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HomeMy WebLinkAboutC-3607 - Grant Agreement for Mariners LibraryNEED FOR EXTENSION OF THE AGREEMENT BETWEEN THE CALIFORNIA STATE LIBRARY AND THE CITY OF NEWPORT BEACH GRANT AWARD NO: 1038 The grantee is requesting an extension of the Grant Agreement based on the following facts: After receiving just one qualified bid (one was rejected for arriving late), bids were rejected delaying award by approximately two months. The second round of bidding produced a responsible bid that saved the project approximately $700,000, but put the project even further behind schedule. Due to the increase in steel prices and construction costs the project was also delayed as funding sources needed to be identified. The project was then awarded on January 11, 2005, and construction began February 15, 2005. Completion of construction is now anticipated in Spring of 2006. Due to the time required for Council to accept completion of the project and to file all necessary paperwork, the City respectfully requests an extension of our agreement between the California State Library and the City of Newport Beach until October 31, 2007. WEI The Office of Library Construction (OLC) is recommending ❑ Approval 0 Disapproval of the requested extension based on the following facts as documented in the official files. ADMINISTRATIVE STAFF SIGNATURE DATE PROGRAM STAFF SIGNATURE DATE Extension of Agreement #1038.doc AMENDMENT TO GRANT AGREEMENT BETWEEN THE CALIFORNIA STATE LIBRARY AND THE CITY OF NEWPORT BEACHI GRANT AWARD NO: 1038 SECTION 3. TERMS OF AGREEMENT A. This agreement is effective upon its execution by both parties and expires on October 31 2007. e e a B. The State agrees to the extension of the term of this Agreement as stated above. A copy shall be attached to the original agreement. APPROVED AS TO FORM CALIFORNIA STATE LIBRARY STATE LIBRARIAN OF CALIFORNIA SIGNATURE DATE GRANTEE Amendment to Grant Agreement 1038.doc April 14, 2003 CALIFORNIA STATE LIBRARY F O U N D E D L 8 5 0 Lois Thompson, Administrative Manager City of Newport Beach Public Works 3300 Newport Blvd. Newport Beach, CA 92663 Re: Grant Agreement Between the California State Library and the City of Newport Beach -- Project # 1038 Dear Ms. Thompson: Enclosed are the executed grant agreement, between the California State Library and the City of Newport Beach — Project # 1038, and a hard copy of the OLC financial package. I will also forward an electronic copy of the forms via email. Please feel free to use either the paper or electronic version. All requests for reimbursement and /or budget change requests should include the project number and be forwarded to: Patty Wagoner, Bond Act Analyst California State Library Office of Library Construction (OLC) 1029 J Street, Ste. 400 Sacramento, CA 95814 (916) 445 -9596 I am looking forward to working with you through the end of your project. Please do not hesitate to call me at the number above if you have questions or need additional information. Sincerer -��� ®� Patty agoner Enclosures: Payment Request form Budget Change Request form Instructions 2317_1 Library - Courts Building YO. Box 942837 Sacramento, CA 94237 -0001 0 GRANT AGREEMENT BETWEEN THE CALIFORNIA STATE LIBRARY AND THE CITY OF NEWPORT BEACH GRANT AWARD NO: 1038 SECTION 1. THE PARTIES The parties of this Grant Award Agreement are the California State Library (State), the grantor, and the City of Newport Beach, the grantee. SECTION 2. THE GRANT As authorized by the California Reading and Literacy Improvement and Public Library Construction and Renovation Bond Act of 2000, with the approval of the California Public Library Construction and Renovation Board, the State hereby grants the City of Newport Beach (Grantee), the sum of $3,180,739 for the purpose of constructing the public library described in Grantee's Public Library Project Application Proposal No. 1038, which proposal is hereby incorporated by reference into this Agreement. SECTION 3. TERMS OF AGREEMENT A. This agreement is effective upon its execution by both parties and expires on B. Prior to the expiration of the term of this Agreement, State may extend the term of this Agreement, by written amendment hereto, if State, in its sole discretion, determines such extension is necessary. SECTION 4. GRANT AWARD CONDITION A. In all aspects of administration, implementation, and construction of its public library project, Grantee shall conform to the requirements of the California Reading and Literacy Improvement and Public Library Construction and Renovation Bond Act of 2000 (Act), the regulations implementing the Act, and shall expend grant funds in accordance with the Act and applicable regulations. 1 B. Grantee shall construct the library proposed in its Public Library Project Application Proposal No. 1038. SECTION 5. GRANT PAYMENTS A. Grantee shall submit to the State required financial and program performance reports satisfactory to the State detailing Grantee's expenditure of Grant funds. B. Grant payments shall be payable on a reimbursement basis: C. Payments shall be made no more frequently than on a monthly basis. Payment requests shall be made only for eligible project costs. Payment requests shall be submitted on a form prescribed by the State Librarian, and sent to: Bond Act Fiscal Officer California State Library 1029 J Street, Suite 400 Sacramento, CA 95814 916- 445 -9592 D. In the event that the funding provided is greater than the cost of Project, Grantee shall return the portion of funding which" exceeds the cost of the Project to the State. SECTION 6. State shall withhold 10% from each payment request, which shall be paid to the Grantee when all of the following have been completed: . A. All eligible project costs have been expended; and all required financial and performance reports conceming the Project have been submitted_ B. Grantee certifies, by providing a compliance letter from the local building official, that the building has been completed in accordance with the approved plans and specifications, including installation of book stacks. C. Grantee shows evidence that the building title has been accepted by Grantee; and, D. All ineligible cost issues, identified under interim or final audits performed by The California Department of Finance (DOF), have been resolved. 2 0 0 SECTION 7. SUSPENSION OR TERMINATION OF PAYMENT State may at any time during the term of this Agreement, suspend or terminate payment to Grantee, in whole or in part, in the event of any of the following occurrences: A. If Grantee has made or makes any material misrepresentation with respect to information or statements furnished to the State required by this Agreement. B. If there is any litigation with respect to the performance by Grantee of any of its obligations under this Agreement, which may materially jeopardize or adversely affect the undertaking of, or carrying out of, the purposes of this Agreement. C. If Grantee fails to comply with any of the terms of this Agreement. D. If.Grantee applies for, or consents to, or acquiesces in the appointment of a receiver, trustee, liquidator or custodian for all or part of its property; or if Grantee files a voluntary petition in bankruptcy or petition or an answer seeking liquidation or reorganization under the United States Bankruptcy Code or any other law related to bankruptcy or insolvency or relief of debtors. SECTION & STATE'S RIGHT TO AUDIT A. Grantee shall maintain, by generally accepted accounting principles applicable for local government, a complete record of all financial transactions related to this Agreement. The accounting standards used shall be those promulgated by the Government Accounting Standards Board and the Financial Accounting Standards Board in effect during the term of this Agreement. B. In determining whether Grant funds are expended for intended purposes as prescribed under this Agreement, the entire Project, including the progress of the Project and Grant fund expenditures, are subject to audit and examination by the California Department of Finance (DOF) during the Project and for a period of five years after the final payment has been made, or for such longer period, if any, as is required by DOF. C. Grantee agrees that the California State Library and DOF auditors or representatives, upon reasonable advance notice to Grantee, shall have access and the right to audit, examine, and make excerpts or transcripts of or from records. Records include contracts, subcontracts, invoices, receipts, payrolls and personnel information, conditions of employment, documents of change orders, budget change requests, indirect costs allocation plan, and all other data or financial records relating to matters covered under this Agreement. D. Grantee further agrees that such right of State to examine or audit shall continue for five (5) years after the expiration or termination of this Agreement, or for such longer period, if any, as is required by applicable law. Grantee shall preserve and make available its records (i) until the expiration of five (5) years from the date of expiration or sooner termination of this Agreement, or (ii) for such longer period, if any, as is required by DOF. SECTION 9. INELIGIBLE COSTS, OFFSET AND RESTITUTION A. Ineligible costs may be identified through audits, Grantee monitoring or other sources of information that become available to .State. B. Ineligible. costs shall also include expended costs concluded to be ineligible during The California Department of Finance's interim or final audits of grant fund expenditures. Further, the ineligible costs may be applied to offset subsequent payments to Grantee required under this Agreement. In the event that ineligible costs exceed subsequent payments, Grantee shall repay the excess to State within ninety (90) days unless otherwise extended by the State. C. Without limiting any other contractual remedies available to State for breach of this Agreement, Grantee agrees to make restitution to State for any cost incurred by Grantee and paid with bond funds that are not allowable under applicable State statutes, rules, regulations, policies and procedures, or the terms of this Agreement. SECTION 10. FUNDING CONTINGENCY Funding of this agreement is contingent upon availability of funding through the sale of General Obligation Bonds and/or General Fund loans requested by State. In addition, this Agreement is subject to any law or additional restrictions, limitations, or conditions enacted by the Legislature that may affect the provisions, terms or funding of this Agreement in any manner. This contingency will remain in effect during the entire term of the Agreement, including any extension to the term agreed upon by State and Grantee. 0 • SECTION 11. RESOLUTION OF DISPUTES If Grantee and State cannot agree on disposition of State Building Code (California Code of Regulations, Part 1, Title 24) matters during any reviews by State, State and Grantee may submit such matters to The Division of State Architect (DSA), California Department of General Services, for .determination. Both State and Grantee should accept the DSA determination as final disposition of such matters. SECTION 12. COMPLIANCE WITH LAWS Grantee shall comply with all applicable laws, ordinances, codes and regulations of federal, state, and local governments in carrying out its obligations under this agreement. SECTION 13. WAIVER Grantee agrees that waiver by the State of any breach or violation of the terms or conditions of this Agreement shall not be deemed to be a waiver of any other term or condition contained herein or a waiver of any subsequent breach or violation of the same or any other term or condition. SECTION 14. SEVERABILITY If any term, covenant, condition or provision of this Agreement, or the Application thereof to any person or circumstance, shall to any extent be held by a court of competent jurisdiction to be invalid, void or unenforceable, the remainder of the terms, covenants, conditions or provisions of this Agreement, or the Application thereof to any person or circumstance, shall remain in full force and effect and shall in no way be affected, impaired or invalidated thereby. SECTION 15. PRIOR AGREEMENTS AND AMENDMENTS This Agreement, including all Exhibits attached hereto, represents the entire Agreement of the parties as to those matters contained herein. No prior oral or written understanding shall be of any force or effect with respect to those matters covered hereunder. This Agreement may only be modified by a written amendment duty executed by the parties to this Agreement. 0 0 SECTION 16, MISCELLANEOUS PROVISIONS A. The headings of the sections and subsections of this Agreement are inserted for convenience only. They do not constitute a part. of this Agreement and shall not be used in its construction. B. Where this Agreement refers to State and no officer of the State is named, the State Librarian or his or her designee(s) shall have the authority to act on State's behalf. SECTION 17. AUTHORITY AND STATUS OF GRANTEE A. Grantee represents and warrants that the individual who executes this Agreement is duly authorized to do so by Grantee. B. Grantee warrants that it will possess all the necessary licenses and/or permits required by any governmental agency in order to carry out the purpose contemplated herein. APPROVED AS TO FORM CALIFORNIA STATE LIBRARY STATE LIBRARIAN OF CALIFORNIA GRANTEE AGENCY of Newport Beach DATE Mayor Steven PRINTED NAME AND TITLE OF PERSON SIGNING See Reverse Side for Instructions. Page I of 3 BA2000 (Rev. 12/02) • • INSTRUCTIONS To ensure timely payment of funds by the California State Library (CSL), the Payment Request must be complete and accurate. All amounts should be rounded up to the nearest whole dollar. Page 2 of this Payment Request must be completed or the Request will not be processed. Complete the form as follows: 1. Official Project Name: (Page 1 of Grant Application). 2. Project #: Grant Award Number as shown on Grant Award Letter. 3. Payment Request #: Number of this Payment Request, beginning with 41. 4. Report Period: Indicate the beginning and ending dates of the time period this request for payment covers. 5. Lines 1 through 21: BUDGET AMOUNT— Enter amount of each eligible cost included in the project budget as approved in the Grant Application. CURRENT PAYMENT REQUEST — Enter the current eligible expenditures for this reporting period. EXPENDITURES THIS PERIOD STATE SHARE — Enter 65% of total eligible expenditures for this reporting period. EXPENDITURES THIS PERIOD LOCAL SHARE — Enter 35% of total eligible expenditures for this reporting period. Subtotals: Add totals of Columns (A), (B), (C) and (D). Less 10% Retention: Enter 10% of Subtotal. The state shall withhold 10% from each payment request, which will be paid when all items in Section 6 of grant agreement are met. Total Payment Request: Subtotal minus 10% Retention. Additional Information: This area is available for any comments or explanations of this form that are necessary. Page .2of 3 Sec Reverse Side for Instructions BA2000 (Rev. 12102) 0 0 INSTRUCTIONS Project Status Construction Activities: What has happened to the site or building during the reporting period, describe the specific activities such as grading, excavation for plumbing, steel supports up, sheetrock installation. This narrative should allow the Office of Library Construction to understand how far along the project is in comparison to the time line defined in the application; it is a support document to justify the claim for payment. Please supply sufficient detail to justify the claim. Lack of detail can cause a delay in the payment request. 2. Problem Areas: Explain any problems that occurred during the reporting period, such as work stoppages, weather conditions, or any other occurrence that caused a change in the work schedule. 3. Delays: Explain any delays that may /will extend the completion date for the project. The statement should state what activities or functions have caused this delay and your estimate of the impact on the time line as defined in the application. This delay may cause the assigned monitor to discuss the need to amend the agreement. I certify that Payment Request # iii the amount of $ , is accurate and in accordance with California State Library Bond Act of 2000 laws and regulations. I further certify that these are actual expenditures or credits allowed under the Act and that all funds were expended for the purpose of liquidating obligations legally incurred. Title Date Signature Name Title Telephone Approved for Payment Date Approval Signature Date F.Y.: Index: PCA: Object: Contract #: Partial/Final $: Bond Act Fiscal Officer California State Library Office of Library Construction 1029 J Street, Suite 400 Sacramento, CA 95814 3 of Date: INSTRUCTIONS 1. Person Preparing Report: Name, title, telephone number and signature of individual who prepared Payment Request and the date it was prepared. 2. Project Fiscal Officer: Name, title, telephone number and signature of individual who has financial responsibility for the project and the date this Payment Request was approved by such individual. 3. Project Coordinator: Name, title, telephone number and signature of individual who has project management responsibility and the date this Payment Request was approved by such individual. 4. Bond Act Fiscal Officer: Leave this blank, to be filled out by the Office of Library Construction's Bond Act Fiscal Officer. 5. Mail Invoice To: The address in which payment request shall be mailed. 21H ' 0�4 t gnORN M ks Project Name: Project BCR #: HEMP D :01 1 ii r- X-I NOR 0IRMEM � 1. New Construction M� I'M 521R I - M unn 0 SeMbonct U Tr Act Sud et Justification for B udgct Change Request (attach additional pages, as necessary) 2. Remodeling Construction 3. Contingency 4. Appraised Value of Building 5. Appraised Value of Land 6. Site Development 7. Site Demolition 8. Site Permits & Fees 9. Site Option to Purchase A2reement 10. Furnishings & Equipment Costs 11. Signage 12. Architectural & Engineering Fees 13. Construction Cost Estimator Fees 14. Interior Designer Fees 15. Geotechnical/Geohazard Reports C ELM 16. Hazardous Materials Consultant Fees 17. Energy Audit, Structural, ADA, & Engineering Feasibility Studies 18. Library Consultant Fees Program Staff Date 19. Construction/Project Management 20. Other Professional Fees 21. Local Project Administration Costs ]Administrative Staff Date 22, Totals S S $ Send Completed Form To: Bond Act Fiscal Officer, California State Library, Office of Library Construction, 1029 J Street, Room 400, Sacramento, CA 95814 Stale Librarian Date 0 INSTRUCTIONS 0 Any changes to the project budget, as approved in the Grant Application, must be reflected on a Budget Change Request (BCR). All amounts should be rounded up to the nearest whole dollar. Complete the form as follows: Official Project Name: (Page 1 of Grant Application). 2. Project #: Grant Award Number as shown on Grant Award Letter. 3. BCR #: Number of this BCR, beginning with #1. 4. Lines 1 through 21 (BCR #1 only): APPROVED BOND ACT BUDGET— Enter each eligible cost in the project budget as approved in the Grant Application. BUDGET CHANGE REQUEST AMOUNT — enter the requested change amounts, by category, in this column. The total of this column must equal zero. REVISED BOND ACT BUDGET — Add/Subtract the BCR amount from the Approved Bond Act Budget amount and enter net change. 5. Lines 1 through 21 (Subsequent BCRs): APPROVED BOND ACT BUDGET— Enter the "Revised Bond Act Budget" from previous BCR. BUDGET CHANGE REQUEST AMOUNT — enter the requested change amounts, by category, in this column. The total of this column must equal zero. REVISED BOND ACT BUDGET — Add/Subtract the BCR amount from the Approved Bond Act Budget amount and enter net change. 6. Justification for BCR: Explain in full reason for BCR in block on right side of form. Attach additional pages as necessary. The BCR must be signed by an individual with project responsibility. Indicate a contact person and telephone number. Send completed form to address listed on front of this form. The California State Librarian will approve the BCR or notify the Grant Recipient as to any deficiencies of the BCR within 15 days after receipt. MAR � 5 2003 • • c -3�oT 06) CITY OF NEWPORT BEACH CITY COUNCIL STAFF REPORT Agenda Item No. 7 March 25, 2003 TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL FROM: Public Works Department Lois Thompson, Administrative Manager 949- 644-3311 Ithompson@city.newport-beach.ca.us SUBJECT: APPROVAL OF GRANT AGREEMENT BETWEEN CALIFORNIA STATE LIBRARY AND THE CITY OF NEWPORT BEACH RECOMMENDATION: Approve the Grant Agreement between the California State Library and the City of Newport Beach and authorize the Mayor and City Clerk to execute the Agreement. DISCUSSION: On December 2, 2002, the City received official notification the California Public Library Construction and Renovation Board had approved our grant application in the amount of $3,180,739 for the Mariners Joint Use Library Project. The next step in the grant process is the execution of a grant agreement. The Agreement sets forth terms, conditions, grant payment, and audit requirements. Staff has had one meeting with the Library Board Staff to discuss the fund accounting and record keeping required by the grant. Environmental Review: Under the California Environmental Quality Act Implementing Guidelines (CEQA), Planning Department Staff has determined a Notice of Exemption is appropriate for this project. Staff has determined that it qualifies for a categorical exemption pursuant to Section 15332 (Class 32, In -Fill Development Projects) of the. CEQA Guidelines and recommended Council approval of the Notice of Exemption. Council approved a Notice of Exemption for this project on June 11, 2002. Public Notice: Not applicable at this time. SUBJECT: Approval of Grant Ag nt between California State Library and the City rt Beach March 25, 2003 Page 2 Fundinq Availability: Not applicable at this time. Prepared by: Lois Thompson Administrative Manager Attachments: Agreement Submitted by: fi G. Badum Works Director • -• GRANT AGREEMENT BETWEEN THE CALIFORNIA STATE LIBRARY AND THE CITY OF NEWPORT BEACH GRANT AWARD NO. 1038 SECTION 1. THE PARTIES The parties of this Grant Award Agreement are the California State Library (State), the grantor, and the City of Newport Beach, the grantee. SECTION 2. THE GRANT As authorized by the California Reading and Literacy Improvement and Public Library Construction and Renovation Bond Act of 2000, with the approval of the California Public Library Construction and Renovation Board, the State hereby grants the City of Newport Beach (Grantee), the sum of $3,180,739 for the purpose of constructing the public library described in Grantee's Public Library Project Application Proposal No. 1038, which proposal is hereby incorporated by reference into this Agreement. SECTION 3. TERMS OF AGREEMENT A. This agreement is effective upon its execution by both parties and expires on B. Prior to the expiration of the term of this Agreement, State may extend the term of this Agreement, by written amendment hereto, if State, in its sole discretion, determines such extension is necessary. SECTION 4. GRANT AWARD CONDITION A. In all aspects of administration, implementation, and construction of its public library project, Grantee shall conform to the requirements of the California Reading and Literacy Improvement and Public Library Construction and Renovation Bond Act of 2000 (Act), the regulations implementing the Act, and shall expend grant funds in accordance with the Act and applicable regulations. E 0 B. Grantee shall construct the library proposed in its Public Library Project Application Proposal No. 1038. SECTION 5. GRANT PAYMENTS A. Grantee shall submit to the State required financial and program performance reports satisfactory to the State detailing Grantee's expenditure of Grant funds. B. Grant payments shall be payable on a reimbursement basis; C. Payments shall be made no more frequently than on a monthly basis. Payment requests shall be made only for eligible project costs. Payment requests shall be submitted on a form prescribed by the State Librarian, and sent to: Bond Act Fiscal Officer California State Library 1029 J Street, Suite 400 Sacramento, CA 95814 916 -445 -9592 D. In the event that the funding provided is greater than the cost of Project, Grantee shall return the portion of funding which exceeds the cost of the Project to the State. SECTION 6. PAYMENT RETENTION State shall withhold 10% from each payment request, which shall be paid to the Grantee when all of the following have been completed: A. All eligible project costs have been expended; and all required financial and performance reports concerning the Project have been submitted. B. Grantee certifies, by providing a compliance letter from the local building official, that the building has been completed in accordance with the approved plans and specifications, including installation of book stacks. C. Grantee shows evidence that the building title has been accepted by Grantee; and, D. All ineligible cost issues, identified under interim or final audits performed by The California Department of Finance (DOF), have been resolved. 2 0 0 SECTION 7. SUSPENSION OR TERMINATION OF PAYMENT State may at any time during the term of this Agreement, suspend or terminate payment to Grantee, in whole or in part, in the event of any of the following occurrences: A. If Grantee has made or makes any material misrepresentation with respect to information or statements furnished to the State required by this Agreement. B. If there is any litigation with respect to the performance by Grantee of any of its obligations under this Agreement, which may materially jeopardize or adversely affect the undertaking of, or carrying out of, the purposes of this Agreement. C. If Grantee fails to comply with any of the terms of this Agreement. D. If.Grantee applies for, or consents to, or acquiesces in the appointment of a receiver, trustee, liquidator or custodian for all or part of its property, or if Grantee files a voluntary petition in bankruptcy or petition or an answer seeking liquidation or reorganization under the United States Bankruptcy Code or any other law related to bankruptcy or insolvency or relief of debtors. SECTION 8. STATE'S RIGHT TO AUDIT A. Grantee shall maintain, by generally accepted accounting principles applicable for local government, a complete record of all financial transactions related to this Agreement. The accounting standards used shall be those promulgated by the Government Accounting Standards Board and the Financial Accounting Standards Board in effect during the term of this Agreement. B. In determining whether Grant funds are expended for intended purposes as prescribed under this Agreement, the entire Project, including the progress of the Project and Grant fund expenditures, are subject to audit and examination by the California Department of Finance (DOF) during the. Project and for a period of five years after the final payment has been made, or for such longer period, if any, as is required by DOF. C. Grantee agrees that the California State Library and DOF auditors or representatives, upon reasonable advance notice to Grantee, shall have access and the right to audit, examine, and make excerpts or transcripts of or from records. Records include contracts, subcontracts, invoices, receipts, payrolls and personnel information, conditions of employment, documents of change orders, budget change requests, indirect costs allocation plan, and all other data or financial records relating to matters covered under this Agreement. 0 0 D. Grantee further agrees that such right of State to examine or audit shall continue for five (5) years after the expiration or termination of this Agreement, or for such longer period, if any, as is required by applicable law. Grantee shall preserve and make available its records (i) until the expiration of five (5) years from the date of expiration or sooner termination of this Agreement, or (ii) for such longer period, if any, as is required by DOF. SECTION 9. INELIGIBLE COSTS, OFFSET AND RESTITUTION A. Ineligible costs may be identified through audits, Grantee monitoring or other sources of information that become available to State. B. Ineligible costs shall also include expended costs concluded to be ineligible during The California Department of Finance's interim or final audits of grant fund expenditures. Further, the ineligible costs may be applied to offset subsequent payments to Grantee required under this Agreement. In the event that ineligible costs exceed subsequent payments, Grantee shall repay the excess to State within ninety (90) days unless otherwise extended by the State. G. Without limiting any other contractual remedies available to State for breach of this Agreement, Grantee agrees to make restitution to State for any cost incurred by Grantee and paid with bond funds that are not allowable under applicable State statutes, rules, regulations, policies and procedures, or the terms of this Agreement. SECTION 10. FUNDING CONTINGENCY Funding of this agreement is contingent upon availability of funding through the sale of General Obligation Bonds and /or General Fund loans requested by State. In addition, this Agreement is subject to any law or additional restrictions, limitations, or conditions enacted by the Legislature that may affect the provisions, terms or funding of this Agreement in any manner. This contingency will remain in effect during the entire term of the Agreement, including any extension to the term agreed upon by State and Grantee. 0 0 SECTION 11. RESOLUTION OF DISPUTES If Grantee and State cannot agree on disposition of State Building Code (California Code of Regulations, Part 1, Title 24) matters during any reviews by State, State and Grantee may submit such matters to The Division of State Architect (DSA), California Department of General Services, for determination. Both State and Grantee should accept the DSA determination as final disposition of such matters. SECTION 12. COMPLIANCE WITH LAWS Grantee shall comply with all applicable laws, ordinances, codes and regulations of federal, state, and local governments in carrying out its obligations under this agreement. SECTION 13. WAIVER Grantee agrees that waiver by the State of any breach or violation of the terms or conditions of this Agreement shall not, be deemed to be a waiver of any other term or condition contained herein or a waiver of any subsequent breach or violation of the same or any other term or condition. SECTION 14. SEVERABILITY If any term, covenant, condition or provision of this Agreement, or the Application thereof to any person or circumstance, shall to any extent be held by a court of competent jurisdiction to be invalid, void or unenforceable, the remainder of the terms, covenants, conditions or provisions of this Agreement, or the Application thereof to any person or circumstance, shall remain in full force and effect and shall in no way be affected, impaired or invalidated thereby. SECTION 15. PRIOR AGREEMENTS AND AMENDMENTS This Agreement, including all Exhibits attached hereto, represents the entire Agreement of the parties as to those matters contained herein. No prior oral or written understanding shall be of any force or effect with respect to those matters covered hereunder. This Agreement may only be modified by a written amendment duly executed by the parties to this Agreement. 0 SECTION 16. MISCELLANEOUS PROVISIONS A. The headings of the sections and subsections of this Agreement are inserted for convenience only. They do not constitute a part of this Agreement and shall not be used in its construction. B. Where this Agreement refers to State and no officer of the State is named, the State Librarian or his or her designee(s) shall have the authority to act on State's behalf. SECTION 17. AUTHORITY AND STATUS OF GRANTEE A. Grantee represents and warrants that the individual who executes this Agreement is duly authorized to do so by Grantee. B. Grantee warrants that it will possess all the necessary licenses and /or permits required by any governmental agency in order to carry out the purpose contemplated herein. APPROVED AS TO FORM CALIFORNIA STATE LIBRARY STATE LIBRARIAN OF CALIFORNIA DR. KEVIN STARR GRANTEE AGENCY AUTHORIZED SIGNATURE DATE PRINTED NAME AND TITLE OF PERSON SIGNING 2