drive by passing under US Highway 101 at the Marin Civic Center Sonoma-Marin Area Rail Transit (SMART) station; and WHEREAS, the grant funds in an amount not to exceed $1,940,000 from the USDOT would augment the local funds set aside for the completion of the Project; and WHEREAS, as a condition to receive the grant funds, the City of San Rafael and Caltrans must enter into an agreement that reflects Caltrans decision to subaward the grant funding to the City of San Rafael as the Designated Subrecipient (“Designated Subrecipient Agreement”); and WHEREAS, the City Council of the City of San Rafael can adopt a resolution authorizing the City Manager to execute a grant funding agreement between Caltrans and the City of San Rafael and approve the agreement’s terms and conditions to ensure the receipt of the funds. NOW, THEREFORE, BE IT RESOLVED, by the City Council of the City of San Rafael that the City Manager is hereby authorized to execute a funding agreement with the California Department of Transportation for the South Merrydale Road – Civic Center Connector (Rafael Meadows) Project, attached as Attachment 4 to the Staff Report. I, LINDSAY LARA, Clerk of the City of San Rafael, hereby certify that the foregoing Resolution was duly and regularly introduced and adopted at a regular meeting of the City Council of the City of San Rafael, held on Monday, the 7th day of April 2025, by the following vote, to wit: AYES: Councilmembers: Kertz, Hill, Llorens Gulati & Mayor Kate NOES: Councilmembers: None ABSENT: Councilmembers: Bushey __________ Lindsay Lara, City Clerk FYs 2023 Neighborhood Access and Equity Grant Program Recipient - Designated Subrecipient Agreement Rafael Meadows Safe Crossing Pathway Project P a g e 1 | 29 FY 2023 NEIGHBORHOOD ACCESS AND EQUITY (NAE) DISCRETIONARY GRANT PROGRAM RECIPIENT - DESIGNATED SUBRECIPIENT AGREEMENT This Federal Fiscal Year (FY) 2022-2023 project specific Neighborhood Access and Equity (NAE) Discretionary Grant Program Recipient - Designated Subrecipient Agreement (Agreement) is between the State of California Department of Transportation (Caltrans) Division of Local Assistance (Recipient or Caltrans) and The City of San Rafael, a Chater City in the State of California (Designated Subrecipient), collectively known as “Parties.” RECITALS WHEREAS, NAE Grant funds were provided under the authority of the Inflation Reduction Act, Pub. L. No. 117-169 (Aug. 16, 2022) (the “IRA”) made funds available to the United States Department of Transportation (the “USDOT”) for fiscal year 2022 to carry out the Neighborhood Access and Equity (NAE) Grant Program; and WHEREAS, on July 5, 2023, the United States Department of Transportation (USDOT) posted a funding opportunity through the Fiscal Year (FY) 2023, Neighborhood Access and Equity (NAE) Grant Program at Grants.gov, with the funding opportunity title “Neighborhood Access and Equity (NAE) Program” and funding opportunity number DOT-NAE-FY23-01; and WHEREAS, this notice of funding opportunity posted at Grants.gov, as amended on July 19, 2023, (the “NOFO”) solicited applications for Federal financial assistance under the fiscal years 2023 NAE Program; and WHEREAS, on or before September 28, 2023, the Designated Subrecipient applied for NAE Grant funding from the United States Department of Transportation (USDOT) for the Rafael Meadows Safe Crossing Pathway project (Project), which will connect the physically isolated Rafael Meadows neighborhood on the west side of the US-101 freeway to key destinations, including schools, the Marin Civic Center, SMART train station, retail, employment, and open spaces; and WHEREAS, the Designated Subrecipient’s application for the Project (Grant Application), referenced in section 1 of schedule A of the Rafael Meadows Safe Crossing Pathway for Project between the USDOT and the Recipient, includes Standard Form 424 and all information and attachments the Designated Subrecipient submitted with that form through Grants.gov, and WHEREAS, on March 13, 2024, the USDOT announced application selections under the NOFO selecting the Project for NAE Grant funding in the amount of $1,940,000 for the Project; and WHEREAS, in this Agreement, “NAE Grant” means an award of these funds to the Project that were made available through the NOFO; and WHEREAS, as a condition to receive the NAE Grant, the USDOT requires the Recipient and the USDOT, to enter into the USDOT Grant Agreement under the Fiscal Year 2023 NAE Program FYs 2023 Neighborhood Access and Equity Grant Program Recipient - Designated Subrecipient Agreement Rafael Meadows Safe Crossing Pathway Project P a g e 2 | 29 Project Agreement for the Rafael Meadows Safe Crossing Pathway project (USDOT Agreement) that awards and allocates $1,940,000 in NAE Grant funding for the Project to the Recipient; and WHEREAS, this Agreement reflects the Recipient decision to subaward the NAE Grant Project funding to the Designated Subrecipient; and WHEREAS, this Agreement reflects the Designated Subrecipient decision to receive the Subaward, defined in 2 C.F.R. § 200.1, of the NAE Grant funding for the purpose of carrying out the Federal award; and WHEREAS, the Office of the Secretary of Transportation is responsible for the USDOT’s overall administration of the NAE Grant Program; and WHEREAS, the Federal Highway Administration (Administering Operating Administration) will administer the USDOT Agreement, on behalf of the USDOT; and WHEREAS, the U.S. Department of Transportation General Terms and Conditions Under the Fiscal Year 2023 Neighborhood Access and Equity Program: FHWA Projects (NAE Terms and Conditions), revised October 1, 2024, is referenced as part of the USDOT Agreement and defines additional responsibilities and requirements that must be followed as a condition to receiving and using the NAE Grant funding; and WHEREAS, the U.S. Department of Transportation Exhibits to FHWA Grant Agreements Under the Fiscal Year 2023 Reconnecting Communities Pilot Program/Neighborhood Access and Equity Program (RCN): FHWA Projects (Exhibits), dated April 8, 2024, is referenced in the NAE Terms and Conditions, and further defines responsibilities and requirements that must be followed as a condition to receiving and using the NAE Grant funding; and WHEREAS, the Reconnecting Communities Program Discretionary Grants Performance Measurement Guidance (Performance Measures), updated July 6, 2023, is referenced in this Agreement and used in the USDOT Agreement and the NAE Terms and Conditions to define responsibilities and requirements regarding the development, measurement, and reporting of project performance measures; and WHEREAS, the Parties want the Designated Subrecipient to carry out the Project with the Recipient acting as the “pass-through” entity for purposes of payment of the federal funds to the Designated Subrecipient, per the requirements on pass-through entities under 2 C.F.R. parts 200 et seq. and 1201 et seq., including 2 C.F.R. 200.331–200.333 and 23 U.S.C. 106(g)(4) where applicable; and WHEREAS, for the purpose of 23 U.S.C. 106(g), the Recipient shall act as if funds under this award are Federal funds under title 23, United States Code; and WHEREAS, on or about 05/27/2016, the Parties entered into an Administering Agency - State Agreement for Federal-Aid Projects agreement (Master Agreement); and WHEREAS, the Parties, will concurrently enter into this Agreement, which defines specific project responsibilities between the Designated Subrecipient and the Recipient for Project and FYs 2023 Neighborhood Access and Equity Grant Program Recipient - Designated Subrecipient Agreement Rafael Meadows Safe Crossing Pathway Project P a g e 3 | 29 include specific project responsibilities to USDOT that are necessary for the development and timely delivery of the Project; and WHEREAS, this Agreement further establishes oversight and delegation of responsibilities between the Recipient and the Designated Subrecipient, outlined in this Agreement, the Master Agreement, and as allowed per Article 3.7(2) of the NAE Terms and Conditions. The Parties therefore agree to the following: AGREEMENT ARTICLE I. PURPOSE Section 1.01 Purpose. (a) The purpose of this award is to fund an eligible project that improves walkability, safety, and affordable transportation access through context-sensitive strategies; addresses an existing eligible facility that create barriers to community connectivity or negative impacts on the human or natural environment, especially in disadvantaged or underserved communities; conducts planning and capacity building activities in disadvantaged or underserved communities; or conducts technical assistance to units of local government to facilitate efficient and effective contracting, design, and project delivery and to build capacity for delivering surface transportation projects. The parties will accomplish this purpose by achieving the following objectives: 1) timely completing the Project; and 2) ensuring the award funds provided under this Agreement are not used as a substitute for non-Federal investment in the Project, except as proposed in the Technical Application, and as modified by schedule D. (b) In this section, the term “facility,” is used as defined at 23 U.S.C. 177(c). ARTICLE II. USDOT AND RECIPIENT ROLES Section 2.01 Division of USDOT Responsibilities. (a) The Office of the Secretary of Transportation is responsible for the USDOT’s overall administration of this Grant Program, the approval and execution of the USDOT Agreement, and any modifications to the Recipient Agreement under section 15.1 of the USDOT Agreement. (b) The Federal Highway Administration (the “FHWA”) will administer the Recipient Agreement on behalf of the USDOT. The “Administering Operating Administration” means the FHWA. (c) The Recipient is responsible for the approval of this agreement and any modifications to this agreement under section 15.01. Section 2.02 USDOT Program Contacts If the Capital-Planning Designation in section 1 of schedule F is “Planning”: FHWA NAE Program Manager—Planning Grants Kenneth Petty FYs 2023 Neighborhood Access and Equity Grant Program Recipient - Designated Subrecipient Agreement Rafael Meadows Safe Crossing Pathway Project P a g e 4 | 29 Federal Highway Administration Office of Planning, Environment, and Realty 1200 New Jersey Avenue SE Room E72-330 Washington, DC 20590 (202) 366-6654 kenneth.petty@dot.gov If the Capital-Planning Designation in section 1 of schedule F is “Capital Construction”: FHWA NAE Program Manager—Capital Construction Grants Karen Perritt Federal Highway Administration Office of Planning, Environment, and Realty 1200 New Jersey Avenue SE Room E76-326 Washington, DC 20590 (202) 366-9482 karen.perritt@dot.gov And for all awards: OST RCN Program Manager United States Department of Transportation Office of Infrastructure Deployment (OST P-40) 1200 New Jersey Avenue SE Washington, DC 20590 ReconnectingCommunities@dot.gov Section 2.03 USDOT Program Contacts (a) The Recipient is the pass-through entity for purposes of payment of the federal funds to the Designated Subrecipient per the requirements on pass-through entities under 2 C.F.R. parts 200 and 1201, including 2 C.F.R. 200.331–200.333 and 23 U.S.C. 106(g)(4) where applicable. Article III. DESIGNATED SUBRECIPIENT ROLE Section 3.01 Statements on the Project. (a) The Designated Subrecipient states that: 1) all material statements of fact in the Technical Application were accurate when that application was submitted; and 2) schedule E documents all material changes in the information contained in that application. Section 3.02 Statements on Authority and Capacity. FYs 2023 Neighborhood Access and Equity Grant Program Recipient - Designated Subrecipient Agreement Rafael Meadows Safe Crossing Pathway Project P a g e 5 | 29 (a) The Designated Subrecipient states that: 1) it has the authority to receive Federal financial assistance under this agreement; 2) it has the legal authority to complete the Project; 3) it has the capacity, including institutional, managerial, and financial capacity, to comply with its obligations under this agreement; 4) not less than the difference between the total eligible project costs listed in section 3 of schedule D of the USDOT Agreement and the Neighborhood Access and Equity (NAE) Program Grant Amount listed in section 1 of schedule D is committed to fund the Project; 5) it has sufficient funds available to ensure that infrastructure completed or improved under this agreement will be operated and maintained in compliance with this agreement and applicable Federal law; and 6) the individual executing this agreement on behalf of the Designated Subrecipient has authority to enter this agreement and make the statements in this article 3 and in section 21.07 on behalf of the Designated Subrecipient . Section 3.03 USDOT and Recipient Reliance. (a) The Designated Subrecipient acknowledges that: 1) the USDOT and the Recipient relied on statements of fact in the Technical Application to select the Project to receive this award; 2) the USDOT and the Recipient relied on statements of fact in both the Technical Application and this agreement to determine that the Designated Subrecipient and the Project are eligible under the terms of the NOFO; 3) the USDOT relied on statements of fact in the Technical Application and the USDOT Application to establish the terms of the USDOT agreement; and 4) the Recipient relied on statements of fact in both the Technical Application and the USDOT Agreement to establish the terms of this agreement; and 5) the USDOT selection of the Project to receive this award prevented awards under the NOFO to other eligible applicants. Section 3.04 Project Delivery. (a) The Designated Subrecipient shall complete the Project under the terms of this agreement. (b) The Designated Subrecipient shall ensure that the Project is financed, constructed, operated, and maintained in accordance with all Federal laws, regulations, and policies that are applicable to projects of the Administering Operating Administration and the Recipient. Section 3.05 Rights and Powers Affecting the Project. (a) The Designated Subrecipient shall not take or permit any action that deprive it or the Recipient of any rights or powers necessary to their performance under the USDOT Agreement and under this Agreement, without written approval of the Recipient and the USDOT. (b) The Designated Subrecipient shall act promptly, in a manner acceptable to the USDOT and the Recipient, to acquire, extinguish, or modify any outstanding rights or claims of right of others that would interfere with the Designated Subrecipient’s performance FYs 2023 Neighborhood Access and Equity Grant Program Recipient - Designated Subrecipient Agreement Rafael Meadows Safe Crossing Pathway Project P a g e 6 | 29 under the USDOT Agreement and to the Designated Subrecipient’s performance under this agreement. Section 3.06 Notification of Changes to Key Personnel. (a) The Designated Subrecipient shall notify all USDOT and all Recipient representatives who are identified in section 5 of schedule A in writing within 30 calendar days of any change in key personnel who are identified in section 4 of schedule A. Section 3.07 Subaward to Designated Subrecipient. (a) Section 9 of schedule A of the USDOT Agreement identifies a Designated Subrecipient, therefore: 1) the Recipient hereby awards a subaward to the Designated Subrecipient for the purpose described in section 1.01; 2) the Recipient and the Designated Subrecipient entered into this agreement, separate from the USDOT Agreement and to which the USDOT is not a party, which assigns responsibilities, including administrative and oversight responsibilities, among the Recipient and the Designated Subrecipient; and 3) for the purpose of 2 C.F.R. parts 200 and 1201, the Recipient is a pass-through entity. Section 3.08 Designated Subrecipient Statements and Responsibilities. (a) Section 9 of schedule A in the USDOT Agreement identifies a Designated Subrecipient. The Designated Subrecipient: 1) affirms all statements and acknowledgments that are attributed to the Recipient under sections 3.1 and 3.2 of the USDOT Agreement; and 2) shall assume the Recipient's reporting obligations under articles 7 and 8 of the NAE Terms and Conditions. Article IV. AWARD AMOUNT, OBLIGATION, AND TIME PERIODS Section 4.01 Federal Award Amount. (a) The USDOT awarded a Neighborhood Access and Equity (NAE) Grant to the Recipient in the amount listed in section 1 of schedule D of the USDOT Agreement as the NAE Program Grant Amount. (b) The Recipient hereby subawards an NAE grant to the Designated Subrecipient in the amount listed in 1 of schedule D of the USDOT Agreement as the NAE Program subaward Grant Amount. Section 4.02 Federal Funding Source (a) If section 4 of schedule F identifies the Funding Source as “General Fund,” then the NAE Grant is from the NAE Program funding that was made available in fiscal year 2022 to be available until September 30, 2026, to be available until September 30, 2026, at IRA, tit. VI, subt. E § 60501. Section 4.03 Federal Obligations. (a) If the Federal Obligation Type identified in section 2 of schedule D is “Single,” then: 1) this agreement apportions for the budget period the amount listed in section 1 of schedule D as the NAE Grant Amount and sections 4.3(c)–4.3(h) do not apply to this agreement; 2) the Designated Subrecipient shall submit a Request for Authorization to the Recipient, per the process and procedures detailed in the Local Assistance FYs 2023 Neighborhood Access and Equity Grant Program Recipient - Designated Subrecipient Agreement Rafael Meadows Safe Crossing Pathway Project P a g e 7 | 29 Procedures Manual (LAPM) for the amount of funding and the phase of work specified in Schedule D of the USDOT Agreement; and 3) the federal reimbursable work on Project shall not begin, until the Designated Subrecipient requests and receives FHWA authorization approval via an “E76” document, that shows the appropriate amount of federal funds have been authorized by FHWA to the appropriate phase of work, as detailed in Schedule D of the USDOT Agreement. (b) If the Federal Obligation Type identified in section 2 of schedule D is “Multiple,” then: 1) an amount up to the NAE Grant Amount listed in section 1 of schedule D will be obligated with one initial authorization and one or more subsequent, optional authorizations, as described in sections 4.3(c)–4.3(h). 2) the Designated Subrecipient shall submit a Request for Authorization to the Recipient, for the amount of funding and phase of work specified in Schedule D of the USDOT Agreement, per the process and procedures detailed in the Local Assistance Procedures Manual (LAPM). The Request for Authorization submitted by the Designated Subrecipient to the Recipient shall not exceed the amount obligated to the project by FHWA and Section 4.03(a) of shall not apply to this Agreement. 3) the NAE federal reimbursable work on any Project phase of work shall not begin, until the Designated Subrecipient requests and receives FHWA authorization approval via an “E76” document, that shows the appropriate amount of federal funds have been authorized by FHWA to the appropriate phase of work, as detailed in Schedule D of the USDOT Agreement. (c) The Obligation Condition Table in section 2 of schedule D of the USDOT Agreement allocates the NAE Grant among separate portions of the Project for the purpose of the Federal obligation of funds. The scope of each portion of the Project that is identified in that table is described in section 2 of schedule B of the USDOT Agreement. (d) The USDOT Agreement apportions for the budget period only the amounts allocated in the Obligation Condition Table in section 2 of schedule D to portions of the Project for which that table does not list an obligation condition. (e) The USDOT Agreement does not apportion amounts allocated in the Obligation Condition Table in section 2 of schedule D to portions of the Project for which that table lists an obligation condition. The parties may obligate the amounts allocated to those portions of the Project only as described in sections 4.03(f) and 4.03(g), or by modifying this agreement under article 15. (f) For each portion of the Project for which the Obligation Condition Table in section 2 of schedule D lists an obligation condition, the amount allocated in that table to that portion of the Project is apportioned and may be authorized by the Designated Subrecipient if the parties execute an instrument, in the form provided in Exhibit D, documenting that: 1) the USDOT and Recipient determine that the obligation condition listed in that table for that portion of the Project is satisfied; 2) the USDOT and Recipient determine that all applicable Federal requirements for obligating the amount are satisfied; and FYs 2023 Neighborhood Access and Equity Grant Program Recipient - Designated Subrecipient Agreement Rafael Meadows Safe Crossing Pathway Project P a g e 8 | 29 3) the Designated Subrecipient states that it is not required to request a modification of the USDOT Agreement under article 5 of this Agreement. (g) The Designated Subrecipient shall not request reimbursement of costs for a portion of the Project for which the Obligation Condition Table in section 2 of schedule D lists an obligation condition, unless the amount allocated in that table to that portion of the Project is apportioned under section 4.03(f) and authorized by the FHWA. (h) The Designated Subrecipient acknowledges that the USDOT and the Recipient are not liable for payments for a portion of the Project for which the Obligation Condition Table in section 2 of schedule D lists an obligation condition, unless the amount allocated in that table to that portion of the Project is obligated under section 4.03(f). Section 4.04 Budget Period. (a) The budget period for this award begins on the date of this agreement and ends on the budget period end date that is listed in section 1 of schedule C. In this agreement, “budget period” is used as defined at 2 C.F.R. 200.1. Section 4.05 Period of Performance. (a) If the USDOT Payment System identified in section 6 of schedule A is “FMIS,” then the period of performance for this award begins on the date of this agreement and ends on project end date in FMIS. (b) Reserved. (c) In this Agreement, “period of performance” is used as defined at 2 C.F.R. 200.1. Article V. STATEMENT OF WORK, SCHEDULE, AND BUDGET CHANGES Section 5.01 Notification Requirement. (a) The Designated Subrecipient shall notify all USDOT representatives who are identified in section 5 of schedule A and all Recipient representatives in section 3 of schedule A in writing within 30 calendar days of any change in circumstances or commitments that adversely affect the Designated Subrecipient’s plan to complete the Project. (b) In the notification under section 5.01(a), the Designated Subrecipient shall describe the change and what actions the Designated Subrecipient has taken or plans to take to ensure completion of the Project. (c) This notification requirement under this section 5.01 is separate from any requirements under this article 5 that the Designated Subrecipient request modification of this agreement. Section 5.02 Scope and Statement of Work Changes. (a) If the Project’s activities differ from the activities described in schedule B of the USDOT Agreement, then the Designated Subrecipient shall request a modification of the USDOT Agreement to update schedule B. Section 5.03 Schedule Changes. (a) If one or more of the following conditions are satisfied, then the Designated Subrecipient shall request a modification of this agreement to update schedule C: 1) a completion date for the Project or a component of the Project is listed in section 2, schedule C of the USDOT Agreement and the Designated Subrecipient’s estimate for that milestone changes to a date that is more than six months after the date listed in section 2 of schedule C of the USDOT Agreement; or FYs 2023 Neighborhood Access and Equity Grant Program Recipient - Designated Subrecipient Agreement Rafael Meadows Safe Crossing Pathway Project P a g e 9 | 29 2) a schedule change would require the budget period to continue after the budget period end date listed in section 1 of schedule C of the USDOT Agreement. (b) For other schedule changes, the Designated Subrecipient shall follow the applicable procedures of the Administering Operating Administration and the Recipient, and document the changes in writing. Section 5.04 Budget Changes. (a) The Designated Subrecipient acknowledges that if the cost of completing the Project increases: 1) that increase does not affect the Designated Subrecipient’s obligation under this agreement to complete the Project; and 2) the USDOT and the Recipient will not increase the amount of this award to address any funding shortfall. (b) The Designated Subrecipient shall request a modification of the USDOT Agreement to update to update schedule D if, in comparing the Project’s budget to the amounts listed in section 3 of schedule D of the USDOT Agreement: 1) the total “Non-Federal Funds” amount decreases; or 2) the total eligible project costs amount decreases. (c) For budget changes that are not identified in section 5.04(b), the Designated Subrecipient shall follow the applicable procedures of the Administering Operating Administration and the Recipient, and document the changes in writing. (d) If there are Project Cost Savings, then the Designated Subrecipient may propose to the USDOT and the Recipient, in writing consistent with the Administering Operating Administration’s and the Recipient's requirements, to include in the Project, specific additional activities that are within the scope of this award, as defined in section 1.01 of this Agreement and schedule B of the USDOT Agreement, and that the Designated Subrecipient could complete with the Project Cost Savings. In this agreement, “Project Cost Savings” means the difference between the actual eligible project costs and the total eligible project costs that are listed in section 3 of schedule D of the USDOT Agreement, but only if the actual eligible project costs are less than the total eligible project costs that are listed in section 3 of schedule D. There are no Project Cost Savings if the actual eligible project costs are equal to or greater than the total eligible project costs that are listed in section 3 of schedule D of the USDOT Agreement. (e) If there are Project Cost Savings and either the Designated Subrecipient does not make a proposal under section 5.04(d) of this Agreement, or the Recipient does not accept the proposal under section 5.04(d) of this Agreement, or the USDOT does not accept the Designated Subrecipient’s proposal under section 5.4(d) of the USDOT Agreement then: 1) in a request under section 5.04(b), the Designated Subrecipient shall reduce the Federal Share by the Project Cost Savings; and 2) if that modification reduces this award and the USDOT or Recipient had reimbursed costs exceeding the revised award, the Designated Subrecipient shall refund to the USDOT and Recipient the difference between the reimbursed costs and the revised award. In this agreement, “Federal Share” means the sum of the total “NAE Funds” FYs 2023 Neighborhood Access and Equity Grant Program Recipient - Designated Subrecipient Agreement Rafael Meadows Safe Crossing Pathway Project P a g e 10 | 29 and “Other Federal Funds” amounts that are listed in section 3 of schedule D of the USDOT Agreement. (f) The Designated Subrecipient acknowledges that amounts that are required to be refunded under section 5.4(e)(2) constitute a debt to the Federal Government that the USDOT and Recipient may collect under 2 C.F.R. 200.346 and the Standards for Administrative Collection of Claims (31 C.F.R. part 901). Section 5.05 USDOT and Recipient Acceptance of Changes. (a) The USDOT may accept or reject modifications requested under this article 5, and in doing so may elect to consider only the interests of the RCN Program and the USDOT. (b) The Recipient may accept or reject modifications requested under this article 5, and in doing so may elect to consider only the interests of the RCN Program and the Recipient. Section 5.06 Designated Subrecipient acknowledgement (a) The Designated Subrecipient acknowledges that requesting a modification under this article 5 does not amend, modify, or supplement this agreement unless the Recipient accepts that modification request and the parties modify this agreement under section 15.01 of this Agreement. (b) The Designated Subrecipient acknowledges that requesting a modification under this article 5 does not amend, modify, or supplement the USDOT Agreement unless the USDOT and Recipient both accept that modification request and the parties modify the USDOT Agreement under section 15.1 of the USDOT Agreement. Article VI. GENERAL REPORTING TERMS Section 6.01 Report Submission. (a) The Designated Subrecipient shall send all reports required by this agreement to all USDOT contacts who are listed in section 5 of schedule A of the USDOT Agreement, all USDOT contacts who are listed in section 2.02 of this Agreement, and all Recipient Contacts listed in Section 3 of schedule A of the USDOT Agreement. Section 6.02 Alternative Reporting Methods. (a) The Administering Operating Administration and Recipient may establish processes for the Designated Subrecipient to submit reports required by this agreement, including electronic submission processes. (b) If the Designated Subrecipient is notified of those processes in writing, the Designated Subrecipient shall use the processes required by the Administering Operating Administration and the Recipient. Section 6.03 Paperwork Reduction Act Information. (a) Under 5 C.F.R. 1320.6, the Designated Subrecipient is not required to respond to a collection of information that does not display a currently valid control number issued by the Office of Management and Budget (the “OMB”). (b) Notwithstanding any other term of this agreement, the due date for any information collections required under this agreement, including the reporting requirements in articles 7 and 8, is the later of (1) the due date stated with the requirement and (2) the 30th day after OMB approves that information collection. Article VII. PROGRESS AND FINANCIAL REPORTING Section 7.01 Quarterly Project Progress Reports and Recertifications. FYs 2023 Neighborhood Access and Equity Grant Program Recipient - Designated Subrecipient Agreement Rafael Meadows Safe Crossing Pathway Project P a g e 11 | 29 (a) On or before the 20th day of the first month of each calendar year quarter and until the end of the period of performance, the Designated Subrecipient shall submit to the USDOT and the Recipient a Quarterly Project Progress Report and Recertification in the format and with the content described in exhibit C. (b) If the date of this agreement is in the final month of a calendar year quarter, then the Designated Subrecipient shall submit the first Quarterly Project Progress Report and Recertification in the second calendar year quarter that begins after the date of this agreement. Section 7.02 Final Progress Reports and Financial Information. (a) No later than 120 days after the end of the period of performance, the Designated Subrecipient shall submit: 1) a Final Project Progress Report and Recertification in the format and with the content described in exhibit C for each Quarterly Project Progress Report and Recertification, including a final Federal Financial Report (SF-425); and 2) any other information required under the Administering Operating Administration’s and the Recipient's award closeout procedures. Article VIII. PERFORMANCE REPORTING Section 8.01 Baseline Performance Measurement. (a) If the Capital-Planning Designation in of schedule F of the USDOT Agreement is “Capital” or "Capital Construction" then: 1) before the start of construction on the Project but not earlier than one year before the start of construction on the Project, the Designated Subrecipient shall collect baseline data for each performance measure that is enumerated in schedule G of the USDOT Agreement; and 2) not later than January 31 of the calendar year that begins after the Designated Subrecipient collects baseline data under section 8.01(a) of this Agreement, the Designated Subrecipient shall submit a Baseline Performance Measurement Report containing the data collected under section 8.01(a), stating the dates when the data was collected, and describing, in detail, the data sources, assumptions, variability, and estimated levels of precision for each performance measure that is enumerated in schedule G of the USDOT Agreement. Section 8.02 Post-construction Performance Measurement. (a) If the Capital-Planning Designation in schedule F of the USDOT Agreement is "Capital" or "Capital Construction" then: 1) for each performance measure that is enumerated in schedule G and has a quarterly measurement frequency, for each of 19 consecutive calendar quarters, beginning with the first calendar quarter that begins after the Project substantial completion date, at least once during the quarter, the Recipient shall collect data for that performance measure; and 2) for each performance measure that is enumerated in schedule G of the USDOT Agreement and has an annual measurement frequency, the Designated Subrecipient shall collect data for that performance measure on at least five separate occasions: FYs 2023 Neighborhood Access and Equity Grant Program Recipient - Designated Subrecipient Agreement Rafael Meadows Safe Crossing Pathway Project P a g e 12 | 29 i) once during the three consecutive calendar quarters that begin after the Project substantial completion date; ii) once during the fourth calendar quarter after the first collection; iii) once during the eighth calendar quarter after the first collection; iv) once during the twelfth calendar quarter after the first collection; and v) once during the sixteenth calendar quarter after the first collection. (b) Not later than January 31 of each year that follows a calendar year during which data was collected under section 8.02(a) of this Agreement, the Designated Subrecipient shall submit to the USDOT and the Recipient a Post-construction Performance Measurement Report containing the data collected under section 8.02(a) of this Agreement in the previous calendar year and stating the dates when the data was collected. (c) If an external factor significantly affects the value of a performance measure collected under section 8.02(a) of this Agreement, then the Designated Subrecipient shall identify that external factor in the Post-construction Performance Measurement Report described in section 8.02(b) of this Agreement and discuss the external factor’s influence on the performance measure. Section 8.03 Project Outcomes Report. (a) If the Capital-Planning Designation in section 1 of schedule F of the USDOT Agreement is “Capital Construction,” then the Designated Subrecipient shall submit to the USDOT, not later than January 31 of the year that follows the final calendar year during which data was collected under section 8.02(a) of this Agreement, a Project Outcomes Report that contains: 1) an analysis of the impacts of the project, including a comparison of the baseline performance measurement data collected under section 8.01 of this Agreement with the post-construction performance measurement data that the Designated Subrecipient reported in the final Post-construction Performance Measurement Report required under section 8.02(b) of this Agreement; 2) for each performance measure that is enumerated in schedule G of the USDOT Agreement, an analysis of the accuracy of the projected outcome listed in schedule G of the USDOT Agreement; and 3) all data collected under sections 8.01 and 8.02(a) of this Agreement. Section 8.04 General Performance Measurement Requirements. (a) For each performance measure that is enumerated in schedule G of the USDOT Agreement, the Designated Subrecipient shall ensure that all data collections under article 8 of this Agreement are completed in a manner consistent with the description, location, and other attributes associated with that performance measure in schedule G of the USDOT Agreement. Section 8.05 Outcome Measurement and Reporting Survival. (a) The data collection and reporting requirements in article 8 of this Agreement survive the termination of this agreement. Article IX. Noncompliance and Remedies Section 9.01 Noncompliance Determinations. FYs 2023 Neighborhood Access and Equity Grant Program Recipient - Designated Subrecipient Agreement Rafael Meadows Safe Crossing Pathway Project P a g e 13 | 29 (a) If the USDOT or the Recipient determine that the Designated Subrecipient may have failed to comply with the United States Constitution, Federal law, or the terms and conditions of this Agreement, the USDOT or the Recipient may notify the Designated Subrecipient of a proposed determination of noncompliance. For that notice to be effective, it must be written and the USDOT or the Recipient must include an explanation of the nature of the noncompliance, describe a remedy, state whether that remedy is proposed or effective at an already determined date, and describe the process through and form in which the Designated Subrecipient may respond to the notice. (b) If the USDOT or Recipient notifies the Designated Subrecipient of a proposed determination of noncompliance under section 9.01(a) of this Agreement, the Designated Subrecipient may, not later than 7 calendar days after the notice, respond to that notice in the form and through the process described in that notice. In its response, the Designated Subrecipient may: 1) accept the remedy; 2) acknowledge the noncompliance, but propose an alternative remedy; or 3) dispute the noncompliance. To dispute the noncompliance, the Designated Subrecipient must include in its response documentation or other information supporting the Designated Subrecipient’s compliance. (c) The USDOT or the Recipient may make a final determination of noncompliance only: 1) after considering the Designated Subrecipient’s response under section 9.01(b); or 2) if the Designated Subrecipient fails to respond under section 9.01(b), after the time for that response has passed. (d) To make a final determination of noncompliance, the USDOT or the Recipient must provide to the Designated Subrecipient a notice that states the basis for that determination. Section 9.02 Remedies. (a) If the USDOT or the Recipient makes a final determination of noncompliance under section 9.01, the USDOT or the Recipient may impose a remedy, including: 1) adding conditions or modifying existing conditions on the award; 2) any remedy permitted under 2 C.F.R. 200.339-200.340, including withholding of payments; disallowance of previously reimbursed costs, requiring refunds from the Designated Subrecipient to the USDOT via the Recipient; suspension or termination of the award; or suspension and disbarment under 2 C.F.R. part 180; or 3) any other remedy legally available. (b) To impose a remedy, the USDOT or Recipient must provide to the Designated Subrecipient a written notice that describes the remedy, but the USDOT or Recipient may make the remedy effective before the Designated Subrecipient receives that notice. (c) If the USDOT or Recipient determine that it is in the public interest, the USDOT or Recipient may impose a remedy, including all remedies described in section 9.02(a) of this Agreement, before making a final determination of noncompliance under section 9.01 of this Agreement. If USDOT or Recipient do so, then the notice provided under FYs 2023 Neighborhood Access and Equity Grant Program Recipient - Designated Subrecipient Agreement Rafael Meadows Safe Crossing Pathway Project P a g e 14 | 29 section 9.01(d) must also state whether the remedy imposed will continue, be rescinded, or modified. (d) In imposing a remedy under this section 9.02 or making a public interest determination under section 9.02(c), the USDOT or the Recipient may elect to consider the interests of only the USDOT or the Recipient, respectively. (e) The Designated Subrecipient acknowledges that amounts that the USDOT or Recipient require the Designated Subrecipient to refund to the USDOT or Recipient, due to a remedy under this section 9.02 constitute a debt to the Federal Government that the USDOT and Recipient may collect under 2 C.F.R. 200.346 and the Standards for Administrative Collection of Claims (31 C.F.R. part 901). Section 9.03 Other Oversight Entities. (a) Nothing in this article 9 limits any party’s authority to report activity under this agreement to the United States Department of Transportation Inspector General or other appropriate oversight entities. Article X. AGREEMENT TERMINATION Section 10.01 Recipient Termination. (a) The Recipient may terminate this agreement and all of its obligations under this agreement if any of the following occurs: 1) the Designated Subrecipient fails to timely obtain or timely provide any non-NAE Grant contribution or alternatives approved by the USDOT and the Recipient as provided in this agreement and consistent with schedule D of the USDOT Agreement; 2) a completion date for the Project or a component of the Project is listed in section 2 of schedule C and the Designated Subrecipient fails to meet that milestone by six months after the date listed in section 2 of schedule C; 3) the Designated Subrecipient fails to meet a milestone listed in section 3 of schedule C by the deadline date listed in that section for that milestone; 4) the Designated Subrecipient fails to comply with the terms and conditions of this Agreement, including a material failure to comply with the project schedule in schedule C even if it is beyond the reasonable control of the Designated Subrecipient; 5) circumstances cause changes to the Project that the USDOT or Recipient determines are inconsistent with the USDOT's basis for selecting the Project to receive a NAE Grant; or 6) the USDOT or Recipient determines that termination of this agreement is in the public interest. (b) In terminating this agreement under this section, the Recipient may elect to consider only the interests of the Recipient. (c) This section 10.01 does not limit the Recipient’s ability to terminate this agreement as a remedy under section 9.02. (d) The Designated Subrecipient may request that the Recipient terminate the agreement under this section 10.01. Section 10.02 Closeout Termination. (a) This Agreement terminates on Project Closeout. FYs 2023 Neighborhood Access and Equity Grant Program Recipient - Designated Subrecipient Agreement Rafael Meadows Safe Crossing Pathway Project P a g e 15 | 29 (b) In this Agreement, “Project Closeout” means the date that the USDOT informs the Recipient that the award is closed out. Under 2 C.F.R. 200.344, Project Closeout should occur no later than one year after the end of the period of performance. Section 10.03 Post-Termination Adjustments. (a) The Designated Subrecipient acknowledges that under 2 C.F.R. 200.345–200.346, termination of the agreement does not extinguish the USDOT's or Recipient's authority to disallow costs, including costs that the USDOT or Recipient reimbursed before termination, and recover funds from the Designated Subrecipient. Section 10.04 Non-Terminating Events. (a) The end of the budget period described under section 4.04 does not terminate this Agreement or the Designated Subrecipient’s obligations under this Agreement. (b) The end of the period of performance described under section 4.05 does not terminate this Agreement or the Designated Subrecipient’s obligations under this Agreement. (c) The cancellation of funds under section 14.02 does not terminate this agreement or the Designated Subrecipient’s obligations under this agreement. Section 10.05 Other Remedies. (a) The termination authority under this article 10 supplements and does not limit the USDOT's and Recipient's remedial authority under article 9 or 2 C.F.R. part 200, including 2 C.F.R. 200.339–200.340. Article XI. MONITORING, FINANCIAL MANAGEMENT, CONTROLS, AND RECORDS Section 11.01 Recipient Monitoring and Record Retention. (a) The Designated Subrecipient shall monitor activities under this award, including activities under subawards and contracts, to ensure: 1) that those activities comply with this agreement; and 2) that funds provided under this award are not expended on costs that are not allowable under this award or not allocable to this award. (b) If the Designated Subrecipient makes a subaward under this award, the Designated Subrecipient shall monitor the activities of the subrecipient in compliance with 2 C.F.R. 200.332(e). (c) The Designated Subrecipient shall retain records relevant to the award as required under 2 C.F.R. 200.334. Section 11.02 Financial Records and Audits. (a) The Designated Subrecipient shall keep all project accounts and records that fully disclose the amount and disposition by the Designated Subrecipient of the award funds, the total cost of the Project, and the amount or nature of that portion of the cost of the Project supplied by other sources, and any other financial records related to the project. (b) The Designated Subrecipient shall keep accounts and records described under section 11.02(a) in accordance with a financial management system that meets the requirements of 2 C.F.R. 200.302–200.307, 2 C.F.R. 200 subpart F, and title 23, United States Code, and will facilitate an effective audit in accordance with 31 U.S.C. 7501– 7506. FYs 2023 Neighborhood Access and Equity Grant Program Recipient - Designated Subrecipient Agreement Rafael Meadows Safe Crossing Pathway Project P a g e 16 | 29 (c) The Designated Subrecipient shall separately identify expenditures under the fiscal year 2023 NAE Program in financial records required for audits under 31 U.S.C. 7501–7506. Specifically, the Designated Subrecipient shall: 1) list expenditures under that program separately on the schedule of expenditures of Federal awards required under 2 C.F.R. 200 subpart F, including “FY 2023” in the program name; and 2) list expenditures under that program on a separate row under Part II, Item 1 (“Federal Awards Expended During Fiscal Period”) of Form SF-SAC, including “FY 2023” in column c (“Additional Award Identification”). Section 11.03 Internal Controls. (a) The Designated Subrecipient shall establish and maintain internal controls as required under 2 C.F.R. 200.303. Section 11.04 USDOT Record Access. (a) The USDOT and the Recipient may access Designated Subrecipient records related to this award under 2 C.F.R. 200.337. Section 11.05 Oversight Responsibilities. (a) This award is subject to the oversight requirements of title 23, United States Code. Article XII. CONTRACTING AND SUBAWARDS Section 12.01 Minimum Wage Rates. (a) The Designated Subrecipient shall include, in all contracts in excess of $2,000 for work on the Project that involves labor, provisions establishing minimum rates of wages, to be predetermined by the United States Secretary of Labor, in accordance with 23 U.S.C. 113, that contractors shall pay to skilled and unskilled labor, and such minimum rates shall be stated in the invitation for bids and shall be included in proposals or bids for the work. Section 12.02 Buy America. (a) Steel, Iron, and Manufactured Products. 1) Steel, iron, and manufactured products used in the Project are subject to 23 U.S.C. 313, as implemented by the Federal Highway Administration. 2) The Designated Subrecipient acknowledges that this agreement is neither a waiver of 23 U.S.C. 313(a) nor a finding under 23 U.S.C. 313(b). (b) Construction Materials. 1) Construction materials used in the Project are subject to the domestic preference requirement at § 70914 of the Build America, Buy America Act, Pub. L. No. 117-58, div. G, tit. IX, subtit. A, 135 Stat. 429, 1298 (2021), as implemented by OMB, USDOT, and FHWA. 2) 2) The Designated Subrecipient acknowledges that this agreement is neither a waiver of § 70914(a) nor a finding under § 70914(b). (c) Buy America Preference. 1) Under 2 C.F.R. 200.322, as appropriate and to the extent consistent with law, the Designated Subrecipient should, to the greatest extent practicable under this award, provide a preference for the purchase, acquisition, or use of goods, products, or FYs 2023 Neighborhood Access and Equity Grant Program Recipient - Designated Subrecipient Agreement Rafael Meadows Safe Crossing Pathway Project P a g e 17 | 29 materials produced in the United States (including but not limited to iron, aluminum, steel, cement, and other manufactured products). 2) The Designated Subrecipient shall include the requirements of 2 C.F.R. 200.322 in all subawards including all contracts and purchase orders for work or products under this award. Section 12.03 Small and Disadvantaged Business Requirements. (a) If any funds under this award are administered by or through a State Department of Transportation, the Designated Subrecipient shall expend those funds in compliance with the requirements at 49 C.F.R. part 26 (“Participation by disadvantaged business enterprises in Department of Transportation financial assistance programs”). (b) If any funds under this award are not administered by or through a State Department of Transportation, the Designated Subrecipient shall expend those funds in compliance with the requirements at 2 C.F.R. 200.321 (“Contracting with small businesses, minority businesses, women’s business enterprises, veteran-owned businesses, and labor surplus area firms”). Section 12.04 Engineering and Design Services. (a) As applicable, the Designated Subrecipient shall award each contract or sub-contract for program management, construction management, planning studies, feasibility studies, architectural services, preliminary engineering, design, engineering, surveying, mapping, or related services with respect to the project in the same manner that a contract for architectural and engineering services is negotiated under the Brooks Act, 40 U.S.C. 1101-1104 as implemented in 23 U.S.C. 112(b)(2), or an equivalent qualifications-based requirement prescribed for or by the Designated Subrecipient and approved in writing by the USDOT. Section 12.05 Prohibition on Certain Telecommunications and Video Surveillance Services or Equipment. (a) The Designated Subrecipient acknowledges that Section 889 of Pub. L. No. 115-232 and 2 C.F.R. 200.216 prohibit the Designated Subrecipient and all subrecipients from procuring or obtaining certain telecommunications and video surveillance services or equipment under this award. Section 12.06 Pass-through Entity Responsibilities. (a) If the Designated Subrecipient makes a subaward under this award, the Designated Subrecipient shall comply with the requirements on pass-through entities under 2 C.F.R. parts 200 and 1201, including 2 C.F.R. 200.331–200.333. Section 12.07 Subaward and Contract Authorization. (a) If the USDOT Office for Subaward and Contract Authorization identified in section 7 schedule A is “FHWA Division,” then the Designated Subrecipient shall comply with subaward and contract authorization requirements under 23 C.F.R chapter I. (b) If the USDOT Office for Subaward and Contract Authorization identified in section 7 of schedule A is “FHWA Office of Acquisition and Grants Management,” then the Designated Subrecipient shall obtain prior written approval from the USDOT agreement officer pursuant to 2 C.F.R. 200.308, 2 C.F.R. 200.333, and 23 C.F.R. part 172, as applicable, and provide a copy of this written approval to the Recipient, for the FYs 2023 Neighborhood Access and Equity Grant Program Recipient - Designated Subrecipient Agreement Rafael Meadows Safe Crossing Pathway Project P a g e 18 | 29 subaward or contracting out of any work under this agreement. Unless otherwise specified in writing by the agreement officer, approvals under 2 C.F.R. 200.308 will be contingent upon a fair and reasonable price determination on the part of the Designated Subrecipient and the agreement officer’s concurrence on that determination. Approvals under 2 CFR 200.308(f)(6) do not apply to the acquisition of supplies, material, equipment, or general support services. Article XIII. COSTS, PAYMENTS, AND UNEXPENDED FUNDS Section 13.01 Limitation of Federal Award Amount. (a) Under this award, the USDOT and Recipient shall not provide funding greater than the amount obligated under section 4.03. (b) The Designated Subrecipient acknowledges that the USDOT and the Recipient is not liable for payments exceeding that amount, and the Designated Subrecipient shall not request reimbursement of costs exceeding that amount. Section 13.02 Projects Costs. (a) This award is subject to the cost principles at 2 C.F.R. 200 subpart E, including provisions on determining allocable costs and determining allowable costs. Section 13.03 Timing of Project Costs. (a) The Designated Subrecipient shall not charge to this award costs that are incurred after the budget period. (b) The Designated Subrecipient shall not charge to this award costs that were incurred before the date of this agreement unless those costs are identified in section 5 of schedule D and would have been allowable if incurred during the budget period. This limitation applies to costs incurred under an advance construction authorization (23 U.S.C. 115), costs incurred prior to authorization (23 C.F.R. 1.9(b)), and pre-award costs under 2 C.F.R. 200.458. (c) This agreement hereby terminates and supersedes any previous USDOT and Recipient approval for the Designated Subrecipient to incur costs under this award for the Project. (d) Section 5 of schedule D is the exclusive USDOT approval of costs incurred before the date of this agreement. Section 13.04 Designated Subrecipient Recovery of Federal Funds. (a) The Designated Subrecipient shall make all reasonable efforts, including initiating litigation, if necessary, to recover Federal funds if the USDOT or Recipient determine, after consultation with the Designated Subrecipient, that those funds have been spent fraudulently, wastefully, or in violation of Federal laws, or misused in any manner under this award. (b) The Designated Subrecipient shall not enter a settlement or other final position, in court or otherwise, involving the recovery of funds under the award unless approved in advance in writing by the USDOT and Recipient. Section 13.05 Unexpended Federal Funds. (a) Any Federal funds that are awarded at section 4.01 but not expended on allocable, allowable costs remain the property of the United States. Section 13.06 Timing of Payments to the Recipient. (a) Reimbursement is the payment method for the NAE program. FYs 2023 Neighborhood Access and Equity Grant Program Recipient - Designated Subrecipient Agreement Rafael Meadows Safe Crossing Pathway Project P a g e 19 | 29 (b) The Designated Subrecipient shall not request reimbursement of a cost before the Designated Subrecipient has entered into an obligation for that cost. Section 13.07 Payment Method. (a) If the USDOT Payment System identified in section 6 of schedule A is “FMIS,” then the Designated Subrecipient shall follow FMIS procedures to request and receive reimbursement payments under this award. Article XIV. LIQUIDATION, ADJUSTMENTS, AND FUNDS AVAILABILITY Section 14.01 Liquidation of Recipient Obligations. (a) The Designated Subrecipient shall liquidate all obligations of award funds under this agreement not later than 120 days after the end of the period of performance. (b) Liquidation of obligations and adjustment of costs under this Agreement follow the requirements of 2 C.F.R. 200.344–200.346. Section 14.02 Funds Cancellation. (a) NAE Program funding that is obligated for this award under section 4.03 remains available until expended. Article XV. AGREEMENT MODIFICATIONS Section 15.01 Bilateral Modifications. (a) The parties may amend, modify, or supplement this agreement by mutual agreement in writing signed by the Recipient and the Designated Subrecipient. Either party may request to amend, modify, or supplement this agreement by written notice to the other party. (b) The USDOT Agreement may be amended, modified, or supplemented by mutual agreement in writing, signed by the FHWA and the Recipient. The Designated Subrecipient may request to amend, modify, or supplement the USDOT Agreement by written notice to the FHWA and the Recipient. Section 15.02 Contact Modifications. (a) The Recipient may update the contacts who are listed in section 3 of schedule A by written notice to the USDOT contacts who are listed in section 5 of schedule A, the USDOT contacts who are listed in section 2.02, and the Designated Subrecipient contacts in section 9 of the USDOT Agreement. (b) The USDOT may update the contacts who are listed in section 5 of schedule A and section 2.02 by written notice to all of the Recipient contacts who are listed in section 3 of schedule A. (c) The Designated Subrecipient may update the contacts who are listed in section 9 of schedule A by written notice to the Recipient and USDOT. Section 15.03 Provisions that Conflict with Federal law. (a) If any provision of this Agreement conflicts with Federal law including the Program Statute, then the Federal law prevails. (b) Either party may notify the other party upon discovery that a provision conflicts with Federal law and the parties may agree to amend this Agreement in accordance with section 20.01. FYs 2023 Neighborhood Access and Equity Grant Program Recipient - Designated Subrecipient Agreement Rafael Meadows Safe Crossing Pathway Project P a g e 20 | 29 (c) Either party must provide written notice to the other party when it acts or refuses to act where its action or inaction conflicts with a provision of this Agreement but complies with Federal law. Section 15.04 Other Modifications. (a) The parties shall not amend, modify, or supplement the USDOT Agreement or this Agreement except as permitted under sections 15.01, 15.02, or 15.03. (b) If an amendment, modification, or supplement is not permitted under sections 15.01, 15.02, or 15.03, it is void. Article XVI. CLIMATE CHANGE AND ENVIRONMENTAL JUSTICE Section 16.01 Climate Change and Environmental Justice. (a) Consistent with Executive Order 14008, “Tackling the Climate Crisis at Home and Abroad” (Jan. 27, 2021), schedule H documents the consideration of climate change and environmental justice impacts of the Project. Article XVII. RACIAL EQUITY AND BARRIERS TO OPPORTUNITY Section 17.01 Racial Equity and Barriers to Opportunity. (a) Consistent with Executive Order 13985, “Advancing Racial Equity and Support for Underserved Communities Through the Federal Government” (Jan. 20, 2021), schedule I documents activities related to the Project to improve equity and reduce barriers to opportunity. Section 17.02 Community Engagement Activities. (a) This provision is applicable to only Capital Construction Grants and Regional Partnership Challenge Grants, not Planning Grants. (b) The USDOT has determined that, for the purpose of the requirement stated in section F.2.i of the NOFO, through the activities documented in section 3 of schedule I, the Designated Subrecipient has sufficiently considered community engagement related to the Project. Section 17.03 Activities to Safeguard Affordability. (a) This provision is applicable to only Capital Construction Grants and Regional Partnership Challenge Grants, not Planning Grants. (b) The USDOT has determined that, for the purpose of the requirement stated in section F.2.i of the NOFO, through the activities documented in section 4 of schedule I, the Designated Subrecipient has sufficiently considered safeguards to retain affordability for existing residents and businesses in the Project area and surrounding communities. Article XVIII. LABOR AND WORK Section 18.01 Labor and Work. (a) Consistent with Executive Order 14025, “Worker Organizing and Empowerment” (Apr. 26, 2021), and Executive Order 14052, “Implementation of the Infrastructure Investment and Jobs Act” (Nov. 15, 2021), schedule J documents the consideration of job quality and labor rights, standards, and protections related to the Project. Section 18.02 OFCCP Mega Construction Project Program. (a) If the total eligible project costs that are listed in section 3 of schedule D are greater than $35,000,000 and the Department of Labor’s Office of Federal Contract Compliance Programs (the “OFCCP”) selects this award for participation in the Mega Construction FYs 2023 Neighborhood Access and Equity Grant Program Recipient - Designated Subrecipient Agreement Rafael Meadows Safe Crossing Pathway Project P a g e 21 | 29 Project Program, then the Designated Subrecipient shall partner with OFCCP and the Recipient, as requested by OFCCP or the Recipient. Article XIX. Reserved. Article XX. CRITICAL INFRASTRUCTURE SECURITY AND RESILIENCE Section 20.01 Critical Infrastructure Security and Resilience. (a) Consistent with Presidential Policy Directive 21, “Critical Infrastructure Security and Resilience” (Feb. 12, 2013), and the National Security Presidential Memorandum on Improving Cybersecurity for Critical Infrastructure Control Systems (July 28, 2021), the Designated Subrecipient shall consider physical and cyber security and resilience in planning, design, and oversight of the Project. (b) If the Security Risk Designation in section 5 Schedule F is “Elevated,” then, not later that than two years after the date of this agreement, the Designated Subrecipient shall submit to the USDOT a report that: 1) identifies a cybersecurity Point of Contact for the transportation infrastructure being improved in the Project; 2) summarizes or contains a cybersecurity incident reporting plan for the transportation infrastructure being improved in the Project; 3) summarizes or contains a cybersecurity incident response plan for the transportation infrastructure being improved in the Project; 4) documents the results of a self-assessment of the Designated Subrecipient’s cybersecurity posture and capabilities; and 5) describes any additional actions that the Designated Subrecipient has taken to consider or address cybersecurity risk of the transportation infrastructure being improved in the Project. Article XXI. FEDERAL FINANCIAL ASSISTANCE, ADMINISTRATIVE, AND NATIONAL POLICY REQUIREMENTS Section 21.01 Uniform Administrative Requirements for Federal Awards. (a) The Designated Subrecipient shall comply with the obligations on non-Federal entities under 2 C.F.R. parts 200 and 1201. Section 21.02 Federal Law and Public Policy Requirements. (a) The Designated Subrecipient shall ensure that Federal funding is expended in full accordance with the United States Constitution, Federal law, and statutory and public policy requirements: including but not limited to, those protecting free speech, religious liberty, public welfare, the environment, and prohibiting discrimination. (b) The failure of this agreement to expressly identify Federal law applicable to the Designated Subrecipient or activities under this agreement does not make that law inapplicable. Section 21.03 Federal Freedom of Information Act. (a) The USDOT is subject to the Freedom of Information Act, 5 U.S.C. 552. (b) The Designated Subrecipient acknowledges that the Technical Application and materials submitted to the USDOT or the Recipient by the Designated Subrecipient related to this agreement may become USDOT records subject to public release under 5 U.S.C. 552. Section 21.04 History of Performance. FYs 2023 Neighborhood Access and Equity Grant Program Recipient - Designated Subrecipient Agreement Rafael Meadows Safe Crossing Pathway Project P a g e 22 | 29 (a) Under 2 C.F.R 200.206, any Federal agency may consider the Designated Subrecipient’s performance under this agreement, when evaluating the risks of making a future Federal financial assistance award to the Designated Subrecipient. Section 21.05 Whistleblower Protection. (a) The Designated Subrecipient acknowledges that it is a “grantee” within the scope of 41 U.S.C. 4712, which prohibits the Designated Subrecipient from taking certain actions against an employee for certain disclosures of information that the employee reasonably believes are evidence of gross mismanagement of this award, gross waste of Federal funds, or a violation of Federal law related this this award. (b) The Designated Subrecipient shall inform its employees in writing of the rights and remedies provided under 41 U.S.C. 4712, in the predominant native language of the workforce. Section 21.06 External Award Terms and Obligations. (a) In addition to this document and the contents described in article 27, this agreement includes the following additional terms as integral parts: 1) Appendix A to 2 C.F.R. part 25: System for Award Management and Universal Identifier Requirements; 2) Appendix A to 2 C.F.R. part 170: Reporting Subawards and Executive Compensation; 3) 2 C.F.R. Part 175: Award Term for Trafficking in Persons; and 4) Appendix XII to 2 C.F.R. part 200: Award Term and Condition for Recipient Integrity and Performance Matters. (b) The Designated Subrecipient shall comply with: 1) 49 C.F.R. part 20: New Restrictions on Lobbying; 2) 49 C.F.R. part 21: Nondiscrimination in Federally-Assisted Programs of the Department of Transportation—Effectuation of Title VI of the Civil Rights Act of 1964; 3) 49 C.F.R. part 27: Nondiscrimination on the Basis of Disability in Programs or Activities Receiving Federal Financial Assistance; and 4) Subpart B of 49 C.F.R. part 32: Governmentwide Requirements for Drug-free Workplace (Financial Assistance). Section 21.07 Incorporated Certifications. (a) The Designated Subrecipient makes the statements in the following certifications, which are incorporated by reference: 1) Appendix A to 49 CFR part 20 (Certification Regarding Lobbying). Article XXII. ASSIGNMENT Section 22.01 Assignment Prohibited. (a) The Designated Subrecipient shall not transfer to any other entity any discretion granted under this agreement, any right to satisfy a condition under this agreement, any remedy under this agreement, or any obligation imposed under this agreement. Article XXIII. Reserved. Article XXIV. WAIVER Section 24.01 Waivers. (a) A waiver of a term of this Agreement granted by the Recipient will not be effective unless it is in writing and signed by an authorized representative of the Recipient. FYs 2023 Neighborhood Access and Equity Grant Program Recipient - Designated Subrecipient Agreement Rafael Meadows Safe Crossing Pathway Project P a g e 23 | 29 (b) A waiver of a term of this agreement granted by the Recipient on one occasion will not operate as a waiver on other occasions. (c) If the Recipient fails to require strict performance of a term of this agreement, fails to exercise a remedy for a breach of this agreement, or fails to reject a payment during a breach of this agreement, that failure does not constitute a waiver of that term or breach. Article XXV. ADDITIONAL TERMS AND CONDITIONS Section 25.01 Effect of Economically Disadvantaged Community Designation. (a) If section 2 of schedule F lists “Yes” for the “Economically Disadvantaged Community Designation,” then based on information that the Designated Subrecipient provided to the USDOT, including the Technical Application, the USDOT determined that the Project will benefit an economically disadvantaged community, as defined in section H.1 of the NOFO. Section 25.02 Disclaimer of Federal Liability. (a) The USDOT and the Recipient shall not be responsible or liable for any damage to property or any injury to persons that may arise from, or be incident to, performance or compliance with this agreement. Section 25.03 Relocation and Real Property Acquisition. (a) To the greatest extent practicable under State law, the Designated Subrecipient shall comply with the land acquisition policies in 49 C.F.R. 24 subpart B and shall pay or reimburse property owners for necessary expenses as specified in that subpart. (b) The Designated Subrecipient shall provide a relocation assistance program offering the services described in 49 C.F.R. 24 subpart C and shall provide reasonable relocation payments and assistance to displaced persons as required in 49 C.F.R. 24 subparts D–E. (c) The Designated Subrecipient shall make available to displaced persons comparable replacement dwellings in accordance with 49 C.F.R. 24. Section 25.04 Equipment Disposition. (a) In accordance with 2 C.F.R. 200.313 and 1201.313, if the Designated Subrecipient, or a subrecipient to the Designated Subrecipient, acquires equipment under the Grant Program award, then when that equipment is no longer needed for the Project: 1) if the entity that acquired the equipment is a State, the State, shall dispose of that equipment in accordance with State laws and procedures; and 2) if the entity that acquired the equipment is an Indian Tribe, the Indian Tribe shall dispose of that equipment in accordance with tribal laws and procedures. If such laws and procedures do not exist, Indian Tribes must follow the guidance in 2 C.F.R. 200.313; and 3) if the entity that acquired the equipment is neither a State nor an Indian Tribe, that entity shall request disposition instructions from the Administering Operating Administration and Recipient. (b) In accordance with 2 C.F.R. 200.443(d), the distribution of the proceeds from the disposition of equipment must be made in accordance with 2 C.F.R. 200.310–200.316 and 2 C.F.R. 1201.313. FYs 2023 Neighborhood Access and Equity Grant Program Recipient - Designated Subrecipient Agreement Rafael Meadows Safe Crossing Pathway Project P a g e 24 | 29 (c) The Designated Subrecipient shall ensure compliance with this section 25.04 for all tiers of subawards under this award. Section 25.05 Environmental Review. (a) In this section, “Environmental Review Entity” means: 1) if the Project is located in a State that has assumed responsibilities for environmental review activities under 23 U.S.C. 326 or 23 U.S.C. 327 and the Project is within the scope of the assumed responsibilities, the State; and 2) for all other cases, FHWA. (b) Except as authorized under section 25.05(c), the Designated Subrecipient shall not begin final design; acquire real property, construction materials, or equipment; begin construction; or take other actions that represent an irretrievable commitment of resources for the Project unless and until: 1) the Environmental Review Entity complies with the National Environmental Policy Act, 42 U.S.C. 4321 to 4370m-12, and any other applicable environmental laws and regulations; and 2) if the Environmental Review Entity is not the Designated Subrecipient , the Environmental Review Entity provides the Designated Subrecipient with written notice that the environmental review process is complete. (c) If the Designated Subrecipient is using procedures for early acquisition of real property under 23 C.F.R. 710.501 or hardship and protective acquisitions of real property 23 C.F.R. 710.503, the Designated Subrecipient shall comply with 23 C.F.R. 771.113(d)(1). (d) The Designated Subrecipient acknowledges that: 1) the Environmental Review Entity’s actions under section 25.06(a) depend on the Designated Subrecipient conducting necessary environmental analyses and submitting necessary documents to the Environmental Review Entity; and 2) applicable environmental statutes and regulation may require the Designated Subrecipient to prepare and submit documents to other Federal, State, and local agencies. (e) Consistent with 23 C.F.R. 771.105(a), to the extent practicable and consistent with Federal law, the Designated Subrecipient shall coordinate all environmental investigations, reviews, and consultations as a single process. (f) The activities described in schedule B and other information described in the USDOT Agreement may inform environmental decision-making processes, but the parties do not intend the USDOT Agreement to document the alternatives under consideration under those processes. If a build alternative is selected that does not align with schedule B or other information in this agreement, then: 1) the parties may amend the USDOT Agreement under section 15.01 for consistency with the selected build alternative; or 2) if the USDOT or Recipient determine that the condition at section 10.01(a)(5) in this Agreement is satisfied, the Recipient may terminate the this Agreement under section 10.01(a)(5). FYs 2023 Neighborhood Access and Equity Grant Program Recipient - Designated Subrecipient Agreement Rafael Meadows Safe Crossing Pathway Project P a g e 25 | 29 (g) The Designated Subrecipient shall complete any mitigation activities described in the environmental document or documents for the Project, including the terms and conditions contained in the required permits and authorizations for the Project. Section 25.06 Railroad Coordination. (a) If section 3 of schedule C includes one or more milestones identified as a “Railroad Coordination Agreement,” then for each of those milestones, the Designated Subrecipient shall enter a standard written railroad coordination agreement, consistent with 23 C.F.R. 646.216(d), no later than the deadline date identified for that milestone, with the identified railroad for work and operation within that railroad’s right-of-way. Article XXVI. MANDATORY AWARD INFORMATION Section 26.01 Information Contained in a Federal Award. (a) For 2 C.F.R. 200.211: 1) the “Federal Award Date” is the date of this agreement, as defined under section 28.02; 2) the “Assistance Listings Number” is 20.205 and the “Assistance Listings Title” is “Neighborhood Access and Equity (NAE) Discretionary Grant Program”; and 3) this award is not for research and development. Section 26.02 Federal Award Identification Number. (a) If the USDOT Payment System identified in section 6 of schedule A is “FMIS,” then the Federal Award Identification Number will be generated when the FHWA Division authorizes the project in FMIS. The Recipient acknowledges that it has access to FMIS and can retrieve the FAIN from FMIS for the Designated Subrecipient once generated. Section 26.03 Recipient’s Unique Entity Identifier. (a) If the FHWA Payment System identified in schedule A is "FMIS" or “FMIS Current Bill,” then the Recipient’s Unique Entity Identifier, as defined at 2 C.F.R. 25.400, is available in FMIS. The Recipient acknowledges that it has access to FMIS and can retrieve the unique entity identifier from FMIS for the Designated Subrecipient. Section 26.04 Budget Period. (a) In this agreement, “budget period” is used as defined at 2 C.F.R. 200.1. Article XXVII. CONSTRUCTION AND DEFINITIONS Section 27.01 Schedules. (a) This agreement includes the following schedules as integral parts Schedule A Administrative Information Schedule B Project Activities Schedule C Award Dates and Project Schedule Schedule D Award and Project Financial Information Schedule E Changes from Application Schedule F NAE Program Designations Schedule G NAE Performance Measurement Information Schedule H Climate Change and Environmental Justice Impacts Schedule I Racial Equity and Barriers to Opportunity Schedule J Labor and Work" FYs 2023 Neighborhood Access and Equity Grant Program Recipient - Designated Subrecipient Agreement Rafael Meadows Safe Crossing Pathway Project P a g e 26 | 29 Section 27.02 Exhibits. (a) The following exhibits, which are located in the document titled “U.S. Department of Transportation Exhibits to FHWA Grant Agreements Under the Fiscal Year 2023 Reconnecting Communities Pilot Program/Neighborhood Access and Equity Program (RCN): FHWA Projects,” dated April 8, 2024, and available at https://www.transportation.gov/grants/reconnecting-communities/reconnecting- communities-grant-agreements, are part of this agreement. Exhibit A Applicable Federal Laws and Regulations Exhibit B Additional Standard Terms Exhibit C Quarterly Project Progress Reports and Recertifications: Format and Content Exhibit D Form for Subsequent Obligation of Funds" Section 27.03 Construction. (a) In these General Terms and Conditions: 1) unless expressly specified, a reference to a section or article refers to that section or article in these General Terms and Conditions; 2) a reference to a section or other subdivision of a schedule listed in section 25.1 will expressly identify the relevant schedule; and 3) there are no references to articles or sections in project-specific portions of the agreement that are not contained in schedules listed in section 25.1. (b) If a provision in these General Terms and Conditions or the exhibits conflicts with a provision in the project-specific portion of the agreement, then the project-specific portion of the agreement prevails. If a provision in the exhibits conflicts with a provision in these General Terms and Conditions, then the provision in these General Terms and Conditions prevails. Section 27.04 Integration. (a) This agreement constitutes the entire agreement of the parties relating to the NAE Program and awards under that program for the Project and supersedes any previous agreements, oral or written, relating to the NAE Program and awards under that program for the Project. Section 27.05 Definitions. (a) In this agreement, the following definitions apply: “Administering Operating Administration” means the FHWA. “Capital Construction Grant” means this project will remove, retrofit, mitigate, or replace an existing eligible dividing transportation facility with a new facility that reconnects communities; mitigates a burdening transportation facility that is a source of air pollution, noise, stormwater, heat, or other burdens; or implements a strategy to reduce environmental harm and/or improve access through transportation improvements. “Community Planning Grant” means this project will conduct planning activities for future construction projects and allow for innovative community planning to address localized transportation challenges. FYs 2023 Neighborhood Access and Equity Grant Program Recipient - Designated Subrecipient Agreement Rafael Meadows Safe Crossing Pathway Project P a g e 27 | 29 “General Terms and Conditions” means this Agreement. “NAE Grant” refers to an award of funds made available via the Section 60501 of the Inflation Reduction Act (Pub. L. 117-169, August 16, 2022, “Inflation Reduction Act” or IRA). “Program Statute” means the collective statutory text: (1) at IRA, tit. VI, subt. E § 60501; and (2) all other provisions of that act that apply to amounts appropriated under that paragraph. “Project” means the project proposed in the Technical Application, as modified by the negotiated provisions of the USDOT Agreement. “NAE Grant” means an award of funds that were made available under the NOFO. “Regional Partnerships Challenge Grants” means a project led by two or more eligible applicants to address a persistent regional challenge related to equitable access and mobility. Eligible activities for Regional Partnerships Challenge Grants are the same as those listed under Capital Construction and Community Planning Grants but must have a regional focus, and clearly demonstrate regional coordination and leveraging of local, State, and Federal resources and policies. See Section C for further eligibility information. “Technical Application” means the application identified in section 1 of schedule A of the USDOT Agreement, including Standard Form 424 and all information and attachments submitted with that form through Grants.gov. Article XXVIII. AGREEMENT EXECUTION AND EFFECTIVE DATE Section 28.01 Counterparts. (a) This Agreement may be executed in counterparts, which constitute one document. (b) The parties intend each countersigned original to have identical legal effect. Section 28.02 Effective Date. (a) This Agreement will become effective when all parties have signed it and the USDOT Agreement is executed. (b) The date of this agreement will be the date this agreement is signed by the last party to sign it or the date the USDOT Agreement is executed, whichever is later. (c) This instrument constitutes an NAE Grant when the Recipient and Designated Subrecipient’s authorized representatives sign it and the USDOT Agreement is executed by FHWA. FYs 2023 Neighborhood Access and Equity Grant Program Recipient - Designated Subrecipient Agreement Rafael Meadows Safe Crossing Pathway Project P a g e 28 | 29 DESIGNATED SUBRECIPIENT SIGNATURE PAGE The Designated Subrecipient, intending to be legally bound, is signing this Agreement on the date stated opposite that party’s signature. CITY OF SAN RAFAEL “DESIGNATED SUBRECIPIENT” By: Cristine Alilovich Date City Manager APPROVED AS TO CONTENT: PUBLIC WORKS DEPARTMENT By: April Miller Date Public Works Director APPROVED AS TO FORM: By: Rob Epstein Date City Attorney COUNTERSIGNED: By: Paul Navazio Date Finance Director FYs 2023 Neighborhood Access and Equity Grant Program Recipient - Designated Subrecipient Agreement Rafael Meadows Safe Crossing Pathway Project P a g e 29 | 29 RECIPIENT SIGNATURE PAGE The Recipient, intending to be legally bound, is signing this Agreement on the date stated opposite that party’s signature. CALIFORNIA DEPARTMENT OF TRANSPORTATION By: DEE LAM Date Chief, Division of Local Assistance AND By: [NAME] Date District Director