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FULL PACKET_2018-11-20
MINUTES OF THE REGULAR MEETING OF THE CITY COUNCIL OF THE CITY OF SANTA ANA, CALIFORNIA OCTOBER 16, 2018 CLOSED SESSION MEETING CALLED TO ORDER ATTENDANCE PUBLIC COMMENTS — NONE COUNCIL CHAMBER 22 CIVIC CENTER PLAZA 5:09 P.M. COUNCILMEMBERS Present: MIGUEL A. PULIDO, Mayor MICHELE MARTINEZ, Mayor Pro Tem P. DAVID BENAVIDES (5:10 p.m.) VICENTE SARMIENTO (5:20 p.m.) JOSE SOLORIO SAL TINAJERO (5:57 p.m.) JUAN VILLEGAS COUNCILMEMBERS Absent: NONE STAFF Present: RAUL GODINEZ, II, City Manager SON [A R. CARVALHO, City Attorney MARIA D. HUIZAR, Clerk of the Council COUNCIL RECESSED TO Room 147 for Closed Session discussion at 5:10 P.M. CLOSED SESSION ITEMS - The Brown Act permits legislative bodies to discuss certain matters without members of the public present. The City Council finds, based on advice from the City Attorney, that discussion in open session of the following matters will prejudice the position of the City in existing and anticipated litigation: CONFERENCE WITH LEGAL COUNSEL --EXISTING LITIGATION pursuant to Paragraph (1) of subdivision (d) of Section 54956.9 of the Government Code: CITY COUNCIL MINUTES 1 OCTOBER 16, 2018 10A-1 a. Orange County Catholic Worker, et al v Orange County, et al U.S. District Court (Central District of California), Case No. SA CV 18 -0155 - DOC (KESx) b. City of Santa Ana v. County of Orange et al. (Cross -Complaint) U.S. District Court (Central District of California), Case No. SA CV 18 -0155 - DOC (KESx) c. City of Santa Ana v. Federico Valdivia, Successor Trustee of the Valdivia Family Trust et al. Orange County Superior Court, Case No. 30-2017- 00934117-CU-EI-CXC d. _Carlos Roias v City of Santa Ana Orange County Superior CourtCase No. 30 -2017 -00946219 -CU -OE -CJ C. 2. CONFERENCE WITH LEGAL COUNSEL — POTENTIAL LITIGATION Significant exposure to litigation pursuant to paragraph (2) or (3) of subdivision (d) of Section 54956.9 of the Government Code: (1 case) AGENDA ITEM ADDED Pursuant to Government Code Section 54954.2 (b), there was a need to take immediate action on an item and the need for action came to the attention of the local agency subsequent to the posting of the agenda; City Attorney Carvalho requested that the following item be added to the Agenda: CONFERENCE WITH LABOR NEGOTIATOR pursuant to Government Code Section 54957.6(a): Agency Negotiators: Executive Director of Human Resources, Steven V. Pham Employee Organizations: • Santa Ana Police Officers Association (POA) • Santa Ana Police Management Association (PMA) • Service Employees' International Union (SEIU) Full -Time Employees • Service Employees' International Union (SEIU) Part-time Civil Service Employees • Service Employees' International Union (SEIU) Part -Time • Confidential Association of Santa Ana (CASA) • Santa Ana Management Association (SAMA) CITY COUNCIL MINUTES 10A-2 OCTOBER 16, 2018 MOTION: It was moved by Mayor Pro Tem Martinez, seconded by Councilmember Sarmiento, to add emergency item to Closed Session Agenda. Motion carried 7-0. CLOSED SESSION REPORT — See Agenda Item 19A for any reportable action. ADJOURNED CLOSED SESSION AT 6:24 P.M. AND CONVENED THE REGULAR OPEN SESSION. CITY COUNCIL MINUTES 10A-3 OCTOBER 16, 2018 REGULAR OPEN SESSION CALLED TO ORDER COUNCIL CHAMBER 22 CIVIC CENTER PLAZA SANTA ANA, CA 6:27 P.M. ATTENDANCE COUNCILMEMBERS Present: MIGUEL A. PULIDO, Mayor MICHELE MARTINEZ, Mayor Pro Tem P. DAVID BENAVIDES VICENTE SARMIENTO JOSE SOLORIO SAL TINAJERO JUAN VILLEGAS PLEDGE OF ALLEGIANCE INVOCATION 'CEREMONIAL PRESENTATIONS COUNCILMEMBERS Absent: NONE STAFF Present: RAUL GODINEZ, II, City Manager SONIA R. CARVALHO, City Attorney MARIA D. HUIZAR, Clerk of the Council MAYOR PULIDO ROGER ARAGON, POLICE CHAPLAIN • PROCLAMATION presented by MAYOR PRO TEM MARTINEZ naming October 16, 2018 as Sylvia Mendez Day. • PROCLAMATION presented by COUNCILMEMBER BENAVIDES recognizing October 21 st through October 27th as Childhood Lead Poisoning Prevention Week. • CERTIFICATES OF RECOGNITION presented by COUNCILMEMBER SOLORIO recognizing October 5th as National Manufacturing Day to JWC Environmental, Santa Ana College, Senga Engineering Inc., and Tenacore. • CERTIFICATES OF RECOGNITION presented by COUNCILMEMBER TINAJERO to Warner Industrial Community for their contributions to the community. • PROCLAMATION presented by COUNCILMEMBER VILLEGAS naming October 7th through October 13th as Code Enforcement Officer Appreciation Week. CITY COUNCIL MINUTES 4 OCTOBER 16, 2018 10A-4 AGENDA ITEMS 60A AND 85A CONSIDERED OUT OF ORDER ADMINISTRATIVE MATTERS - BUSINESS 60A. APPROVE A DENSITY BONUS AGREEMENT TO ALLOW A 418 UNIT AFFORDABLE SENIOR RENTAL COMMUNITY AT 2222 EAST FIRST STREET {STRATEGIC PLAN NOS. 3, 2; 5, 31 — Community Development Agency Planning Commission approved the recommended action on September 11, 2017 by a vote of 5-2 (Contreras -Leo and Nguyen dissented). Councilmember Benavides, requested clarification if item is a senior citizen affordable housing project and if funds have been committed by City; does not support item. Steven Mendoza, Executive Director of Community Development, confirmed that it is a senior citizen affordable housing project. Noted developers side -letter request of $60 million and subsequent City denial. Councilmember Benavides, noted that developer had made prior commitment to not request City funding. Expressed concern over inconsistencies and lack of transparency specific to density bonus. Councilmember Sarmiento, noted that item is a non-binding commitment that would allow applicant to seek financing based on density bonus agreement. Executive Director Mendoza stated that applicant would pursue financing through private sector. Upon City Council approval, developer would be issued building permits and commence construction. Councilmember Sarmiento, indicated applicant may return to City Council if additional financing is needed. Executive Director Mendoza noted that City would be required to perform appropriate analysis if City funding is requested. Councilmember Sarmiento, noted staff report is comprehensive and includes comments made at previous meeting. Opined need to revisit housing configuration to be consistent with housing needs. Executive Director Mendoza stated that project consists of 262 one bedroom units, 65 two bedroom units, and 91 studios. CITY COUNCIL MINUTES 5 OCTOBER 16, 2018 10A-5 Councilmember Sarmiento, noted family housing is most demanded in City, need to work with developer to reconfigure housing element, and need to relax requirements to meet family housing needs in the interim to allow staff to work with developer. Mayor Pro Tem Martinez, indicated project will provide for 60% area medium income, home choice vouchers do not meet markets needs and demand. Cautioned project housing will not meet City housing needs, project will support seniors that are not residents of the City, and removal of properties from the City tax rolls will negatively impact City. Councilmember Solorio, expressed support for item. Opined need to provide affordable housing, market opportunities towards city residents, and project benefits to community. Mayor Pulido, expressed support for item. Noted seniors are most vulnerable and have limited finances and mobility. MOTION. Authorize the City Manager and Clerk of the Council to execute a Density Bonus Agreement with Santa Ana Senior Associates, a California Limited Partnership, or assigns, for a 55 -year term, for the development of a 418 -unit affordable senior rental residential community at 2222 East First Street, subject to non - substantive changes approved by the City Manager and City Attorney (AGMT. No. 2018-236). MOTION: Tinajero SECOND: Solorio VOTE: AYES: Pulido, Sarmiento, Solorio, Tinajero, (4) NOES: Benavides, Martinez, Villegas (3) ABSTAIN: None (0) ABSENT: None (0) COUNCIL AGENDA ITEMS Pursuant to Santa Ana Charter Section 411, any member of the City Council may place items on the City Council Agenda to be considered by the City Council. 85A. MAYOR PRO TEM MARTINEZ - DISCUSS THE FOLLOWING POLICIES, POSSIBLE PARTNERSHIPS AND NEXT STEPS TO ADDRESS ATTAINABLE HOUSING STRATEGIES, AND DIRECT STAFF ACCORDINGLY: • RENT STABILIZATION • JUST CAUSE EVICTIONS ORDINANCE • TENANT BASED RENTAL ASSISTANCE PROGRAM • SANTA ANA PUBLIC LANDS POLICY CITY COUNCIL MINUTES 6 OCTOBER 16, 2018 10A-6 • HOUSING OPPORTUNITY ORDINANCE • SANTA ANA TENANT JUSTICE The following spoke on the matter: • Matthew Buck, Vice President of Public Affairs for California Apartment Association, addressed City Council to offer assistance in addressing housing challenges. Opined housing industry will be part of the solution to affordable housing challenges. • Christine Schachter, on behalf of Pacific West Association of Realtors, noted continued partnership in providing housing and affordable housing to all. • Bill Christiansen, Vice President of Govern Affairs for the Apartment Association of Orange County, expressed interest in being partners with the City and to become part of the solution. • Hairo Cortes; opined opportunity to create concrete policy solutions that protect residents right to remain and thrive. • Isuri Ramos, on behalf of Kennedy Commission, in support of demands to allow Santa Ana residents to remain and thrive and of a tenant -based rental assistance program. • Sarai Arpero, noted dedication and struggle to obtain signatures and support for rent control initiative. Express concern as to high rents and resulting financial burden. • Idalia Rios, addressed City Council to request support towards Remain and Prosper platform. Opined housing is an issue that affects all. • Juan Carlos Machado, in support of rent control. Opined need of affordable housing for all. • Reyna Artero, expressed support of Remain and Prosper platform. Addressed City Council to submit Tennant Opportunity to Purchase Act proposal. • Karen Rodriguez, opposed to sale of public land without a process that allows the community to directly benefit from the development from the lots and allows residents direct decision making. • Enrique Valencia, in support of Peoples platform to Remain and Prosper. Expressed concern over lead soil contamination. • Moises Vasquez, opined need to invest in youth and in rent control. • Emily Perraza, in support of rent control in Santa Ana. • Araceli Robles, addressed City Council to request support of rent control measure and express concern over lack of affordable housing. • Doinicia Gabriel, requested City Council to approve renter's right protection initiative. In support of Remain and Prosper platform. • Alma Leyva, in support of People's platform. Opined high stress and hardships are a result of high rents on families. • Silvia Alvedanio, requested City Council to allow residents to remain and prosper by approving rent control initiative. CITY COUNCIL MINUTES 7 OCTOBER 16, 2018 10A-7 • Adela Montanez, expressed support for affordable housing. • Elizabeth Martinez, in support of rent control initiative. • Jonathan Hernandez, opined there will be no public safety without housing security. Expressed support for housing ordinance. • Nancy Mejia, expressed support for rent control policy. • Gema Suarez, urged City Council to adopt Remain and Prosper platform. • Dianeria Garcia, in support of Remain and Prosper platform. • Isabel Lopez, expressed support towards rent control initiative. • Marco Moreno, opined need to address resident concerns. Expressed support for rent control initiative. • Marla Sanchez, urged City Council to support community land trusts. Expressed support for rent control initiative. • Alexis Teodoro, opined need address affordable housing and lack of investment in youth. • Debora Castro, addressed City Council to request adoption of rent control and just cause eviction protection. • David Carbajal, expressed support for housing stabilization, rent control, and just cause eviction protection. • Alana Labron, expressed concern over soil lead toxicity levels in the City of Santa Ana and resulting health consequences. • Paul Gonzalez, requested City Council to address housing insecurity. • Ana Torres, urged City Council to support community. Council discussion ensued. Councilmember Villegas, supports dignified housing for low income families and workforce housing; opposed to injustices. Councilmember Benavides, noted that to many on the Council it's a very personal issue; spoke of various mechanisms available and policies that can be maximized. Councilmember Sarmiento, would like to ask that apartment industry propose options, staff to provide models and recommendations for consideration; consider allocating housing opportunity funds for housing needs and Community Development Block (CDBG) and Section 8 funds; perhaps revisit Proactive Rental Enforcement Program (PREP). Mayor Pro Tem Martinez, recounted personal experience that led her to author item; City policies need be to revised to allow for policies to be approved; need comprehensive housing plan to be able to address housing needs; does not support rent control; Sacramento Housing Policies should be considered that are middle of the road and should be considered. CITY COUNCIL MINUTES 8 OCTOBER 16, 2018 10A-8 Mayor Pulido, does not support rent control — unintended consequences; important to replenish housing stock; educational attainment allows residents to obtain better housing and expand opportunities; willing to explore other policies. Councilmember Solorio, policies need to help residents; Proposition 10 at the State level is being considered; supports affordable housing policies; rehabilitation projects have been successful; first right of refusal program should be considered and rent assistance; support innovative ideas such as taxing vacant lands; solution is building more housing and market for City residents. Mayor Pro Tem Martinez, directed staff to provide City Council with recommendation on rental assistance stabilization strategy, increase attainable housing supply, renter voucher use, guidelines, and voucher amount compared to market rental rate. Staff to also review Sacramento Tennant Protection and Relief structure and potential implementation to address housing concerns. Councilmember Sarmiento, noted adjournment of meeting to November 30, 2018 to address Ward election issue would conflict with direction given to staff. Proposed adjourning current meeting and calling for a November 30th Special City Council Meeting. City Attorney Carvalho, concurred in calling for a November Special City Council Meeting to include direction given by City Council to the agenda. Councilmember Solorio, expressed concern in having a comprehensive staff review and recommendation in such a short period of time. Councilmember Villegas, echoed statements made by Councilmember Solorio. In support of participating in the review and recommendation process. MOTION: Direct staff to bring back recommendations for rental assistance, stabilization strategies and consider options of housing vouchers, consider 15 point policy to increase attainable housing supply for all incomes, review Sacramento Tennant Protection and Relief structure and potential implementation to address housing concerns and. MOTION: Martinez VOTE: AYES: NOES: ABSTAIN: SECOND: Sarmiento Benavides, Martinez, Sarmiento (3) Pulido, Solorio, Villegas (3) None (0) CITY COUNCIL MINUTES 9 OCTOBER 16, 2018 10A-9 ABSENT: Tinajero (1) "Motion failed. Councilmember Benavides, in support of reconsidering item to include top five issues for staff to review in order to continue discussion. Councilmember Solorio, proposed reviewing issues presented by community, vacant property tax, and to provide recommendation to City Council in one month. Councilmember Benavides, in support of reviewing Sacramento policy, concerns presented by community, and vacant property tax. Councilmember Solorio, proposed staff to identify 10-15 issues relevant to the community to be presented in a workshop or study session. Councilmember Benavides, introduced motion to have staff provide City Council with preliminary update at the October 30, 2018 City Council meeting to direct staff to analyze Sacramento Tennant Protection and Relief Policy, review draft language presented by community, consider vacant property tax and staff to identify 10-15 issues relevant to community to be presented at a work study session. City Manager Godinez, recommended item be presented as a Special City Council meeting on the third week of November as a work study session to allow further discussion and review. Councilmember Villegas, opined need to review information thoroughly and not rush item. CLOSED SESSION REPORT— No reportable actions. PUBLIC COMMENTS • Rosalia Vargas, expressed support of cooperative policy item 19D. Thanked City Staff for their work in preparing policy. • Ana Urzua, opined worker cooperative policy will create prosperity for people that is often out of reach. Expressed support for item. • Joyce Noche, Co -Legal Director of Immigrant Defenders Law Center, noted project accepts all cases up to capacity without screening. Thanked City Council for their continued support. • Cynthia Felix, Staff Attorney of Immigrant Defenders law Center, addressed City Council to share successful casework and to thank them for their continued support. CITY COUNCIL MINUTES 10 OCTOBER 16, 2018 10A-10 CONSENT CALENDAR ITEMS MOTION. Approve staff recommendations on the following Consent Calendar items10A through 29A, with the following modifications: • Mayor Pro Tem Martinez pulled Agenda Items 19D, 19E, and dissented on Agenda Item 25B; and • Councilmember Villegas dissented on Agenda Item 25E. • City Manager Godinez, noted funding for item 25E revised from $85,000 to $80,000. MOTION: Villegas SECOND: Benavides VOTE: AYES: Benavides, Martinez, Pulido, Sarmiento, Solorio, Villegas (6) NOES: None (0) ABSTAIN: None (0) ABSENT: Tinajero (1) ADMINISTRATIVE MATTERS MINUTES 10A. MINUTES FROM THE REGULAR MEETING OF OCTOBER 2, 2018 {STRATEGIC PLAN NO. 5, 1) — Clerk of the Council Office MOTION: Approve Minutes. BOARDS / COMMISSIONS / COMMITTEES 13A. COUNCIL COMMITTEES —AGENDA AND MINUTES {STRATEGICPLAN NO. 5, 11 - Clerk of the Council Office MOTION. Receive and file. NAME MEETING DATE Public Safety, Code Enforcement and 7/10/2018 Neighborhood Empowerment Committee Economic Development Infrastructure, Budget and Technology Committee 9/10/2018 CITY COUNCIL MINUTES 11 OCTOBER 16, 2018 10A-11 MISCELLANEOUS ADMINISTRATION 19A. CONFIRMATION OF CLOSED SESSION ACTION(S) — NONE 19B. EXCUSED ABSENCES — NONE 19C. STRATEGIC PLAN MONTHLY REPORT FOR SEPTEMBER 2018 {STRATEGIC PLAN NO. 5, 1) - City Manager's Office The Strategic Plan Monthly Reports are available on the City's website at: http://www.santa-ana.org/strategic-planning/. MOTION: Receive and file. RESOURCES FOR LOCAL RESIDENTS TO DEVELOP WO COOPERATIVES AND BECOME BUSINESS OWNERS IN THE fSTRATFC,IC PI AN Nr) R 1 Fr.1 _ r..nmmimifv rlevolnnmon+ A.,.... Mayor Pro Tem expressed support of item and thanked City staff for moving forward. MOTION: Receive and file. MOTION: Villegas VOTE: AYES: NOES: ABSTAIN: SECOND: Benavides Benavides, Martinez, Pulido, Sarmiento, Solorio, Villegas (6) None (0) None (0) 19E. REAL PROPERTY DISPOSITION ADMINISTRATIVE POLICY {STRATEGIC PLAN NO. 3 5A) — Community Development Agency Council discussion ensued: Mayor Pro Tem Martinez, noted City of Santa Ana does not only own 90 assets and conveyed concern of continued underutilization of properties. Expressed concern over mismanagement of assets, lack of asset management policy, and development of comprehensive strategy. Opined CITY COUNCIL MINUTES 12 10A-12 OCTOBER 16, 2018 need to be good stewards of city owned land, proposed strategy is a good start, and need to be transparent. Expressed support of item. Councilmember Sarmiento, echoed statements made by Mayor Pro Tem. Opined a large portion of city assets are remnant parcels. Directed staff to provide a more precise inventory of viable properties and to include option to have a member of a commission to stand in place of the chair at board meetings. Expressed concern over creating an unrealistic expectation that City is holding a vast inventory of property. MOTION: Receive and file. MOTION: Martinez VOTE: AYES: NOES: ABSENT: SECOND: Sarmiento Benavides, Martinez, Solorio, Villegas (6) None (0) Tinajero (1) BUDGETARY MATTERS Pulido, Sarmiento, SPECIFICATIONS — PURCHASE OF EQUIPMENT AND SERVICES 22A. AWARD PURCHASE ORDER TO NATIONAL AUTO FLEET GROUP.INC., FOR CHEVROLET BOLT ELECTRIC VEHICLES - SPEC. NO. 18-087 {STRATEGIC PLAN NO. 6, 2} - Finance and Management Services Agency MOTION: Authorize a one-time purchase and payment of purchase order to National Auto Fleet Group Inc., for the purchase of six Chevrolet Bolt electric vehicles in an amount not to exceed $211,471, subject to non -substantive changes approved by the City Manager and City Attorney. 22B. APPROVE CONTRACT AMENDMENT WITH ENTERPRISE FLEET MANAGEMENT FOR LEASED VEHICLES - SPEC. NO. 13-008 {STRATEGIC PLAN NO. 1, 5; 5, 3; 5, 4} - Finance and Management Services Agency; Police Department; and Planning and Building Agency MOTION: Amend the contract with Enterprise Fleet Management for leased vehicles in the amount of $162,000, for a total amount not to exceed $670,322, and extend the contract expiration date to December 31, 2018, subject to non -substantive changes approved by the City Manager and City Attorney. CITY COUNCIL MINUTES 13 OCTOBER 16, 2018 10A-13 AGREEMENTS 25A. APPROVAL OF VARIOUS HISTORIC PROPERTY PRESERVATION AGREEMENTS {STRATEGIC PLAN NOS. 5, 2; 5, 3) — Planning and Building Agency MOTION: Authorize the City Manager and Clerk of the Council to execute the attached Mills Act agreements with the below -referenced property owners for the identified structures, subject to non - substantive changes approved by the City Manager and City Attorney. Property Historic Address/ Vote by Agmt. Owner(s) Property House Historic No. Preservation Resources Agmt. No. Commission 1. Richard A. 2017-12 2011 N. 7:0 2018- Weie and Ross St. (Contreras- 237 Dianne M. Leo absent) Weie 2. Saul Avila 2017-36 1318 N. 7:0 2018 - and Baker St. (Contreras- 238 Christina A. Leo absent) Avila 3. Dana M. 2017-45 2145 N. 7:0 2018- Karges and Greenleaf (Contreras- 239 Terry L. St. Leo absent) Kar es 4. Thomas I. 2017-50 2108 N. 6:1 2018 - Browning & Heliotrope (Contreras- 240 Monica R. Dr. Leo absent; Browning Murashie abstained 5. Nicholas B. 2017-55 2203 N. 6:1 (Contreras- 2018 - Gillespie Flower St. Leo absent; 241 and John B. Murashie Hicks abstained 6. Ernesto 2017-57 2005 N. 7:0 (Contreras- 2018 - Estrada Greenleaf Leo absent) 242 St. 7. David M. 2017-59 2013 N. 6:1 (Contreras- 2018- Nisson and Heliotrope Leo absent; 243 Lisa M. Dr. Murashie Nis on abstained CITY COUNCIL MINUTES 14 OCTOBER 16, 2018 1 OA -14 Property Owner(s) Historic Property Preservation Agmt. No. Address/ House Vote by Historic Resources Commission Agmt. No. 8. Kelly B. 2017-61 2038 N. 7:0 (Contreras- 2018 - Pearl and Ross St. Leo absent) 244 Joanne M. Knudsen - Peart 9. Glenn C. 2018-01 1110S. 7:0 (Contreras- 2018 - Garvin and Parton St. Leo absent) 245 Robin L. Garvin 25B. APPROVAL OF INTERAGENCY AGREEMENT WITH ORANGE COUNTY FIRE AUTHORITY TO PROVIDE FLEET MAINTENANCE AND REPAIR SERVICES PILOT PROJECT {STRATEGIC PLAN NO. 6,2) — Finance and Management Services Agency MOTION: Authorize the City Manager and Clerk of the Council to execute an Inter -agency agreement with the Orange County Fire Authority to provide fleet maintenance and repair services in an amount not to exceed $50,000 in revenue, for an initial six-month term beginning November 1, 2018 through April 30, 2019, with a provision for a six-month extension exercisable by the City Manager, subject to non -substantive changes approved by the City Manager and City Attorney (AGMT. No. 2018-246). 25C. RENEW AGREEMENT WITH INVOICE CLOUD FOR MERCHANT PROCESSING, ENHANCED ELECTRONIC BILLING AND PAYMENT PRESENTATION, AND OPTIONAL ASSOCIATED KIOSK PAYMENT ACCEPTANCE SERVICES {STRATEGIC PLAN NO. 7, 5F} — Finance and Management Services Agency; Parks, Recreation and Community Services Agency; Information Technology Department; and Public Works Agency MOTION: Authorize the City Manager and Clerk of the Council to execute a Renewal Agreement with Invoice Cloud, Inc. for merchant processing and enhanced electronic billing and payment presentation (EBPP) services for four years to include the current fiscal year ending June 30, 2019 and covering the period through the 2021-22 fiscal year ending June 30, 2022 for a total amount of $910,000 subject to non - substantive changes approved by the City Manager and City Attorney. Annual compensation for merchant processing enhanced EBPP services to be set at $190,000 based on anticipated transaction volume, with a $50,000 merchant processing contingency applicable over the four (4) year term of the renewal agreement to cover excess actual transaction volume. Renewal Agreement to also include an CITY COUNCIL MINUTES 15 OCTOBER 16, 2018 10A-15 additional optional contingency for associated kiosk payment acceptance services in an amount not to exceed $100,000. (AGMT. No. 2018-247) 25D. APPROVAL OF REIMBURSEMENT AGREEMENT WITH CARIBOU INDUSTRIES INC. FOR CALIFORNIA ENVIRONMENTAL QUALITY ACT (CEQA) COSTS RELATED TO 3RD AND BROADWAY DEVELOPMENT PROJECT {STRATEGIC PLAN NO. 3, 5A) — Community Development Agency; and Planning and Building Agency MOTION: Authorize the City Manager and the Clerk of the Council to execute a Reimbursement Agreement with Caribou Industries, Inc. for preparation of California Environmental Quality Act (CEQA) documents, CEQA related engineering costs and CEQA related legal costs for the Third and Broadway development project for the period of October 16, 2018 through completion of the development, subject to non -substantive changes approved by the City Manager and City Attorney (AGMT. No. 2018-248). 25E. APPROVAL OF AN AMENDMENT TO THE MEMORANDUM OF UNDERSTANDING WITH THE VERA INSTITUTE OF JUSTICE FOR THE SAFE CITIES NETWORK; AND APPROVE FIRST AMENDMENT TO AGREEMENT WITH IMMIGRANT DEFENDERS LAW CENTER FOR IMMIGRATION LEGAL DEFENSE SERVICES — City Manager's Office MOTION: Amend the Memorandum of Understanding between the Vera Institute of Justice and the City of Santa Ana, related to the City's participation in the SAFE Cities Network, to extend the term for an additional one year through October 31, 2019, subject to non - substantive changes approved by the City Manager and the City Attorney (AGMT. No. 2018-249). 2. Amend the agreement with Immigrant Defenders Law Center to provide immigration legal defense services to Santa Ana residents, in the amount of $85,000, for a total amount not to exceed $150,000, and extend the agreement term for an additional one year through October 31, 2019, subject to non -substantive changes approved by the City Manager and City Attorney (AGMT. No. 2018-250). 25F. APPROVAL OF FIRST AMENDMENT TO AGREEMENT WITH MERCY HOUSE LIVING CENTERS, INC., TO OPERATE AN INTERIM HOMELESS SHELTER IN SANTA ANA {STRATEGIC PLAN NOS. 1, 6; 5, 4; 5, 6)— Community Development Agency and City Manager's Office CITY COUNCIL MINUTES 16 OCTOBER 16, 2018 ffllly ll MOTION: Authorize the City Manager and the Clerk of the Council to approve amendment to the agreement with Mercy House Living Centers, Inc. to operate an Interim Homeless Shelter in Santa Ana, to include provision of indemnification relating to certain Contractor's obligations under the separate, written lease entered into by Contractor to secure a site (AGMT. No. 2018-251) MISCELLANEOUS -BUDGET 29A. APPROVE DONATION AGREEMENTS WITH VARIOUS ORGANIZATIONS TO SUPPORT COMMUNITY EVENTS AND PROGRAMS {STRATEGIC PLAN NO. 5,4) — City Council MOTION: Authorize the City Manager and Clerk of the Council to execute agreements with various organizations in support of their community events and programs, subject to nonsubstantive changes approved by the City Manager and the City Attorney, as follows: Second Chance Orange County in support of on-going program costs that provide workforce and life skills services to highly at risk youth, homeless individuals, and people with substance abuse issues, an event that occured on September 22, 2018, in a one-time donation amount of $1,000 (Mayor Pro Tem Martinez); 2. EI Centro Cultural de Mexico en el Condado de Orange in support of the Grand Re -Opening event, free to the community, that occurred on September 29, 2018, in a one-time donation amount of $500 (Councilmember Sarmiento); 3. Magic Inc. Academy of the Arts in support of the family fun day event with resource information on the 1400 block of West 5th Street that occurred September 29, 2018, in a one-time donation amount of $500 (Councilmember Benavides); 4. EI Centro Cultural de Mexico en el Condado de Orange in support of the Grand Re -Opening event, free to the community, that occurred on September 29, 2018, in a one-time donation amount of $500 (Councilmember Benavides); 5. Orange County Bar Foundation in support of the Health Education Movie Night Event that is scheduled to occur November 7, 2018, a free event for the community to promote healthcare awareness and services, in a one-time donation amount of $1,000 (Councilmember Villegas); 6. Santa Ana Unidos Boxing Club in support of the Roses in Concrete Education & Arts Festival that occurred August 25, 2018, a free CITY COUNCIL MINUTES 17 OCTOBER 16, 2018 10A-17 event for the community to enjoy art, music, and poetry, in a one- time donation amount of $250 (Councilmember Villegas). **END OF CONSENT CALENDAR** BUSINESS CALENDAR ORDINANCES/FIRST READING 50A. URGENCY ORDINANCE ADOPTING A 45 -DAY TEMPORARY MORATORIUM ON THE APPROVAL, COMMENCEMENT, ESTABLISHMENT, OPERATION, RELOCATION OR EXPANSION OF CYBER CAFES AND INTERNET ACCESS BUSINESSES WITHIN THE CITY PURSUANT TO GOVERNMENT CODE SECTION 65858 {STRATEGIC PLAN NO. 5, 4} — Planning and Building Agency; and Police Department Mayor Pro Tem Martinez, directed staff to return in 45 days with a comprehensive plan to mitigate issues and to ensure any recommendation from Public Safety, Code Enforcement and Neighborhood Empowerment Council Committee be presented to City Council for consideration. Councilmember Benavides, noted community concerns over problematic cyber cafes. Opined need to thoughtful in proceeding with long-term proposals and to be aware of legitimate cyber cafes businesses. MOTION: Adopt an urgency ordinance. (Requires six affirmative votes.) ORDINANCE NO. NS -2956 - AN EMERGENCY ORDINANCE OF THE CITY OF SANTA ANA ADOPTING A 45 -DAY TEMPORARY MORATORIUM ON THE APPROVAL, COMMENCEMENT, ESTABLISHMENT, OPERATION, RELOCATION OR EXPANSI000:43:09N OF CYBER CAFES AND INTERNET ACCESS BUSINESSES WITHIN THE CITY MOTION: Martinez VOTE: AYES: NOES: ABSTAIN: ABSENT: SECOND: Villegas Benavides, Martinez, Solorio, Villegas (6) None (0) None (0) Tinajero (1) Pulido, Sarmiento, CITY COUNCIL MINUTES 18 OCTOBER 16, 2018 10A-18 60A. AGENDA ITEM CONSIDERED OUT OF ODER REPORTS 65A. ADOPT THE CITY OF SANTA ANA GREEN POLICY AND APPROVE ADDITIONAL/OPTIONAL SERVICES IN THE SOLID WASTE SERVICES REQUEST FOR PROPOSAL SCOPE OF WORK {STRATEGIC PLAN NO. 4, 11 — Public Works Agency The following spoke on the matter: • Jeff Snow, representing CR&R, support Green initiatives and actions before the City Council for consideration. Executive Director of Public Works, Fuad Sweiss, summarized proposed actions. y City of Santa Ana Solid Waste Contracting Process City Council Update CITY COUNCIL MINUTES 19 OCTOBER 16, 2018 10A-19 1. Current Collection Arrangements 2. Schedule 3. State Mandates 4. Pricing Pressures 5. Community Outreach 6. Service Arrangements 7. Green Policy 8. Optional Programs I Jverview of Current Solid Waste & I Collection Arranoernents 1. Residential and commercial solid waste services provided by WM 2. C&D services provided by WM and Ware Disposal 3. C&D facility host fee agreement with Madison Materials 4. Contracts expire 6/30/2020 R.M. Ort% RFP" Pet A9mmr4I RovWw by Cay �2910-F.b , tas11.C%A% .,o ftne 2919 1 FneKIRFPP.4, C 1MApgw .e lsew V.hn1B Repose!eGw . Xlp EEvaYes P.P.W. Ay291B-BePsr.Le201B IIC%C0.^Gi BIIKbCaCa:xatIXNKatYvm CM Ml9 WpnA .d Repm�FeW A@sen.nl RenmGevz91B Martl byC%Co i Dusmbr2918 �Comns2eNsabmxn _^.___._ _ J*= k J� CITY COUNCIL MINUTES 20 OCTOBER 16, 2018 1 OA -20 Pricing Pressures 0'q Commodity Price Declines 0 Labor Costs Are Increasing -Union -Minimum Wage 0 Organics Regulations 0 Refuse Service Level Declines Cause Upward Pressure on Rates s Meeting Schedule AB 1826 AB 1594 SB 1383 AB 341 \ldnddl °7 L,mlydl iOti 1Pdtotiell in mgw. dgosdbr2ol0aad7iYbs- \tammm.4 mvminrial sngmdrs doilym r dalirsmrr 2R)S 20%m., y i rJmins; Inca gYd er lm.....ye edldefoa11ry 2025 No rer}xliof 50 d>03 mnsldnN 73112 gaU of 73% r tivctlon in h1 dlrersbn b1' msonk, N20 2020 dlsmaM• _.Oen'A - r Pricing Pressures 0'q Commodity Price Declines 0 Labor Costs Are Increasing -Union -Minimum Wage 0 Organics Regulations 0 Refuse Service Level Declines Cause Upward Pressure on Rates s Meeting Schedule CITY COUNCIL MINUTES 21 OCTOBER 16, 2018 1 OA -21 tCom•Link i Riverview West Neighborhood Assoaialion Augusl2li{i l Bella Vista Neighborhood Asswialion September19 Chamber of Commerce September27 Ll! fhl Neighborhood Assorialion October rl Surveys st's-evs have tlnl MUNI"I frolll ralticipms at t1w rot unutiw oulteach nwe4isg$ and love tarn posted an the Citr'swebsite in 13lslish spanish and Vienumese. CITY COUNCIL MINUTES 21 OCTOBER 16, 2018 1 OA -21 Green Policy Parameters for RFP Support porn lrflflallvy to reduce, reuse and recycle mwaste Fy prooting mvl effective diversion prugams twt achieve mvironentel m complianceand minimize tmpaat on cvatamermtes. State Recvcling Compliance 1. Fulwe osdenfial foal ovule pmgwn 2 Mandatory commemll organics program 3. Fouddmullonprogaw J. ht ttan mnunemal rending progranu Additional Environmental Programs 1. Annual l lliwdropoff event 2 pvowanl 3. Annual decvmenl slueddingevenl J. Amoral compost give-an-ayevent 5. Multi -family balky Hem collection b. Erdmec dclvmnp of atwuioned items to aIle), 7. Peovidesolid waste container for encampmantcleanups 8. Awnal mnydingFlock party 9. Fmvinnunental amMuador propam Ak 1. C&D Franchises: A.) Include C&D services in solid waste franchise E.) Exclude C&D services from solid waste franchise .li o Y i rs T. a !� 4 9 CITY COUNCIL MINUTES 22 OCTOBER 16, 2018 1 OA -22 Service Arrangements in Orange County NesCeeeW artl Nw4E1rLn`+e � v Non -Exclusive eommerclal 1. costa Mesa 2. Nerryan Beach 3. Wne rmuzua Rr9EwM1W Cwnmwtlal S1 Gtin-91A i 10 Structure of Service Arrangements for RFP 1. Term: 10 -year base with two extension options 2. Based on study of OC Cities, continue exclusive contracting structure for Citywide residential and commercial services i1 Council discussion ensued. Councilmember Solorio, thanked staff for including community concerns in staff report and proposal. Indicated green policy is secondary to other proposed action items and to have Construction and Demolition as an option. Mayor Pro Tem Martinez, asked consultant how many trash haulers operate in the City of Santa Ana. Recommended coordinating with other entities trash hauling services to reduce impact on roads, community, and environment. Opined need to be strategic and innovative to address Construction and Demolition's environmental impact, to comply with law, and to create jobs at the local level. Councilmember Sarmiento, in agreement with statements made by Mayor Pro Tem Martinez. Noted effort by City Council in using local businesses, possibility of using two providers to leverage a better price, and need to minimize negative impact on community and roads. CITY COUNCIL MINUTES 23 OCTOBER 16, 2018 1 OA -23 Councilmember Benavides, recommended using a two vendor system to maximize benefit to City and residents. Asked what are current trends and best practices in waste disposal throughout California. City Manager Godinez, indicated trend and recommendation to use one vendor for commercial services to minimize negative impact on City, difficulty in regulating industry and collection of commercial data, and staff recommendation to combine services with one vendor. Mayor Pulido, noted incoming City Councilmembers may have different recommendations, vendors benefit of new tax laws that should be passed on as savings to residents, and possibility of having higher disposal fees as a result of changing waste services. Recommended coordinating with schools to align waste services, increasing community central waste service pick up, and Construction and Demolition service should be kept separate. MOTION: 1. Adopt City of Santa Ana Green Policy as drafted, based on Council and community input. MOTION: Solorio VOTE: AYES: NOES: ABSTAIN: ABSENT: SECOND: Villegas Benavides, Martinez, Solorio, Villegas (6) None (0) None (0) Tinajero (1) Pulido, Sarmiento, 2. Approve additional/optional environmental program to include in the Solid Waste Services Request for Proposal Scope of Work. Mayor Pro Tem Martinez moved with comment, asked staff to clarify current franchise fee on waste vendors and if it includes all fees. Christy Kindig, Projects Manager, noted current franchise fee of 26.15% effective rate and includes all fees. MOTION: Martinez VOTE: AYES: NOES: CITY COUNCIL MINUTES SECOND: Solorio Benavides, Martinez, Solorio, Villegas (6) None (0) 24 1 OA -24 Pulido, Sarmiento, OCTOBER 16, 2018 L ABSTAIN ABSENT: None (0) Tinajero (1) 3. Exclude Construction and Demolition Collection Services from the Solid Waste Services Request for Proposal Scope of Work. Councilmember Villegas, introduced motion to strike item three and to keep it separate. Mayor Pro Tem Martinez, asked staff to clarify current franchise fee for both Ware Disposal and Waste Disposal. Christy Kindig, Projects Manager, noted current franchise fee set at maximum rate of 12.8%. City Attorney Funk, requested clarification of motion approved for item three. Mayor Pulido, confirmed City Council approved motion to not proceed with staff recommendation. MOTION: Villegas SECOND: Pulido VOTE: AYES: Martinez, Pulido, Sarmiento, Villegas (4) NOES: Benavides, Solorio (2) ABSTAIN: None (0) ABSENT: Tinajero (1) PRELIMINARY 2017-2018 YEAR END BUDGET UPDATE {STRATEGIC PLAN NO. 4, 1 } — Finance and Management Services Agency Acting Executive Director of Finance and Management Services Sergio Vidal presented brief year-end overview. CITY COUNCIL MINUTES 25 OCTOBER 16, 2018 1 OA -25 ITEM 65B CITY COUNCIL MEETING FY 2017-18 PRELIMINARY YEAR-END UPDATE AND COMPREHENSIVE ANNUAL FINANCIAL REPORT/AUDIT PROCESS OCTOBER 16. 2 0 1 8 Agenda • Overview of FY 2017-18 Revenue and Expenditures • Projected FY 2017-18 Year -End Balance • Audit Process for FY 2017-18 • Next Steps FY 17-18 "Top 6" General Fund Revenues As W Juno 00, 2018 )Pending Final Audit Detmminallon) •S os raao z&panllWdud N 1paud5 Wpvtaenam fDtFA Pomuh. 60 E) CITY COUNCIL MINUTES 26 OCTOBER 16, 2018 1 OA -26 FY 17-18 "Key" General Fund Revenues As of June 30, 2018 (Pending Final Audit t]eterminatlon) b dude$ 5102M asseclated MIh the US Manbal5 Conlra[t FY 17-18 "Key" General Fund Revenues As of June 30, 2018 (Pending Final Audlt Cetelminaflon) •BUdget/Prolectbnsl �� ' FY 17-1e Revleed tf FY17-I8Actua1s Variance I _— � Isaz0.eaj • ®®® - 153Ijn61 i 1173 <5xl • ��� Is51.]an ®®® 151:]885131 , FY 17-18 General Fund key "Cannabis" Revenues ,General Fund I Ff17-18 11 Revenue Revised IFY 17-18 Actuala Vadanm Budge(Profeilbns 11 �® 2511.171 -in addition the City captured S808K in other Cannabis Related Revenues lnduditp; Onedime ReaiWation Fees, Citations& RegulataNSafety Permit CITY COUNCIL MINUTES 27 OCTOBER 16, 2018 1 OA -27 FY 17-18 General Fund Expenditures 4 o7June W, "IN IPendhp P I Arne Oalermbu0wl • WamwLY41VMYeAmnuaa.tp/u/N/OGWe✓a FY 17-18 Year -End Update •PeMin9�np! ReWmbYAudiIm CAFR*/Audit Process •Comprehensive Annual Financial Report (Audit) EY 2017.28 CITY COUNCIL MINUTES 28 OCTOBER 16, 2018 1 OA -28 Rovenuc $230.5M EapeMitum 237.7M Projected Year -End Structural Deficit' (57.2M] •PeMin9�np! ReWmbYAudiIm CAFR*/Audit Process •Comprehensive Annual Financial Report (Audit) EY 2017.28 CITY COUNCIL MINUTES 28 OCTOBER 16, 2018 1 OA -28 Next Steps Year -End Updates December 18, 2018 -City Council (Final Year -End) January 2019 -Non -General Funds Update (EDIBT/City Council) Next Steps (cont.) FirstQuarterand Mid -Year Update forFY2018-19 October 22, 2018- EDIBT: First Quarter Update FY 2018-19 October 25, 2018 - Community Budget Presentation (Sunshine Ordinance) November 20, 2018 -City Council: First Quarter Update FY 2018-19 December 18,2018- Fiscal Year 2019-20 Budget Calendar -Qty Council Meeting January/February 2019 -City Council/EDIBT: Mid -Year General Fund Budget Update Citywide Pension Analysis - Bartel Associates Council discussion ensued: Mayor Pulido, requested current expense amount of cannabis related enforcement. City Manager Godinez, indicated illegal cannabis operators were previously at 120 and have been reduced to one, resulting reduction in enforcement costs, and current staffing expense level at $1.1 million, which does not include outside sourcing. Mayor Pulido, opined expense may have met revenue generation level with no net revenue to City. Councilmember Benavides, asked for projected deficit for fiscal year 17-18 at time of budget adoption and if consistent with $7.2 million amount. CITY COUNCIL MINUTES 29 OCTOBER 16, 2018 1 OA -29 Acting Director of Finance and Management Services Vidal, indicated fiscal year 17-18 range was $6.2 to $8.2 million with reduction resulting from adult use revenue. Councilmember Solorio, asked if one time funds provided a fee range or if it was a specific amount. Acting Director of Finance and Management Services Vidal, noted one-time value was set at $6.2 million for fiscal year 17-18. Mayor Pro Tem Martinez, asked if revenues for vacancies through the general fund were funded positions. Acting Director of Finance and Management Services, Vidal, noted some of the vacancies were unfunded and would provide information to City Council. Mayor Pro Tem Martinez, asked for number of funded vacancies, expressed concern over lack of understanding of budget, lack of transparency, and City Council request for a comprehensive audit that has yet to be presented. City Manager Godinez, expressed concern over lack of budget transparency found at commencement of his position as City Manager, effort to move away from attrition savings model, and commitment to provide City Council with trends and information to allow proper policy making. Noted ongoing work to provide unfunded liability analysis. MOTION. Preliminary 2017-18 Year End Budget Update and Audit Process. MOTION: Benavides VOTE: AYES: NOES: ABSTAIN: ABSENT: AGENDA ITEM TAKEN OUT OF ORDER SECOND: Solorio Benavides, Martinez, Pulido, Solodo, (4) None (0) None (0) Sarmiento, Tinajero, Villegas (3) PUBLIC COMMENTS (Non Agendized Items) • Renee Lancaster, CEO of Nova Academy Early College High School, thanked City Council for continued support. Expressed concern over proposed O.C. Street Car route, negative impact on campus, and potential dangers to students. CITY COUNCIL MINUTES 30 OCTOBER 16, 2018 1 OA -30 Natalie Battersbee, Founding Principle of Nova Academy Early College High School, urged City Council to work with school to ensure students remain safe and to provide safety measures. Mayor Pulido, offered to meet with appropriate safety experts and officials to address safety concerns expressed by Nova Academy. Councilmember Sarmiento, noted business community concern of potential negative impact by O.C. Street Car route, interest in meeting with Transit Authority to discuss options, and growing opposition to project. Directed staff to schedule meeting with Transit Authority to further discuss concerns. Mayor Pro Tem Martinez, noted extensive public engagement, previous studies placing pedestrians and cyclist as a priority. Urged Nova Academy officials to review studies and provide suggestions to address concerns. Councilmember Solorio, noted emails received expressing project concerns, project predates school inception, and recommended school visit other similar sites. Councilmember Villegas, expressed interest in participating in discussion to address concerns. Councilmember Benavides, opined school is a great asset to the City of Santa Ana, project routes were vetted, and various community meetings were held to address concerns. Directed staff to follow up with school and review measures that may be taken. PUBLIC HEARINGS 75A. PUBLIC HEARING: HOLD THIRD HEARING REGARDING WARD RE - BOUNDARIES, SELECT A PREFERRED MAP AND ADJOURN MEETING TO OCTOBER 30, 2018 TO HOLD FOURTH PUBLIC HEARING {STRATEGIC PLAN NO. 5, 11 — Clerk of the Council Office Legal notice published in the Orange County Register on August 24 and 26, 2018; La Opinion on August 28 and 31, 2018; Nguoi Viet on August 27 and 31, 2018; Chinese Daily on August 29 and 31, 2018; and Korea Times on August 28 and 31, 2018. Mayor Pulido opened the Hearing. The following spoke on the matter: • Theresa Le, expressed support forward map plan D. • Chris Schmidt, expressed concern of City Manager staff providing accurate Ward Re -Boundary information at community meetings. • Alejandra Capistran, thanked City Council for their support. Expressed support forward map plan D. CITY COUNCIL MINUTES 31 OCTOBER 16, 2018 1 OA -31 • Leticia Roque, opined ward map plan D would best represent the residents of the City of Santa Ana. • Rafael Borja, expressed support forward map plan D. Consultant with Redistricting Partners, Mr. Paul Mitchell, who has been leading the city in the Ward Reboundary effort proceeded with presentation of Redistricting Overview. 00 REOISERICIIIIR 00PAREYFRS .• .- .: -> Traditional Redistricting Principles Should be followed by City of Santa Ana There are a number of criteria that have been used nationally and upheld by courts. • Relatively equal size • people, not citizens • Contiguous—districts should not hop/jump • Maintain "communities of interest" • Follow city/county/local government lines • Keep districts compact—appearance/function ®9 PEARMIRSn� - - - Traditional Redistricting Principles Should be followed by Local Agencies The "equal size" for the purposes of redistricting comes from the 2010 Census population. 2010 Population: 324,585 • Median District Size: 54,098 • 5% Deviation Largest: 55,450 Smallest: 52,745 CITY COUNCIL MINUTES 32 OCTOBER 16, 2018 1 OA -32 00 REMTRMM Nig PARTNERS Traditional Redistricting Principles Should he followed by Local Agencies There are a number of criteria that have been used nationally and upheld by courts. • Relatively equal size - people, not citizens • Contiguous—districts should not hop/jump • Maintain "communities of interest" • Follow city/County/local government lines • Keep districts compact—appearance/function 00RECIStRIC/1116 NIPPARnM Communities of Interest Bringing like people together for representation What is a community of interest includes ethnic and language minorities and other groups. • Communities covered by the Voting Rights Act • Latinos • Asians • African Americans • Religious communities • Other Nationality/Ethnic communities 00 RMISTRICIINS 00 PARTNERS City of Santa Ana Latino and Asian Communities There are densities of Latino and Asian population that will need to be considered in line drawing process. • For ethnic populations we are concerned with the "Citizen Voting Age Population" (CVAP) as calculated by the US Census annually through the American Community Survey. Base ethnicity of the City shows 17% Asian and 60% Latino CVAP. However, these populations are not evenly distributed -there are strong concentrations of each in parts of the district. CITY COUNCIL MINUTES 33 OCTOBER 16, 2018 1 OA -33 00 R[OISI MES 00 PARTURS City of Santa Ana Latino and Asian Communities CITY COUNCIL MINUTES 34 OCTOBER 16, 2018 1 OA -34 aoxtMixarwc FAIT PARTAtxS Communities of Interest Bringing like people together for representation other communitles, generally known as "communities of interest" can be determined by the councilor the public. Some examples are: • People living near an industry (agricultural, aerospace, downtown) • Senior Citizen communities • Coastal/ River access communities • Environmental Interests • Homeowners or Renters CITY COUNCIL MINUTES 35 OCTOBER 16, 2018 1 OA -35 CITY COUNCIL MINUTES 36 1 OA -36 m u OCTOBER 16, 2018 000E 6IRItIIR6 04PPARIRER6 Traditional Redistricting Principles Should be followed by Local Agencies There are a number of criteria that have been used nationally and upheld by courts. • Relatively equal size - people, not citizens • Contiguous— districts should not hop/jump • Maintain "communities of interest' • Follow city/county/local government lines • Keep distrlcts compact—appearance/function 00 Of) PARRMERERSM6 Traditional Redistricting Principles Should be followed by local Agencies There are a number of criteria that have been used nationally and upheld by courts. • Relatively equal size- people, not citizens • Contiguous— districts should not hop/jump • Maintain "communities of interest" • Follow city/county/local government lines • Keep districts compact — appearance/function CITY COUNCIL MINUTES 37 OCTOBER 16, 2018 1 OA -37 >081e1Sta¢n116 msyeaRtRtas Community Meetings Significant outreach has been conducted We have held multiple community hearings within different communities around Santa Ana. Top Concerns voiced: • Keeping neighborhoods together • Considering socioeconomic factors, including rental vs. homeowner, Income, education, etc... • Process: How and why this is happening, the role of the voters vs, courts in deciding. Online System Map drawing feature available online Map drawing has been submitted by the public. These aren't full plans, but identified communities of Interest. Top themes: • What neighborhoods should be related • Areas that are communities outside of neighborhoods. • Using rental and Income data to draw modified district in plan D to capture more low income and renters, ,• 09 PAeWERRtllR6 City of C--- - Current Di< CITY COUNCIL MINUTES 38 OCTOBER 16, 2018 1 OA -38 0O BEOIS2111CDN8 ®IF PAN38ENS City of Santa Ana,.. IQ Neighborhoods. " dI- 62A NFOtSINICI01g tl12 PAR10ENS City of Santa Ana School Districts 0 0 4 CITY COUNCIL MINUTES 39 OCTOBER 16, 2018 1 OA -39 Population CVAP NAPlatino NAD Asian Artesia Pilar 13,260 5,182 4,272 82% 470 9% Bella Vista 3,835 9D8 715 79% $9 6% Bristol mern.sy Coatltion 2,390 1,297 705 54% 237 18% Brivwovamer 2,676 1,605 880 88% 35 3% Casa Bonita 1,217 277 186 67% 57 21% Casa De Santiago 709 534 173 32% 50 9% Cedar Evergreen CuOp 1,186 368 365 99% 0% Centennial Park 5,023 1,980 1,465 74% 151 6% Central City 6,227 2,715 2,250 83% 179 7% Concord 757 435 189 43% 145 33% Corne,sone Village 1 5,853 940 770 82% 140 11 15% Delhi 7,885 3,544 1 2,633 1 74% 746 4% Dmnlovm 2,486 795 444 56% 194 24% EastAd4 13,026 3,321 2,963 89% 193 6% Edna Pak 1,694 875 415 47% 210 24% [4I16tW8GSquam 358 275 140 51% 4 1% rairhaven 2399 1,225 855 70% 65 5% Fisher Park 619 396 203 51% 22 6% Floral Park 1,762 970 180 19% '82 8% Flower Park 6,261 3,080 1,605 52% 235 8% French Court 4,691 799 620 78% 9 1% 62A NFOtSINICI01g tl12 PAR10ENS City of Santa Ana School Districts 0 0 4 CITY COUNCIL MINUTES 39 OCTOBER 16, 2018 1 OA -39 @Q PADISTItum City of Santa Ana Coneressional 00 REAI6ERICEIA6 00 PARTNERS *`.... ".,_. .... .. I. --_c r_._`_ �_- 00PE�RA6 E City of Santa Ana Plan A CITY COUNCIL MINUTES 40 OCTOBER 16, 2018 10A-40 COURT= City of Santa Ana ° Plan B ee nto QQDOEIRS 00PAMERS City of Santa Ana Plan C FAF 00 REOIS MMS 00PARERERS City of Santa Ana ° Plan D CITY COUNCIL MINUTES 41 OCTOBER 16, 2018 1 OA -41 FSE PFORnlMS fRfS IAPi14O5 City of Santa Ana Plan D 2 Council discussion ensued. Councilmember Benavides, asked clarification as to what action is before the City Council and deadline to select map. City Clerk Huizar, noted item is the third public hearing, four public hearings are required under the elections code, City Council option to choose any or all maps to be considered at the October 30th meeting, and City Council ordinance adoption at the October 30th meeting. Councilmember Benavides, asked if maps for consideration at the October 30th meeting would be limited to maps City Council selects at present meeting and how potential of two Councilmembers living in the same ward will be handled. Consultant Mitchell, noted existing at -large election would carry Councilmembers through 2020, new ward map would go into effect in 2020, and City Council discretion to assign order of maps that will come up for election in 2020 and 2022. Indicated probability that a blended City Council would exist in 2020 as a result of Councilmembers elected by both systems. Councilmember Benavides, confirmed decision to choose wards up for election in 2020 would be made at a future date and not at the October 30th meeting. Councilmember Solorio, suggested settlement agreement may have included a provision that required a specific ward to be up for election in 2020. Requested City Attorney Carvalho to advise if provision can be openly discussed. City Attorney Carvalho, confirmed settlement provision required a specific ward to be up for election in 2020. CITY COUNCIL MINUTES 42 OCTOBER 16, 2018 1 OA -42 Councilmember Benavides, asked City Attorney to outline implications and liability City would face if City Council does not approve a map at the October 30th City Council meeting. City Attorney Carvalho, advised Council's would be deemed to be in breach of the settlement agreement if failure to conform to the terms and potential consequences would be significant.. Councilmember Solorio, noted community support of plan D and C. Expressed support in moving more than one map to the October 30th meeting to allow flexibility. Councilmember Villegas, indicated a proposed map would place him out of his ward and asked what potential outcome would ensue if he is successfully re-elected in 2020. Consultant Mitchell, indicated City Council would have discretion to assign order of maps that will come up for election in 2020 and ability of Councilmembers to advocate as to when their specific ward would be up for election. Councilmember Solorio, suggested voting on each item independently. Councilmember Benavides, suggested possibility of moving maps C, D, and D2 to October 30th meeting for consideration. Councilmember Solorio, opined map D and D2 are distinctively different and asked reasoning in using a similar label. Consultant Mitchell, noted deviation in map D and D2 are narrow and naming convention was a result of public input in changing map D. Councilmember Solorio, indicated map D2 is reflective of public input. Consultant Mitchell, suggested map is reflective of public comments made at meetings and maps submitted for consideration. Councilmember Sarmiento, noted area size and zoning from proposed maps was missing from analysis. Requested consultant to provide information to City Council. Consultant Mitchell, requested assistance from staff to identify zoning and gathering of information to be presented to City Council. 11i[01910JJA 1. Open and Close the third Public Hearing that will seek resident input on the content of the draft Ward map(s) and sequence of CITY COUNCIL MINUTES 43 OCTOBER 16, 2018 1 OA -43 elections, select a preferred Ward map, and allow residents to submit their ideas for potential "communities of interest" to consider in the new boundaries. 2. Set a deadline for the public to submit proposed maps and/or communities of interest to October 22, 2018 at 12 midnight. Map(s) for City Council consideration, including those received from the public, will be published on the City's website no later than October 23, 2018. 3. City Council to select their preferred map(s) from those presented by the consultant, i.e. Maps C, D and D-2, for consideration at the fourth public hearing. 4. Adjourn the public hearing to October 30, 2018 at 6:00 p.m. to convene the fourth public hearing and introduce the ordinance setting new Ward boundaries. Approval of ordinance requires five (5) affirmative votes. MOTION: Solorio VOTE: AYES: NOES: ABSTAIN ABSENT: SECOND: Benavides Benavides, Pulido, Sarmiento, Solorio, Villegas (5) Martinez (1) None (0) Tinajero (1) 75B. PUBLIC HEARING: ADOPT A RESOLUTION TO AUTHORIZE NEGOTIATIONS FOR THE SALE OF PORTIONS OF CITY -OWNED REAL PROPERTY AT 1301 AND 1305 WEST 12TH STREET (NON -GENERAL FUND) {STRATEGIC PLAN NOS. 6, 1 G; 3, 2C) - Public Works Agency Legal Notice published in the Orange County Reporter on October 5, 2018. Mayor Pulido opened the Hearing. The following spoke on the matter: Aaron Albertson, noted property owner dedicated 25 feet of their existing retail property to allow for the Bristol Street widening project with the understanding the two adjacent properties would be closed off and remnant parcel would be sold to them to create a parking lot. Expressed support to adopt resolution. There were no other speakers and the Hearing closed. CITY COUNCIL MINUTES 44 OCTOBER 16, 2018 1 OA -44 MOTION: Adopt a resolution. (Requires five affirmative votes.) RESOLUTION NO. 2018-077 - A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA AUTHORIZING DIRECT NEGOTIATIONS FOR THE SALE OF PORTIONS OF CITY -OWNED REAL PROPERTY AT 1301 WEST 12TH STREET AND 1305 WEST 12TH STREET MOTION: Benavides VOTE: AYES: NOES: ABSTAIN: ABSENT: SECOND: Villegas Benavides, Pulido, Villegas (5) Martinez (1) None (0) Tinajero (1) Sarmiento, Solorio, 75C. PUBLIC HEARING: ADOPT A RESOLUTION TO ESTABLISH AN UNDERGROUND UTILITY DISTRICT NO. 37 ON WARNER AVENUE FROM MAIN STREET TO GRAND AVENUE TO COINCIDE WITH THE WARNER AVENUE IMPROVEMENTS PROJECT {STRATEGIC PLAN NO. 6, 1 C, 1 G) - Public Works Agency Legal Notice published in the Orange County Reporter on October 5, 2018 and notices mailed on October 4, 2018. Mayor Pulido opened the Hearing. There were no speakers and the hearing closed. MOTION: Adopt a resolution. RESOLUTION NO. 2018-078 - A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA TO ESTABLISH UNDERGROUND UTILITY DISTRICT NO. 37, WARNER AVENUE FROM MAIN STREET TO GRAND AVENUE MOTION: Martinez VOTE: AYES: NOES: ABSTAIN ABSENT: SECOND: Sarmiento Benavides, Martinez, Pulido, Sarmiento, Solorio, Villegas (6) None (0) None (0) Tinajero (1) CITY COUNCIL MINUTES 45 OCTOBER 16, 2018 1 OA -45 75D. PUBLIC HEARING: ORDINANCE AMENDING CERTAIN SECTIONS OF CHAPTER 8 OF THE SANTA ANA MUNICIPAL CODE (8-7,8-1982, 8- 1985, 8-1986) CERTIFICATE OF OCCUPANCY AND FORECLOSURE REGISTRY PROGRAM (STRATEGIC PLAN NO. 5, 4) — Planning and Building Agency Legal Notice published in the Orange County Reporter on October 5, 2018. Mayor Pulido opened the Hearing. There were no speakers and the hearing closed. MOTION: Place ordinance on first reading and authorize publication of title. ORDINANCE NO. NS -2957 - AN ORDINANCE AMENDING CERTAIN SECTIONS OF CHAPTER 8 OF THE CITY OF SANTA ANA MUNICIPAL CODE INCLUDING SECTION 8-7 (VIOLATION AND PENALTY) AND 8-9 (REVOCATION AND APPEAL) AND SECTIONS 8-1982, 8-1985, AND 8- 1986 OF THE FORECLOSURE REGISTRY PROGRAM MOTION: Martinez VOTE: AYES: NOES: ABSTAIN: ABSENT: WORK STUDY SESSION SECOND: Sarmiento Benavides, Martinez, Pulido, Sarmiento, Solorio, Villegas (6) None (0) None (0) Tinajero (1) WS. GENERAL PLAN LAND USE ALTERNATIVES — Planning and Building Agency Minh Thai, Executive Director of Planning and Building Safety, informed City Council that no land use policy changes are being made and direction will allow staff to focus area of study. CITY COUNCIL MINUTES 46 OCTOBER 16, 2018 1 OA -46 ceh$aiila/1na CITY COUNCIL MINUTES 47 OCTOBER 16, 2018 1 OA -47 Key Pl.an Objectives raMwa,n u.rawr,.,. p,alYmvvnu. Y.pwv+a,o uon+n...wv.w.. da...l ♦'a4a WIbIY1WL Inme,�mmfM u,tle M1T,rm Y.rwm.ur,hmd c�.ap.rr.empwm, 9W �'t woe .^dM•+r+,w+� .rew.,,a,Ma...«prrr o..eta.n .au.ww..ieam mnlmY,i,WYnYN, '�a�, ♦� WYn,arr R2a�InY—yrWiorry!edly • pm.pe m,a.dYnrnb�,R, • hnmmeYo- MlneavM� rYuere4e., ra be, YYmw.Ir4m1,w�V,m u.,+.IY.Krrlam,gn♦ul � Rl,rl"sIMWYm.,Nb W! hu,mIWVWIar14s 4yeCdl.mlp/o LLb'24•JMmm. Ipe[Ic^,I,Yw,e, uJo.rl, py,nN vr� ,,s.R nd Y,ry•w„ eua.,rar1 mo,d^6Y^roW+�mc+.aw Wb[b bvnN Wl¢rYur1,Y. d,�r..,..r,.....M-...mom, I AS "Am I i �1//�l//a I.+ngrwbe 9W �'t woe 0 v. Q,Nrn,♦ar a.,.,..,srr '�a�, ♦� WYn,arr r r.. 4rfrrwvvwfue CITY COUNCIL MINUTES 48 1 OA -48 OCTOBER 16, 2018 �11 amnAnn 1, CITY COUNCIL MINUTES 49 OCTOBER 16, 2018 1 OA -49 i c 1 O OC Streetcar Neighborhood I �11 amnAnn 1, CITY COUNCIL MINUTES 49 OCTOBER 16, 2018 1 OA -49 I 1 CITY COUNCIL MINUTES 50 OCTOBER 16, 2018 1 OA -50 i I 1 CITY COUNCIL MINUTES 50 OCTOBER 16, 2018 1 OA -50 p o,w:la . ImMmNa+s2vrt.. mw m,.w.emr.-o fi LLn f • L•V�"YW,\nry FWo,en�er4benauKK+m.l+�kiltlmvx Iron ayeuN rtyNdDn+4 • kRWIpp MIItluIMlUedydC�:tpf3rtnVM1ab,ptgNglalDipe[YUMaWM11rMYMMJAe" baiYY • NtlnVnNprt04v[MknMalpalWa(Md01efIKK4 MU WN9NO�lOtO:IV![Ign(MxF4n/N xpvld Vnt41,s i yvo-v»ManllW lat+l+bMWr:+'+UW ulerugp[pMMtM1,mtmn:a • prpfpµM[nalnanJ Wnro eaRAwfnry4::nUxnbualn Wa4a\nMm.m M:y. �, r CITY COUNCIL MINUTES 51 OCTOBER 16, 2018 1 OA -51 u¢w Q vwwwu —•— cpeprnm ..rn, [mu.(p:p (wry pe riaw rn xwuYl unpuN(artreYln (a(�mnm+m/m(w nmepwn m�.tv ..amp..�..•.mm.mm. W 6nx.v�rry.mubM.'ea W..r bn.4 mm rv..N n.eih.vm. �i.ur w.,.w��...xwkwa.•.o L4G SA�AAOA � CITY COUNCIL MINUTES 52 OCTOBER 16, 2018 1 OA -52 • Embrace our Global Economy and Regional Assets -Innovation Districts that are Creative • Embrace New Localism Asset • Human/Small Business/Maker "Made in Santa Ana" • Clean Medical, Biotech, Capitalize on Regional Proximity to John Wayne Airport and UCI, environs • Consider South Bristol Street as Focus Area • Activate our Civic Center • More Housing Opportunities • Consider Dyer Road as a Workforce Village am Upcoming Meeting- Drilling Down December 4, 2018- Draft Policy Framework and present Land Use Alternatives January, 2019- Focus Area Land Use Concepts Council discussion ensued. Councilmember Villegas, in support of staff to continue to perform study. CITY COUNCIL MINUTES 53 OCTOBER 16, 2018 1 OA -53 Councilmember Sarmiento, in support of staff continuing work. COMMENTS PUBLIC COMMENTS (Additional non-agendized comments.) • Dale Helvig, opined majority of community opposed to 2525 Main Street development. • Chris Schmidt, thanked Executive Director of Parks, Recreation and Community Services Ralph Nunez for his efforts in addressing community concerns. • Carlo B., informed City Council of potential traffic danger on Segerstrom Avenue and Greenville Street. 90A. CITY MANAGER'S COMMENTS City Manager Godinez, informed community of upcoming Downtown Santa Ana 5k run event and provided report on Santa Ana wind response. 9013. CITY COUNCILMEMBER COMMENTS *Mayor Pro Tem left dais at 11:45 p.m. Councilmember Solorio, • Directed staff to address thai chi group permit requirement. and concerns; • Expressed concern that issue has been ongoing for six months. Directed staff to resolve issue in a timely manner. Councilmember Benavides, Thanked Parks, Recreation and Community Services Director Ralph Nunez for his work. Directed staff to provide City Council with update on branding study and cannabis revenue policy. Mayor Pulido, Directed staff to mark each kilometer in the Santa Ana 5k run event. ADJOURNED- 11:52 P.M. - Meeting adjourned to Tuesday, October 30, 2018 at 6:00 p.m. in the Council Chamber, 22 Civic Center Plaza, Santa Ana, California. The regular meeting scheduled for November 6, 2018 has been canceled. CITY COUNCIL MINUTES 54 OCTOBER 16, 2018 1 OA -54 The next meeting of the City Council will be held on Tuesday, November 20, 2018 at 5:00 p.m. for the Closed Session Meeting immediately followed by the Regular Open Business Meeting at 5:45 p.m. in the Council Chamber, 22 Civic Center Plaza, Santa Ana, California. Maria D. Huizar Clerk of the Council FUTURE AGENDA ITEMS • Policy on Use of General Reserve and Enterprise Funds CITY COUNCIL MINUTES 55 OCTOBER 16, 2018 1 OA -55 1 OA -56 MINUTES OF THE ADJOURNED REGULAR MEETING OF THE CITY COUNCIL OF THE CITY OF SANTA ANA, CALIFORNIA OCTOBER 30, 2018 CLOSED SESSION MEETING CALLED TO ORDER ATTENDANCE PUBLIC COMMENTS — NONE COUNCIL CHAMBER 22 CIVIC CENTER PLAZA 6:08 P.M. COUNCILMEMBERS Present: MICHELE MARTINEZ, Mayor Pro Tem P. DAVID BENAVIDES VICENTE SARMIENTO JOSE SOLORIO SAL TINAJERO COUNCILMEMBERS Absent: MIGUEL A. PULIDO, Mayor JUAN VILLEGAS STAFF Present: RAUL GODINEZ, II, City Manager SONIA R. CARVALHO, City Attorney MARIA D. HUIZAR, Clerk of the Council COUNCIL RECESSED TO Room 147 for Closed Session discussion at 6:09 P.M. CLOSED SESSION ITEMS - The Brown Act permits legislative bodies to discuss certain matters without members of the public present. The City Council finds, based on advice from the City Attorney, that discussion in open session of the following matters will prejudice the position of the City in existing and anticipated litigation: CONFERENCE WITH LEGAL COUNSEL --EXISTING LITIGATION pursuant to Paragraph (1) of subdivision (d) of Section 54956.9 of the Government Code: a. Orange County Catholic Worker, et al. v. Orange County, et al.., U.S. District Court (Central District of California), Case No. SA CV 18 -0155 - DOC (KESx) CITY COUNCIL MINUTES 1 OCTOBER 30, 2018 1OB-1 43 DOC (KESx) Case No. SA CV 18 -0155 - CLOSED SESSION REPORT — There was no reportable action. ADJOURNED CLOSED SESSION AND CONVENED THE REGULAR OPEN SESSION AT 6:25 P.M.. CITY COUNCIL MINUTES 10 B-2 OCTOBER 30, 2018 REGULAR OPEN SESSION CALLED TO ORDER COUNCIL CHAMBER 22 CIVIC CENTER PLAZA SANTA ANA, CA 6:26 P.M. ATTENDANCE COUNCILMEMBERS Present: MICHELE MARTINEZ, Mayor Pro Tem P. DAVID BENAVIDES VICENTE SARMIENTO JOSE SOLORIO SAL TINAJERO COUNCILMEMBERS Absent: MIGUEL A. PULIDO, Mayor JUAN VILLEGAS STAFF Present: RAUL GODINEZ, II, City Manager SONIA R. CARVALHO, City Attorney MARIA D. HUIZAR, Clerk of the Council PUBLIC HEARING 75A. PUBLIC HEARING: HOLD HEARING #4 TO AMEND COUNCIL WARD BOUNDARIES AND INTRODUCE ORDINANCE TO AMEND SAME {STRATEGIC PLAN NO. 5, 1} — Clerk of the Council Office Legal notice published in the Orange County Register on August 24 and 26, 2018; La Opinion on August 28 and 31, 2018; Nguoi Viet on August 27 and 31, 2018; Chinese Daily on August 29 and 31, 2018; and Korea Times on August 28 and 31, 2018. Mayor Pro Tem Martinez opened fourth public hearing and the following spoke on the matter: • Dale Helvig, expressed concern with the proposed Wards that would be considered at the November 2020 election; also commented as to why elections after November 2020 will be by Ward even if Charter Amendment is on the ballot for voter consideration this election. • Karen Rodriguez, addressed City Council to request support for proposed ward map D2. Opined map would allow Asian community to exercise their collective voting power. • Ken Nguyen, opined Vietnamese community are considered a protected class. Expressed support for proposed map C2. CITY COUNCIL MINUTES 10 B-3 OCTOBER 30, 2018 • Theresa Le, supports proposed Map D-2. Opined Vietnamese community has been left without a voice. • Alejandra Capristan, supports proposed Map D-2 that better represents the home rental community. • Kathy Le, addressed City Council to express support map D2. Opined her community has been separated from the remaining city. • Rafael Borja, expressed support for map D2 and of the Asian community. Opined map reflects unity of voters in the City of Santa Ana. • Alexis Teodoro, supports Map D-2 for reasons expressed by other speakers. Council discussion ensued. Councilmember Solorio, requested clarification as to timing and order of ward elections and if issue can be addressed at a later time. Noted settlement agreement was specific as to requirement to hold a particular ward election in 2020. City Attorney Carvalho, noted as a matter of process, City Council will need to decide order of ward election, and issue would be addressed in second staff report and will presented to City Council for consideration at the second reading. Mayor Pro Tem Martinez, requested clarification of outcome if City Council reaches consensus in at first reading, but is unable to do so at second reading. City Attorney Carvalho, indicated need to have consistent voting in the first and second reading. Any change in voting at the second reading would cause the matter to be considered as the first reading. Councilmember Benavides, asked about the five affirmative votes needed to adopt a new Ward boundary map; what are the implications; thanked speakers and those that have commented on the process. City Attorney Carvalho, reminded City Council settlement was entered into in good faith and duty to pursue implementation of settlement agreement. Noted if City Council cannot reach sufficient votes, matter should be continued to the November 20th meeting to continue attempts to reach necessary votes. Councilmember Benavides, indicated pursuing implementation of settlement agreement would avoid considerable expense to the City. City Attorney Carvalho, noted City expended several hundred thousand dollars to resolve litigation and potential of exceeding $1 million to $2 million dollars if litigation is pursued. Councilmember Benavides, expressed hopes litigation expense can be avoided by reaching consensus. Noted community support for a specific map and thanked community for input. CITY COUNCIL MINUTES 10 B-4 OCTOBER 30, 2018 Councilmember Tinajero, motion to support Map D-2, seconded by Councilmember Sarmiento with comment. Councilmember Sarmiento, asked if ordinance changed at 2nd reading would require a first reading. Asked City Attorney to clarify effect of City Council map selection if the voters do not approve Charter Amendment AA that is being considered at the November 6, 2018 ballot. Special Counsel Kimberly Hall Barslow, noted plaintiff would be able to enter stipulated judgement with the court if voters do not approve ballot measure to change Charter and resulting court order requiring City Council to change Charter and to move forward to implement revised boundaries lines. Councilmember Sarmiento, indicated selection of map will survive election outcome and City Council would not be in breach of settlement agreement if voters reject measure. Councilmember Sarmiento, asked if there is a provision in the settlement agreement that requires present City Council to oversee map change. Special Counsel Barlow, outlined settlement agreement requirement to have City Council select a map and to take effect upon election approval or upon entry of stipulated judgment. Noted current City Council is authorized under the terms of the settlement agreement to select a map before a new City Council is seated or risk being in breach of agreement. Mayor Pro Tem Martinez, clarified it is not up to voters or new City Council to dictate how new wards should be drawn based on the settlement agreement. Special Counsel Barlow, confirmed City Council has option to select new ward boundaries and new maps may be chosen after 2020 census; noted any changes to boundary lines must comply with the law and redistricting after census tend to be minor. Mayor Pro Tem Martinez, indicated previous opposition to item and lack of taking comprehensive approach to address all concerns. Noted rapid change in the City, benefits of waiting until census takes place, and lawsuit directed to current City Council only. Councilmember Solorio, opined importance of coming into compliance with California Voters Right Act (CVRA), data reflects City has been disenfranchising Vietnamese and Asian American voters, and need to consider community interest in protecting lacy neighborhood and surrounding area. Noted difficulty in addressing all interests in one map. Councilmember Sarmiento, commented on importance of being receptive to the Asian community, noted process is an imperfect process, and need to ensure no detriment to the remaining community. Noted map will be reviewed after 2020 census. CITY COUNCIL MINUTES 1 OB -5 OCTOBER 30, 2018 Councilmember Solorio, noted all maps are in compliance of CVRA, opportunity to make adjustments in the future, and future financial challenges and expense of litigation. Asked for comparison discussion of map D2 to map C2. Councilmember Tinajero, stated that proposed map D2 has a larger concentration of Vietnamese population. Roll Cali vote by Clerk of the Council Huizar. Aye votes by Sarmiento, Tinajero, Martinez and Benavides. Council discussion continued. Councilmember Solorio, noted that Santa Anita neighborhood is intact with proposed Map C-2. Requested clarification with maps D and D-2. Councilmember Sarmiento, asked consultant to articulate what map proposals achieved and comparisons between proposed map C2, D, and D2. Consultant Paul Mitchell, stated that City Council is entrusted with making decision based on community input and proposed plans reflects all concerns. Councilmember Solorio, opined good faith effort was made to address community concerns. Councilmember Benavides, would like to concede and note that public comment received that resulted in Maps C-2 and D-2. Any map would comply with terms of the settlement agreement. After the 2020 Census data received may adjust the boundaries. Councilmember Solorio, as a courtesy will move item forward but reserves the right to not vote in favor of second reading of the ordinance. MOTION: 1. Selected Proposed Map D-2. 2. Introduced ordinance for first reading and authorize publication of title (Requires rive affirmative votes). ORDINANCE NO. NS -2958 - AN ORDINANCE OF THE CITY OF SANTA ANA ESTABLISHING NEW BOUNDARY LINES OF THE WARDS OF THE CITY OF SANTA ANA AND REPEALING ORDINANCE NO. NS -2826 MOTION: Martinez VOTE: AYES: SECOND: Villegas Benavides, Martinez, Pulido, Solorio, Tinajero, Villegas (5) CITY COUNCIL MINUTES 6 OCTOBER 30, 2018 NOES: None (0) ABSTAIN: None (0) ABSENT: Pulido, Villegas (2) COMMENTS 90A. CITY COUNCILMEMBER COMMENTS Councilmember Benavides, • Encouraged all to shop Santa Ana; and • Remember to vote on November 6m Councilmember Solorio, • Thanked participants. ADJOURNED - Maria D. Huizar, Clerk of the Council 7:12 p.m. The regular meeting scheduled for November 6, 2018 has been canceled. The next meeting of the City Council will be held on Tuesday, November 20, 2018 at 5:00 p.m. for the Closed Session Meeting immediately followed by the Regular Open Business Meeting at 5:45 p.m. in the Council Chamber, 22 Civic Center Plaza, Santa Ana, California. CITY COUNCIL MINUTES 7 OCTOBER 30, 2018 10 B-7 f woo REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: NOVEMBER 20, 2018 TITLE: ORDINANCE SECOND READING: AMENDING CERTAIN SECTIONS OF CHAPTER 8 OF THE SANTA ANA MUNICIPAL CODE (8-7,8-1982,8-1985,8-1986) CERTIFICATE OF OCCUPANCY AND FORECLOSURE REGISTRY PROGRAM (STRATE,GGIIAC, PLAN NO. 5,1) Cl MANAGER RECOMMENDED ACTION Place ordinance on second reading and adopt. DISCUSSION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 1 s Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ CONTINUED TO FILE NUMBER On October 16, 2018, the following ordinance was introduced for first reading and City Council authorized publication of title by a vote of 6-0 (Tinajero absent): ORDINANCE NO. NS -2957 - AN ORDINANCE AMENDING CERTAIN SECTIONS OF CHAPTER 8 OF THE CITY OF SANTA ANA MUNICIPAL CODE INCLUDING SECTION 8-7 (VIOLATION AND PENALTY) AND 8-9 (REVOCATION AND APPEAL) AND SECTIONS 8-1982, 8-1985, AND 8-1986 OF THE FORECLOSURE REGISTRY PROGRAM The City Council finds that the implementation of the following clarifications will assist the City in protecting neighborhoods from the negative impact and conditions that occur as a result of vacancy, absentee ownership and lack of compliance with existing City regulations and laws. Recommended changes to Section 8-7 broaden the scope of the Certificate of Occupancy approvals for any business and provides ability to revoke any certificate of,occupancy operating in violation of its approved use and be addressed as a nuisance. This provides the language necessary to address and properly abate any potential public nuisance. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #5 - Community Health, Livability, Engagement & Sustainability, Objective #1 (Establish a comprehensive community engagement 11 A-1 Second Reading Ordinance: Amending SAMC Chapter 8 November 20, 2018 Page 2 initiative to expand access to information and create opportunities for stakeholders to play an active role in discussing public policy and setting priorities). FISCAL IMPACT There is no fiscal impact associated with this action. Maria D. Huizar Clerk of the Council Exhibit: 1. Ordinance No. NS -2957 11 A-2 ORDINANCE NO. NS-XXXX AN ORDINANCE AMENDING CERTAIN SECTIONS OF CHAPTER 8 OF THE CITY OF SANTA ANA MUNICIPAL CODE INCLUDING SECTION 8-7 (VIOLATION AND PENALTY) AND 8-9 (REVOCATION AND APPEAL) AND SECTIONS 8-1982, 8-1985, AND 8-1986 OF THE FORECLOSURE REGISTRY PROGRAM THE CITY COUNCIL OF THE CITY OF SANTA ANA HEREBY ORDAINS AS FOLLOWS: Section 1. The City Council of the City of Santa Ana hereby finds, determines and declares as follows: A. The City Council desires to protect the public health, safety and welfare of the citizens of the City of Santa Ana and maintain a high quality of life for the citizens of the City through the maintenance of structures and properties in the City. B. The Council has a vested interest in protecting neighborhoods against decay caused by registrable property and concludes that it is in the best interests of the health, safety, and welfare of its citizens and residents to impose registration requirements of registrable property located within the City to discourage registrable property owners and mortgagees from allowing their properties to be abandoned, neglected or left unsupervised. C. The City Council adopted Ordinance No. NS -2927 on October 17, 2017, to establish a property registration process that identifies a contact person to address safety and aesthetic concerns to minimize the negative impact and conditions that occur as a result of vacancy, absentee ownership and the foreclosure process. D. The City Council finds that the implementation of the following clarifications will assist the City in protecting neighborhoods from the negative impact and conditions that occur as a result of vacancy, absentee ownership and lack of compliance with existing City regulations and laws. E. Recommended changes to Section 8-7 broaden the scope of the Certificate of Occupancy approvals for any business and provides ability to revoke any certificate of occupancy operating in violation of its approved use and be addressed as a nuisance. This provides the Ordinance No. NS-XXXX Page 1 11 A-3 language necessary to address and properly abate any potential public nuisance. Section 2. Pursuant to the California Environmental Quality Act ("CEQX) and the state CEQA Guidelines, the adoption of this Ordinance is exempt from CEQA review pursuant to California Code of Regulations section 15061(b)(3), which is applicable if it can be seen with certainty that there is no possibility that the project may have a significant effect on the environment. As a result, a Notice of Exemption will be filed upon the adoption of this ordinance. Section 3. The City hereby amends Section 8-7 of the Santa Ana Municipal Code ("SAMC"), "Violation and penalty" as follows: Sec. 8-7. - Violation and penalty. (a) Except as otherwise provided in this chapter, any person violating any provision of this chapter shall be punished as provided in section 1-8 of this Code, and in addition, all procedures for the correction of illegal conditions shall apply. (b) Each separate day or any portion thereof during which any violation of this chapter occurs or continues shall be deemed to constitute a separate offense and, upon conviction thereof, shall be punishable as herein provided. (c) The issuance or granting of a permit, or approval based on plans, specifications or other data shall not be deemed or construed to be a permit for, or an approval of, any violation of any of the provisions of this chapter. Permits presuming to give authority to violate or cancel the provisions of this chapter shall be invalid, except insofar as the work or use which is authorized is lawful. (d) The issuance or granting of a permit, approval or certificate of occupancy based on submitted plans, specifications or other data shall not prevent the administrative authority from: (1) Thereafter requiring the correction of errors in such plans, specifications or other data; or 2) Ordering cessation of construction, maintenance, operation, or occupancy when it is in violation of this chapter or of any other ordinance; or (3) Revoking any permit, approval or certificate of occupancy or completion when issued in; or; (4) Suspending or revoking any permit, approval, certificate of occupancy or completion when issued on the basis of incorrect information supplied or in violation of any section of this Code. (e) Any business operated, conducted, or maintained contrary to the provisions of the Santa Ana Municipal Code, shall be abated by the city through the removal of any and Ordinance No. NS-XXXX Page 2 11 A-4 all utilities to the property. In addition, it shall be declared to be unlawful and a public nuisance, and the City may impose all additional criminal, civil, and administrative penalties pursuant to applicable law. The cost of such abatement may be recovered by the City as outlined in the provisions of this Code. Section 4. The City hereby amends Section 8-9 of the Santa Ana Municipal Code, 'Reserved" as follows: Sec. 8-9 — Revocation of permit, approval, certificate of occupancy or completion and Appeal. A. Revocation. The Executive Director of the Planning and Building Agency or his/her designee may revoke a permit, approval, certificate of occupancy or completion, after notice and opportunity to be heard by the grantee, upon his/her determination that the permit, approval, certificate of occupancy or completion is being exercised in a manner contrary to the regulations of this chapter which are applicable to the use or activity permitted by such permit, approval, certificate of occupancy or completion. B. Appeal. Any applicant for a permit, approval, certificate of occupancy or completion whose application is denied by the Executive Director of the Planning and Building Agency, and any grantee whose permit, approval, certificate of occupancy or completion is revoked by said Director, may, within ten (10) days following such decision, appeal such decision pursuant to the provisions of Chapter 3 of this Code. Section 5. The City hereby amends Division 3 to Article 10 of Chapter 8 of the SAMC, entitled "Registration and Maintenance of Abandoned and Defaulted Mortgage Properties" to read as follows: DIVISION 3. - REGISTRATION AND MAINTENANCE OF ABANDONED, VACANT, AND/OR -DEFAULTED MORTGAGE PROPERTIES Sec. 8-1982. - Purpose. It is the intent of the city council, through the adoption of this division, to establish a mechanism to protect neighborhoods from becoming blighted through the lack of maintenance and security of abandoned, defaulted and/or vacant properties; to establish a property registration program for such properties, and to set forth guidelines for the maintenance of such properties. Section 6. The City hereby amends Section 8-1985., 'Registration" as follows: Sec. 8-1985. - Registration. 11 A-5 Ordinance No. NS-XXXX Page 3 A. Each beneficiary and trustee, who holds a deed of trust on a property located within the city, shall perform an inspection of the property that is security for the deed of trust upon default by the trustor prior to recording a notice of default or similar instrument with the Orange County Recorder's Office, and must comply with Civil Code section 2923.5, as amended from time to time. B. If such inspection shows that the property is abandoned, the owner, beneficiary or trustee shall, within ten (10) days of the inspection, register the property with the city's code enforcement division on forms provided by the city. C. If the property is occupied but distressed, the trustee and beneficiary or a designee shall inspect the property on a monthly basis until: The trustor or another party remedies the default; or 2. The property is found to be vacant or shows evidence of vacancy, deemed abandoned and registered subject to subsection B. D. The registration required pursuant to subsection B. shall contain the identity of the beneficiary and trustee, the direct mailing address (no postal box address), email address and phone number of the beneficiary and trustee and, in the case of a corporate or out of area beneficiary or trustee, the local property management company, if any, responsible for the security, maintenance and marketing of the property in question. E. The registration pursuant to subsection B. shall be renewed annually. F. This section shall also apply to properties that have been the subject of a foreclosure sale wherein title has been transferred to the beneficiary of a deed of trust involved in the foreclosure, and to any properties transferred under a deed in lieu of foreclosure. G. Properties subject to this chapter shall remain subject to the annual registration requirement, security and maintenance standards of this division as long as they remain vacant and/or abandoned. H. Any person, partnership, association, corporation, fiduciary or other legal entity that has registered a property under this chapter must make a written report to the city's code enforcement division of any change of information contained in the registration within ten (10) days of the change. I. If the mortgage on a registrable property is sold or transferred, the new mortgagee is subject to all the terms of this article and within five (5) days of the transfer must register the property and pay a registration fee in accordance with this article. Any previous unpaid annual registration fees are the responsibility of the new mortgagee or trustee and are due and payable with their initial registration. J. If the mortgagee owner of a foreclosed real property sells or transfers the property to a non -arm's length related person or entity, the transferee is subject to all the terms of this article and within five (5) days of the transfer must register the property and pay a registration fee in accordance with this article. Any previous unpaid Ordinance No. NS-XXXX Page 4 11 A-6 annual registration fees are the responsibility of the new registrable property owner and are due and payable with their initial registration. K. As long as the property is registrable it shall be inspected by the mortgagee, or designee, monthly. If an inspection shows a change in the property's occupancy status the mortgagee shall, within ten (10) days of that inspection, update the occupancy status of the property registration. L. Mortgagees who have existing registerable property on the effective date of the ordinance from which this section is derived have thirty (30) calendar days from the effective date to register the property with the City, or its designee, on forms or other manner as directed, and indicate whether the property is vacant or occupied. Section 7. The City hereby amends Section 8-1986., "Maintenance requirements" as follows: Sec. 8-1986. - Maintenance requirements. It is declared a public nuisance for any person, partnership, association, corporation, fiduciary or other legal entity, that owns, leases, occupies, controls or manages any abandoned property to cause, permit, or maintain any property condition contrary to any provision of this chapter. The following maintenance standards shall apply to any registrable property: A. Any registrable property shall be maintained in compliance with the requirements of this chapter and Code Chapters 16, Chapter 41, the Uniform Code for the Abatement of Dangerous Buildings, International Property Maintenance Code and California Health and Safety Code section 17920.3. B. Registrable property shall be kept free of weeds, dry brush, dead vegetation, excessive foliage growth, trash, junk, debris, building materials, any accumulation of newspaper, circular flyers, notices (except those required by federal, state or local law), discarded personal items including but not limited to, furniture, clothing, large and small appliances, printed material or any other items that give the appearance that the property is abandoned. C. Registrable property shall be maintained free of graffiti, tagging or similar marking in accordance with Article IV of Chapter 10 of this Code. Any removal or painting over of graffiti shall be with an exterior grade paint that matches the color of the exterior of the structure. D. Visible front and side yards shall be landscaped and maintained to the neighborhood standard. Landscaping includes, but is not limited to, grass, ground covers, bushes, shrubs, hedges or similar plantings, decorative rock or bark or artificial turf/sod designed specifically for residential installation and standards listed in section 41-609 "Landscape", and abide by the planning and public works division landscape standards. Landscaping does not include Ordinance No. NS-XXXX Page 5 11 A-7 weeds, gravel, broken concrete, asphalt, plastic sheeting, mulch, indoor - outdoor carpet or any similar material. E. Pools and spas shall be kept in working order so that water remains clear and free of pollutants, mosquito larvae, and debris, or alternatively shall be drained and kept dry. In either case, properties with pools and/or spas must comply with the minimum security fencing requirements set forth in Article XIII of this chapter and minimum state standards, whichever is more restrictive. F. Adherence to this section does not relieve the beneficiary/trustee or property owner of obligations set forth in any covenants conditions and restrictions and/or homeowner's association rules and regulations which may apply to the property. An enforcement official may allow exceptions to the maintenance standards set forth in this section for registrable property that is under construction and/or repair, that is diligently pursued for at least three (3) business days per week, and is undertaken in compliance with all applicable laws including but not limited to city permitting requirements. Section 8. If any section, subsection, sentence, clause, phrase or portion of this ordinance is for any reason held to be invalid or unconstitutional by the decision of any court of competent jurisdiction, such decision shall not affect the validity of the remaining portions of this ordinance. The City Council of the City of Santa Ana hereby declares that it would have adopted this ordinance and each section, subsection, sentence, clause, phrase or portion thereof irrespective of the fact that any one or more sections, subsections, sentences, clauses, phrases, or portions be declared invalid or unconstitutional. Section 9. The Clerk of the Council shall certify the adoption of this ordinance and shall cause the same to be published as required by law. ADOPTED this day of , 2018. APPROVED AS TO FORM Sonia R. Carvalho, City Attorney Assistant City Attorney Miguel A. Pulido Mayor 11 A-8 Ordinance No. NS-XXXX Page 6 AYES: Councilmembers: NOES: Councilmembers: ABSTAIN: Councilmembers: NOT PRESENT:Councilmembers: CERTIFICATE OF ATTESTATION AND ORIGINALITY I, MARIA D. HUIZAR, Clerk of the Council, do hereby attest to and certify that the attached Ordinance No. NS- to be the original ordinance adopted by the City Council of the City of Santa Ana on , 2018, and that said ordinance was published in accordance with the Charter of the City of Santa Ana. Date: Clerk of the Council City of Santa Ana 11 A-9 Ordinance No. NS-XXXX Page 7 11A-10 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: NOVEMBER 20, 2018 TITLE: DOWNTOWN SANTA ANA BUSINESS IMPROVEMENT DISTRICT — INTENT TO LEVY ASSESSMENT FOR 2019 (STRATEGIC PLAN NO. 3,4F) TY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 1s' Reading ❑ Ordinance on 2"d Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Approve the 2019 Assessment Report for the Downtown Santa Ana Business Improvement District (BID), which is administered by two organizations - the Santa Ana Business Council and Downtown Incorporated. 2. Adopt a resolution of intention to levy an annual business license tax assessment for the 2019 calendar year and establish a time and place for a public hearing to be held by the City Council on December 18, 2018 to hear and consider all protests. COMMUNITY REDEVELOPMENT AND HOUSING COMMISSION RECOMMENDATION At its meeting on October 24, 2018, by a vote of 6:0, the Community Redevelopment and Housing Commission approved the following: 1. Recommend that City Council approve the 2018 Assessment Report for the Downtown Santa Ana Business Improvement District (BID), which is administered by two organizations, the Santa Ana Business Council and Downtown Incorporated. 2. Recommend that City Council direct the Executive Director of the Community Development Agency to file the 2018 Business Improvement District Assessment Report with the Clerk of the Council for City Council approval or modification. BACKGROUND On February 6, 1984, the City Council adopted Ordinance No. NS -1715 pursuant to state law, creating a Business Improvement District (BID) in Downtown Santa Ana. The BID was established as a means of providing the Downtown business community with the funding to promote events and create promotional materials, increase the security presence, enhance maintenance of the downtown shopping corridors, and implement streetscape improvements to 12A-1 Downtown Business Improvement District— Intent to Levy Assessment for 2019 November 20, 2018 Page 2 the area. The BID is funded through an additional charge on the business license tax for those businesses within the BID boundary. On October 6, 2003, the City Council appointed the Community Redevelopment and Housing Commission (CRHC) as the Downtown Santa Ana Business Improvement District Advisory Board. As the BID Advisory Board, the CRHC is responsible for making recommendations to the City Council on the expenditure of revenues derived from the levy of assessments, on the classification of businesses, as applicable, and on the method and basis of levying the assessments, including the annual budget. DISCUSSION The 2019 Assessment Report contains the basis and method of levying the assessment, estimated activities and budgets from the two business associations - the Santa Ana Business Council and Downtown Inc., and a map of the BID boundaries (Exhibit 1). The Assessment Report presented for consideration and recommended for approval has been reviewed and was determined to meet state law requirements. After approval of the report, the next course of action is to conduct a public hearing where downtown merchants can vote in favor or against the BID renewal. The Public Hearing is scheduled for December 18, 2018. Terms The City Council activated the current BID on July 1, 2013. To administer the activities of the BID, the City executed operating agreements with Downtown Inc. and the Santa Ana Business Council in an effort to address the needs of the two business associations. These agreements contain provisions to ensure proper administration and distribution of funds such as the annual budget, financial record keeping, fund distribution, board composition and meeting requirements. The Agreements are renewed automatically in one year renewal terms, unless either party gives at least two months' notice of termination, or if the BID is not approved in any given year. Each organization receives approximately $100,000 (collected from the business license tax fee) per calendar year (January through December) and may carry over unspent funds into the next year. If the BID is successfully renewed, each organization will receive an additional allocation of approximately $100,000 in 2019. In FY2017-18, the BID, through the efforts of Downtown Inc. and the Santa Ana Business Council, accomplished several successful events and promotions that drew thousands of visitors to Downtown Santa Ana. These events and promotions included: First Saturday Artwalk, Savor Santa Ana, Boca De Oro Literary Festival, Santa Ana Media Summit, Outdoor Cinnema Series, Santa Ana Sidewalk Sales (monthly), and the Downtown Santa Ana newsletter. Both organizations also maintain social media accounts with over 60,000 active followers. STRATEGIC PLAN ALIGNMENT Approval of this item allows the City to meet Goal #3 (Economic Development), Objective 4 (Continue to pursue objectives that shape downtown Santa Ana into a thriving, culturally diverse, 12A-2 Downtown Business Improvement District — Intent to Levy Assessment for 2019 November 20, 2018 Page 3 shopping, dining, and entertainment destination), Strategy F (Partner with downtown business and merchant associations to program events that showcase restaurants, shopping and entertainment venues). FISCAL IMPACT There is no direct fiscal impact associated with this action. The City collects the BID revenue from businesses within the BID boundary and distributes funding to each organization, in accordance with approved operating agreements. Revenues will be deposited equally in the BID Trust and Agency Fund for Downtown Inc. and Santa Ana Business Council in account (nos. 09301001- 24036 and 09301001-24043) respectively, and distributions to each organization will be made from the same accounts. Steven A. Mendoza Executive Director Community Development Agency APPROVED AS TO FUNDS AND ACCOUNTS: `/ Kathryn Dowhs, CPA Executive Director W Finance and Management Services Agency Exhibits: 1. 2019 Assessment Report a) Attachment A - Business Improvement District Boundary b) Attachment B - 2019 Annual Assessment Formula c) Attachment C - Proposed Budget Summary 2. Resolution 3. Downtown Annual Report 12A-3 12A-4 EXHIBIT 1 DOWNTOWN SANTA ANA BUSINESS IMPROVEMENT DISTRICT 2019 ASSESSMENT REPORT Background On February 6, 1984, the City Council adopted Ordinance No. NS -1715 pursuant to Section 36500, et seq., of the 1979 State of California Streets and Highways Code, creating a Business Improvement District (BID) in Downtown Santa Ana. On October 6, 2003, the City Council appointed the Community Redevelopment and Housing Commission (CRHC) as the Downtown Santa Ana Business Improvement District Advisory Board. As the BID Advisory Board, the CRHC is responsible for making recommendations to the City Council on the expenditure of revenues derived from the levy of assessments, on the classification of businesses, as applicable, and on the method and basis of levying the assessments (including the annual budget). The BID was established as a means of providing the Downtown business community with the funding to promote the Downtown through events and advertising pieces; funding to increase security and enhance the overall aesthetics of the area; and also to maintain the downtown shopping corridors. Improvement Area Boundaries The geographic boundaries of the district remain unchanged from the original 1984 area, and they include over 600 retail, service, and professional members (see Attachment A). Assessment Formula The formula for the BID tax levy also remains unchanged from the original 1984 ordinance and is based on the category and/or sales volumes of the business (see Attachment B). 2019 Budget Plan Based on the feedback from the two Associations, Downtown Inc. and the Santa Ana Business Council, the 2019 BID Budget focuses on the continuation of promotions and marketing of the BID. Some of the promotion and marketing will be focused on Downtown events and advertising pieces, which are all designed to enhance the overall aesthetics of the area and also to maintain the downtown shopping corridors. Detailed breakdowns of the two groups' budgets are attached (Attachment C). The assessments from the 2019 BID are estimated at $200,000 to be split evenly by Downtown Inc. and the Santa Ana Business Council—the two business groups that have spearheaded this BID process. Any remaining funds from the previous year will be incorporated into a reserve fund for the groups' 2019 budgets. This reserve funding may be used for additional events and promotions throughout the year. In 2019, the two representative business associations are proposing to host and/or sponsor a variety of community events and promotions, including: Artwalk (12x) Sidewalk Sales (12x) Boca de Oro: OC Arts and Literature Festival Historic Street Breakfast 150 Years Free Outdoor Film Screenings Media Summit Annual Forum Savor Santa Ana Art Round Table Downtown Spirit Awards Caged Chameleon Events Black Friday/ Small Business Saturday Soundwave Festival Bridal Expo Downtown Neighborhood Mixers Celebrating Santa Ana History Event Festival of Lights Patchwork Flashmob Contests Weekly live music on Calle Cuatro Other programming for the associations will include ongoing social media marketing, funding for the Downtown Restaurant Association, Bridal Association, Art Association, Professional Internship Programs, downtown stakeholder meetings, holiday promotions, website development and maintenance, and ongoing support for small businesses. 12A-5 W a� n, W c N Ln 3 O rD3 e'Y LA f rt I 0 a a ATTACHMENT A BUSINESS IMPROVEMENT DISTRICT BOUNDARY J FLOWER St. n ❑ ❑ F 2 D s ❑ 77- 3 ROSS ST. F r � i hSBIRCH ST. El ~❑ ❑ �❑ SYCAMORE ST SYCAMORE S . ❑I❑ ❑ ❑ F F MAIN ST ❑ 1:1 ❑ F-1 ❑ El El BUSH ST. El ❑ El SPURGEON ❑ ❑ 12A-6 e ATTACHMENT B `11PKIa iMO:7iiiMA_1 The following businesses located within the boundaries of the Business Improvement District (BID), classified under City Ordinance NS 1690 as Amusement Services, Pawnbrokers, Service Station and Classification A, including, but not limited to Retail Sale of Goods, Hotel and Motels, Theaters and Food Establishments, shall pay an amount equal to one and one-half times their annual business license fee. Businesses classified as Commercial Rental Property, Rental Property, Residential and Rooming House shall pay an amount equal to one-quarter times their annual business license fee. All other businesses, including Professions, Trades and Services within the boundaries of the proposed Business District, shall pay an amount equal to their annual business license fee. Once the assessment formula is established, it cannot be changed without written notice to all businesses within the boundaries of the proposed Business Improvement District and a public hearing held by the City of Santa Ana. 12A-7 ATTACHMENT C DOWNTOWN BUSINESS IMPROVEMENT DISTRICT PROPOSED BUDGETS SUMMARY 2019 OPERATING FUND REVENUE 2019 BID Assessments—Projected Prior Year Carry Forward (Estimated) TOTALREVENUE Downtown Inc. (DTI) Tax Revenue $200,000 0 $200,000 Assessment $100,000 Tax Expenses Personnel Cost $42,500 -- Director, Administrative Support Contractors/Professional Services $15,000 -- Event Producers, Program Coordinators, Production Staff Meetings/Stakeholders Groups/Trainings $7,500 --Restaurant Assoc., Arts Meetings, staff and Stakeholders Development Marketing/Promotions/Events $15,000 --Maps, Guides, Savor Santa Ana, Artwork Communication $12,500 --Newsletter, Social Media, Translation, Design, Videos, Photos Office/Operation/Technology $7,500 --Office Supplies, Web Hosting, Subscription Technology/Software DTI TOTAL EXPENDITURES (2019) $100,000 12A-8 Santa Ana Business Council (SABC) Tax Revenue Assessment $100,000 Tax Expenses Administration/Personnel Cost $37,000 Education, PR & Communication Consulting, Insurance, Accounting Contractors/Professional Services/Sponsorships $21,454 -- General Labor, Sub -Contract Services Meetings/Stakeholders Groups/Trainings $8,500 --Media Summit, Downtown Open Forum, Bi -Weekly Meetings, Other Marketing/Promotions/Events $10,500 --Music, Entertainment, Contract Services, Contests, Collaborative Events Communication $18,200 --Newsletter, Social Media, Translation, Design, Videos, Photos, Postcards, Flyers, T -Shirts Office/Operation/Technology $4,346 Office Supplies, Web Hosting, Subscription Technology/Software SABC TOTAL EXPENDITURES (2019) $100,000 TOTAL BID EXPENDITURES $200,000 12A-9 12A-10 EXHIBIT 2 ROH —11/20/18 RESOLUTION NO. 2018- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA DECLARING ITS INTENTION TO LEVY AN ASSESSMENT FOR THE DOWNTOWN SANTA ANA BUSINESS IMPROVEMENT DISTRICT FOR THE YEAR 2019 BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SANTA ANA AS FOLLOWS: Section 1. The City Council of the City of Santa Ana hereby, finds, determines and declares as follows: A. By Ordinance No. NS -1715, adopted February 6, 1984, the City Council of the City of Santa Ana established the Downtown Santa Ana Business Improvement Area pursuant to sections 36500 et seq. of the California Streets and Highways Code; and B. As provided in Ordinance No. NS -1715, the City Council is authorized to levy an assessment in the following amounts for the improvements and activities of the Downtown Santa Ana Business Improvement Area: (a) For amusement services, pawnbrokers; service stations, retail sales of goods, hotels, motels, theaters, food establishments: an assessment in an amount equal to one and one-half (1.5) the annual business license fee. (b) For commercial and residential rental property: an assessment in an amount equal to one-fourth (0.25) the annual business license fee. (c) For all other businesses: an assessment in an amount equal to the annual business fee. Section 2. The improvements and activities for which the assessment revenues may be used in the Downtown Santa Ana Business Improvement District pursuant to Ordinance No. NS -1715 are as follows: (a) Decoration of any public place. (b) Promotion of public events. Resolution No. 2018 -XXX Page 1 of 3 12A-11 (c) Furnishing of music in any public place. (d) The general promotion of business activities. Section 3. The Downtown Santa Ana Business Improvement District is located as shown on Attachment A, attached hereto and incorporated herein. Section 4. An assessment report is on file with the Clerk of the Council to which reference may be made for a full and detailed description of the improvements and activities to be provided for the year 2019, the boundaries of the area, and the proposed assessments to be levied upon the businesses within the area for the year 2019. Section 5. A public hearing shall be held by the City Council at the City Council Chambers, 22 Civic Center Plaza, Santa Ana, California at its regular meeting of December 18, 2018, at 5:45 p.m., or as soon thereafter as the matter may be heard, for the purpose of determining whether to impose the above said assessment for the year 2019 for the improvements and activities described in the report. Section 6. At the public hearing, written and oral protests may be made in accordance with sections 36524 and 36525 of the California Streets and Highways Code. A protest may be made orally or in writing by any interested person. Any protest pertaining to the regularity or sufficiency of the proceedings shall be in writing and shall clearly set forth the irregularity or defect to which the objection is made. Every written protest shall be filed with the Clerk of the Council at or before the time fixed for the public hearing. Each written protest shall contain a description of the business in which the person subscribing the protest is interested sufficient to identify the business and, if a person subscribing is not shown on the offlcial records of the city as the owner of the business, the protest shall contain or be accompanied by written evidence that the person subscribing is the owner of the business. A written protest which does not comply with this section shall not be counted in determining a majority protest, Section 7. This Resolution shall take effect immediately upon its adoption by the City Council, and the Clerk of the Council shall attest to and certify the vote adopting this Resolution. Resolution No. 2018 -XXX Page 2 of 3 12A-12 ADOPTED this day of , 2018. Miguel A. Pulido Mayor APPROVED AS TO FORM: Sonia "arvalho, City Attorney Attorney AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers CERTIFICATE OF ATTESTATION AND ORIGINALITY I, MARIA D. HUIZAR, Clerk of the Council, do hereby attest to and certify the attached Resolution No. 2018 -XXX to be the original resolution adopted by the City Council of the City of Santa Ana on Date: Clerk of the Council City of Santa Ana 12A-13 Resolution No. 2018 -XXX Page 3 of 3 12A-14 MW l , Lr EXHIBIT 3 Downtown Santa Ana Downtown Business Improvement District 201712018 DOWNTOWN REPORT Downtown Inc. Santa Ana Business Council Introduction by Ryan Smolar Downtown Inc. Lead Consultant When I look back at 2017, I see a busy year spent bringing downtown together for great meetings, amazing events and shared experiences. In 2017, we doubled the number of opportunities to meet -up and spend time together to strengthen an inclusive downtown vision that is powered by comradery and collaboration across many interest groups and industries. We tackled important issues together like transportation and planning with our "Pizza with a Planner" and "Walk Audit" and we even collectively re-desigined public space through a national arts grant and our first downtown "Place Game." We gave downtown businesses and initiatiors opportunities to speak to each other and share information at our open format "Downtown Open Forum," monthly Caged Chameleon Arts Lunches and at various meet -ups and mixers like Dino Perez's "Coloring with the Community." We spent time this year building our community's capacity to communicate by hosting the Santa Ana Media Summit while we maintained our shared communications network of 60,00o social media followers, weekly newsletters, fliering, printing, mapmaking and door-to-door visits. We ran awesome culture and food events including DTSA Artwalk and Savor Santa Ana and we brought the show on the road with Santa Ana Restaurant Week which connected downtown more deeply with other parts of the city. We saw our great partnerships with the City of Santa Ana and Santa Ana Unified School District expand: partnering with the City of Santa Ana constantly on both our and their initiatives and working with the school district on countless events from the "XQ Challenge" to the "School of Choice Faire." We also received more grants and sponsorships than ever before with new partners including the the Santa Ana Chamber of Commerce EDC and National Endowment for the Arts. When I look forward to 2018, I see our focus continue on our key objectives: 1) To continue to facilitate bringing people, affinity groups and whole sectors together, 2) to get neighbors, business clusters and small teams collaborating on big visions through quick and ready implementations, and 3) to keep the parts of downtown connected and working together through communication and building relationships across all disciplines and geographies. Ryan, Smelali Ryan Smolar Lead Consultant, Downtown Inc. 12A-17 Downtown Santa Ana 2017 2017 was a big year! Image Caption: (Left) Mayor Pro Tem Michele M.M..'..'a. rhaf 1 d. of 1 M. t Santa Ana Restaurant Week awards. (Above) We reached our big goals set for 2017 for the Volunteers at Savor Santa Ana 2017 celebrate downtown district: another successful downtown -wide event. 1. Establish parking revenue oversight 3. Increase communication & shared culture We are working closely with the City of Santa Ana to manage new parking revenues and ensure funds are used to benefit the downtown district. 2. Lead the development of a creative economy We doubled our number of meet -ups and events and continued our social media, weekly newsletter, fliering and door-to-door visits. 4. Work closely with the community We are connecting local creatives through our Downtown reached out further than ever, Caged Chameleon arts lunch, SantaAnaArts.org working with every single council district to website and our support of the DTSAArtwalk. connect business and residents across our city. .............................................................................................................................................................................................. 12A-19 4 Downtown Inc. PRESIDENT Ryan Chase BOARD Tish Leon Dennis Dascanio Mike Weisman Jon Gothold Eddie Quillares Logan Crow Mike McGee (Ex -officio) John Chen Yvonne Flores Sarah Mosqueda Noel Aguirre Mike Paxton Lamson Nguyen STAFF & CONTRACTORS Lead Consultant Ryan Smolar Operations Manager Jose Romo Artwalk Coordinator Yenny Bernal Social Media Consultant Robert Gutierrez Event Producer Rachel Potucek MISSION The mission of Downtown Incorporated is to facilitate the enhancement of Downtown Santa Ana as a vibrant shopping, entertainment, business and cultural destination for all. HOW TO REACH US MAIN OFFICE 200 N Main Street, Santa Ana, CA 92701 PHONE NUMBER 714-574-6100 WEBSITE www.downtown-santaana.com Manyphotos in this document are by Brian Feinzimer 12A-20 Santa Ana Business Couneil PRESIDENT Raul Yanez BOARD Arturo Lomeli Claudia Arellanes Bobby Rooker Arturo Arellanes Sonya Garay Sam Romero Won Cha STAFF & CONTRACTORS Lead Consultant Madeleine Spencer Communications Lead Claudia Naffa Communications Maricela Vela MISSION The mission of Santa Ana Business Council is to serve businesses and community. HOW TO REACH US MAIN OFFICE 400 E 4th Street, Santa Ana, CA 92701 PHONE NUMBER 714-973-2000 WEBSITE www.santaanabusinesscouncil.com www.callecuatromarketplace.com 12A-21 b7 Key BID Activities RYAN SMOLAR, MADELEINE SPENCER & JOSE ROMO SUPPORTING THE SANTA ANA COLLEGE PROMISE BREAKFAST AT SANTA ANA HIGH SCHOOL Events & Promotion We produce on-going events like the Pg' DTSA FSrst Saturday Artwalk, Sidewalk Sales and Savor Santa Ana, and support third -party events with logistics and connecting them to our stakeholders. Clean & Safe Pg. Jj0 We help manage and promote downtown's Clean & Safe operations including re-routing services when necessary and helping activate the streets to keep them safe. Marketing & Communication JS /jj We are building and maintaining a pg. g �l ii strong internal and external communication network for downtown. Meetings & Convenings We attend meetings to represent our 796 Pg stakeholders and we host stakeholder group meetings to gather input on the work we should be doing. One of the strongest groups we manage is the DTSA Restaurant Association. Il� Downtown in 2018 Pg' We have big plans to lead in being facilitators of a vibrant downtown 77�� aa�� Helping Our Stakeholders Pg. R2 We are a nimble nexus between downtown businesses, the city, community, institutions, media and private sector collaborators. ................................................................................................................... 12A-22 TASTE OF SUMMER MIXER AT CIVIC CENTER PLAZA TOWERS AIndhidnal commitment to a "]•oup effort--thatis whatmakes a team %vork, a company work, a society work, a civilization work. Downtown BID by the Numbers 5® Restaurants in Savor Santa Ana Downtown's biggest restaurant event grew to 50 restaurants participating including two food halls! 12 Artwalks We produce an amazing downtown -wide Artwalk every month in coordination with scores of galleries, artists and performance groups and restaurants and bars. S25D 000 Grants We wrote and received $25,000 in grants for free public art performances and community projects. 4, Community Police Our parking revenue agreement with the City created four community - oriented police officers who have made a difference downtown. 9 Wings of the City Statues We worked closely with the City of Santa Ana and the Consulate of Mexico to launch the Wings of the City statues. 200% Non -Assessment Revenue Between grants, ticket sales and sponsorships, our groups were able to earn nearly $100,000 in new revenue beyond the assessment tax to operate the downtown BID. 04 Blocks Cleaned The Downtown Clean & Safe contract cleaned up graffiti and trash, reported issues to the City and power washed downtown's most traversed streets regularly. Video Views received by SAUSD dance teams who competed to win the Calle Cuatro "Downtown Spirit Award" 150 Weekly Newsletters We've been sending out downtown news, resources and events for over 3 years. 109 Artists Indexed We've built an Arts & Culture Registry for Santa Ana to make sure local artists can be found and to ensure Santa Ana stays a creative hub. General Downtown Figures 796 Downtown Businesses Pay into the Downtown BID when they pay their annual business license fee to the City. 99 Historic Buildings Downtown is an architectural treasure trove of historic buildings from the 1890's -1930's 24..7 Downtown Acres The Downtown Historic Santa Ana District is nearly 25 acres centered around 4th/Main St. 12A-23 1984 Year BID Established "...to promote the Downtown through events and advertising pieces; funding to increase security and enhance the overall aesthetics of the area; and also to maintain the downtown shopping corridors." $2.5 Million XQ Challenge SABC partnered with SAUSD and won a big grant to "reinvent high school" here by using downtown as part of the school experience. Marketing & Communication We share content and create collaborations across DTSA I, W1 CflHHS& SAUCE Is: DuNFEN FRIES Y `iJ i 101 • u .�,: q�e 1 t}` t wvd r✓ � r IN - y "r .� �' •� y 5�N� D� ` rz� r � ..k. L t - > o K a� r IL In 2017, Downtown 5. Marketing campaign bits Santa Ana continued like the SABC's "Spirit our extensive marketing Awards" attracted a half - and communications million views, program including: 6. Our Santa Ana Media IVe.)rr:rint:r/!r 1. Social media channels Summit attracted. over 200 for our, brands grew to locals,to learn how to PO/IIrSC II1fC!'na/ 60,000 followers. market,and communicate ay e[ter ind with the press.. conrruunication 2. We've written 150 weekly newsletters. 7. We created new websites 141-dowilown like SantaAnaArts.o g, ever;ydaVorthe 3. We increased the SantaAnaRestaurantWeek. DTSA neighbors on corn, StartupSantaAna.org Nextdoor.com by 250%. and DTSAArtwalk.org to showcase great things d. We doubled our happening in food, culture number of meet -ups to and art. talk about everything from planning to wally audits of the street. k j, .ia r�L ,: [p r I , a Wursthaus has been the most popular restaurant at Savor Santa Ana 2016 and 2017- Between both years they saw over 1,100 new customers go through their door at the events. 12A-25 Our downtown events are a major driver of 1 downtown awareness, especially Savor Santa Ana which features 50 restaurants. We collaborated with photographer Brian 2+ Feinzimer to create a library of images as a marketing tool for us, our businesses and third parties (like media and publications). Our social media grew from 50,000 to p 3 60,000 followers Including both BID groups' Instagram/Facebook/Twitter accounts 4We provided food samples at many community events so residents can taste and learn about downtown across our community. 5 We received $25,000 In grants to work with local artists to create a vibrant downtown. Our downtown weekly newsletter serves up 6 5-10 local news stories, opportunities, photo galleries and resources to our businesses, partners, supporters and customers. We also post the newsletter on Nextdooccom and Facebook. Cle1.2 an �i WY help keep downtown and safe'by connectingseruaces, st`ahehold&s and the Caty I� ,ftw $o sjif A..F'I7. 1. {Ola �.9'ibjk�ir ,''�T4tr 7o- 1�id)125 #j s3}Al �On ^'�'" M 1 t &Ei;��•�ej�a°�^, ONye3i}i9 ���'�^' l�i4iYcs°�'T�.141.�7 ��.'� I 4 t t�*gf�61 [�Crt'G'� i��i§(.E'�e�+�§#J',✓i,}lt�s'i�$1� tow"i} 13 i15Y [ 7 Ci" 4 NOR, �+i�sLt.{��1 F!'Itw SWf l%i' PP� '9aUl I w,1wvm 6.✓w," C Yw - iq'4tl. e� ----- ec��ef�[�.s�at�l�:+�s��- . T�y�y�ifCi^7,'rov�,+��1'7Ss�'+�3r;7y�*4yE�?�a�lFr�y�4N�T'��`rty... i Ov IM^� Myya CI ROI <" , -P '�3` l•.w'! e�pp� a 4�SIX1•K`M"J'i+ �lw]P i%�y beiV n-i•�J 4cV�' .tr. - ... Ge'�i�1+.1sC U�[:'a,n to C`k,t�'s'li4�it'C=}'telt •� Y [i:Ci.�LYpj � W {atlC�a (yr%jic L�rw'R''&%Y �IC}s [4L17`a l . �4Cl�F4It t4..7� rre 1omiA�� R.C�+ s �a _ _ �,i u� • d � � aL�>4,}�{j'�( LMa'�� •L�'t� P[Ta �S r��isC� 1u�[ �.' � _ 71F�. .W �sA �/ 3 .:: if'it '�li+-Ci c•3 �a:1h N (e}Y�S�$:�2C4i.�� C�F , � a ,E Y7�.'gS��'�w�CtR3ZfKVf�-ur�.,'-.�' "..aki`�G�-T�L�� I .+. .. •; [rAAj, 1 iC+5pyaF'G.A'� � `flyy+mmAtr1wfff eY<CB�1�4-,�V CwSlYn wL u'1.1 Y°VEWviL� S��•Wi�ill'awi (�y�,�,TT��, 4 ;i3Oyw�{(we1A�?s Atit7=• s b WTI MJ1 �+G$�'B�L�I'tt�diluteii ..��t�lyYSiaaT .:: -- if y ,S2eFAVt t COVwita ��x�a cw tiCl CE 4eimKtaY� E S e� TA, n .� v^. lk a xa LAMI]c _ . ' _... ... ... ... ....... ....... ........ ................. shy r r. r, . _ su" . � a: ed '.; I�x.'F.E Sita 1 ,•e`. .. s...' $ &."'P.PH, J`°i'il ik7i"':rfM•+'�a'''. DTSA Artwalk* - Every first Saturday of the month Sidewalk. Sale - Every third weekend of the month DTSA Farmers' Market* - Every Sunday Caged Chameleon Arts Lunches • Monthly Arts Mixer Matinee and Outdoor Cinema Series • Film events throughout the year DTSA Walk Audit • January Coloring with the Community - January Artwalk Talk! Open Meeting - January Guanabana & Grants - January Pizza with a Planner - January Meetup at the Market - January Treeversation - March Hola Language Hour - March Boca de Oro Literature Fest*- March Fiesta on 5th Street - April Jane's Walk DTSA - April Cinco de Mayo (Saturday)* • May Santa Ana's 131st Birthday Party • June Hack for Health* • June Santa Ana Media Summit* - July Downtown Busking Challenge July Downtown Open Forum* - August Coding with the Community* - August Downtown Spirit Awards - Early Summer Savor Santa Ana* - September Santa Ana Restaurant Week* - September Wings of the City Launch* - October Ward 2 Forum with Connect -to -Council* • October Place Game: 5th & Broadway - November *City of Santa Ana Partnership Downtowns First Saturday Artwalk is the 1. heartbeat of the city. We. have. grown the event leaps and houndsAhanks to our team, new resources, and more collaborations.. We. builtstrong relationships with online 2 influencers, local bloggers and media who we work with to help spread the word. We.. hire local artists and talent. who the ,3y community are excited to come see. Strong partnerships with SAUSD and SAC . brought.student performances to Artwalk, Savor Santa Ana and for Wings of the. City. The.Buskers Challenge connected local 5 musicians with the downtown district. We had over 100 volunteers help us with G Savor Santa Ana, many of them local youth through the school district and library. Helping Our Stakeholders 'We nurture and connect our stakeholders to thrive through customer service and community �P 4" WL ILI � T e0so O , MOW00=100 ,.a =-WOO r UTS NO heats L? I , 11 . I - I L JIVf , C F 'f , R.' Meetings & Convenings Representing our 796 businesses requires we convene with them often to distribute updates, share best practices, and gather ideas and input it �I - t lbnli•conJy as pod as the compalt)-yoll /feel) 9 There are, hundreds of groups, organizations and individuals affecting downtown every day. We host; and, attend a myriad of meetings to improve, connect and collaborate. Our meetings typically fall into one of a few categories: Two -Way Information Meetings We host on-going meetings with DTSA restaurants, Calle Cuatro merchants, BID group boards, and.. arts stakeholders to distribute information, gather feedback, and solicit new ideas. Representative Meetings We spread our message, open new partnerships, and negotiate new work collaborations with institutions, downtown partners, committees, media, and government authorities. Public Events We host large-scale public events to bring focus to our stakeholders, build their capactities, and connect them together. ER The Santa Ana Media Summit connected downtown and community stakeholders with English and Spanish media to increase the stories told about good work being done in Santa Ana 12A-33 The Santa Ana Media Summit was 1 organized to explore, equip and empower the community and media to overcome how Santa Ana is portrayed in media. 2 We partnered with the Small Business Development Center to teach a class on social media advertising. 3 The Downtown Open Forum gathered over 200 stakeholders for an open discussion and sharing session. 4 We facilitate monthly Downtown Restaurant Association meetings to connect and empower one of our strongest business clusters. We partner closely with community 5 Institutions like Santa Ana Unified School district which touches 80,000 residents. We Invite local and regional experts as guest speakers to help Inspire and inform our stakeholders. 17 1 -1 IM Looking Ahead Downtown in 2018 In 2018, we're working to .- facilitate a vibrant downtown Make Places Together We are venturing into Placemaking this year and understanding how to help places downtown succeed. We'll be working with groups across downtown to analyze their space in terms of access, sociability, uses/ activations, comfort & image to find ways to kick-off improving the places and managing them better together. Bring People Together We believe connecting, people downtown is the biggest impact we can have on everyone's bottom line. When we gather, by industry or interest, we create innovative partnerships, share knowledge and create a free market for social capital. We hope to master the art of bringing downtown together while continuing to attract outside experts to connect and enhance our ideas and opportunities. Keep it Working Together We have to continue to make sure downtown is well-connected, working together and. communicating inside and out. We cannot underestimate theconstant attention this work needs. We hold the key position to raise everyone's enthusiasm to share and support each others' ideas, passion, energy and commitment to the downtown district. 19 12A-35 zo Afterword by Madeleine Spencer Santa Ana Business Council Lead Consultant Santa Ana Business Council is inspired by city -building and sustainable community development, which is the ability to make development choices which respect the relationship between the three "E's": Economy - Economic activity should serve the common good, be self -renewing, and build local assets and self-reliance. Ecology - Humans are part of nature, nature has limits, and communities are responsible for protecting and building natural assets. Equity - The opportunity for full participation in all activities, benefits, and decision-making of a society. Our business council members are champions for community -building and we continue to work with our partner BID to build our Downtown community on all fronts. Whether it is our Downtown Merchants bringing in local community for free Rooftop Cinema, telling our merchants' "American Dream" stories, watching our youth soar as they celebrate Downtown Spirit Awards, or seeing the smiles on the faces of businesses working to bridge the gap between the public and private sectors, setting the stage for the district's assured economic and cultural presence. Entering the BID I never expected to find a city so full of resources nor the amazing network of old and new businesses, industries, and experts from many fields. I never expected to see and meet so many of the city's emerging leaders. Since beginning to work in the downtown, I have built relationships, found new confidants and personal best friends, something I never expected. The experience of city -building has been phenomenal for me. Most importantly, I have had the awesome opportunity to really get to know our district this year. This has taught me so much about the small business people who have dedicated their whole lives to this city, people who come to work every single day with only a wish and a prayer. Their only prayer is that when they open shop each day, customers will walk through that door and keep the Downtown in business. This kind of belief and tenacity is what keeps the whole city afloat. This perseverence within a city needs to be championed and it is who have made money after a great downtown something that no money can buy. event, we are excited to see our business community work together to shape and activate our dynamic capitol city at the center of the Orange County region. Santa Ana Business Council will continue Lead Consultant Santa Ana Business Council 12A-36 ■ i. 0 CITY OF SANTA ANA MEETING OF THE LEGISLATIVE AFFAIRS, ETHICS, TRANSPARENCY & COMMUNICATIONS COUNCIL COMMITTEE Wednesday, March 28, 2018 12:00 pm AGENDA CALL TO ORDER City Hall Ross Annex, Conference Room 1600 20 Civic Center Plaza, Santa Ana, California Committee Members: Vicente F. Sarmiento, Chair Michele Martinez, Vice Chair Recording Secretary: Rosa Flores PUBLIC COMMENTS - Members of the public are allowed three minutes to speak on agenda items or matters within the jurisdiction of the Committee. AGENDA ITEMS Approval of Minutes of the January 31, 2018 Legislative Affairs, Ethics Transparency & Communications Council Committee Meeting RECOMMENDED ACTION: Approve minutes. 2. Receive and File Legislative Updates from: a Federal: Holland & Knight a State: Townsend Public Affairs 3. Review and Take a Position on Legislative Bills — {Strategic Plan No. 1 through 7} — Jorge Garcia, City Manager's Office 4. Discussion and Direction for the development of the City Council Policy Regarding Violation of Code of Conduct and Ethics— {Strategic Plan No. 1 through 71 City Manager and Clerk of the Council aIf you need special assistance to participate in this meeting, please contact Michael Ortiz, City ADA Program Coordinator, at (714) 647.5624. Please call prior to the meeting date, to allow the City enough time to make reasonable arrangements for accessibility to this meeting. [Americans with Disabilities Act, Title ll, 28 CFR 35.1021 Santa Ana City Council Miguel A. Pulldo i Michele Martinez i Vicente F. Sannlento I Jose Solaria i P. David Benavides ! Juan Villages I Sal Thai= Mayor I Mayor Pro Tem I Ward 1 ; Ward 3 ; Ward 4 ! Ward 5 ! Ward 6 mPUAtla@ean(n Ward i stlwe maanlana.amene.om i MMeainezr7sen eena wo I � ! i I City Hall, 20 Civic Center Plaza • PedIR198 i • Santa Ana, California 92702 Mayor & Council Telephone: 714-647-6900 • AgendaIki s: 714.647-5200 • Wehsite: www.santa-ana.ore Discuss transition of this Committee to an Ad Hoc Committee — {Strategic Plan No. 1 through 7}— Raul Godinez, City Manager 6. Update on Communications Manager position and Citywide Communications — (Strategic Plan No. 1 through 7) — Vicente Sarmiento, Chair and Jorge Garcia, City Manager's Office 7. Possible Censure Action Against Mayor Pulido — Vicente Sarmiento, Chair COMMITTEE MEMBER COMMENTS ADJOURNMENT — The next Legislative Affairs, Ethics Transparency & Communications Council Committee meeting will be held on June 27, 2018 at City Hall, Ross Annex Room 1600, 20 Civic Center Plaza, Santa Ana, CA. The complete Strategic Plan document is available at httP://www,santa-ana.ora/strategic- planninin Legislative Affairs, Ethics, Transparency & Communications Council MJjjeI&nda March 28, 2018 CITY OF SANTA ANA MEETING OF THE LEGISLATIVE AFFAIRS, ETHICS, TRANSPARENCY AND COMMUNICATIONS COUNCIL COMMITTEE MINUTES March 28, 2018 An audio recording of this meeting is available on the City of Santa Ana website, CALLED TO ORDER The meeting was called to order at 12:12 pm by Chair Vicente Sarmiento at the City Hall, Ross Annex, Room 1600. ATTENDANCE Members Present: Chair Vicente F. Sarmiento Vice Chair Michele Martinez Staff Present: Judson Brown; Christina Talley; Julie Castro -Cardenas; Robert Cortez; Yesenia Cruz; Rosa Flores; Edgar Garcia; Jorge Garcia; Raul Godinez; Maria Huizar; Norma Mitre -Ramirez; Daisy Perez. Also present were Ryder Smith of Trippepi Smith; Casey Elliott, and Corrie Williams from Townsend Public Affairs; Gerry Serrano; Dan Maldonado and Leslie Pollner from Holland & Knight via telephone. Public Comments • No Comments from the Public Approval of Minutes of the January 31, 2018, Legislative Affairs, Ethics, Transparency and Communications Committee Meeting MOTION: Approve minutes. MOTION: Martinez SECOND: Sarmiento VOTE: AYES: Sarmiento, Martinez NOES: None (0) AGENDA ITEMS 2. Receive and File Legislative Updates Federal Legislative Update from Holland & Knight - Leslie Pollner reported that congress passed $1.3T FY18 Omnibus Spending Bill. Highlights include: $1.513 for TIGER priorities; Santa Ana Streetcar should be getting its funding; expansion of low income housing tax credit for affordable housing. $300M increase for CDBG; significant increase for homeless assistance grants. Legislative Affairs, Ethics, Transparency and Communications Council Committee Meeting Minutes p1U,i '3B�8 1 Dan Maldonado reported on policy issues, immigration and border wall, which will be discussed in the future at the Federal level. Leslie reported on Census 2020 — Controversial question about citizenship. California and other states have filed suit and funding for census. Vice Chair Martinez inquired about LGBTQ community as it pertains to housing and the homeless. Dan responded that funds are being allocated for LGBTQ. Leslie will check to ensure they are not missing anything. Vice Chair Martinez inquired about workforce/housing dollars. H&K responded that the County and workforce investment board will distribute. Needs to be a coalition of all 34 cities to move forward and make sure all cities get their money. Santa Ana will be impacted. State Legislative Update from Townsend Public Affairs - Casey Elliott spoke about opportunity zones program: California has 880 tracts to participate in program that are eligible for tax. Tax breaks available for private financing in those zones; Santa Ana secured 11 censured tracts under opportunity zone. Vice Chair Martinez asked how the City can partner with school districts to provide open space, skate parks, community gardens and how funds can be utilized to purchase property. Casey will provide follow up on the details. Chair Sarmiento stated that there's a need to incorporate and track County items is doing as it is becoming adversarial with regard to funding and how it impacts Santa Ana. Jorge Garcia indicated that City Manager's Office would present an option for County tracking. This committee recommended the legislative platform to the entire City Council. This body cannot act on behalf of the Council, but can make recommendations if something is specifically outlined in the platform, Council has authorized committee to take position. If not outlined, take back to Council. Can refine the process further. 3. Review and Take a Position on Legislative Bills Jorge Garcia reported that the legislative matrix covers 35 pages of items. He outlined a few items obtain feedback as to what the Committee is looking for. He stated that all support or opposition letters are now sent to entire City Council and EMT. Vice Chair Martinez stated the matrix is fantastic and recommended setting a policy so the Committee can say this is what we support so Council can affirm. Chair Sarmiento agreed, stated this is really good information. He recommended we augment with positions with groups like the League of California Cities to help us take positions. Committees shouldn't have ability to circumvent Council, but should be able to take a position. Legislative Affairs, Ethics, Transparency and Communications Council Committee Meeting Minutes TIN24 Possible Censure Action Chair Sarmiento moved on to item #7 and entertained a public comment from Dave Hoen. Mr. Hoen spoke about the Councilmember who was under consideration for censure. He stated there should be a penalty when a Councilmember does something wrong. Chair Sarmiento thanked Mr. Hoen for his comment. He then stated that on March 6, 2018 there was a Council meeting where the issue of district elections for the June ballot was discussed. He then stated if a Councilmember decides we don't want to fulfill our obligations that are required by the Charter, this is a violation at the very least of code of conduct and ethics. You can be in complete disagreement with outcome and can sign under protest. He asked if there is any sanctionable remedy we have under our code and asked Maria Huizar what can we do we do, what have we done before? Maria Huizar responded with historical background how this item came about. Three existing agencies for Brown Act violations. Next is political reform act violations such as campaign contribution violations, Fair Political Practices Commission (FPPC). Next is current code of ethics values and violations policy. In 2008, members who established the policy said values based. Enforcement agency is FPPC. If we want to use for ethic related violations, an agency available to direct complaints to. Any charter or muni code violations, provisions in our Charter is a misdemeanor. How enforced, not really sure. In 2016, Ethics Committee reviewed several policies, considered a possible censure policy and directed staff to prepare a policy. Raul Godinez mentioned three samples of draft policies. The first option has sensure option; the second has disapproval and censure option; the third has three options admonition, sanction and censure process. Former Committee at the time directed the draft two policies be blended and this is how censure policy was presented at the last Committee meeting. Raul stated we are here to receive input as to what kind of policy the Committee would like to have staff work on then presented to full Council for approval. Chair Sarmiento asked to hear from the City Attorney as to what has been done in the past for violations of conduct. Vice Chair Martinez stated the City Attorney cannot prosecute Council when she represents the Council; recommends we use the FPPC to enforce. She further stated that the Charter needs to be updated. Christine Talley stated she could only echo what Sonia's opinion is —the duty of Mayor under Charter is ministerial, no discretion not to sign the ordinance if it has been duly passed in accordance the City laws. Chair Sarmiento asked Maria if there is any dispute that what was a duly adopted item on the agenda 65B in March? Any dispute it was not duly adopted? Maria responded the vote was a 4/3, majority of Council voting in support of the item. Chair Sarmiento stated given those facts, his opinion is there is violation of not following the charter. His recommendation is to render a letter to full Council. In the past, a Legislative Affairs, Ethics, Transparency and Communications Council Committee Meeting Minutes 1ory,Ag,7 letter was drafted and sent by Council when a Councilmember used the City seal during an election. We send a letter to full Council explaining what we see, calling attention to it. Then comeback and clean things up, remove language, vesting Mayor with that. Have to get these items duly adopted and attested to. His motion, limited scope, violating clear responsibility and vesting Mayor by charter. Vice Chair Martinez shared a precedence was set when Mayor Pulido chose not to sign the City Manager's contract, set a precedent to have MPT sign. If Mayor chooses not to follow his responsibilities, we bypass him. He voted no, refused to sign. This time around, we chose to take him to court. We need to be consistent. Chair Sarmiento recommend we vest authority to a designee for resolutions/ordinances as we did with contracts. The City Attorney said this is different because it's a resolution. To be consistent, send letter of reprimand not just for this resolution, but for refusing to sign the City Manager's contract. That would be consistent. We don't have recourse because we would have to go to the voters to put on ballot. That's the difference where lack of consistency on signing. Vice Chair Martinez requested the City Attorney restate the motion. Christina responded she couldn't say what the code says that because she hasn't looked at that particular issue on where the Mayor's authority to sign contracts from where that derives but as a general matter; if the right derives from muni code, then City Council has authority to amend code or adopt a resolution that clarifies or interrupts the code. If derived from the Charter, it can't be changed except by a vote of the people. Without knowing specifically what the code says about Mayor's rights, I don't want to speak to that. If in code, Council has authority to make change. If in charter, voters. Vice Chair Martinez asked Maria to confirm and Maria responded yes. Vice Chair Martinez seconded the motion; Mayor will not be reprimanded, a letter will be sent to him that he has not fulfilled his duties. Chair Sarmiento accepted the amendment, to identify we adopt some changes and put on ballot, to vest sole responsibility of Mayor, in absence of Mayor or refusal to sign, would go to MPT. If MPT refuses to sign, goes to Council. We can incorporate in letter. Other change I would make is that the letter goes to Mayor and full Council. 4. Development of the City Council Policy Regarding Violation of Code of Conduct and Ethics Chair Sarmiento indicated he would like to digest this value -based code of conduct. He stated we can't be extremely punitive but can say to our colleagues some scrutiny for violation. Cannot move anyone from office because it's not our authority but can call attention to violations that are blatantly made. Use FPPC to enforce, doesn't make sense to use the County. Motion - seconded by Vice Chair Martinez. Send draft to Chair Sarmiento's attention Legislative Affairs, Ethics, Transparency and Communications Council Committee Meeting Minutes TIM 20}8 5. Transition of Committee to an Ad Hoc Committee Raul Godinez said an Ad Hoc Committee would give us more flexibility when scheduling trips or meetings. Vice Chair Martinez in agreement. Chair Sarmiento wants to digest and consider having a three-person committee again. He stated the Ad Hoc might not solve the problem but having the flexibility of an ad hoc makes sense. 6. Update on Communications Manager Position and Citywide Communications Jorge Garcia introduced Ryder Smith of Trippepi Smith. Jorge reported a consultant was secured while a recruitment or another arrangement is made to hire a Communications Manager. The City Manager entered into an agreement not to exceed $25K with Trippepi Smith to provide on call services. Then he invited Mr. Smith to introduce himself and answer any questions. Chair Sarmiento said he is glad we have someone on board. He stated that how we do communications is outdated. Our community is different in ethnicity, culture, income levels. How we communicate matters, whether with Vietnamese or Latino community, hope we can capture different ways to communicate. Can we get an update on progress, and things that are being done on this Committee. Vice Chair Martinez asked who is handling communications. Raul commented that communications was being led by Robert Cortez but recently, has been assigned to Jorge Garcia, who brought in Trippepi Smith to help. Vice Chair Martinez asked who would be in charge of social media? She stated we haven't done a good job and need to be consistent. Jorge responded he's working with Ryder on developing a communications assessment, take a look at what infrastructure, weak points looks like, areas of improvement. Ultimate goal was to fill with an employee now we are rethinking. Right now a work in progress, develop a full scope of work. COMMITTEE MEMBER COMMENTS • No Comments FUTURE AGENDA ITEMS • None ADJOURNMENT: The meeting was adjourned at 2:18 pm. The next Committee will be held at noon on June 27. 2018. gGIIII—I l §lz Rosa Flores Recording Secretary City Manager's Office Legislative Affairs, Ethics, Transparency and Council Committee Meeting Minutes 1 J/yar / 13A-8 , K `I 171 CITY OF SANTA Gs 2k: SPECIAL MEETING OF THE LEGISLATIVE AFFAIRS, ETHICS, TRANSPARENCY & COMMUNICATIONS COUNCIL COMMITTEE Wednesday, August 15, 2018 12:00 pm AGENDA CALL TO ORDER City Hall Ross Annex, Conference Room 1600 20 Civic Center Plaza, Santa Ana, California Committee Members: Vicente F. Sarmiento, Chair Michele Martinez, Vice Chair Recording Secretary: Yesenia Cruz PUBLIC COMMENTS - Members of the public are allowed three minutes to speak on agenda items or matters within the jurisdiction of the Committee. AGENDA ITEMS Receive and File Federal Legislative Updates — {Strategic Plan No. 1 through 7} — Leslie Pollner and Dan Maldonado • Holland & Knight Memo and Appropriation Charts • Federal Legislative Bills Outcomes and Updates (verbal) Receive and File State Legislative Updates — {Strategic Plan No. 1 through 7} — Casey Elliott and Cori Williams Townsend Public Affairs Memo State Legislative Bills Outcomes and Updates (verbal) 3. League of California Cities (verbal) — {Strategic Plan No. 1 through 7} — Tony Cardenas 4. Discussion and Direction for the development of the City Council Policy Regarding Violation of Code of Conduct and Ethics— {Strategic Plan No. 1 through 7} — City Manager and Clerk of the Council aIf you need special assistance to participate in this meeting, please contact Michael Ortiz, City ADA Program / Coordinator, at (714) 647-5624. Please call priorto the meeting date, to allow the City enough time to make reasonable l� arrangements for accessibility to this meeting. [Americans with Disabilities Act, Title II, 28 CFR 35.102] City Hall, 20 Civic Center Plaza 9 P.ox 1988 • Santa Ana, California 92702 Mayor & Council Telephone: 714.647-6900 • Agenda �errlAVUS: 714.647.5200 • Website: www.santa-ana.org Santa Ana City Council Miguel A. Pulido i Michele Martinez i Vicente F. Sarmiento i Jose Solodo i P. David Benavides i Juan Villages i Sal Tinajero Mayor ! Mayor Pro Tem ! Ward ! Ward i Ward ! Ward ! Ward nmorwormaanta-ana.om i Ward 2 i vaamdamxanamaanamm i JmloftP.s ntaana am i e9ena ldeeiusama-ane.om i x oaaan nt ana.om i atinA meD msana.am i MMartinan mmna.om City Hall, 20 Civic Center Plaza 9 P.ox 1988 • Santa Ana, California 92702 Mayor & Council Telephone: 714.647-6900 • Agenda �errlAVUS: 714.647.5200 • Website: www.santa-ana.org Staff Presentation on Communications Update – {Strategic Plan No. 1 through 7} – Jorge Garcia, City Manager's Office 6. City Council Meetings Rules and Decorum — {Strategic Plan No. 1 through 71 – Jorge Garcia, City Manager's Office 7. Discussion of Resolution to Support Green Plant Foods to Reduce Green House Gas Emissions — {Strategic Plan No. 51 – Michele Martinez, Vice Chair COMMITTEE MEMBER COMMENTS ADJOURNMENT – The next Legislative Affairs, Ethics, Transparency and Communications Council Committee meeting will be held on September 26, 2018 at City Hall, Ross Annex Room 1600, 20 Civic Center Plaza, Santa Ana, CA. The complete Strategic Plan document is available at http://www.santa-ana.org/strategic- planning/. Affairs, CITY OF SANTA ANA SPECIAL MEETING OF THE LEGISLATIVE AFFAIRS, ETHICS, TRANSPARENCY AND COMMUNICATIONS COUNCIL COMMITTEE MINUTES August 15, 2018 An audio recording of this meeting is available on the City of Santa Ana website, SantaAna.Granicus.com. CALLED TO ORDER The meeting was called to order at 12:06 pm by Chair Vicente Sarmiento at the City Hall, Ross Annex, Room 1600. ATTENDANCE Members Present: Chair Vicente F. Sarmiento Vice Chair Michele Martinez Staff Present: Julie Castro -Cardenas; Sonia Carvalho, John Funk, Jorge Garcia; Raul Godinez; Maria Huizar; Christy Kindig; Daisy Perez; Fuad Sweiss; Yasmin Vazquez, Casey Elliott, and Corrie Williams from Townsend Public Affairs (TPA); Tony Cardenas from the League of California Cites (LOCC); Dan Maldonado and Leslie Pollner from Holland & Knight (H&K) participated via telephone. Public Comments: Heather Stratman, CEO, Association of California Cities — Orange County (ACC -OC) Ms. Stratman advocated in support of AB 448, Orange County Housing Finance Trust, a joint powers authority that will bring the cities of Orange County and the County of Orange together under a regional collaborative model to finance 2,700 units of Permanent Supportive Housing. ACC -OC believes this is a regional approach to build 2,700 units with the collaboration of the City and the County of Orange; she asked the committee to consider taking this item to the next City Council meeting for support. Kelsey Brewer, ACC -OC Legislative Affairs Manager, joined Ms. Stratman and advocated in support of AB 448; she conveyed that AB 448 is not an owner or operator of these housing units. The Orange County Housing Finance Trust wants to ensure this is truly a public/private partnership where funds help build the capacities without taking over ownership and liability. AB 448 does not grant Legislative Affairs, Ethics, Transparency VA cions Council Committee Meeting Minutes ugust 5, 01 Page 1 any lien land use authority or imminent domain authority to the Housing Trust. Ms. Brewer stated her support of AB 448. Discussion between Vice Chair Martinez and ACC -OC occurred with Chair Sarmiento stating that he personally will not support AB 448 at this time. The City has been doing the right thing for decade, and prefers other Cities do their part. However, he is willing to help with the messaging aspect and recommended AB 448 be placed on the Council Committee meeting agenda for future discussion and consideration. AGENDA ITEMS Receive and File Federal Legislative Updates Leslie Pollner provided an overview on federal developments that have occurred from June -July 2018 that could impact the City of Santa Ana, including appropriations, Census 2020, cannabis legislation, immigration, and small cell deployment legislation. She reported that one of the major issues over the past several weeks, President Trump has begun to call for a government shutdown if additional funding is not provided for the border wall. Charts and details outlining funding relevant to the City were provided (Chart A). Urban Area Security Initiatives (UASI) for FY18 is $580M, not $630M; increased in both the House and Senate. Homeless Assistance Grants received a small bump up in both bills. H&K will be keeping the City apprised as funding is released for programs. The Census Bureau is accepting public comments on the proposed citizenship question through August 7th. H&K has assisted the City in drafting comments for submission. Earlier in the week the gth Circuit Court of Appeals ruled, in a 2-1 decision, that the Trump Administration cannot withhold federal funds from California's "sanctuary" cities, like Santa Ana and counties. In light of this decision, the City should continue to pursue federal funding for law enforcement priorities. Leslie concluded with an update on Small Cell Deployment which is a bill introduced by Sens. John Thune and Brian Schatz that will impact local control over wireless infrastructure and broadband deployment. H&K has helped the City draft a letter of opposition to the legislation and they have worked to build a nationwide coalition of cities to oppose it. Chair Sarmiento indicated that the appropriation chart was very helpful and requested H&K to create a matrix that will provide status updates on grant funding that would benefit the City. 2. Receive and File State Legislative Updates Legislative Affairs, Ethics, Transparencyo X— 2 n Council Committee Meeting Minutes Page 2 Casey Elliott provided an overview of activities undertaken by Townsend Public Affairs (TPA) over the month of July, working on behalf of the City of Santa Ana. State Budget was signed by Governor. The largest focus of the legislation administration was addressing issues associated with homelessness. Big 11 Mayors recently had a proposal for a billion and a half dollars of funding that would go to homelessness. He mentioned meeting Chair Sarmiento in Sacramento and the positive discussions regarding the proposal. The legislation ended with the inclusion of $500 million for homelessness, of that $150 million going to the Big 11 Cities, Santa Ana's share will be just under $3.7 million dollars with an additional $15.5 million that will be available to the Orange County Continuum of Care. TPA has provided City staff with information regarding the timing and what information will be needed, for the disbursement of the funding. Chair Sarmiento inquired about how much of the $15.5 million for the Orange County Continuum of Care is available. Casey clarified that the funds go directly to the Continuum of Care not the County. The Continuum of Care creates a plan to determine where and how the funding will be dispersed and utilized. TPA worked with Public Works staff through Assembly Member Daly's office to submit a budget request to the State. It was a great effort resulting in $4 million for Advanced Metering Infrastructure in Santa Ana. TPA plans to work with staff again next fiscal year to apply for State General Funds assistance. Chair Sarmiento asked about SB 1302 a bill currently on the Inactive File, however, the language of the bill has now been incorporated into the Proposed Cannabis Regulations which are currently in a 45 -day public comment period. Discussion was had by committee and Jorge Garcia, Assistant to the City Manager, regarding SB 1302. Specifically, on the League of California Cities' opposition to the bill compared to where the City stands on issues surrounding deliveries of cannabis. The City's Ordinance allows for the deliveries and that the bill may have a negative impact for the City. Jorge reported that the City is currently taking a neutral position on that bill; pending updated regulations. He stated that the City has had discussions with the Santa Ana Cannabis Association (SAGA). Chair Sarmiento asked who oversees the County's policy positions that impact the City. He stated that the City needs a mechanism in place to have its voice heard in County matters that impact the City. Chair Sarmiento requested that the City consider reviewing TPA's scope of work to see identify if they would be able to assist with this effort. Legislative Affairs, Ethics, Transparency d�d�jyfEa�ns Council Committee Meeting Minutes ugust 251 Page 3 3. League of California Cities Presentation Tony Cardenas advocated for the opposition of S3157, the Streamlining the Rapid Evolution and Modernization of Leading-edge Infrastructure Necessary to Enhance (STREAMLINE) Small Cell Deployment Act which limits the ability of cities to determine the location, appearance, and size of wireless infrastructure. Tony provided a sample letter of opposition and asked the City to consider joining LOCC, perhaps lead the opposition with the Orange County Fire Authority due to implications. Tony advocated for the potential opposition of AB 2923, by Assembly Member Chiu, a regional bill that would require the San Francisco Bay Area Rapid Transit District (BART); this bill would give BART Local Land Use Authority over its transit -oriented development zones. He stated that although it is a regional bill, LOCC is taking an opposed position because it sets a precedence, and they believe it violates Article 11 Section 11 of the Constitution. Vice Chair Martinez stated she supports AB 2923 because the State is giving local government rights that are much needed for economic development opportunities near rail. Chair Sarmiento stated that the needs for housing are so daunting that these bills need to be looked at different. Tony stated that the LOCC is involved in a ballot measure campaign to oppose Proposition 6. The ballot measure proposes to repeal the Road Repair and Accountability Act (a fuel tax), also known as SB 1. Tony asked on behalf of LOCC that the City consider passing a resolution opposing Proposition 6. Another ballot measure Tony mentioned is the Split Role on Property Taxes, which is going to qualify for 2020, however, at this time LOCC does not anticipate taking a position. Chair Sarmiento and Vice Chair Martinez do not support AB 2923, but on the Federal Inverse Condemnation the Federal item, there is no opposition. Jorge Garcia stated that the City can take positions within its platform. City Manager Godinez suggested taking Proposition 6 to the Big 11 Mayors 4. Development of the City Council Policy Regarding Violation of Code of Conduct and Ethics The Committee and staff discussed at length the various policy options for consideration of sanctions, censure, disapproval and admonitions. The committee members anonymously agreed and directed staff to take a receive and file report to the City Council that recommends a status quo policy. The City has a values based Code of Ethics and Conduct, thus, existing methods of reporting both Brown Act and Political Reform Act violations are appropriate and should remain. Legislative Affairs, Ethics, Transparency al;rr-1olb�} ns Council Committee Meeting Minutes Page 4 5. Communications Update Jorge Garcia reported on the City's Communication efforts and social media data tracking. He reported a significant increase on Facebook's reach and engagements (i.e. reactions, comments and shares) from February 2018 through July 2018. The Communications Assessments plans will take 3-4 months and start with onsite interviews and end with a comprehensive report. Chair Sarmiento asked about multilingual communication efforts available via Tripepi Smith, the City's communications consultant. Jorge indicated he's had multiple discussions with the Tripepi Smith regarding the City's desire of having actual multilingual communication support available instead of on-call services. 6. City Council Meetings Rules and Decorum Continued to the next Legislative Affairs, Ethics, Transparency and Communications Committee meeting. 7. Discussion of Resolution to Support Green Plant Foods to Reduce Green House Gas Emissions Vice Chair Michele Martinez reported on a movement promoting climate change and plant based food in the City. She mentioned people from other cities are visiting Santa Ana every weekend in attraction to this movement. The younger generation is really having an impact with this movement and she would like to include this matter in the Climate Action Plan to improve initiatives. She believes this movement has long-term sustainability and would like to continue to support. Santa Ana can be a plant -based City of Orange County. Chair Sarmiento indicated support to Michele in taking an 85A to Council in support of a Resolution to support green plant foods to reduce house gas emissions. COMMITTEE MEMBER COMMENTS • No Comments FUTURE AGENDA ITEMS • AB 448 Orange County Housing Finance Trust ADJOURNMENT: The Special meeting of the Legislative Affairs, Ethics, Transparency and Communications Council Committee meeting adjourned at 1:34pm. %nia Cruz xding Secretary Manager's Office Legislative Affairs, Ethics, Transparency Id Council Committee Meeting Minutes u t Page 5 13A-16 r 0.w CITY OF SANTA ANA SPECIAL COUNCIL COMMITTEE MEETING AGENDA ECONOMIC DEVELOPMENT, INFRASTRUCTURE, BUDGET AND TECHNOLOGY COMMITTEE OCTOBER 8, 2018 5:00 PM CALL TO ORDER City Hall Ross Annex, Conference Room 1600 20 Civic Center Plaza, Santa Ana, California Committee Members: Michele Martinez, Chairperson P. David Benavides Vicente Sarmiento PUBLIC COMMENTS - Members of the public are allowed three minutes to speak on agenda items or matters within the jurisdiction of the Committee. AGENDA ITEMS 1. Approval of Minutes of September 10, 2018 Meeting {Strategic Plan No. 5, 1} 2. General Plan Land Use Alternatives {Strategic Plan No. 3,2} (Minh Thai, PBA) 3. Development Streamlining Code Amendments {Strategic Plan No. 3,2; 5,3} (Minh Thai, PBA) 4. Update on the YMCA RFP {Strategic Plan No. 3, 5a} (Steven A. Mendoza, CDA) 5. Preliminary FY 2017-18 Year -End Update {Strategic Plan No. Goal 4, 1} (Sergio Vidal, FMSA) 6. Comprehensive Annual Financial Report (CAFR) Timeline {Strategic Plan No. Goal 4, 1} (Sergio Vidal, FMSA) 7. Future Meeting Date Due to Veteran's Day Holiday (Steven A. Mendoza, CDA) Santa Ana City Council Miguel A. Pulido, Michele Martinez, Vicente Sarmiento, Jose SDlodo, P. David Benavides, Juan es, Sal Tina Ville ero, 9 9 Mayor May a Pro Tem, Ward 1 Ward 3 Ward 4 Wards Ward 6 MPuftlIXAsantaana.wa MMaNnezrAsantaana.w na.aro Vsannienta@sanR-ana.om JSolatlKdsanlaana.aa D9enavitlastAsantaana.om �iIleaas(dsanleana.om STnaiero(dsantaana.am City Hall, 20 Civic Center Plaza . P.O. Box 7988 • Santa Ana, California 92702 Mayor 8 Council Telephone: 714.647.6900 9 Agidtilty`n InlgIs: 714.647.5363 9 Website: www.santaana.ora STAFF COMMENTS COMMITTEE MEMBER COMMENTS ADJOURNMENT — The next special meeting is scheduled for Monday, October 22, 2018 at 4:00 PM If you need special assistance to participate in this meeting, please contact Michael Ortiz, City ADA Program Coordinator. at (714) 647- 5624. Please call prior to the meeting date, to allow the City enough time to make reasonable arrangements for accessibility to this meeting. [Americans with Disabilities Act, Title II, 28 CFR 35.102] The complete Strategic Plan document is available at htta://www.santa-ana.oro/strateoic-nlannina/ ECONOMIC DEVELOPMENT, INFRASTRUCTURE, BUDGET 2 OCTOBER 8, 2018 AND TECHNOLOGY AGENDA 13A-18 CITY OF SANTA ANA CITY COUNCIL COMMITTEE ON ECONOMIC DEVELOPMENT, INFRASTRUCTURE, BUDGET AND TECHNOLOGY SPECIAL MEETING MINUTES CALL TO ORDER: ATTENDANCE: MEMBERS ABSENT: OCTOBER 8, 2018 City Hall 20 Civic Center Plaza, Room 1600 Santa Ana, CA 5:05 p.m. Council Committee members: P. David Benavides Michele Martinez, Chairperson Vicente Sarmiento STAFF PRESENT: Raul Godinez II, City Manager Robert Cortez, Deputy City Manager Steven A. Mendoza, CDA Executive Director Minh Thai, PBA Executive Director Jack Ciulla, IT Executive Director Sergio Vidal, FMSA Acting Executive Director Candida Neal, Planning Manager Verny Carvajal, Principal Planner Bianca L. Zurita, Recording Secretary PUBLIC COMMENTS None AGENDA DISCUSSION ITEMS Approval of Minutes of Economic Development, Infrastructure, Budget and Technology Committee Regular Meeting of September 10, 2018. MOTION: Benavides SECOND: Martinez VOTE: AYES: Benavides, Martinez (2) NOES: None (0) ABSENT: Sarmiento (1) October 8, 2018 1 Economic Development, Infrastructure, Budget & Technology Minutes 13A-19 (Item #3 taken out of order) 3. Development Streamlining Code Amendments (Strategic Plan No. 3,2; 5,3) (Minh Thai, PBA) Candida Neal, Planning Manager of Planning and Building presented an overview of the Zoning Ordinance Amendments. The Proposed Amendments are Service Stations, French Park and Heninger Park, Two -Family (R2) and Townhouse and Educational Institutions. The Historic Resource Commission will oversee the two Historical Districts, French Park (SD -19) and Heninger Park (SD -40). Ms. Neal explained that the City does not require a Conditional Use Permit (CUP) for Educational Institutions. Council Committee Member Martinez requested the number of charter schools in Santa Ana compared to other cities in Orange County. Planning and Building Agency conducted a survey of 5 cities in the surrounding area and discovered that they all require a CUP for Educational Institutions. Public schools currently do not follow a Conditional Use Permit (CUP). However, the new Zoning Ordinance will require Public School Districts to abide by the new Ordinance. Council Committee Member Benavides asked for clarification regarding the difference between public and Private Educational Institutions. Ms. Neal explained that public schools will have to go through the same process as private schools zoning ordinance. Council Committee Member Benavides recommended to inform the School Districts in advance of the new proposed Zoning Ordinance. Ms. Neal spoked on the proposed changes to the Two -Family (R2) and Townhome standards. The current standards were last updated in 1991. The Amendment is designed to clarify and simplify the development language. It will allow to build 3 -story townhomes and modify parking requirements. It will help to address some of the numbers and create new opportunities for low to medium density housing. Council Committee question and answer period ensued 2. General Plan Land Use Alternatives (Strategic Plan No. 3,2) (Minh Thai, PBA) Minh Thai, Executive Director of Planning and Building provided an update to the EDIBT Committee on the status of the General Plan update and commits to give a quarterly report. They have made significant advances towards completion. One of the major steps is the Land Use portion what is going to evaluate and how they are going to grow. Staff has worked with other Departments Heads and a Consultant to identify these study areas that will be presented today to get direction from the Committee. The presentation will also be presented to the full Council to ensure the proposed study areas are the vision of City Council and the Community. Verny Carvajal, Principal Planner of Planning and Building, thanked Mayor Pro Tem Martinez for helping them through the Southern California Association of Governments (SCAG) process. SCAG has been a vital instrument allowing to move forward through October 8, 2018 1 Economic Development, Infrastructure, Budget & Technology Minutes 13A-20 the Grant Programs with SCAG. We received $325,000 to move forward with the initial part of the plan. Staff and the City are excited to move this project forward. Mr. Carvajal provided a report of the projects they have accomplished since July 2018. They are working to complete the Policy Framework with an anticipated date of adoption to coincide with the General Plan in March 2020. Mr. Carvajal explained that in the past year they have worked with various groups in the community and a consultant to compile information of what our residents want the City to be. They met with a specialized group to fine-tune those conversations and produced a summary that was presented to City Council a year ago. Council Committee comments, question and answer period ensued. Council Committee Chair Martinez thanked staff for their commitment and hard work. The staff working on bringing new innovations. The Strategic Plan talks about that. The City has very talented staff, from the ground level up. The staff who are on the ground level every day assisting the community are intelligent, understand the culture and capitalized on that talent. Every employee should have their hands and share the same vision. Council Committee Member Benavides encouraged Mr. Thai to keep it going. It is vibrant and refreshing to see the work his team has put together. Asked how many consultants have worked with Planning and Building. Council Committee Member Benavides requested that when they bring the item to City Council, include the rolls, next steps, identify ideas, vision and include South Bristol. Council Committee Member Benavides thanked staff for their work. 4. Update on the YMCA RFP {Strategic Plan No. 3, 5a) (Steven A. Mendoza, CDA) Steven Mendoza, Executive Director of Community Development, reminded the Committee of the challenge to pair two of the proposers. The Developers, Howard CDM partnership with OCSA and Caribou Industries, submitted their concerns in writing that were not able to come together for a unified proposal. Mr. Mendoza explained the financial investment and extensive work needed in order to bring the YMCA building up -to -code. Council Committee comments, question and answer period ensued. Council Committee Member Benavides expressed that both proposals bring something to the community, Educational, Community Service, Hospitality. He would like to see the YMCA bring back to life and be open to the general public. Recommended to bring both proposers to full Council for additional guidance. Council Committee Chair Martinez agreed with Council Committee Member Benavides to bring the both proposals to full Council. Recommended that both proposers make some innovative changes - something for historical purposes, something that will celebrate education and family, something that will share economy and space. October 8, 2018 (Economic Development, Infrastructure, Budget & Technology Minutes 13A-21 Council Committee Members recommend the staff work with Caribou Industries to provide a proposal with changes in regards to community benefit, entertainment, culture and history that will go to Full Council for consideration. 5. Preliminary FY 2017-18 Year -End Update (Strategic Plan No. Goal 4, 1) (Sergio Vidal, FMSA) Sergio Vidal, Acting Executive Director of Finance and Management Services provided an overview of FY 2017-18 Revenue and Expenditures, Projected FY 2017-18 Year - End Balance, Audit Process for FY 2017-18 and Year -End Updates, and the Comprehensive Annual Financial Report (CAFR) Timeline. Council Committee Chair Martinez asked staff to project on pending Cannabis licenses. Council Committee comments, question and answer period ensued. 6. Comprehensive Annual Financial Report (CAFR) Timeline (Strategic Plan No. Goal 4, 1) (Sergio Vidal, FMSA) Items #6 reported jointly with Item #5. 7. Future Meeting Date Due to Veteran's Day Holiday (Steven A. Mendoza, CDA) Steven Mendoza, Executive Director of Community Development requested to move the November 121h meeting to a different day due to Veteran's Day Holiday. Chair Martinez approved to move the meeting to a date that will work for all Council Committee Members. PUBLIC COMMENTS None ITEMS MOVED TO NEXT COMMITTEE MEETING None PUBLIC COMMENTS: None STAFF MEMBER COMMENTS: None October 8, 2018 1 Economic Development, Infrastructure, Budget & Technology Minutes 13A-22 COMMITTEE MEMBER COMMENTS: None NEXT MEETING: • Monday, October 22, 2018 Adjournment — 7:27 PM Audio of meeting available at: http://www.ci.santa-ana.ca.us/coc/granicus.asp Bianca L. Zurit Recording Secretary, CDA October 8, 2018 1 Economic Development, Infrastructure, Budget & Technology Minutes 13A-23 13A-24 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: NOVEMBER 20, 2018 TITLE: RECEIVE AND FILE CERTIFICATION OF APPROVAL BY CITY ENGINEER OF FINAL PARCEL MAP NO. 2016-120 (2001 W TRASK AVENUE) {STRATEGIC PLAN NO. 3,2) vfipu� .. CIT ANAGER RECOMMENDED ACTION Receive and file. DISCUSSION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 1s' Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER This action informs the City Council of the imminent approval of this subdivision based upon the Subdivision Map Act and meeting of all the conditions of approval set by the City. The City Engineer has received Final Parcel Map No. 2016-120 (City Parcel Map No. 2017-01) for 2001 West Trask Avenue (Exhibit 1) from Lanh Nguyen, owner, and is in the process of reviewing the map for technical accuracy and final approval. This map approves subdividing a property into three parcels for the development of single family residences. The parcels are located in a Single Family Residential (R1) zone. Pursuant to Section 34-183 of the Santa Ana Municipal Code, the City Engineer shall approve or disapprove this map within 10 days after the City Council meeting of November 20, 2018. STRATEGIC PLAN ALIGNMENT This item supports the City's efforts to meet Goal #3 - Economic Development, Objective #2 (create new opportunities for business/job growth and encourage private development through new General Plan and Zoning Ordinance policies). There1V cal impact associated with this action. Fuad S. iweiss, PE, PLS Executiv Director Public W rks Agency Exhibit 1: 17A-1 17A-2 MONICA LANE J SANTA ANA Title: P` PARCEL MAP N0. 2016-120 City Council 2001 TRASK AVENUE mic Yeas e@n Exhibit I 17A-3 GUTTER 17A-4 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: NOVEMBER 20, 2018 TITLE: STRATEGIC PLAN MONTHLY REPORT FOR OCTOBER 2018 (STRATEGIC PLAN NO. 5, 1) ., �: W/ --a CITY ImMAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 151 Reading ❑ Ordinance on 20d Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Receive and file the Strategic Plan Monthly Report for October 2018. DISCUSSION The October 2018 monthly report provides departmental activity in alignment with the stated goals of the Strategic Plan. The report includes tasks, next steps, outcomes and percentage completed for each strategy. The Strategic Plan Monthly Reports are available on the City's website at: https•//www santa-ana ora/cm/creating-our-future-strategic-planning-process. STRATEGIC PLAN ALIGNMENT This item supports the City's efforts to meet Goal #5 - Community Health, Livability, Engagement & Sustainability, Objective #1 (Establish a comprehensive community engagement initiative to expand access to information and create opportunities for stakeholders to play an active role in discussing public policy and setting priorities). FISCAL IMPACT There is no fiscal impact associated with this item. 19C-1 19C-2 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: NOVEMBER 20, 2018 TITLE: RECEIVE AND FILE PUBLIC WORKS AGENCY STATUS OF PROJECTS - MONTHLY CAPITAL IMPROVEMENT PROGRAM EXECUTIVE REPORT FOR OCTOBER 2018 (STRATEGIC PLAN NO. 5, 1) CITY M NAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 1 at Reading ❑ Ordinance on 2ntl Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Receive and file the Public Works Agency Status of Projects - Monthly Capital Improvement Program Executive Report for October 2018. DISCUSSION The October 2018 Capital Improvement Program (CIP) Executive Summary (Exhibit 1) provides Public Works Agency activity in alignment with the City's Strategic Plan. The report includes tasks, next steps, outcomes, and percentage completed for each project. The CIP Executive Summary Schedule for all projects is available on the City's website at: https://www santa-ana org/sites/default/fiiles/2018-11/201810 cip schedule.pdf The following remarks are provided to note significant matters related to the Agency: Flower Street Sewer Main Improvements (Civic Center — Seventeenth Street) This sewer capacity improvement includes upsizing 1,554 feet of 12 inch pipe to 15 inch pipe, as well as upsizing 634 feet of 8 inch pipe to 10 inch pipe. This project is required to maintain effective operation of the City's sanitary sewer system, eliminate sewer capacity related issues, reduce sewer maintenance requirements, and prevent sewer spills. It is anticipated the design/build contract will be awarded in September of 2019. Grand Avenue Water Main Improvements (Fourth — Seventeenth Street) This project will replace aging water distribution pipelines and related appurtenances including fire hydrants and valves in the Grand Avenue widening area, from Fourth to Seventeenth Street. The replacement of obsolete water mains ensures system reliability in efforts to protect water quality. This planning phase for this project has reached completion; however, will not move 19D-1 Monthly CIP Executive Report for October 2018 November 20, 2018 Page 2 forward into the Design phase until additional funds have been identified for the next implementation phase of this project. Omnibus Concrete Repair Project / Non -Motorized This citywide project will consist of removing and replacing portions of existing concrete sidewalk, curb and gutter, access ramps, driveways, repair sidewalk trip hazards and other miscellaneous concrete features that are in need of immediate repair according to ADA standards. Recent reductions in available project funds necessitated a reduction in project scope which caused a two month delay. This project was tentatively scheduled to be advertised for construction in August 2018, but was released in late October 2018. This project involves the application of slurry seal, crack seal, and minor pavement resurfacing with asphalt concrete on First Street from City Limit to Newhope Street. The work also includes extending the bike lanes on both sides of the street from Newhope Street to West City Limit, replacement/installation of missing or damaged curbs, gutters, sidewalk, driveway approaches, wheelchair ramps, and striping. This project was identified in the City's Pavement Management Program, which identifies the preventative maintenance requirements for the City's street network. The application of a surface seal to streets with improvements constructed in the last 10 years will ensure a high level of service and return on initial investment for years to come. This $687,000 project is fully funded using Road Maintenance and Rehabilitation Account (RMRA) funds provided via Senate Bill 1 (SB 1): The Road Repair and Accountability Act of 2017. Public Works Agency staff successfully secured nine projects totaling $5,668,325 for arterial street rehabilitation under SB 1 RMRA funding for 2017-18 application cycle. 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U. 2 |!!|!'||!|||||| ƒ § > | !!lr;� � ........... ... 2 �� ■ ||� .._..}§)2...=, �! � . t s { \{/}}}\\�\}/\{\ ) _| ..,!ll,:=: ;!!!l�=,.l==,! ! / | WI REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: NOVEMBER 20, 2018 TITLE: AUTHORIZATION TO NEGOTIATE AN EXCLUSIVE NEGOTIATING AGREEMENT WITH CARIBOU INDUSTRIES FOR RENOVATION AND REUSE OF THE Y.M.C.A. PROPERTY LOCATED AT 203-205 W. CIVIC CENTER DRIVE (STRATEGIC PLAN NO. 3,5A) t CI MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 1� Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ CONTINUED TO FILE NUMBER Authorize the City Manager to negotiate an Exclusive Negotiating Agreement (ENA) for the reuse of the YMCA property with Caribou Industries, subject to non -substantive changes approved by the City Manager and City Attorney. DISCUSSION The YMCA building located at 203-205 West Civic Center Drive (Site) was purchased by the City in 1992. The building has been vacant since that time and has been in serious disrepair due to age and vandalism. Recent efforts have been taken to remediate several outstanding issues such as asbestos clean-up and the placement of security cameras at the site. Over $1 million dollars in funding was used to remediate these issues. Over the years, the City has made several attempts to market/entertain proposals for the site but the substantial City subsidy required by developers and end users has been an issue. To bring the building up to current City codes, there would be an anticipated investment of up to $5 million dollars for seismic retrofit, fire suppression, electrical/plumbing to current code, and other structural improvements. In November 2015, the City Council approved an option agreement for the sale and renovation of the YMCA with St. Joseph's Health System for the development of a fitness center/community venue for the underserved population living near the downtown. Unfortunately, citing ever-changing dynamics of health and fitness businesses in downtown and an unforeseen project cost estimate over $5 million higher than anticipated, St. Joseph's Health System requested to terminate the Agreement to purchase and rehabilitate the YMCA in December 2017. 19E-1 ENA for YMCA November 20, 2018 Page 2 In February 2018, the City released a Request for Qualifications and Development Concepts for the renovation and reuse of the former YMCA Building. Four proposals were received in April, 2018 for this solicitation. Evaluation of Proposals Each proposal has been evaluated and additional information was requested from the developers during the months that followed. All proposals were then evaluated by a selection panel which included representatives from the Community Development Agency, Planning and Building Agency, and the Public Works Agency. Criteria included experience of firm and key personnel; financial capacity; development schedule, project concept and completeness of proposal including organization and clarity. As a final step in the evaluation process, all four proposers were invited to present their development proposals to the Economic Development, Infrastructure, Budget and Technology (EDIBT) Council Committee on August 20, 2018. The proposals represented a range of development opportunities listed below. The selection panel completed the review of the proposals and the rankings are as follows: Proposer 1. Howard CDM/OCSA Expansion of OCSA to include a new Design and Art Center 2. Caribou Industries • Boutique hotel 3. Community Development Partners/City Fabrik • Veteran's Hall project including residential 4. The Sound • A community center/small business start-up incubator Committee Direction Score 86.25 MUM 66.75 At the September 10th regular EDIBT Council Committee meeting, the Committee directed staff to take an extra step to reach out to the top two rated proposers (Howard CDM/OCSA and Caribou Industries) to see if the two proposers could team up on pairing their proposal for resubmission to the City. Staff reached out to both parties via telephone on Friday, September 14, 2018. After discussing the potential of a joint proposal, both Howard CDM/OCSA and Caribou Industries agreed that a deal would not work at this time. At the October 8'h Special EDIBT Council Committee meeting, the Committee directed staff to proceed with a recommendation to the full Council to enter into an exclusive negotiating agreement with Caribou industries for the renovation and reuse of the YMCA building. Caribou's project, which includes a hotel component, is expected to generate significant tax revenue for the City. The Committee also requested that the Caribou proposal include substantial community 19E-2 ENA for YMCA November 20, 2018 Page 3 benefits, citing examples such as a Sylvia Mendez Museum, a concept utilizing wine and spirits, or shared space for local workers as part of the project. Caribou has also expressed interest in leasing a portion of the YMCA to the Orange County High School of the Arts for their proposed Design and Art Center project. Upon City Council approval of this action, staff will begin the development of a draft Exclusive Negotiating Agreement with Caribou Industries and will work to define the business terms of the agreement for future City Council action. STRATEGIC PLAN ALIGNMENT Approval of this item allows the City to meet Goal #3 (Economic Development), Objective #5 (Leverage private investment that results in tax base expansion and job creation citywide), Strategy A (Identify and market underutilized properties for new development that will create new jobs and expand the City's tax base). FISCAL IMPACT There is no fiscal impact associated with this action. Steven A. Mendoza Executive Director Community Development Agency Exhibit: 1. Caribou Industries Proposal 19E-3 19E-4 e r 5\J,1 p� �i <` a � S1� l.1 `tb { _ \_ �u� \ra r � �? � � _M �,a 4� ` � .� 7 A t }, w 11 UX",'��,14�yCfr d �,p�,l, � �.,� �zf •3tk� 1 A t }, w 0 0 y O T as R Q r ¢ G V 0 T 0 N 0 m O . w coO r3 Qm) Z' T 0 �M- C (n ON N oCi N N O O �• C% C.0 N O Z b U O -^- Q O^ 7 di C ^ O I L on ,2. Li. 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In keeping with the philosophy of the YMCA as a center for the community, our proposal has a Wellness Center Health club facility in the basement, art gallery to exhibit famous artist as well as local talent, Bistro Style Cafe, World Wine Collection, Community Banquet Hall, Classrooms, tutoring center and office space. Another option would be to include boutique style hotel rooms that would complement the proposed future Grand Plaza Hotel addition. Basement: Wellness Center Fleath Club is designed to be a membership facility for the civic center union groups as well as employees of the city and county. My plan is to renovate the existing historic pool as well as adding state of the art fitness equipment, cardio equipment, Pilates and fitness educational center. It will be a community retreat center for health and fitness; morning, noon and evening. First Floor: The Main floor of the building will be the Grand Entrance Foyer for the building as well as the proposed future hotel addition. The reception, reservations lobby will maintain the old-world charnn of the YMCA with its massive wood burning fireplace and include a Bistro Cafe. I am working with a World Class Wine collector that wishes to exhibit fine wines from around the world. The Art Gallery will be a public center for local artist as well as artist like Sylvia Mendez. The gallery is designed for community out reach and a center for local residents to engage in art education. 1103 North Broadway, Santa Ana, CA 1� tr—A 914) 543-9484 Fax: (714) 543-9972 The main floor will also have a Grand Ball Room/ Banquet Hall and Exhibition Center for community events and conferences. The Hall will be able to accommodate up to 300 people and will be equipped with state-of-the-art audio and visual capabilities for presentations. Second and Third Floor: Depending on the economic climate, several options are available. Option One being creative and innovative office space, wellness center and art display. Option two would have art education classrooms with a tutoring and mentoring center. And Option Three would be boutique style hotel rooms to compliment the proposed Grand Plaza Hotel expansion and convention center. The upper floors are flexible and can accommodate any of the proposed options, or a mixture of matching other great creative urban life style solutions. Marc, my plan is to create a world class artist themed center for all the community to enjoy and be proud of and to bring their friends and family to showcase our beautiful city of Santa Ana. I take immense pride in being a major developer helping transform our City and would take get pride in this renovation of the Historic YMCA. This project would add to the historic collection of the other World Class renovations that I have very successfully completed within the city of Santa Ana: 207 N Broadway, The Santora Building, 505 N Sycamore, The Masonic Temple, 100 S Main, The United Auto Building 1914 Horseless Carriage Building, The Twist Bassler House, which is now the Cabrillo Tennis Club, the 1922 Christian Science Church which Is now Michael F Harrah Symphony Hall, 888 N Main adaptive reuse apartment homes, Security Pacific Building and several other Historic Homes as well. professional regards, Harrah President Caribou Industries, Inc. 19E-19 19E-20 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: NOVEMBER 20, 2018 TITLE: RECEIVE AND FILE THE QUARTERLY REPORT FOR HOUSING DIVISION PROJECTS AND ACTIVITIES JULY 2018 — SEPTEMBER 2018 {STRATEGIC PLAN NO. 5, 3} RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 181 Reading ❑ Ordinance on 2ntl Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Receive and file the Quarterly Report for Housing Division Projects and Activities for the period of July 2018 — September 2018. COMMUNITY REDEVELOPMENT AND HOUSING COMMISSION ACTION At a Meeting on October 24, 2018, by a vote of 7:0, the Community Redevelopment and Housing Commission approved the recommended action. DISCUSSION This report for the quarter ending on September 30, 2018 provides statistics for all of the affordable housing projects and activities for the Housing Division. The report is divided into three sections: Loan Activity, Loan Portfolio Management and Monitoring, Affordable Housing Funds and Commitments, and Development Projects. Loan Activity Applications The Housing Division offers several different programs including down payment assistance for first-time homebuyers and rehabilitation loans for mobile homes, single-family, multi -family, and historic homes. Inquiries are received from the public and applications are mailed out, received and approved for these programs on a continual basis. Table 1 shows the number of inquiries, applications sent out, received and approved by type for the quarter and for the total fiscal year. 19F-1 Quarterly Report for Housing Division November 20, 2018 Page 2 Table 1: Applications Sent Out, Received & Approved Program Q1 Inquiries Total FY Applications Sent Out Q1 Total FY Applications Received Q1 Total FY Applications Approved Q1 Total FY Single -Family Rehabilitation 31 31 31 31 2 2 1 1 Mobile Home Rehabilitation 2 2 2 2 0 0 1 1 Multi -Family Rehabilitation 0 0 0 0 0 0 0 0 Historic Home Restoration 0 0 0 0 0 0 0 0 Homeownership 15 15 15 15 3 3 3 3 The number of applications received is typically lower than the number of applications sent out in any given period due to the stringent program guidelines for eligibility regulated by the Federal government, which makes it difficult for most applicants to qualify. In order to improve the success rate of applications for the various programs listed above (Single -Family, Mobile Home, Multi -Family, Historic Home Restoration and Homeownership), staff will enhance and expand targeted marketing efforts for the programs after a full-time Housing Analyst is hired by the City. Rehabilitation Loan Underwriting and Approval Progress For the rehabilitation loans, staff reviews applicant eligibility, verifies income and assets, and oversees underwriting to ensure compliance with program guidelines and requirements established by the funding source. In addition, staff conducts an inspection of the property, prepares a work write-up to determine rehabilitation work to be performed, and develops a budget for the work. Due to the complex funding requirements, applications may be in underwriting for several months. The length of time in underwriting is largely determined by the applicant's timely submittal of the necessary paperwork. Once approved, staff prepares all necessary loan documents, makes arrangements for loan execution, and reserves the required loan funds. During this quarter, one (1) mobile home loan was approved, one (1) Habitat for Humanity home buyer was approved, three (3) inclusionary housing purchases at City Ventures were approved and closed escrow, and three (3) Habitat for Humanity buyers closed escrow. Rehabilitation Program Construction Progress During this phase, homeowners receiving rehabilitation loans are guided through an open selection of contractors to complete the work on their homes. Each homeowner is given a list of contractors that have been screened by staff for license and insurance requirements. However, homeowners are allowed to select any contractor that meets these same requirements. Staff assists the homeowners with the evaluation of bids and selection of a contractor. Staff also monitors the construction work, approves payments to contractors, and tracks expenditures to ensure compliance with the loan agreement and program guidelines. At the end of this quarter, there were two (2) homeowner rehabilitation projects out to bid and two (2) under construction. Down Payment Assistance Loan Program Progress For the Down Payment Assistance Loan Program, staff evaluates applicant eligibility and oversees underwriting to ensure compliance with program guidelines and requirements established by the U.S. Department of Housing and Urban Development (HUD). Applicants must meet established income requirements, complete an eight-hour pre -purchase counseling program from a HUD -approved housing counseling agency, be pre -qualified for a first mortgage 19F-2 Quarterly Report for Housing Division November 20, 2018 Page 2 and have a minimum of three percent of the purchase price from their own savings. Other HUD requirements apply, including a current maximum sales price of $513,000 for a single family home or condo. On March 6, 2018, City Council approved an update to the Down Payment Assistance Loan Program increasing the loan amount to $80,000 for low income households and approving the use of the Inclusionary Housing Fund to offer down payment assistance of up to $40,000 for moderate income households. The updated program requires the buyer must be a current resident of Santa Ana or work in Santa Ana at least 32 hour per week (except U.S Military Veterans). Additionally, the property needs to be in good condition and pass an inspection. During this quarter, staff conducted one (1) down payment assistance workshop in which a total of 15 people attended. During this quarter, three (3) down payment assistance applications were approved and one of the three closed escrow. Loan Portfolio Management & Monitoring The Housing Division is responsible for managing the residential loan portfolio which includes all of the loans entered into by the City and Housing Authority acting as the Housing Successor Agency. As of the end of this quarter, the principal balance was $129,598,547. This is comprised of 408 loans of which 384 are deferred or residual receipt payment loans. As shown in Table 2, the loan portfolio generated $182,757 in payments of principal and interest during this quarter. Table 2: Portfolio Revenue Monitoring As part of the requirements for these funds, staff must monitor the owner -occupancy of single family homes that have received loans, and the building code compliance of units in rental projects with long-term affordability covenants. During this quarter, 38 owner -occupancy recertification letters were mailed and 19 were returned and processed. Staff also audited files for twenty loans (20) loans and conducted building code compliance inspections for 3 units in one (1) project. Regulations require that only a sample of units be selected for inspection. Staff also inspects the grounds and common areas such as laundry rooms to ensure they also meet municipal code requirements. The grounds, common areas and all of the inspected units were found to be in compliance at the time of initial inspection. 19F-3 Funding Sources HOME CDBG Redevelopment NSP CaIHOME Loan Payoffs $37,239 $0 $0 $47,932 $0 Residual Receipts $5,405 $0 $50,173 $11,992 $0 Payments Amortized Loan $5,081 $4,926 $20,008 0 $0 Payments Total For Q1 $47,725 $4,926 $70,181 $59,924 $0 Monitoring As part of the requirements for these funds, staff must monitor the owner -occupancy of single family homes that have received loans, and the building code compliance of units in rental projects with long-term affordability covenants. During this quarter, 38 owner -occupancy recertification letters were mailed and 19 were returned and processed. Staff also audited files for twenty loans (20) loans and conducted building code compliance inspections for 3 units in one (1) project. Regulations require that only a sample of units be selected for inspection. Staff also inspects the grounds and common areas such as laundry rooms to ensure they also meet municipal code requirements. The grounds, common areas and all of the inspected units were found to be in compliance at the time of initial inspection. 19F-3 Quarterly Report for Housing Division November 20, 2018 Page 3 Available Funds and Land Assets for Affordable Housing Development Projects The City of Santa Ana and the Housing Authority acting as the Housing Successor Agency manages multiple sources of local, state and federal funds to promote and facilitate the development of affordable housing as well as land assets held by the Housing Successor Agency. Exhibit 1 provides a summary of the funds available as of the end of this quarter. Exhibit 2 provides a summary of available land assets. Housing Opportunity Ordinance All in -lieu fees, penalties and other monies collected pursuant to the Housing Opportunity Ordinance, including interest, are deposited into the Inclusionary Housing Fund. Since inception, the Inclusionary Housing Fund has generated $13,885,436 to be used for the development of housing affordable to low and moderate income households, with a reasonable amount spent on administrative or related expenses associated with the administration of the Housing Opportunity Ordinance. To date, the Inclusionary Housing Fund has invested $6,075,000 towards the development of 107 affordable rental housing units in the City. In regards to affordable ownership housing units, a total of 23 inclusionary affordable homes have been produced and/or are under construction as a result of the Housing Opportunity Ordinance. Projects Under Development Below are brief summaries for projects under development. Exhibit 3 provides a development timeline for the larger development projects including the Santa Ana Arts Collective, First Street Apartments, Santa Ana Veterans Village, Aqua Housing, and Tiny Tim Plaza. For Sale Infill Housing (4010 - 4026 E. McFadden Street) • Developer: Habitat for Humanity of Orange County • Description: Acquisition and new construction project comprised of five (5) affordable single- family homes to be sold to qualified low- to moderate -income buyers. • City Funds: Land provided by the Redevelopment Agency • Status: Three (3) homes closed escrow and are occupied. One (1) homebuyer has been approved and escrow is pending. A buyer for the last home is pending approval. Santa Ana Arts Collective (1666 N. Main Street) • Developer: Meta Housing Corporation • Description: Acquisition, adaptive reuse and new construction project comprised of 57 affordable rental units designated for professional artists of all disciplines, and 1 manager's unit. Permanent supportive housing for 10 units will be funded by HHSA/SNHP finds from the County of Orange. • City Funds: Inclusionary Housing ($5,275,000), HOME ($2,627.631), CDBG ($500,000) • Update: Construction is approximately 22% complete with occupancy now expected in August 2019. 19F-4 Quarterly Report for Housing Division November 20, 2018 Page 4 First Street Apartments (1440 E. First Street) • Developer: AMCAL Multi -Housing, LLC. • Description: Demolition and new construction of an affordable multifamily apartment complex consisting of 68 units of rental housing serving very -low and extremely -low income families, and 1 manager's unit. • City Funds: Housing Successor Agency ($8,522,740) • Update: Building foundations are underway. The developer declined the eight (8) project based vouchers that were committed to the project. Santa Ana Veterans Village (3312 W. First Street) • Developer: Jamboree Housing Corporation with Step Up on Second as the service provider • Description: New construction of an affordable multifamily apartment complex consisting of 75 units of permanent supportive housing with wrap-around supportive services for HUD -Veterans Affairs Supportive Housing (VASH) eligible homeless veterans in the City of Santa Ana, and 1 manager's unit. • City Funds: 75 HUD-VASH Project -Based Vouchers ($9,790,000), HOME-CHDO ($352,963) • Update: On June 13, 2018, Jamboree Housing was awarded 9% low-income housing tax credits for the project. Following this award, Jamboree plans to close on their financing before the end of the calendar year and break ground early next year. Aqua Housing (317 E. 17th Street) • Developer: Community Development Partners (CDP) with Mercy House as the service provider • Description: Acquisition, demolition and new construction of a former motel yielding 56 units of affordable permanent supportive housing with wrap-around supportive services for chronically homeless individuals in the City of Santa Ana, and 1 manager's unit. • City Funds: 56 Project -Based Vouchers ($9,237,900) • Update: CDP was successful in securing an award of $7,035,800 in Special Needs Housing Program funds from the County of Orange and $1,941,000 in Infill Infrastructure Grant Program funds from the California Department of Housing and Community Development. CDP was allocated noncompetitive 4% low income housing tax credits on October 17, 2018 and expects to close on their financing before the end of the calendar year. CDP has begun reviewing full construction drawings and design with the City's Planning Department and hopes to break ground early next year. Tiny Tim Plaza (2223 West 5th Street) • Developer: Community Development Partners. • Description: New construction of an affordable multifamily apartment complex consisting of 51 units of rental housing serving very -low and extremely -low income families, and 1 manager's unit. • City Funds: Inclusionary Housing ($1,300,000), Housing Successor Agency ($4,700,000) • Update: After being placed on a Waiting List, on October 23rd CDP was awarded 9% tax credits. With this 9% award, CDP expects to close on their financing within the next 6 months. NSP 1. 2 and 3 Programs The City is seeking proposals for $1,239,599 in NSP Program funds available in the Request for Proposals. 19F-5 Quarterly Report for Housing Division November 20, 2018 Page 5 Request for Proposals - RFP #18-056 -Affordable Housing Development The City of Santa Ana and the Housing Authority of the City of Santa Ana issued a Request for Proposals (RFP) on July 2, 2018 for the development of affordable housing in the City. Proposed developments may be for acquisition and/or rehabilitation of eligible properties for rental or transitional housing; acquisition and conversion of non-residential property to multifamily rental units; and/or new construction of housing units for rental housing. Land assets owned by the Housing Authority of the City of Santa Ana are also available for development under the RFP. Additional information regarding the RFP is available on the City of Santa Ana's website. The City of Santa Ana received thirteen (13) proposals that passed a minimum threshold review. The proposals are currently being reviewed by a Review Panel of City employees. Interviews took place on October 30, 2018 and a recommendation from the panel was made on November 5, 2018. STRATEGIC PLAN ALIGNMENT The activities covered by this report allow the City to meet Goal # 5 - Community Health, Livability, Engagement & Sustainability, Objective # 3 (Facilitate diverse housing opportunities and support efforts to preserve and improve the livability of Santa Ana neighborhoods). FISCAL IMPACT There is no fiscal impact associated with this action. P- v ,, Steven A. Mendoza Executive Director Community Development Agency Exhibits: 1. Available Funds for Affordable Housing Development Projects 2. Available Land Assets for Affordable Housing Development 3. Project Timelines 19F-6 Exhibit 1 Available Funds for Affordable Housing Development Projects As of September 30, 2018 Housing Successor Agency (Housing Authority) $5,991,327 Cash on Hand ($85,227) First Street Apartments Loan' ($168,754) First Street Apartments Project Costs ($4,700,000) Tiny Tim Plaza Conditional Pre -Commitment Loan 2 ($250,000) Habitat for Humanity Disposition and Development Agreement ($250,000) Administrative Costs Allowance 3 $532,601 Repayment of Loan from Successor Agency $1,069,947 Available Funds Inclusionary Housing Funds $8,783,718 Cash on Hand ° ($348,047) Santa Ana Arts Collective Project Costs 5 ($1,300,000) Tiny Tim Plaza Conditional Pre -Commitment Loan 2 ($483,423) Administrative Costs Allowance (CDA/PBA) ($360,000) Down Payment Assistance Program 5 ($3,121,700) Interim Emergency Homeless Shelter Agreement 7 $3,170,547 Available Funds HOME Program $3,053,929 Funds to Drawdown $3,053,929 Available Funds to Drawdown CDBG Program (Acquisition/Rehabilitation Projects Only) $1,687,047 Funds to Drawdown $1,687,047 Available Funds to Drawdown NSP Program (Abandoned, Foreclosed or Vacant Properties Only) $1,239,439 Funds to Drawdown ($327,265) Administrative Costs Allowance $912,174 Available Funds to Drawdown $9,893,645 Total Available Funds 1 Approved by Housing A=ority on January 16, 2018. W% of loan paid on March 13, 2016;10%remaining to be paid upon completion of construction. ° Approved by City CounuVHousing Authority on June 20, 2017. ° The Housing Successor Agency relies on available cash to fund Me monitoring and compliance ancgons related to to former Redevelopment Agency's housing loans. 4 PR Broadstone Heritage Holdings, Phase 11 paid a-ieu fees in the amount of 53,322,129.80 in July 2018. ° Project costs any; 34.81A in loans approved by City Council paid on July 26, 2017. ° $400,000 originally approved by City Council on Month G. 2018. One loan paid in September 2018. Approved by CM Council on September 18, 2018. Agreement with Mercy House Elvin Centers, Inc. Only first year commitment reflected here 19F-7 19F-8 EXHIBIT 2 AVAILABLE LAND ASSETS FOR AFFORDABLE HOUSING DEVELOPMENT (1) 302 E. Twenty -Second Street a. APN: 003-122-25 b. Lot Size: 27,817sf c. Current Zoning: R1 Single -Family Residence, which allows one house per lot. d. Parcel was acquired 10/30/2002 using Low and Moderate Income Housing Asset Fund - 20% Set Aside. e. Previous Use: Purchased from Cal Trans. It was a remnant parcel from the freeway widening project. The site was vacant and undeveloped at the time it was acquired. f. General Plan: Low Density Residential, which allows single-family residences and ancillary uses. g. Maximum du/ac: Seven units per acre. h. Site Condition / Environmental Conditions: Property is irregular in shape, is below the minimum lot size for a residential lot, and will most likely require the approval of several variances from the zoning code in order to facilitate a residential unit. (2) 801, 809 & 809 % E. Santa Ana Blvd a. APN: 398-303-04 / 398-303-05 / 398-303-06 / 398-303-07 b. Lot Size: 15,OOOsf c. Current Zoning: SD -84 is the Transit Zoning / Code, which was approved in 2010. The sub -zoning for the site is Urban Neighborhood -2 (UN -2), which allows uses such as single and multi -family dwellings and retail provided the retail is integrated into a multi-level, mixed-use project. d. Parcel was purchased using Low and Moderate Income Housing Asset Fund - 20% Set Aside (801, 807, 809 & 809'/2). Includes 807 E. Santa Ana Blvd. e. Previous Use: i. 801 - Acquired 07/11/2003. Demolished single family dwelling in 2011. ii. 807 - Acquired 04/20/1994 through a foreclosure action. Demolished single family dwelling and detached garage in 2000. iii. 809 - Acquisition through Fannie Mae 3/19/1998. iv. 809 %2 - Acquisition through Fannie Mae 11/6/1998. Demolished two single- family dwellings 809 & 809'/2 in 1999. f. General Plan: Urban Neighborhood (UN), which is applicable to primarily residential areas with pedestrian oriented commercial uses. g. Maximum du/ac: Up to 30 units per acre. h. Site Condition / Environmental Conditions: This vacant lot also has alley access, which will facilitate parking at the rear of the site. (3) 826 N Lacy / 830 N. Lacy Street a. APN: 398-041-22 / 398-041-18 b. Lot Size: 8,843sf / 7,405sf c. Current Zoning: SDI - this property is located within the French Park Historic District. d. Parcel was purchased using Low and Moderate Income Housing Asset Fund - 20% Set Aside (both parcels) e. 826 - Acquired 10/24/1990. f. Previous Use: 830 was formerly 412 E. Vance Street. Acquired 10/20/1994. Demolished a six -unit apartment building and garage in 1995. g. General Plan: Low Density Residential, which allows single-family residences and ancillary uses. h. Maximum du/ac: Seven units per acre. 19F-9 I,. Site Condition/ Environmental Conditions: This vacant site will need to comply with the design guidelines of the French Park Historic District and will require review by the French Park Design Committee. (4) 1126 81146 E. Washington Ave. a. APN:398-092-14 b. Lot Size: 62,347sf (1.43 Acres) c. Current Zoning: SD -84 d. Parcel was acquired 9/5/2007 using Low and Moderate Income Housing Asset Fund - 20% Set Aside e. Previous Use: Purchased from Cal Trans. Remnant parcel from freeway widening project. Cal Trans demolished five buildings on the site in the early 1990s. The site was vacant and undeveloped when it was acquired by the City. f. General Plan: District Center (DC), which is a designation that allows mixed-use development. g. Maximum du/ac: Up to 90 units per acre. h. Site Condition / Environmental Conditions: This property is located within the Transit Village sub -zoning district, which allows the most intense development within the SD - 84 district. Building types allowed include a Tuck Under product (3 stories/18 units per acre) up to a Tower on Podium (25 stories/90 units per acre). 19F-10 EXHIBIT 3 Current Affordable Housing Development Project Timelines Page 1 of 2 19F-11 Santa Ana Arts Collective -1666 N. Main Stllllllllll Jun -15 RFP Issued Nov -15 Approved HOME/CDBG Funds Mar -16 Submitted Application for AHSC (Cap & Trade Funds) Sep -16 Awarded AHSC (Cap & Trade) Funds Nov -16 9% Low -Income Housing Tax Credits Awarded Dec -16 Relocation Plan Approved Jul -17 Final Loan Approved/ Close of Escrow Jul -17 Planning Entitlements Approved Jul -17 Building Permits Pulled/Construction Initiated Apr -19 Anticipated Construction Completion Aug -19 Revised Project Completion Date *(Foundation/Building SeismicAdjustments) Page 1 of 2 19F-11 First Street ApartmentsMZ4.'4 01 E I First 5t Oct -15 Developer Submitted Request for Funds to CDA Apr -16 Planning Entitlements Approved Jun -17 Awarded Successor Agency Funds Jun -17 Relocation Plan Approved Sep -17 9% Low -Income Housing Tax Credits Awarded Jan -18 -Final Housing Authority Loan Approved Mar -18 Close of Escrow Mar -18 Construction Initiated Aug -19 Anticipated Construction Completion Page 1 of 2 19F-11 Santa Ana Veterans Village -33 L2 W -First St Dec -16 RFP Issued for PBVs Apr -17 Approved HUD VASH PBVs Jun -17 Awarded HOME CHDO Funds Jun -17 Planning Entitlements Approved Jan -18 Awarded County Special Needs Housing Funds Feb -18 Submittal of 9% Low -Income Housing Tax Credit Application Jun -18 Award of 9% Low -Income Housing Tax Credits Dec -18 Anticipated Close of Escrow Feb -19 Anticipated Construction Initiated Mar -20 Anticipated Construction Completion Page 1 of 2 19F-11 Dec -16 Aqua Housing - 317 E. 17th St RFP Issued for PBVs Apr -17 Approved PBVs Jun -17 Planning Entitlements Approved Jun -17 Approved Additional PBVs Jan -18 Awarded County Special Needs Housing Funds Jan -18 Submitted Application for HCD Infill Infrastructure Funds Jun -18 Award of HCD Infill Infrastructure Funds Aug -18 Submittal of 4% Low -Income Housing Tax Credit Application Oct -18 Allocation of 4% Low -Income Housing Tax Credits Jan -18 Anticipated Close of Escrow Feb -19 Anticipated Construction Initiated Page 2 of 2 19F-12 Tiny Tim Plaza - 2223 W. Sth St Dec -16 Developer Submitted Request for Funds to CDA Jun -17 Awarded City and Housing Successor Agency Funds Jan -18 Planning Entitlements Approved Jul -18 Submittal of 9% Low -Income Housing Tax Credit Application Oct -18 Award of 9% Low -Income Housing Tax Credits Page 2 of 2 19F-12 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: NOVEMBER 20, 2018 TITLE: HOMELESS SERVICES QUARTERLY REPORT FOR JULY 2018 THROUGH SEPTEMBER 2018 (STRATEGIC PLAN NOS. 1,6; 5,4; 5,6) URI RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 1� Reading ❑ Ordinance on 2n° Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Receive and file Quarterly Report for Homeless Services for the period of July 2018 through September 2018. DISCUSSION This Homeless Services Quarterly report ending on September 30, 2018 provides updates and statistics for many of the homeless initiatives implemented throughout the City during third Quarter of 2018.The report is divided into three sections: • Law Enforcement • Affordable Housing and Case Management • Other Services and Initiatives The report also highlights the following 12 major initiatives that took place this quarter and that are further explained under the timeline of highlights and successes: • Santa Ana Legislative Advocacy in Washington D.C. • Sana Ana response to Orange County Grand Jury Report on Homelessness • Santa Ana acknowledged in Federal Hearing on Homeless Update with Judge Carter • Santa Ana represented at Federal Outreach & Engagement Policy Academy • Santa Ana Adoption of Shelter Crisis and Santa Ana agreement with Mercy House to operate an Interim Homeless Shelter • Santa Ana receives Housing Urban Development (HUD) award for Housing Assistance for the Homeless- 50 mainstream Vouchers and 100 HUD VASH Vouchers • Santa Ana appointed to Commission to End Homelessness 19G-1 Homeless Services Quarterly Report for July - September 2018 November 20, 2018 Page 2 • Santa Ana successful submission of Homeless Emergency Aid Program Application for State funding (submission for Large City Grant and Continiuum of Care Grant) • Santa Ana and County of Orange transition the Courtyard Emergency Shelter to a new location and expand homeless shelter beds for Santa Ana • Santa Ana featured panelist for the Community Safety Forum hosted by Urban Peace Institute • Passage of AB448, creation of the first-ever Orange County Housing Finance Trust, that creates regional joint powers bringing together County and 34 cities to develop permanent supportive housing • Addressing Downtown Homelessness Safety and Security In addition, the report concludes with ongoing timeline that highlights the successes and accomplishments in the area of homeless services by City staff and community partners. The City's new Homeless Services Manager, Hafsa Kaka, joined the City in February 2018 to enhance the coordination of the City's efforts to address homeless services and has identified four guiding principles as the foundation in delivery of homeless services: • Goal of bringing best practices of homeless service delivery to the City of Santa Ana, such as Housing First and Harm Reduction. • Strengthened collaboration with County and Cities in coordination of homeless services and programs. • Increased assistance to individuals experiencing homelessness and addressing areas of housing, employment, mental health, and other basic needs. • Coordinated services with law enforcement, affordable housing, homeless outreach, housing navigation and case management. Law Enforcement The Santa Ana Police Department (SAPD) has been instrumental in addressing homelessness. The SAPD tracks the calls for service received on an on-going basis. In 2017, SAPD received a total of 8,554 calls for service related to transient disturbances, trespassing, drunk in public, battery and Santa Ana Municipal Code Violations. With the recent removal of individuals experiencing homelessness in the Civic Center Plaza, the SAPD has continued to dedicate two teams to provide the ongoing outreach. • Two Homeless Evaluation Assessment Response Team (HEART) officers, two Orange County Health Care Agency outreach workers and the SAPD Civic Center Patrol Team, continue to address homeless related issues. Specific outreach has been conducted at Birch Park, Angeles Park, Sasser Park and the Old Orange County Courthouse. • The Quality of Life Team (QOLT) was formed in January 2018 to address concerns and requests related to municipal code violations, property storage and improper use of public/private property. This multidisciplinary team is comprised of staff from the 19G-2 Homeless Services Quarterly Report for July - September 2018 November 20, 2018 Page 3 SAPD, Parks and Recreation, Public Works, Code Enforcement and Orange County Healthcare Outreach workers. The most recent activities associated with the QOLT are displayed in the table below: Quality of Life Team (QOLT) 40 WEEK Total Fiscal Statistics TOTAL Average Average 1/23/18 Per Week Per Funding through $ 0* Day 10/26/18 Description No. of Locations Responded 1272 32 8 No. of Individuals Contacted 2307 58 14 No. of Encampments 1383 35 9 can be multiple per location) No. of Service Pick Ups 1002 25 6 (can be multiple per location - Rubb ishfrrash/Debris No. of Locations Posted 146 4 1 No. of Property Stored 99 2 1 (@ City Yard/Facility - personal property & items of value No. of Needles Disposed of 285 71 18 No. of Tons of Trash & Debris Disposed of 350 9 2 No. of Private Property Assistance with Courtesy Clean-up and Removal of 240 6 2 Transients Affordable Housing, Outreach and Case Management As an entitlement city, Santa Ana receives an Emergency Solutions Grant (ESG) to fund non- profit homeless service providers in the areas of street outreach, emergency shelter, homeless prevention and rapid rehousing. Following is an update on ESG ongoing efforts: ESG Q1 Total Fiscal Year 2018/2019 Individuals Served 372 372 Funding $ 0* $ 0* Disbursed 'Reflects HUD IDIS system as of 8/6/2018 *Does not reflect all of Quarter 4 19G-3 Homeless Services Quarterly Report for July - September 2018 November 20, 2018 Page 4 Other Services and Initiatives 19G-4 OUTCOMESlTIME- STRATEGY ACTION FRAME Completed — Create an Interdepartmental Team on Team meets weekly & the Homelessness to coordinate all City agencies addition of subcommittee Improve the internal and activities. meetings to move action coordination and items forward communication between City agencies providing Consider opportunities to improve conditions Completed- April 2018 services and in the Civic Center. Completed- January 2018 enforcement Develop a webpage regarding how Santa Ana Ongoing Addition have is addressing homelessness. been implemented Utilize the Santa Ana Draft a new section to the Santa Ana Completed- December City Charter and Municipal Code related to storage or property 2017 Municipal Code to make and services in the Civic Center area. improvements Participate in regional bodies and discussions Coordinate with courts, to achieve the greatest impact on Ongoing other cities and County homelessness in the City. Creation of Central Service Planning Area Ongoing of Orange Cities Collaborative on Housing Resources Enlist non-profit and faith -based organizations serving homeless individuals to agree on a Ongoing strategy to help move individuals off of the Coordinate with Non- streets and into housing. Profits and Faith Based Organizations Continue to fund non-profit Emergency Solutions Grant homeless service providers to Ongoing provide street outreach, shelter, homeless prevention and rapid -rehousing services. On-going — Staff is Initiate and participate in lobbying for participating on the legislation and resources; solicit State and County's Advisory Develop and implement Federal assistance to respond to the needs for Committee for No Place specific legislation housing, enforcement and social services for Like Home funds and are related to housing and the growing homeless population. following relevant homelessness legislation Participation in the Big 11 Cities Initiative to secure one-time state homeless block grant in Completed support of AB3171 19G-4 Homeless Services Quarterly Report for July - September 2018 November 20, 2018 Page 5 Twelve Maior Initiatives 1. Santa Ana Legislative Advocacy in Washington D.0 From July 23 to July 25 2018, Deputy City Manager Robert Cortez and Homeless Services Manager, Hafsa Kaka attended the National Alliance to End Homelessness Crisis in Washington DC. The conference convened over 2,000 individuals and stakeholders across the United States represented agencies and entities that are invested in ending homelessness. The conference covered best practices on utilization of Housing Urban Development funds to administer homeless and housing programs, evidence based practices in establishing emergency shelters, utilization of data driven successful performance outcomes, toolkits for non -profits, Cities and Counties on Coordinated Entry System and collaborative approaches to ending homelessness through political will. The Conference also covered Capitol Hill Day, for which Homeless Services Manager, Hafsa Kaka, represented Santa Ana as a State Captain for the California Delegation leading 5 Congressional Office visits including; Representative Lou Correa, Maxine Waters and Senator Kamala Harris. Robert Cortez represented Santa Ana meeting with Representative Lou Correa's office and representatives from Senator Diane Feinstein. The successful congressional office visits encouraged federal investments to support local investments in addressing homelessness and educating congress on the progress Santa Ana has accomplished along with a package of Santa Ana success, priorities, policy and legislative work. In addition, Federal legislative policy priorities were also advocated for, such as support for United States Interagency Council on Homelessness, federal support for McKinney Vinto Act in addition to Affordable Housing. Lastly, the conference guest speakers included Senator Kamala Harris and Senator Cory Booker. 2. Response to Orange County Grand Jury Report on Homelessness On May 22, 2018, the Orange County Grand Jury released the 2017-18 Orange County Grand Jury report, "Where There's Will, There's a Way: Housing Orange County's Chronically Homeless". The purpose of the report was to examine the growing homeless population within Orange County, the debilitating effects of homelessness including mental health trauma and physical illness associated with chronically homeless populations, the overarching costs to Orange County in responding to homelessness, and the need of permanent supportive housing and regional leadership across the county and cities to address homelessness. The City of Santa Ana was required to respond to eight findings and seven recommendations in the Grand Jury report and to be in compliance with Penal Code 933.05(a) and (b). City staff worked in collaboration with the Central Services Planning Area cities required to response. The City successfully completed a six-page comprehensive response and submitted to the Grand Jury and presiding Judge Honorable Charles Margines on August 29th, 2018. The report is available at hftp://www.ocqrand0ury.or-q/pdfs/2017 2018 GJreporU2018-08-28-City of Santa-Ana.pd 3. Federal Hearing on Homeless Update with Judge Carter On August 3rd 2018, the Honorable Federal District Judge David Carter, convened the County of Orange, the cities of Santa Ana and Anaheim, the Santa Ana and Anaheim Police Chiefs, and Mayors, City Managers and elected officials to attend a hearing regarding a status update on the 19G-5 Homeless Services Quarterly Report for July - September 2018 November 20, 2018 Page 6 Homeless Emergency Shelters in light of the Fullerton and Santa Ana Armory's closing, resulting in homeless individuals seeking shelter in surrounding communities. The City of Santa Ana was represented by Mayor Miguel Pulido, Mayor Pro Tem Martinez, Deputy City Manager Robert Cortez, Deputy Chief Gominsky from SAPD, City Attorney Sandra Schwarzmann, and Homeless Services Manager Hafsa Kaka. The Judge required the County and Cities to speak on significant progress for new Emergency Shelter plans for the homeless or face a possible court ruling or temporary injunction stopping the enforcement of anti -camping laws. The City of Santa Ana presented the Court on progress made in meeting with the County to finalize partnership agreement for the construction, financing and operations of the 700 emergency shelter that would replace the Courtyard and would add additionally bed for the unsheltered population. Judge Carter and the County agreed they need at least 1,550 new shelter beds, 60 percent of the estimated 2,584 unsheltered homeless people countywide, according to a 2017 count. Specifically, Judge Carter called for at least 450 new beds in North Orange County, 300 beds in Central Orange County and another 300 in South Orange County. 4. Santa Ana Represented at Federal Outreach & Engagement Policy Academy On August 14, and 15, 2018, the City of Santa Ana was represented at the Federal Academy on Outreach and Engagement on Homelessness hosted by Substance Abuse and Mental Health Service Administration (SMHSA), the Department of Housing and Urban Development (HUD), and the United States Interagency Council on Homelessness (USICH) in Los Angeles. The City of Santa Ana was the only City selected to attend among the 17 County Continuum of Care (CoC) agencies throughout the nation including Puerto Rico. The City of Santa Ana was represented by the Homeless Services Manager, Hafsa Kaka, who presented on the Quality of Life Team (QOLT) as a national best practice in addressing homelessness from successful multidisciplinary approach that increases efficiency in addressing quality of life issues and increased response times. 5. Santa Ana Adoption of Shelter Crisis Resolution and Interim Emergency Shelter Plan On August 21st, 2018 the City of Santa Ana adopted a Shelter Crisis Resolution due to the overwhelming homeless population in the City and the County. As the City continues to collaborate with the County on the transition of the Courtyard Emergency Homeless Shelter to a more suitable location, the City recognizes the need for an Interim Emergency Homeless Shelter to ensure individuals experiencing homelessness from the City of Santa Ana, have a safe and stable place to stay, while mitigating the impact of homelessness in the Santa Ana community. City Department staff are working collaboratively in the development of an Interim Emergency Homeless Shelter Plan that will operate for no more than two years. On Tuesday, September 18th, 2018 the City Council approved the agreement with Mercy House to operate the Interim Homeless Shelter in November 2018. Mercy House will provide an array of services for individuals and families experiencing homelessness including; mental health, medical health, housing navigation and employment services among many more. The Interim Emergency Shelter will service only Santa Ana referrals and no walk-ins will be allowed. 19G-6 Homeless Services Quarterly Report for July - September 2018 November 20, 2018 Page 7 6. Santa Ana to receive 150 Additional HUD Vouchers The Housing Division and the Homeless Division are pleased to announce that on August 21St, 2018 the Housing Authority of the City of Santa Ana was informed award notice of a total of 100 HUD VASH vouchers for homeless veterans. Over the last three years the Housing Authority has been awarded 275 HUD VASH vouchers. In addition, on September 5th, 2018, the Housing Authority of the City of Santa Ana was informed award notice of a total of 50 HUD Mainstream Vouchers for non -elderly disabled homeless individuals. These vouchers will be administered in partnership with the Illumination Foundation who will be providing supportive services to the homeless population. 7. Santa Ana Appointment to the Orange County Commission to End Homelessness On August 28, 2018, the Orange County Board of Supervisors appointed members of the Commission to End Homelessness. This includes representatives from the Central Service Planning Area (SPA). City of Santa Ana Deputy City Manager, Robert Cortez, was appointed to represent the Central SPA. The Commission is expected to convene in November 2018. The Commission to End Homelessness, provides oversight and accountability for the implementation of the goals and strategies as defined in the County's Ten -Year Plan to End Homelessness. This appointment will bring a total of three City of Santa Ana employees (Robert Cortez, Judson Brown, and Hafsa Kaka) serving on County boards and commissions to help address homelessness in Santa Ana and the Orange County region. 8. Homeless Emergency Aid Program Funds On August 22, 2018, the Orange County Continuum of Care Board (CoC) approved a motion to designate the County of Orange as the Fiscal Agent for the Homeless Emergency Aid Program (HEAP) on behalf of the CoC for the amount of $15,568,715.65. The CoC Board also approved the proportional distribution of HEAP funds by 2017 Point -In -Time count for the unsheltered count established by regional Service Planning Areas (SPA). As such, the available allocation would be the following amounts available for each region: • North SPA with 36% of the unsheltered population: $5,044,263.87 • Central SPA with 53% of the unsheltered population: $7,426,277.37 • South SPA with 11 % of the unsheltered population: $1,541,302.85 In addition, the CoC Board approved to create a diverse and equitable Ad Hoc Committee to facilitate the proposal process. The CoC will establish a transparent and competitive process for the project selection. The Ad Hoc Committee will review and recommend proposed projects submitted for funding to the CoC Board and to the Commission to End Homelessness. The City of Santa Ana is represented on both the CoC Board and the Commission: Judson Brown, Housing Division Manager, serves as the Chair of the Continuum of Care Board, and Robert Cortez, Deputy City Manager, serves on the Commission to End Homelessness. The City of Santa Ana has participated in the competitive process for the CoC HEAP funds in addition to applying for the Notice of Available Funding (NOFA) for the Large City grant allocation of $3,690,885.84. 19G-7 Homeless Services Quarterly Report for July - September 2018 November 20, 2018 Page 8 9. Santa Ana Approves City/County Partnership for Courtyard Transition On September 4th, 2018 the City Council of Santa Ana approved the Memorandum of Understanding with the County of Orange to transition the Courtyard Emergency Homeless Shelter to a more suitable location and to expand homeless shelter beds for the City of Santa Ana. This agreement will mitigate the negative impacts of homelessness in Santa Ana, will provide Santa Ana unsheltered homeless with shelter and supportive services, establish a long- term collaborative effort between the City and County, minimize the migration of homeless individuals into Santa Ana, ensure available bed capacity for Santa Ana's use, and discontinue the Santa Ana Armory program. 10. Santa Ana Presents on Community Safety Hosted by Urban Peace Institute On September 25th, 2018 the Urban Peace Institute hosted a Community Safety Forum highlighting topics on Homelessness, Immigration Enforcement, Youth and Gang Crime, Police and Community Relations. An audience of adult and youth residents, local organizations, City Staff, and other stakeholders gathered to listen to panelist. The panelist included Santa Ana Police Chief David Valentin and Santa Ana Unified School District Police Chief Anastasia Smith, Hafsa Kaka, Homeless Services Manager, Juan Plascencia Youth Resident, Steven Kim from Project Kinship and representation from Neutral Ground. The event highlighted the several efforts within different City departments that impact community safety and improve Quality of Life. 11. Santa Ana and Housing the Homeless On Tuesday, September 11th, Governor Brown signed AB 448 to create the first-ever Orange County Housing Finance Trust, a regional joint powers authority that would allow the County and its 34 cities to collectively compete for public and private funding to develop permanent supportive housing. The Housing Trust will be able to issue bonds and leverage private dollars; it will be governed by a Board of Directors to include City and County representatives and community members. The legislation grew out of the simultaneous efforts of former Santa Ana Mayor and former Irvine Company Vice -President Dan Young to secure $100 million in private funding to create 2,700 units of permanent supportive housing. To date, the City of Santa Ana has developed 82 units of permanent supportive housing (PSH), including 71 PSH units at the Orchard and 11 PSH units at the Depot at Santiago. We also have 131 additional PSH units in the pipeline which include 75 units for homeless veterans at the Santa Ana Veterans Village project and 56 units for chronically homeless individuals at Aqua Housing. Both developments are expected to break ground early next year. In total, Santa Ana has 213 PSH units developed or in the pipeline. In February 2018, a regional goal was established for each City and the County to develop a proportional amount of PSH units based on their population size. Santa Ana was allocated 289 PSH units based on our population size (relatively Anaheim was allocated 303 and Irvine was allocated 226 PSH units to develop). Santa Ana is well on its way to achieving this goal of 289 before every other City in Orange County. 19G-8 Homeless Services Quarterly Report for July - September 2018 November 20, 2018 Page 9 12. Addressing. Downtown Homelessness/Safety and Security Throughout this quarter, Downtown Inc. and Santa Ana Business Council reached out to City staff regarding homeless concerns and the safety and security of the Downtown community and businesses. City Staff have been diligently responding to these concerns and have met with both Downtwon Associations to mitigate concerns. As such, the City has taken several measures to increase safety and security of Downtown Santa Ana which includes securing locks on DT trash cans, installation of fence at bench area along Broadway between 41 and 51 Streets, providing DT Clean and Safe Team access to 31d Street promenade electrical box, enhancing homeless outreach efforts, and informing both associations of the City's short term and long term solutions to address homelessness. STRATEGIC PLAN ALIGNMENT The activities covered by this report allow the City to meet Goal #1 — Community Safety, Objective #6 (Enhance Public Safety integration, communications and community outreach); oal #5 - Community Health, Livability, Engagement & Sustainability, Objective #4 (Support neighborhood vitality and livability) and Objective #6 (Focus projects and programs on improving the health and wellness of all residents). FISCAL IMPACT There is no fiscal impact associated with this action4Dei2gter Steven A. Mendoza �l Executive Director Community Development Agency City Manager's Office 19G-9 19G-10 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: NOVEMBER 20, 2018 TITLE: RECEIVE AND FILE QUARTERLY REPORT OF INVESTMENTS AS OF SEPTEMBER 30, 2018 {STRATEGIC PLAN NO. 4, 1D} .,d/ A 1, 1 L i -�M :I�CIT�YT-AAGER RECOMMENDED ACTION Receive and file. DISCUSSION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 1s' Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER In 1995, the State of California enacted legislation revising the reporting requirements relative to investment of funds by governmental agencies. California Code Section 53646 (b) states that if a quarterly report is rendered to the legislative body, the quarterly report shall be submitted within 30 days following the end of the quarter covered by the report. In an effort to meet the statutory requirement, Finance & Management Services Agency submits the Report via email for review and distribution to the City Council in advance. The report was emailed for distribution on October 30, 2018. The legislation specifies that this quarterly report contain the seven major elements listed below: 1. Type of investments, 2. Date of maturity, 3. Par and dollar amounts invested in each security, 4. Weighted average maturity of the investments, 5. Market value as of the date of the report, 6. Source of the market value information, and 7. Any funds, investments or programs, including loans, under the management of contracted parties. These specifications include a statement outlining the ability of the City to meet the budgeted expenditures for the subsequent six months be submitted to the City Council on a quarterly basis. Staff performs an end -of -month expenditure analysis to comply with the expenditure requirement and a statement confirming the ability to meet this requirement in the monthly and quarter -ending Treasurer's Report. The information is in compliance with State law and the City's Investment Policy. 19H-1 Quarterly Report of Investments November 20, 2018 Page 2 The attached Treasurer's Report (Exhibit 1) accurately reflects all pooled investments held on behalf of the City as of September 30, 2018. The following two tables represent: (1) percentage limits set by the City's Investment Policy and State Law and shows respective City investment portfolio investment types, amounts, and percentages; and (2) the restricted cash balance as of September 30, 2018. Type of Investment Amount Invested $ Portfolio % COSA Policy Limits % State Law Limits % Certificate of Deposit (CD) $3,966,000.00 1.58% 30% 30% Federal Farm Credit Bank (FFCB) $41,972,660.00 16.72% None None Federal Home Loan Bank (FHLB) $62,647,816.33 24.95% None None Federal Home Loan Mortgage Corp. (FHLMC) $42,233,115.00 16.82% None None Federal National Mortgage Association (FNMA) $64,731,960.00 25.78% None None Local Agency Investment Fund (LAIF) $35,502,235.72 14.14% None None sub -Total $251,053,787.05 100% Cash $14,878,245.18 Total $265,932,032.23 Restricted Cash In $ Restricted Cash t $11,120,158.57 Total $11,120,158.57 t Restricted cash is held by a Trustee, Bank of New York Mellon, and is segregated from cash used for dally operations. The following City investment portfolio graph represents percentages within the respective investment types as of September 30, 2018. City of Santa Ana Investment Portfolio Asset Allocation LAIF CD September 30, 2018 CffW ■ Certificate of Deposit (CD) ■ Federal Farm Credit Bank (FFCB) ■ Federal Home Loan Bank (FHLB) ■ Federal Home Loan Mortgage Corp. (FHLMC) ■ Federal National Mortgage Association (FNMA) ■ local Agency Investment Fund (LAIF) The following three tables represent, as of September 30, 2018: (1) the aggregate Effective Rate of Return on the City's investment portfolio, both month to date (MTD) and year to date (YTD); 19H-2 Quarterly Report of Investments November 20, 2018 Page 3 (2) the aggregate Average Market Yield -To -Date (AMTD); and (3) the breakdown of AMTD by investment type. Aggregate Effective Rate of Return Month To Date (MTD) 1.58% Year To Date (YTD) 1.54% Aggregate Average Market Yield To Date Average Month To Date (AMTD) 1 1.72% AMTD Breakdown by Type of Investment Certificate of Deposits LAIF Federal Agency Securities Par Value of Investments $3,966,000.00 $35,502,235.72 $211,585,551.33 Yield to Maturity 1.697% 2.050% 1.662% % of Portfolio 1.58% 14.14% 84.28% Average Market Yield to Date 0.027% 0.290% 1.401% Total $251,053,787.05 1.717% 100.00% 1.717% STRATEGIC PLAN ALIGNMENT Approval of this item allows the City to meet Goal #4 - City Financial Stability, Objective #1 (Maintain a stable, efficient and transparent financial environment), Strategy D (Develop a fiscal health analysis tool that informs a department of its financial position in order to assist in its decision making process). FISCAL IMPACT There is no fiscal impact associated with this action. Kathryn Downs, CPA Executive Director Finance and Management Services Agency Exhibit: 1. 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E i a d m R m 6 0 0 v. o 0 0 o a o 0 o a 19H-10 li \ | 1§H.11 � !!§a8 � 7 ■ §§§§@• � `-! / .|| §777 ] |§|§[ |!§H B|§§; E @/E■| E ■!!!, / ) � ( / �|§§§■ ] 1§H.11 19H-12 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: NOVEMBER 20, 2018 TITLE: QUARTERLY REPORT OF CONTRACTS VALUED AT $25,000 OR LESS ENTERED INTO BY THE CITY MANAGER AS PERMITTED BY CHARTER SECTION 421 {STRATEGIC PLAN NO. 4, 1} CIrtMANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 1� Reading ❑ Ordinance on 20d Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Receive and file Quarterly Report of Contracts entered into between July 1, 2018 to September 30, 2018 valued at $25,000 and less. DISCUSSION On November 7, 2006, voters approved a Charter Amendment increasing the authority of the City Manager to enter into contracts and agreements up to a value of $25,000. Section 421 of the Charter requires the City Manager to report to the City Council quarterly on the contracts entered into under his authority for informational purposes. The report is required to include the names of the contractors and the amounts of each contract. Exhibit 1 is a listing of all purchase orders and agreements entered into July 1, 2018 to September 30, 2018, valued at amounts between $500 and $25,000. Unless included under a blanket contract, the City as a general rule does not purchase goods or services valued at under $500 through either a purchase order or an agreement. Purchase orders and service agreements valued at greater than $25,000 require approval by City Council. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's effort to meet Goal #4 — City Financial Stability, Objective #1 (maintain a stable, efficient and transparent financial environment). FISCAL IMPACT There is no fiscal impact associated with this action. Exhibit: 1. 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OmOaOaOOOOOOQQQQQdOOamnQOOOOO d m dddD. ddd d dd d dd ddd 191-10 Y N Z Z U co a w 0L 7 w W OG 0 I—y 0 C H} w N O W N } J w cc a W Z C7 m } O Z J W OG Q O d N F U N N w d J d J g H U Z Q g N w N 0 O Z N v Z O Z O 0 O V OG aUi N w U _Z l7 = g 0 N O W w U cc O O U U W O Z Cc CC N O J W m> m O O INA w d O H 2 N 0 Z W m F Z Q m Y U N W S Q Q Y p ON Z Q Z W Q Q w m 2 Q OU Q N O W m¢ g� Q Z g p m "' d w Q Z r J d U Z o O Z OZJ w Z Z ac Z J Q d. W Q V1 Q Q W W Z Q Z U W OC W m W Q H W O m 0 y C C}ii ?, 0 w O VO w d v j W O a U cz LL N H ~ Z k o~c m H H 3 z Q d NV}} U= OW O w O Q W N O U N X Q V J O Q Q O Z V w O U Q Q a0 (7 Z i Y fD W d X F- w Z Q U V U) m F N n m Z d N N Q W 00 00 00 00 00 00 00 00 00 00 00 00 DD 00 00 00 W 00 00 W 00 00 00 W 00 00 QO 00 00 DO 00 N O N N N N N N H N N N N N N N N N .l rl rl n 00 T T T m T T T 1100 0 00) 0 M 0 (n (n D\1 cn G\1 cn M D\1 M D\1 M D\1 M M M D\1 D\1 0\) 0\1 (n D\) D\1 p 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 00 N ti N N N N N N N N N M m m M M M M M a N� N fmrl r�i1 s V N Z N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N d 191-10 Z O G W 0 F- 0 � N H Q a N Z U m 0 H W W O W a K Q cc cc U Z a m a H oif p (j J O w Z l7 W Cc Z O cr H 1 W `0 9 N g X o c ac Q o W N C 0 3 0 0 w N w cc V am 0 p N m O R>? u� u g° mo M N O a m 0 O oO •' lap N N M� 10l1 N O C lfl b m 00 N 01 N O p N 1l� N V7 E .+ N Q � vu uQ a a a u a a a 0 m N O w 1!1 m 01 Il m 1l n n n n n n N N N N N H H N N Z 8.00000000 F- m m a a d a r Q 1q' m O1 O r1 N m a Z N N N N N N N N 191-11 m 191-12 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: NOVEMBER 20, 2018 TITLE: APPROVE APPROPRIATION ADJUSTMENT TO RECOGNIZE HOMELESS EMERGENCY AID PROGRAM LARGE CITY GRANT FUNDS (STRATEGIC PLAN NOS. 1,6; 5,4; 5,6) mF RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 1� Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ CONTINUED TO FILE NUMBER Approve an appropriation adjustment recognizing $3,690,885.84 in funds from the State of California, Business, Consumer Services and Housing Agency in revenue account (no. 12218002-52025) and appropriate the same amount to expenditure account (nos. 12218700 - various) to address homelessness in the City of Santa Ana. 2. Authorize the City Manager or designee as the approved signatory for the Homeless Emergency Aid Program (HEAP), as required by the terms and conditions of the State of California Homeless Coordinating and Financing Council Business, Consumer Services, and Housing Agency Standard Agreement to receive one-time grant funds in the amount of $3,690,885.84. DISCUSSION On September 28th, 2018 City Staff submitted official application to the State of California in order to receive the $3,690,885.84 million from the Homeless Emergency Aid Program (HEAP) as allocated to Santa Ana as one of the Big 11 Cities combating homelessness. HEAP is authorized by Senate Bill 850, which was signed into law by Governor Brown in June 2018, intended to provide one-time funding to Continuum of Care (CoCs) and Large Cities with populations over 330,000 for immediate emergency assistance to people experiencing homelessness. In order to retrieve the funds and due to the overwhelming homeless population in the City and the County, the City of Santa Ana adopted a Shelter Crisis Resolution on August 21 st, 2018. On September 4th, 2018, the City entered into a Memorandum of Understanding (MOU) with the County and committed the use of $3.5 million in HEAP funds for the acquisition and tenant improvements of the Courtyard replacement site. Approval of this item will further the City's efforts in addressing homelessness and mitigate the negative impacts the City is experiencing. The HEAP 20A-1 Homeless Emergency Aid Program Grant November 20, 2018 Page 2 funds will be utilized in the establishment of the permanent Homeless Shelter in collaboration with the County of Orange as referenced in the MOU with the County of Orange to transition the Courtyard Emergency Homeless Shelter to more suitable locations. The remaining funds will be used for administrative oversight of the program. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #1 — Community Safety, Objective # 6 (Enhance Public Safety Integration, Communication and Community Outreach); Goal # 5 Community Health, Livability, Engagement & Sustainability, Objective #4 (Support neighborhood vitality and livability) and Objective # 6, (Focus projects and programs on improving the health and wellness of all residents). FISCAL IMPACT Approval of the appropriation adjustment will recognize $3,690,885.84 in funds from the State of California, Business, Consumer Services and Housing Agency in revenue account (no. 12218002- 52025) and appropriate the same amount to expenditure account (nos. 12218700 -various). The expenditure plan (as shown below) is subject to change, pending progress on the Memorandum of Understanding with the County of Orange for the permanent homeless shelter. Fiscal Year Account Number Amount 18/19 12218700-69135 $3,506,341.55 19/20 12218700 -various $ 92,272.15 20/21 12218700 -various $ 92,272.14 Total $3,690,885.84 Steven A. Mendoza Executive Director Community Development Agency APPROVED AS TO FUNDS AND ACCOUNTS: Kathryn D wno s, CPA 5� Executive Director Finance and Management Services Agency Exhibits: 1. HEAP Award Announcement Letter 2. MOU with County of Orange to Transition Courtyard Emergency Shelter 20A-2 CALIFORNIA EXHIBIT HOMELESS COORDINATING AND FINANCING COUNCIL Business, Consumer Services and Housing Agency Edmund G. Brown Jr., Governor I Alexis Podesta, Chair October 22, 2018 Hafsa Kaka Homeless Services Manager City of Santa Ana 20 Civic Center Plaza, M-26 Santa Ana, CA 92701 RE: Award Announcement— City of Santa Ana Agreement #18 -HEAP -00007: App#LC-CA-602-AZF862S5GP Dear Ms. Kaka: The Business, Consumer Services and Housing Agency (BCSH) Homeless Coordinating and Financing Council is pleased to announce that the City of Santa Ana has been awarded a Homeless Emergency Aid Program (HEAP) grant in the amount of $3,690,885.84. This letter constitutes notice of the award of HEAP funds for use in Santa Ana. The City Santa Ana will receive its full disbursement of funds after the Standard Agreement is fully executed, and the enclosed Request for Funds form has been signed and returned. Please note that the Request for Funds form must be signed at a date at least one day after the City of Santa Ana has signed the Standard Agreement. In addition, grant expenditures may not be incurred prior to the execution of the Standard Agreement and receipt by the City of Santa Ana of HEAP funds. Please be advised that this award is subject to the terms and conditions of the Standard Agreement, which must be fully executed within thirty days of the date of this award letter. Failure by the City of Santa Ana to sign and return the Standard Agreement upon receipt from BCSH within this timeframe may result in a delay of disbursement of funds. Congratulations on your successful application. For further information, please contact Daniel Castillo, HEAP Grant Manager at 916-651-2788 or daniel.castilloObcsh.ca.gov. Sincer j . eoa—e�� Alexis Podesta, Secretary Business, Consumer Services and Housing Agency Council Chair 915 Capitol Mall, Suite 350-A I Sacramento, CA 95814 1(916) 653-4090 www. bcs h.ca.govlhcfc 20A-3 CALIFORMA EXHIBIT HOMELESS COORDINATING AND FINANCING COUNCIL Business, Consumer Services and Housing Agency Edmund G. Brown Jr., Governor I Alexis Podesta, Chair October 22, 2018 Hafsa Kaka Homeless Services Manager City of Santa Ana 20 Civic Center Plaza, M-26 Santa Ana, CA 92701 RE: City of Santa Ana —18 -HEAP -00006 - App#LC-CA-602-AZF862S5GP Dear Ms. Kaka: Congratulations on your Homeless Emergency Aid Program (HEAP) award. Attached is a copy of the HEAP Standard Agreement with Exhibits A through D. A. Standard Agreement (STD 213 and Exhibits A through D) STD 213 — Cover page Exhibit A — Authority, Purpose and Scope of Work Exhibit B — Budget Detail and Payment Provisions Exhibit C —Terms and Conditions Exhibit D — Special Terms and Conditions B. For expeditious handling of the contract, please complete the following: 1. Review the entire Agreement thoroughly and, if necessary, discuss the requirements with your legal and financial advisors. Changes to the Agreement will not be accepted unless approved in writing by the Business, Consumer Services and Housing Agency (Agency). 2. Agency has provided four signed copies of the Standard Agreement, STD 213. The Grantee shall counter sign the four copies of the first page of the Standard Agreement, STD 213, and initial the first page of Exhibits A through D. 915 Capitol Mall, Suite 350-A I Sacramento, CA 95814 1 (916) 653-4090 www.besh.ca.gov/hcfc 20A-4 EXHIBIT 1 3. The person(s) authorized in the Authorized Signatory Form must provide an original signature, printed name, title and date on the lower left-hand section entitled "Contractor" on each of the four copies of the STD 213, and provide an original initial in the space provided on the cover of each copy of Exhibits A through D 4. The person authorized in the Authorized Signatory Form must provide a printed name, signature, and date on the attached Request for Funds (RFF) form. The date of the signature me 5. Do not send photo copies of signatures. All must be original signatures with wet ink. 5. Return the four signed copies of the STD 213 with all initialed Exhibits and the signed RFF form within 30 days inside the enclosed envelope. 7. Insert a signed copy of either the STD 204 or GovtTIN form that was submitted along with application documents. 8. Maintain a complete electronic version of the STD 213 and Exhibits A through D for your pending file. Note: The contract is not effective until it is signed by the Grantee's designated official and the Agency. The Agency reserves the right to cancel a pending Standard Agreement in its entirety if it is not retumed within the required 30 -day period. Furthermore, no changes may be made to the Standard Agreement or Exhibits A through D without prior written.approval from the Agency. Please accept our best wishes for a successful program. Please contact me at (916) 651-2788 or Daniel.CastilloCa)bcsh.ca.aov or our Local Government Liaison Lahela Mattox at (916) 651-2770 or Lahela.Mattox(Wbcsh.ca.gov if you have any questions regarding the Standard Agreement or the provisions therein. Sincerely? Daniel Castillo Grant Manager 20A-5 STATE OF CALIFORNIA- DEPARTMENT OF GENERAL SERVICES EXHIBIT 1 STANDARD AGREEMENT AGREEMENTNUMBER PURCHASING AUTHORITY NUMBER Cif applimble) STD 213 (Rev. 10/2018) 18 -HEAP -00007 1. This Agreement is entered Into between the Contracting Agency and the Contractor named below: CONTRACTING AGENCY NAME BUSINESS, CONSUMER SERVICES AND HOUSING AGENCY CONTRACTOR NAME The City of Santa Ana 2. The term of this Agreement is: START DATE Upon BCSH Approval THROUGH END DATE 10/31/2021 3. The maximum amount of this Agreement is: $3,690,885.84 4. The parties agree to complywith the terms and conditions of the following exhibits, which are by this reference made a part of the Agreement. EXHIBITS TITLE PAGES ExhibitA Scope Of Work Santa Ana CA 92701 3 Exhibit Budget Detail and Payment Provisions Deputy City Manager CONTRACTOR AUTHORIZED SIGNATURE DATE SIGNED 3 ExhibitC Terms and Conditions 9 ExhibltD Special Terms and Conditions TITLE T i,a,enereuymcorporareaoyrererenceanomaaepartorthis agreementosifattachedhereto. These documents can be viewed of www.dgs.co.gov/ols/resources/standardcontractlanguage.aspx INW NESS WHEREOF, THISAGREEMENTHASSEFNEXECUTEDBYTHEPARTIESHERETO. CONTRACTOR LUN i UAL] UX NAME (a other than an Individual, state whether corporation, partnership, etc) The City of Santa Ana CONTRACTOR BUSINESS ADDRESS CITY STATE ZIP 20 Civic Center Plaza, M-26 Santa Ana CA 92701 PRIMED NAME OF PERSON SIGNING TITLE Robert Cortez Deputy City Manager CONTRACTOR AUTHORIZED SIGNATURE DATE SIGNED CALIFORNIA CONTRACTING AGENCY NAME BUSINESS, CONSUMER SERVICES AND HOUSING AGENCY CONTRACTING AGENCYADDHESS CIT/ STATE ZIP 915 Capitol Mall, Suite 350-A Sacramento CA 95814 PRINTED NAME OF PERSON SIGNING TITLE Alexis Podesta Agency Secretary CONTRACTING AGENCY AUTHORIZTORE VK(y, KI, DATE SIGNED Jr'�ZZ10 20A-6 Paae 1 of 1 EXHIBIT 1 City of Santa Ana 18 -HEAP -00007 Page 1 of 3 Standard Agreement EXHIBIT A AUTHORITY, PURPOSE AND SCOPE OF WORK Homeless Emergency Aid Program (HEAP) 1. Authority Pursuant to Chapter 5 (commencing with Section 50210) of Part 1 of Division 31 of the Health and Safety Code, and all other relevant provisions established under SB 850 (Chapter 48, Statutes of 2018), the State has established the Homeless Emergency Aid Program ("HEAP" or "the Program" or "the grant"). The Program is administered by the California Homeless Coordinating and Financing Council ("Council") in the Business, Consumer Services and Housing Agency ("Agency"). HEAP provides one-time flexible block grant funds to Administrative Entities as defined in the September 5, 2018 HEAP Notice of Funding Availability (NOFA) and Large Cities to address their immediate homelessness challenges. This Standard Agreement along with all its exhibits ("Agreement") is entered into by the Agency and an Administrative Entity or Large City ("Contractor") under the authority of, and in furtherance of the purpose of, the Program. In signing this Agreement and thereby accepting this award of funds, the Contractor agrees to comply with the terms and conditions of the Agreement, the Notice of Funding Availability ("NOW) under which the Contractor applied, the representations contained in the Contractor's application, and the requirements of the authority cited above. 2. Purpose The general purpose of the Program is to provide one-time block grant funding to address the immediate emergency needs of homeless individuals and individuals at imminent risk of homelessness in the service area of each Contractor. In accordance with the authority cited above, an application was made by the Contractor for HEAP funds to be allocated for eligible uses under the grant, which include, but are not limited to, the following: services, rental assistance or subsidies, capital improvements and homeless youth activities. 3. Definitions Terms herein shall have the same meaning as the definitions set forth in the HEAP NOFA. 4. Scope of Work The Scope of Work ("Work") for this Agreement shall include one-time uses that are consistent with Chapter 5 (commencing with Section 50210) of Part 1 of Division 31 of the Health and Safety Code, and all other relevant provisions established under SB 850 (Chapter 48, Statutes of 2018), for eligible uses, which include, but are not limited to, one or more of the following: Homeless Emergency Aid Program NOFA hate: 09/05/2018 20A-7 Contractor's Initials EXHIBIT 1 City of Santa Ana 18 -HEAP -00007 Page 2 of 3 Standard Agreement EXHIBIT A A. Services, B. Rental Assistance or Subsidies, C. Capital Improvements, D. Homeless Youth Set -Aside, E. Administrative Costs, and F. Other 4. Agency Contract Coordinator The Agency's Contract Coordinator for this Agreement is the Council's HEAP Grant Manager or the Grant Manager's designee. Unless otherwise instructed, any notice, report, or other communication requiring Contractor signature for this Agreement shall be mailed by first class mail to the Agency Contract Coordinator at the following address: Business, Consumer Services and Housing Agency Attn: Homeless Emergency Aid Program Grant Manager 915 Capitol Mall, Suite 350-A Sacramento, CA 95814 5. Contractor's Contract Coordinator The Contractor's Contract Coordinator (°Authorized Representative's for this Agreement is listed below. Unless otherwise informed, any notice, report or other communication required by this Agreement will be mailed by first class mail to the Contractor's Contract Coordinator at the following address: Contractor's Hafsa Kaka, Authorized Homeless Services Manager Representative Name: 20 Civic Center Plaza, M-26 Address: Santa Ana, CA 92701 Phone: (714) 640 4245 Email: Hkaka@santa-ana.org Homeless Emergency Aid Program NOFA Date: 09/05/2018 20A-8 EXHIBIT 1 City of Santa Ana 18 -HEAP -00007 Page 3 of 3 Standard Agreement EXHIBIT A 6. Effective Date. Term of Agreement. and Deadlines A. This Agreement is effective upon approval by the Agency (indicated by the signature provided by Agency in the lower left section of page one, Standard Agreement, STD. 213), when signed by all parties. B. All HEAP grant funds must be at least fifty percent contractually obligated by January 1, 2020. One hundred percent of Program funds must be expended by June 30, 2021. Any funds not expended by that date shall be returned to the Agency and will revert to the General Fund (See Health and Safety Code Section 50215). 7. Special Conditions Agency reserves the right to add any special conditions to this Agreement it deems necessary to ensure the goals of the Program are achieved. Homeless Emergency Aid Program NOFA Date: 09/05/2018 20A-9 EXHIBIT 1 City of Santa Ana 18 -HEAP -00007 Standard Agreement Page 1 of 3 EXHIBIT B BUDGET DETAIL AND PAYMENT PROVISIONS Homeless Emergency Aid Program (HEAP) 1. Budget Detail The Contractor agrees that HEAP funds shall be expended on one-time uses that address immediate homelessness challenges. Consistent with the application submitted by the Contractor on September 28, 2018, the Business, Consumer Services and Housing Agency ("Agency") shall award funds in the form of a grant for the following eligible activities: A. Capital Improvements; $3,321,797.26 B. Services: $0.00 C. Rental Assistance or Subsidies: $0.00 D. Homeless Youth Set -Aside: $184,544.29 E. Administrative Costs: $184,544.29 F. Other. $0.00 Total HEAP Award Amount: $3,690,885.84 2. General Conditions Prior to Disbursement General Requirements — All Contractors must submit the following forms prior to HEAP funds being released: LI! C. Request for Funds Form (RFF), Four original copies of the signed STD. D, and 213 form and initialed Exhibits A through Any other documents, certifications, or evidence requested by Agency as part of the HEAP application. 3. Expenditure of Funds Specific requirements and deadlines for contractually obligating and expending awarded funds are defined in the HEAP statutes. Health and Safety Code Sections 50214 and 50215 mandate the following: A. No more than five (5) percent of HEAP funds may be used for administrative costs related to the execution of eligible activities. B. No less than five (5) percent of HEAP funds shall be used to establish or expand services meeting the needs of homeless youth or youth at risk of homelessness. C. No less than 50 percent of HEAP funds shall be contractually obligated by January 1, 2020. D. One hundred percent of HEAP funds shall be expended by June 30, 2021. Homeless Emergency Aid Program NOFA Date: 09/0512018 20A-10 Contractor's Initials EXHIBIT 1 City of Santa Ana 18 -HEAP -00007 Page 2 of 3 Standard Agreement EXHIBIT B E. Any funds not expended by June 30, 2021 shall be returned to Agency and will revert to the General Fund. Homeless Coordinating and Financing Council ("Council") staff will provide ongoing technical assistance and training to support Contractors in successfully complying with these requirements and deadlines. HEAP funds may not be obligated and expended prior to the effective date of this Agreement or prior to Contractor's receipt of HEAP funds, whichever date is later, even ff it is for an eligible use under the statute. Program funds shall be expended in compliance with the requirements set forth in Chapter 5 of Part 1 of Division 31 of the Health and Safety Code and all other relevant provisions established under SB 850, the NOFA, and this Agreement. 4. Disbursement of Funds HEAP funds will be disbursed to the Contractor upon receipt, review and approval of the completed RFF by Agency, which will then forward the RFF to the State Controller's Office ("SCO") for a check to be issued. The RFF must include the proposed activities and amount of funds proposed for expenditure under each eligible use. HEAP funds will be disbursed in a single allocation once the RFF has been received by the SCO. 5. Budget Changes After the effective date of this Agreement, the Contractor agrees that no changes shall be made to the Contractor's HEAP budget, funded homeless service providers ("subrecipients"), or eligible activities listed in the RFF without first obtaining approval from Agency. Any changes to this Agreement must be requested by the Contractor in writing through submission of a Change Request Form. Changes must be approved in writing by Agency. 6. Ineligible Costs HEAP funds shall not be used for costs associated with activities in violation of any law or for any activities not consistent with the intent of the Program and the eligible uses identified in Health and Safety Code Section 50214. Agency reserves the right to request additional information and clarification to determine the reasonableness and eligibility of all costs to be paid with funds made available by this Agreement. If the Contractor or its funded subrecipients use HEAP funds to payfor ineligible activities, the Contractor shall be required to reimbursethese funds to Agency. Homeless Emergency Aid Program NOFA Date: 09/0512018 20A-11 EXHIBIT 1 City of Santa Ana 18 -HEAP -00007 Standard Agreement Page 3 of 3 EXHIBIT B A. An expenditure which is not authorized by this Agreement, or which cannot be adequately documented, shall be disallowed and must be reimbursed to Agency by the Contractor. B. Expenditures for activities not described in Exhibit A or Paragraph 1 above shall be deemed authorized if the activities are consistent with Health and Safety Code Section 50214 and such activities are included in the approved RFF or are approved in writing by Agency prior to the expenditure of funds for those activities. C. Agency, at its sole and reasonable discretion, shall make the final determination regarding the allowability of expenditures of HEAP funds. D. Program funds shall not be used for overhead or planning activities, including Homeless Management Information Systems or Homelessness Plans. 7. Administrative Costs The Contractor must comply with Health and Safety Code Section 50214, which limits administrative costs related to the execution of eligible activities to no more than five percent of HEAP funds. For purposes of this Program, "administrative costs" does not include staff costs directly related to carrying out the eligible activities described in Paragraph 1 of this Exhibit. Homeless Emergency Aid Program NOFA Date: 09/05/2018 20A-12 EXHIBIT 1 City of Santa Ana 18 -HEAP -00007 Page 1 of 9 Standard Agreement EXHIBIT C TERMS AND CONDITIONS Homeless Emergency Aid Program (HEAP) 1. Effective Date. Commencement of Work and Completion Dates A. This Agreement is effective upon approval by Agency, which is indicated by the signature provided by Agency in the lower left-hand comer of page one, Standard Agreement, STD. 213, when signed by all parties. Contractor agrees that the work shall not commence, nor any costs to be paid with HEAP funds be incurred or obligated by any party, prior to execution of this Agreement by Agency and the Contractor, or prior to Contractor's receipt of HEAP funds, whichever date is later. Contractor agrees that the work shall be completed by the expenditure date specified in Exhibit A, Paragraph 6. B. Contractor must contractually obligate no less than 50 percent of HEAP funds by January 1, 2020. One hundred percent of HEAP funds shall be expended by June 30, 2021. Any funds not expended by June 30, 2021 shall be returned to Agency and revert to the General Fund. "Obligate" means that the Contractor has placed orders, awarded contracts, received services, or entered similar transactions that require payment from the grant amount. In the case of an award made to a general purpose local government that subcontracts with private nonprofit organizations via letters of awards and Service Provider Agreements, the Subcontractors are required to obligate the funds by the same statutory deadlines. "Expended" means all HEAP funds obligated under contract or subcontract have been fully paid and receipted, and no invoices remain outstanding. C. Contractor and its Subcontractors agree that the work shall be completed by the expiration date specified in Exhibit A, Paragraph 6 and that the Scope of Work will be provided for the full term of this Agreement. 2. Sufficiency of Funds and Termination A. Agency may terminate this Agreement at any time for cause by giving a minimum of 14 days' notice of termination, in writing, to the Contractor. Cause shall consist of, violations of any terms or conditions of this Agreement, or any breach of contract as described in Paragraph 7; violation of any Federal or State Laws or Regulations; orwithdrawal of Agency's expenditure authority. Upon termination of this Agreement, unless otherwise approved in writing by Agency, any unexpended funds received by the Contractor shall be returned to Agency within thirty days of the Notice of Termination. B. This Agreement is valid and enforceable only if sufficient funds are made available to Agency by legislative appropriation. In addition, this Agreement is subject to any additional restrictions, limitations or conditions, or statutes, regulations or any other Homeless Emergency Aid Program Contractor's Initials NOFA Date: 09/05/2018 20A-1 3 EXHIBIT 1 City of Santa Ana 18 -HEAP -00007 Standard Agreement Page 2 of 9 EXHIBIT C laws, whether federal or those of the State of California, or of any agency, department, or any political subdivision of the federal or State of California governments, which may affect the provisions, terms or funding of this Agreement in any manner. 3. Transfers Contractor may not transfer or assign by subcontract or novation, or by any other means, the rights, duties, or performance of this Agreement or any part thereof, except with the prior written approval of Agency and a formal amendment to this Agreement to affect such subcontract or novation. 4. Contractor's Application for Funds Contractor has submitted to Agency an application for HEAP funds to provide urgently needed emergency assistance to homeless people in communities with a declared shelter crisis or applicable waiver as authorized by Health and Safety Code Section 50212(b). Agency is entering into this Agreement on the basis of, and in substantial reliance upon, Contractor's facts, information, assertions and representations contained in that Application, and in any subsequent modifications or additions thereto approved by Agency. The Application and any approved modifications and additions thereto are hereby incorporated into this Agreement. Contractor warrants that all information, facts, assertions and representations contained in the Application and approved modifications and additions thereto are true, correct, and complete to the best of Contractor's knowledge. In the event that any part of the Application and any approved modification and addition thereto is untrue, incorrect, incomplete, or misleading in such a manner that would substantially affect Agency approval, disbursement, or monitoring of the funding and the grants or activities governed by this Agreement, then Agency may declare a breach hereof and take such action or pursue such remedies as are provided for breach hereof. 5. Reporting/Audits A. The Contractor shall submit an annual report to Agency on forms provided by Agency, by January 1, 2020 and January 1, 2021. If the Contractor fails to provide such documentation, Agency may disencumber any portion of the amount authorized by this Agreement with a 14 -day written notification. The Contractor shall also submit a final report by September 30, 2021. B. The annual report shall contain a detailed report containing the following: 1. Amounts awarded to subrecipients with activity(ies) identified. 2. Contract expenditures. 3. Unduplicated number of homeless persons or persons at imminent risk of homelessness served. Homeless Emergency Aid Program NOFA Date: 09/05/2018 20A-14 EXHIBIT 1 City of Santa Ana 18 -HEAP -00007 Page 3 of 9 Standard Agreement EXHIBIT C 4. Number of instances of service (defined in September 5, 2018 HEAP NOFA. 5. Increases in capacity for new and existing programs. 6. The number of unsheltered homeless persons becoming sheltered. 7. The number of homeless persons entering permanent housing. Breakdowns will be expected for each activity (i.e. services, capital improvements, rental assistance, etc.) and program type (i.e. emergency shelter, rapid re -housing, outreach, etc.) for the supplemental reporting requirements listed above, when applicable. The same information will also be requested specifically for the following subpopulabons, based on priorities defined by the U.S. Department of Housing and Urban Development (HUD): 1. Chronically homeless 2. Homeless veterans 3. Unaccompanied homeless youth 4. Homeless persons in families with children Counts by subpopulation will not be required in cases where that information is unavailable, but it is expected in cases where client information is entered in a Homeless Management Information System (HMIS). Additional breakdowns for other subgroups (e.g. race, ethnicity, disability status, etc.) are optional, if the Contractor chooses to include them. The Contractor will also be asked to comment on the following: 1. Progress made toward local homelessness goals. 2. The alignment between HEAP funding priorities and "Housing First' principles adopted by the Homeless Coordinating and Financing Council 3. Any other effects from HEAP funding that the CoC or large city would like to share (optional). C. Agency reserves the right to perform or cause to be performed a financial audit. At Agency request, the Contractor shall provide, at its own expense, a financial audit prepared by a certified public accountant. HEAP administrative funds may be used to fund this expense. 1. If a financial audit is required by Agency, the audit shall be performed by an independent certified public accountant. 2. The Contractor shall notify Agency of the auditor's name and address immediately after the selection has been made. The contract for the audit shall allow access by Agency to the independent auditor's working papers. 3. The Contractor is responsible for the completion of audits and all costs of preparing audits. 4. If there are audit findings, the Contractor must submit a detailed response acceptable to Agency for each audit finding within 90 days from the date of the Homeless Emergency Aid Program NOFA Date: 09/05/2018 20A-15 EXHIBIT 1 City of Santa Ana 18 -HEAP -00007 Standard Agreement Page 4 of 9 EXHIBIT C audit finding report. 6. Retention and Inspection of Records A. The Contractor agrees that Agency or its designee shall have the right to review, obtain, and copy all records and supporting documentation pertaining to performance of this Agreement. The Contractor agrees to provide Agency or its designee, with any relevant information requested. The Contractor agrees to permit Agency or its designee access to its premises, upon reasonable notice, during normal business hoursforthe purpose of interviewing employeeswho might reasonably have information related to such records and inspecting and copying such books, records, accounts, and other materials that may be relevant to a matter under investigation for the purpose of determining compliance with the Chapter 5 of Part 1 of Division 31 of the Health and Safety Code and all other applicable requirements established under SB 850, HEAP program guidance document published on the website, and this Agreement. B. The Contractor further agrees to retain all records described in Paragraph A for a minimum period of five (5) years after the termination of this Agreement. 1. If any litigation, claim, negotiation, audit, monitoring, inspection or other action has been commenced before the expiration of the required record retention period, all records must be retained until completion of the action and resolution of all issues which arise from it. 7. Breach and Remedies A. The following shall each constitute a breach of this Agreement: 1. Contractor's failure to comply with the terms or conditions of this Agreement. 2. Use of, or permitting the use of, HEAP funds provided under this Agreement for any ineligible activities. 3. Any failure to comply with the deadlines set forth in this Agreement. B. In addition to any other remedies that may be available to Agency in law or equity for breach of this Agreement, Agency may: 1. Bar the Contractor from applying for future HEAP funds; 2. Revoke any other existing HEAP award(s) to the Contractor; 3. Require the return of any unexpended HEAP funds disbursed under this Agreement; 4. Require repayment of HEAP funds disbursed and expended under this Agreement; 5. Require the immediate return to Agency of all funds derived from the use of HEAP funds including, but not limited to recaptured funds and returned funds; Homeless Emergency Aid Program NOFA Date: 09/05/2018 20A-16 EXHIBIT 1 City of Santa Ana 18 -HEAP -00007 Page 5 of 9 Standard Agreement EXHIBIT C 6. Seek, in a court of competent jurisdiction, an order for specific performance of the defaulted obligation or the appointment of a receiver to complete the technical assistance in accordance with HEAP requirements; and 7. Seek such other remedies as may be available under this Agreement or any law. 8. All remedies available to Agency are cumulative and not exclusive. 9. Agency may give written notice to the Contractor to cure the breach or violation within a period of not less than 15 days. 8. Waivers No waiver of any breach of this Agreement shall be held to be a waiver of any prior or subsequent breach. The failure of Agency to enforce at any time the provisions of this Agreement, or to require at any time, performance by the Contractor of these provisions, shall in no way be construed to be a waiver of such provisions nor to affect the validity of this Agreement or the right of Agency to enforce these provisions. 9. Nondiscrimination During the performance of this Agreement, Contractor and its subcontractors shall not unlawfully discriminate, harass, or allow harassment against any employee or applicant for employment because of sex (gender), sexual orientation, gender identity, gender expression, race, color, ancestry, religion, creed, national origin (including language use restriction), pregnancy, physical disability (including HIV and AIDS), mental disability, medical condition (cancer/genetic characteristics), age (over 40), genetic information, marital status, military and veteran status, and denial of medical and family care leave or pregnancy disability leave. Contractors and subcontractors shall ensure that the evaluation and treatment of their employees and applicants for employment are free from such discrimination and harassment. Contractor or subcontractors shall comply with the provisions of the Fair Employment and Housing Act (Government Code section12990 (a -f) et seq.) and the applicable regulations promulgated thereunder (Califomia Code of Regulations, Title 2, section 7285 et seq.). The applicable regulations of the Fair Employment and Housing Commission implementing Government Code section 12990 (a -f), set forth in Chapter 5 of Division 4 of Title 2 of the California Code of Regulations, are incorporated into this Agreement by reference and made a part hereof as if set forth in full. Contractor and its subcontractors shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other agreement. 10. Conflict of Interest All participants are subject to State and Federal conflict of interest laws. Failure to comply with these laws, including business and financial disclosure provisions, will result in the application being rejected and any subsequent contract being declared void. Other legal action may also be taken. Applicable statutes include, but are not Homeless Emergency Aid Program NOFA Date: 09/05/2018 20A-17 EXHIBIT 1 City of Santa Ana 18 -HEAP -00007 Standard Agreement Page 6 of 9 EXHIBIT C limited to, Government Code section 1090 and Public Contract Code, sections 10410 and 10411, for State conflict of interest requirements. A. Current State Employees: No State officer or employee shall engage in any employment, activity, or enterprise from which the officer or employee receives compensation or has a financial interest, and which is sponsored or funded by any State agency, unless the employment, activity, or enterprise is required as a condition of regular State employment. No State officer or employee shall contract on his or her own behalf as an independent contractor with any State agency to provide goods or services. B. Former State Employees: For the two-year period from the date he or she left State employment, no former State officer or employee may enter into a contract in which he or she engaged in any of the negotiations, transactions, planning, arrangements, or any part of the decision-making process relevant to the contract while employed in any capacity by any State agency. For the twelve-month period from the date he or she left State employment, no former State officer or employee may enter into a contract with any State agency if he or she was employed by that State agency in a policy-making position in the same general subject area as the proposed contract within the twelve-month period prior to his or her leaving State service. C. Employees of the Contractor: Employees of the Contractor shall comply with all applicable provisions of law pertaining to conflicts of interest, including but not limited to any applicable conflict of interest provisions of the California Political Reform Act, Government Code section 87100 et seq. 11. Druq-Free Workplace Certification Certification of Compliance: By signing this Agreement, Contractor, and its subcontractors, hereby certify, under penalty of perjury under the laws of State of California, compliance with the requirements of the Drug -Free Workplace Act of 1990 (Government Code 8350 et seq.) and have or will provide a drug-free workplace by taking the following actions: A. Publish a statement notifying employees and subcontractors that unlawful manufacture, distribution, dispensation, possession, or use of a controlled substance is prohibited and specifying actions to be taken against employees, contractors, or subcontractors for violations, as required by Government Code section 8355(a)(1). B. Establish a Drug -Free Awareness Program, as required by Government Code section 8355(a)(2) to inform employees, contractors, or subcontractors about all of the following: 1. The dangers of drug abuse in the workplace, Homeless Emergency Aid Program NOFA Date: 09/05/2018 20A-18 EXHIBIT 1 City of Santa Ana 18 -HEAP -00007 Page 7 of 9 Standard Agreement EXHIBIT C 2. Contractor's policy of maintaining a drug-free workplace, 3. Any available counseling, rehabilitation, and employee assistance programs, and 4. Penalties that may be imposed upon employees, contractors, and subcontractors for drug abuse violations. C. Provide, as required by Government Code section 8355(a)(3), that every employee and/or subcontractor who works under this Agreement: 1. Will receive a copy of Contractor's drug-free policy statement, and 2. Will agree to abide by terms of Contractor's condition of employment or subcontract. 12. Child Support Compliance Act For any Contract Agreement in excess of $100,000, the Contractor acknowledges in accordance with Public Contract Code 7110, that: A. The Contractor recognizes the importance of child and family support obligations and shall fully comply with all applicable state and federal laws relating to child and family support enforcement, including, but not limited to, disclosure of information and compliance with earnings assignment orders, as provided in Chapter 8 (commencing with section 5200) of Part 5 of Division 9 of the Family Code; and B. The Contractor, to the best of its knowledge is fully complying with the earnings assignment orders of all employees and is providing the names of all new employees to the New Hire Registry maintained by the California Employment Development Department. 13. Special Conditions — Contractors/Subcontractor The Contractor agrees to comply with all conditions of this Agreement including the Special Conditions set forth in Exhibit D. These conditions shall be met to the satisfaction of Agency prior to disbursement of funds. The Contractor shall ensure that all Subcontractors are made aware of and agree to comply with all the conditions of this Agreement and the applicable State requirements governing the use of HEAP funds. Failure to comply with these conditions may result in termination of this Agreement. A. The Agreement between the Contractor and any Subcontractor shall require the Contractor and its Subcontractors, if any, to: 1. Perform the work in accordance with Federal, State and Local housing and building codes, as applicable. 2. Maintain at least the minimum State -required worker's compensation for those employees who will perform the work or any part of it. Homeless Emergency Aid Program NOFA Date: 09/05/2018 20A-19 EXHIBIT 1 City of Santa Ana 18 -HEAP -00007 Standard Agreement Page 8 of 9 EXHIBIT C 3. Maintain, as required by law, unemployment insurance, disability insurance, and liability insurance in an amount that is reasonable to compensate any person, firm or corporation who may be injured or damaged by the Contractor or any Subcontractor in performing the Work or any part of it. 4. Agree to include all the terms of this Agreement in each subcontract. 14. Compliance with State and Federal Laws Rules Guidelines and Regulations The Contractor agrees to comply with all State and Federal laws, rules and regulations that pertain to construction, health and safety, labor, fair employment practices, environmental protection, equal opportunity, fair housing, and all other matters applicable and/or related to the HEAP program, the Contractor, its Subcontractors, and all eligible activities. Contractor shall also be responsible for obtaining any and all permits, licenses, and approvals required for performing any activities under this Agreement, including those necessary to perform design, construction, or operation and maintenance of the activities. Contractor shall be responsible for observing and complying with any applicable federal, state, and local laws, rules or regulations affecting any such work, specifically those including, but not limited to, environmental protection, procurement, and safety laws, rules, regulations, and ordinances. Contractor shall provide copies of permits and approvals to Agency upon request. 15. Inspections A. Contractor shall inspect any work performed hereunder to ensure that the work is being and has been performed in accordance with the applicable Federal, State and/or local requirements, and this Agreement. B. Agency reserves the right to inspect any work performed hereunder to ensure that the work is being and has been performed in accordance with the applicable Federal, State and/or local requirements, and this Agreement. C. Contractor agrees to require that all work that is determined based on such inspections not to conform to the applicable requirements be corrected and to withhold payments to the subrecipient or Subcontractor until it is corrected. 16. Litigation A. If any provision of this Agreement, or an underlying obligation, is held invalid by a court of competent jurisdiction, such invalidity, at the sole discretion of Agency, shall not affect any other provisions of this Agreement and the remainder of this Agreement shall remain in full force and effect. Therefore, the provisions of this Agreement are and shall be deemed severable. Homeless Emergency Aid Program NOFA Date: 09/05/2018 20A-20 EXHIBIT 1 City of Santa Ana 18 -HEAP -00007 Page 9 of 9 Standard Agreement EXHIBIT C B. The Contractor shall notify Agency immediately of any claim or action undertaken by or against it, which effects or may affect this Agreement or Agency, and shall take such action with respect to the claim or action as is consistent with the terms of this Agreement and the interests of Agency. Homeless Emergency Aid Program NOFA Date: 09/05/2018 20A-21 EXHIBIT 1 City of Santa Ana 18 -HEAP -00007 Standard Agreement Page 1 of 1 Exhibit D SPECIAL TERMS AND CONDITIONS Homeless Emergency Aid Program (HEAPI I. All proceeds from any interest-bearing account established by the Contractor for the deposit of HEAP funds, along with any interest-bearing accounts opened by Subrecipients to the Contractor for the deposit of HEAP funds, must be used for HEAP -eligible activities. Consistent with Health and Safety Code Section 50214 (b), no more than five (5) percent of these proceeds may be used for general administrative purposes. At least five (5) percent of these proceeds must be allocated to establishing or expanding services for homeless youth, as defined in HEAP Program documents. 2. Any housing -related activities funded with HEAP funds, including but not limited to, emergency shelter, rapid -rehousing, rental assistance, transitional housing and permanent supportive housing must be in compliance or otherwise aligned with the Core Components of Housing First, pursuant to Welfare and Institution Code Section 8255(b). Homeless Emergency Aid Program NOFA Date: 09/05/2018 20A-22 Contractor's Initials A:cua:a atacrus,rnnsmus�nnntashrmaoosmeheency - ew>ersscoaxnmemeaucnrmencufccoorerntecvuls) - flSOptlLdkBdmffa4 nm S�apG efxl4. I�nI 11�Bi0(9-/WO . F¢nifl Ur.VO �. HOMELESS EMERGENCY AID PROGRAM REQUEST FOR FUNDS FORM Contract Number 1841EAP-00007 Im ke Number 1841P -AP -00007 Expiration Data: 1013112021 Grantee Namr. The City of Santa Ana ('nntaetPerscn: Hafsa Kaka Address: _ 20Civic Center Plaza, M-13 Contact Peffon Tion. _Homeless 4rWres Manager _ CRY: Santa Ana E -mall: Hkakap�santa-anaore 6tate&Zip: CA 92701 Phone No.: 14 6404245 HOMELESS EMERGENCY AID EXPENDITURES BREAKDOWN BUDGET BREAKDOWN Proposed Activitim Approved Budget Services $0.08 50.00 Rental Assistance or Subsidies $0.00 80.00 Capital Improvements 53,321,797.26 $3,321,797.26 Homeless Youth Set -Aside 5184,544.29 5184,544.79 Administrative Costs 5184,54439IF 5194,544.29 Other. 50.00 SO.00 ' Other. 50.00 S0.00 TOTAL: 53,690,885.84 CERTMCATION AtffF PSevafarm,rcemmrolhedea vfayinoaiedge muddeaefrhar Orforn urrve, compX/e,m,dactvuX, mrd rhe on(vinuanQtrffigerarefur rLeryrrynesuN uhleaircs.sa/nM rn the lermx m,drnrrJlouru of OX lclonsorwhe dg,eemenr. l,mr wun r/mram/ahe• finmaua, mfiuudv/rn+mhrmanvn, adX gmuaan aJarryrnaerwlj sv, mrymdJesiau m rriwnal, owl oradmrN4rmrlw permhtes jaJmud ja6earoremenn. fahrckmaaraherww. Robert CorRz Deputy City Manager ',NameofAothonced Persou - - - Date - SlgoataraofAuthorived Person Date ' BCSK USE ONLY Grant ManagemenPRepresentath-e Signature - - Date;; ' 20A-23 20A-24 INSURANCE ON FILE WORK MAY PROCEED EXHIBIT 2 A-2018-221 UNIILINSU AN EEXPIRES CO K % 1 GLERKOF UNCIL GREEMENT WITH MERCY HOUSE LIVING CENTERS TO ""OCT 0 4 209ERATE AN INTERIM EMERGENCY HOMELESS SHELTER Q On the 18'x' day of September, 2018, THIS AGREEMENT was presented to the City Council of 0 GAO the City of Santa Ana, a charter city and municipal corporation organized and existing under the (`°,)" fu .s Constitution and laws of the State of California ("City") detailing the terms and conditions provided below for Mercy House Living Centers, Inc. ("Contractor"), to operate an interim homeless shelter. RECITALS A. The City desires to retain a contractor to administer and operate an interim, low barrier emergency homeless shelter in the City of Santa Ana ("Shelter"). B. Contractor has submitted a proposal that was selected by the City for this purpose. Contractor is qualified by experience, preparation, organization, staffing, and management to operate programs on behalf of homeless individuals, and is familiar with existing homeless services in the City. C. In undertaking the performance of this Agreement, Contractor represents that it is knowledgeable in its field and that any services performed by Contractor under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional contracting firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: SCOPE OF SERVICES a. Contractor shall provide all premises, approvals, facilities, labor, staffing, training, equipment, building improvements, services, and items (collectively, the "Services") appropriate and necessary to fully and adequately perform, and shall perform, the Scope of Services established for the Shelter as described in Contractor's proposal to the City, which is attached as Exhibit A and incorporated in full. All Services shall be performed at a site, included within the City's SB -2 zone (Senate Bill 2 Building Homes and Jobs Act), secured by the Contractor and acceptable to the City, and in accordance with the provisions of this Agreement and all applicable local, state, and federal laws, rules, and regulations. b. Contractor shall ensure that all equipment, as listed in Exhibit A, purchased with funds pursuant to this Agreement, and utilized for and at the Shelter, will be disposed of in accordance with the direction of the City. In addition, all equipment furnished to the Contractor by the City and/or purchased by the Contractor with funds pursuant to this Agreement, will be limited to use within the activities outlined by this Agreement and will remain the property of the City. Upon termination of this Agreement, Contractor will immediately return all equipment to the City or dispose of it in accordance with the direction of the City. EXHIBIT 2 2. EFFECTIVENESS AND TERM OF AGREEMENT This Agreement shall not become effective unless and until a site for the Shelter and Services has been secured by Contractor as evidenced by a signed lease or other signed written instrument to the City's satisfaction, provided that if no site is secured on or before October 31, 2018, this Agreement shall be void and have no force and effect. Such proof of a secured site shall be subject to review and written approval by the City Manager, which on the date approved, the City shall provide a written acceptance to the Contractor ("Effective Date"). The Agreement will commence upon the Effective Date and continue for one year, unless terminated earlier in accordance with Section 15, below. The term of this Agreement may be extended for a period of up to one year by mutual agreement of the parties. 3. START-UP FUNDING AND COMPENSATION a. Upon the Effective Date of this Agreement, City agrees to provide Contractor with up to $650,000 in start-up funding as provided in Exhibit A. b. From and after the Effective Date, City shall pay Contractor the monthly fee of $185,141.67 as compensation for all Services rendered under this Agreement (for year 1). The parties acknowledge that the monthly fees or other related reimbursable items provided in Exhibit A may be adjusted in year 2 of the Agreement, if extended, provided that the total not to exceed amount for the Agreement, specified in subsection 2.c. below, remains unchanged. C. The total sum to be expended under this Agreement, including any extension periods, shall not exceed $6,000,000. This sum is comprised of (1) the amount of $2,871,700 for year 1 costs, (2) $2,628,300 for year 2 costs, if the Agreement is extended, and (3) an annual contingency of $250,000 for additional services and reimbursable items to be provided by Contractor at the sole discretion and approval of the City. A summary of year 1 costs is attached as Exhibit B. d. With the exception of the payment required by Section 3.a., all other payments by City shall be made within forty-five (45) days following receipt of proper invoice evidencing fees, costs or services performed, subject to City accounting procedures. 4. SERVICE DELIVERY MONITORING The City Manager or his or her designee shall have the right to access all activities and facilities operated by Contractor under this Agreement. Facilities include all files, records, and other documents related to the performance of this Agreement. Activities include attendance at staff, board of directors, advisory committee and advisory board meetings, and observation of on- going program functions. Contractor shall permit on-site inspection of the Shelter by City and ensure that Contractor's employees and board members furnish such information, as in the judgment of the City may be relevant to the question of compliance with contractual conditions, or the effectiveness, legality, and achievements of the Services. A 0_�6 EXHIBIT 2 ' • ;_ 010M, Contractor shall provide to the City a weekly written report of the Services, in a format to be approved by the City and as further described in Exhibit A. 6. INDEPENDENT CONTRACTOR Contractor shall, during the entire term of this Agreement, be construed to be an independent contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer-employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Contractor performs the services which are the subject matter of this Agreement; however, the services to be provided by Contractor shall be provided in a manner consistent with all applicable standards and regulations governing such services. Contractor shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. INSURANCE Prior to undertaking performance of work under this Agreement, Contractor shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a. Commercial General Liability Insurance. Contractor shall maintain commercial general liability insurance naming the City, its officers, employees, agents, volunteers and representatives as additional insured(s) and shall include, but not be limited to protection against claims arising from bodily and personal injury, including death resulting therefrom and damage to property, resulting from any act or occurrence arising out of Contractor's operations in the performance of this Agreement, including, without limitation, acts involving vehicles. The amounts of insurance shall be not less than the following: single limit coverage applying to bodily and personal injury, including death resulting therefrom, and property damage, in the total amount of $1,000,000 per occurrence, with $2,000,000 in the aggregate. Such insurance shall (a) name the City, its officers, employees, agents, volunteers and representatives as additional insured(s); (b) be primary and not contributory with respect to insurance or self-insurance programs maintained by the City; and (c) contain standard separation of insureds provisions. b. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $1,000,000 per occurrence. Such insurance shall include coverage for owned, hired and non -owned automobiles. C. Workers' Compensation Insurance. In accordance with the California Labor Code, Contractor, if Contractor has any employees, is required to be insured against liability for workers' compensation or to undertake self-insurance. Prior to commencing the performance of the work under this Agreement, Contractor agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. 20-1227 EXHIBIT 2 d. If Contractor is or employs a licensed professional such as an architect or engineer: Professional liability (errors and omissions) insurance, with a combined single limit of not less than $1,000,000 per claim with $2,000,000 in the aggregate. C. The following requirements apply to the insurance to be provided by Contractor pursuant to this section: (i) Contractor shall maintain all insurance required above in full force and effect for the entire period covered by this Agreement. (ii) Certificates of insurance shall be furnished to the City upon execution of this Agreement and shall be approved by the City. (iii) Certificates and policies shall state that the policies shall not be canceled or reduced in coverage or changed in any other material aspect without thirty (30) days prior written notice to the City. (iv) Where the amounts or coverage provided by the certificates of insurance provides coverage greater than those listed by this Agreement, the amounts provided by the certificates of insurance shall be incorporated by reference into the Agreement. (iv) Contractor shall supply City with a fully executed additional insured endorsement. f. If Contractor fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the City with required proof that insurance has been procured and is in force and paid for, the City shall have the right, at the City's election, to terminate this Agreement. Such termination shall not affect Contractor's right to be paid for its time and materials expended prior to notification of termination. Contractor waives the right to receive compensation and agrees to indemnify the City for any work performed prior to approval of insurance by the City. l:IMEM1OM s1OQ1I-001 YY RI Contractor agrees to and shall indemnify, defend, and hold harmless the City, its officers, agents, employees, consultants, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the operations or willful misconduct of the Contractor or its, subcontractors, agents, employees, or other persons acting on their behalf which relates to the services described in section 1 of this Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution, judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement. This indemnity and hold harmless agreement applies to all claims for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this Section or by reason of the terms of, or effects, arising from this LVA128 EXHIBIT 2 Agreement. The Contractor further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief dueto personal or property rights arises by reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. Contractor's indemnification obligations in this section shall survive expiration of this Agreement. 9. RECORDS Contractor shall keep records and invoices in connection with the work to be performed under this Agreement. Contractor shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any services, expenditures, and disbursements charged to the City for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Contractor under this Agreement. All such records and invoices shall be clearly identifiable. Contractor shall allow a representative of the City to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement during regular business hours. Contractor shall allow inspection of all work, data, documents, proceedings, and activities related to this Agreement for a period of three (3) years from the date of final payment to Contractor under this Agreement. 10. CONFIDENTIALITY If Contractor receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Contractor agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. "Confidential Information" shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is, through no fault of the Contractor disclosed in a publicly available source; (c) is in rightful possession of the Contractor an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Contractor without reference to information disclosed by the City. 11. CONFLICT OF INTEREST CLAUSE Contractor covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with the performance of services specified under this Agreement. 12. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by EXHIBIT 2 first class or certified mail, postage prepaid, or sent by fax or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 With courtesy copies to: To Contractor: City Manager City of Santa Ana 20 Civic Center Plaza Santa Ana, CA 92702 Mercy House Living Centers, Inc. P.O. Box 1905 Santa Ana, CA 92702 Attn: Larry Haynes, Executive Director A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by fax, communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 13. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Contractor regarding the subject matter therein, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Contractor. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Contractor or the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein. K �.' 1 1 EXHIBIT 2 14. ASSIGNMENT With the exception of subcontractors identified in Exhibit A for the provision of certain services, Contractor may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other contractors or consultants retained by City. 15. TERMINATION This Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such event, Contractor shall be entitled to receive and the City shall pay Contractor compensation for all services perfonned by Contractor prior to receipt of such notice of termination. 16. NONDISCRIMINATION Contractor shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities or in connection with any activities under this Agreement. Contractor affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 17. GOVERNING LAW AND VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 18. PROFESSIONAL LICENSES Contractor shall, throughout the tern of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. Contractor shall notify the City immediately and in writing of its inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 19. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and MMU EXHIBIT 2 attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. b. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. CITY OF SANTA ANA Rau odinez City Manager ATTEST: Man's D. fluizar Clerk of the Council APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney By: 7*' m�k John M. Funk Assistant City Attorney RECOMMENDED FOR APPROVAL: Robert Cortez Deputy City Manawr LDA- S2 Title: RECOMMENDED FOR APPROVAL: Robert Cortez Deputy City Manawr LDA- S2 EXHIBIT 2 Exhibit A Santa Ana Interim Emergency Shelter Scope of Services 20A-33 EXHIBIT 2 Interim Emergency Shelter Program Description The Santa Ana Interim Emergency Shelter Program will accommodate up to 200 clients while providing access to a range of programs and supportive services. The Program is designed to provide safe shelter, basic needs, and navigation services to move individuals and families out of homelessness and into permanent housing opportunities. Clients will be admitted with minimal, "low -threshold" requirements so that chronic and vulnerable homeless people in the city of Santa Ana can easily enter and remain in shelter until they can find permanent housing. Those accessing the Interim Emergency Shelter Program will be limited to homeless single men and single women, couples and families living on the streets from the City of Santa Ana. Mercy House will provide weekly outcome reports including at a minimum numbers served, housed, exited with destinations. Mercy House will work with the city to provide additional non-HIPAA Information as requested. Timeline Our usual ramp up time to engage vendors, purchase materials, hire and train staff is 60-90 days. Mercy House will do everything possible to have a soft opening of 50 beds approximately 45 day after activation of a contract. We would strive for the following timeline: 45-60 day 50 beds —soft opening (single adults only) 60-90 days 150 beds (Singles, couples) 90-120 days 200 beds (Singles, couples, and families) Start-up Funding and Monthly Payments City will provide up to $650,000 upon the Effective Date, as defined in the Agreement, forstartup cost followed by a monthly payment to ensure smooth operations. Access to safe shelter The Interim Emergency Shelter Program will be accessible 24 hours a day, seven days/week, 365 days a year. In order to decrease the Impact to the surrounding neighborhood, access to bed availability will be handled through a reservation system. No walk-ins for the Interim Emergency Shelter Program or services will be permitted. Mercy House will provide on-site staff to track daily bed inventory and communicate daily bed vacancies with local service providers. Additionally, a predetermined percentage of beds will be held each night to prioritize referrals from the Santa Ana Police Department. Length of Stay There is no set minimu m or maximum length of stay. However, consistent with national best practices, the goal for length of stay is 30 days or less. Each client will have an Employment and Housing Navigator supporting their progress toward Housing Stabilization. The program is designed to provide this support until a housing option becomes available. However, at any time a client may be exited from the shelter for safety or continual shelter violations. Additionally, if a client exceeds 30 days, an intensified housing location and exit plan strategies will be implemented. 20A-34 EXHIBIT 2 Sleeping Areas Due to the temporary nature of this project, beds provided will be Individual cots. Each client will be assigned a cot and bedding for the length of their stay. Space will be divided to allow for separate sleeping areas for men and women, couples and families. Flexible sleeping space will also be provided for transgendered populations, those dealing with illness or for other special needs populations. Meals Breakfast, lunch, dinner and snacks will be provided for all clients in a central dining area. Mercy House will work the community to attempt to secure donated breakfast, lunch and snack items. Hot meals will be purchased and delivered to the site. These meals will be served to clients of the shelter by both paid staff and volunteers. Hvgiene Facilities Hygiene facilities will be provided on-site including toilets and showers. Clients will be encouraged to utilize these facilities as daily resources to them. Toiletries will be provided by Mercy House to clients as needed. Laundry will be done by paid staff and volunteers at intake and on a weekly basis to ensure a healthy shelter environment. Transportation No walk-ups will receive shelter access. New clients and returning clients will receive direct transportation to and from the shelter daily. It is recommended that there be up to three (3) designated locations that provide ample geographic range for those seeking shelter services in Santa Ana as well as take into consideration community impact and safety considerations. Locations will be selected by the city and police department. Security Mercy House will contract with a state licensed security vendor that will be stationed inside and outside of the shelter property. Mercy House will follow policies and procedures that promote utmost safety for clients, staff, volunteers, and the community and will strive to provide an atmosphere that promotes community, stays alert for signs of conflict, and confronts behaviors before they escalate. The security plan will include a multi -faceted approach involving secured entrances, security searches upon entrance, confiscation of harmful contraband, trained security personnel providing around-the-clock indoor and outdoor coverage, security cameras and lighting. Other program elements that will support security efforts include no walk ups and no loitering policies. 20A-35 EXHIBIT 2 Security will be on site at all times, and will conduct security rounds of the facility as necessary. • Security staff will be stationed both inside and outside the shelter to ensure maximu m coverage. • Program and Security staff will have communication with each other via portable electronic equipment. • Security staff will be contracted through a third party vendor. • Security staff will receive "Homeless Sensitivity Training" through Mercy House's resources. Storage All clients will have access to personal storage space. Each client bed will have a small storage bin for personal items that are needed while staying at the shelter. Additionally, they will have a secured storage bin that will be available to clients through a reservation process or at exit from the program. Additionally, a refrigerated storage area will be available to clients with medication needs. Employment and Housing Navigation Services Upon entering the shelter, each client will be assigned to an Employment and Housing Navigator. The primary function of the Employment and Housing Navigator is to work side-by-side with the client to create a pathway toward permanent housing opportunities, with the ultimate goal of ending their homelessness within a 30 -day timeframe. Additionally, the Employment and Housing Navigator Is to provide resources and support to the client during their stay. Together the Employment and Housing Navigator and the client will complete a Housing Plan, which will guide their efforts toward securing permanent housing opportunities. Meeting weekly, the Employment and Housing Navigatorwill document the client's progress towards actions outlined in the Housing Plan. The Employment and Housing Navigatorwill ensure that all clients have explored all natural supports and mainstream resources that may assist them with securing housing. For clients that are in need of a deeper housing intervention, the navigators will complete an assessment, gather documentation and enter them into the Coordinated Entry System. Daytime Program Activities As a 24-hour Interim Emergency Shelter Program, staff will encourage all clients to stay on-site during the day and to take advantage of the on-site services provided to them during the daytime. The role of Mercy House is to recruit and manage a group of partner agencies specialized in providing an array of supportive services beneficial to Interim Emergency Shelter Program clients. Daytime program activities include but are not limited to, the following: • Access to day -time service providers • Life skills classes and workshops • Indoor and outdoor recreational activities 20A-36 EXHIBIT 2 Services Provided The Interim Emergency Shelter will include at a minimum the following baseline services: Program Layout The shelter project will include Shelter Sleeping Area Pet accommodations •: Dining/Commons Area .• Food storage, refrigeration and prep area .• Security Offices/Station Site Administration and Operations Offices .• Intake and Private meeting Areas Restroom and Shower Areas Laundry Facilities ❖ Client Storage Area to Recreational Opportunities Access to Computers In addition, the site would also feature the following: .• Outdoor Facilities/Areas • Bike Rack Area • Outdoor Commons • Pet Area 5 20A-37 SERVICE PROVIDED PROVIDED BY 1 Intake/Assessment/Housing Navigation Mercy House 2 Diversion Assistance Referral Partner/M ercy House 3 Transportation Services and Assistance Mercy House/ transportation vendor 4 Security Mercy House /security vendor 5 Meals Mercy House/ food vendor 6 Enrichment Activities Mercy House /Service Partner 7 Employment/Job placement Referrals Service Partner 8 Laundry Mercy House 9 Health Care Resources Service Partner 10 Crisis Evaluation/Mental Health Resources Service Partner 11 Drug and Alcohol Treatment Referrals Service Partner 12 Storage Mercy House 13 Resource and Referral services (on/off site) Mercy House/ Service Partners Program Layout The shelter project will include Shelter Sleeping Area Pet accommodations •: Dining/Commons Area .• Food storage, refrigeration and prep area .• Security Offices/Station Site Administration and Operations Offices .• Intake and Private meeting Areas Restroom and Shower Areas Laundry Facilities ❖ Client Storage Area to Recreational Opportunities Access to Computers In addition, the site would also feature the following: .• Outdoor Facilities/Areas • Bike Rack Area • Outdoor Commons • Pet Area 5 20A-37 EXHIBIT 2 Hours of Operation The Interim Emergency Shelter Program is open 24 hours, 365 days per year. These hours of operation will be in effect seven days per week, every week regardless of holidays or weather. 5:00 AM Early Wake Up Call 5:00 AM -8:00 AM Breakfast served 6:00 AM First shuttle for morning drop-offs 7:00 AM Second Wake Up Call 8:00 AM -10:00 PM Commons Area Open 10:00 AM Second (final) shuttle for morning drop-offs 11:00 AM -1:00 PM Lunch served 3:00 PM -4:00 PM Snack served 4:00 PM First shuttle for evening pick- ups 6:00 PM -9:00 PM Dinnerserved 7:00 PM Second shuttle for evening pick- ups 10:00 PM Lights Out in Sleeping Area Admission Criteria All shelter clients must be literally homeless in the City of Santa Ana which will follow the acknowledgement of local preferences as attached. Clients will be admitted through the reservation system. A prospective client must be willing to participate in creating and working a housing plan, follow shelter expectations and maintain appropriate behavior with consideration for other clients of the shelter. All clients must review and sign a copy of the "Shelter Expectation" document prior to entry. Intake staff will assist any clients who may have difficulty understanding or reviewing these expectations. A form of official Identification Is required to verify identity; however, a client will not be denied access to shelter services without one. Employment and Housing Navigators will assist clients in obtaining a California ID, providing each client with a no -cost ID voucher. Additionally, all Shelter Program clients will receive a shelter -specific identification card upon entering the shelter that will be used for readmission during the duration of their stay. Shelter ID components include a photograph, fingerprints, name and other identifying information. 20A-38 Exit Procedures When a client is asked to exit due to violation of shelter expectations, violence, or criminal activity, security will escort the person off the property and those exited will be transported to a self-directed location out of the surrounding area. Grievance Procedure A client can file a grievance to dispute an action or Inaction to address any client/staff conflict within 48 hours. Staff will make every effort to conduct an investigation and make a decision within 10 days. The grievance procedure does not suspend the rules or consequences established in the Program Expectations. Clients have the right to file a grievance without fear of harmful repercussions from staff. All grievances need to be documented on a Grievance Form and submitted to the Program Director. Contact information for Directors is provided on the Grievance Form. Grievances should include the names of all parties involved, a detailed account of the nature of the problem and requested action to be taken. Grievance forms may be obtained from any staff member. Program Directors will make every effort to resolve the conflict or concern with the client and or staff involved. If they are unable to do so they will submit the grievance to the Associate Director. The Associate Director will review grievances submitted and investigate the complaint. The Associate Director will acquire all documentation and interview involved parties as necessary. If the Associate Director feels that there is not enough information to determine if the matter was handled in an unfair manner a formal meeting will be called. At the meeting, the claimant will begin by stating his/her case to a Committee that will include the Associate Director, the Executive Director or his proxy. If necessary the Executive Staff may request a board member to sit on the committee as well. The committee may also request additional information from additional parties involved. The Committee will review all documentation and testimony and make a decision regarding any misconduct or need for repeal of action, if the complaint involves the Executive Staff a board member will take their place on the committee. Good Neizhbor Policv Mercy House is committed to communication with neighbors on an ongoing basis. As part of this commitment, a public inquiry phone number and contact information will be posted. Community stakeholders may call this number for information about the site or to have any questions answered. Any community complaints and/or inquiries about the Interim Emergency Shelter Program will be 20A-39 EXHIBIT 2 recorded and forwarded to the appropriate staff for prompt investigation. Mercy House will be fully committed to an appropriate customer service response and wlII consider the resolution of community complaints a high priority. Mercy House will also create and maintain a program website that will include important information for community stakeholders and clients alike. The website will Include a "Frequently Asked Questions" section which will help to provide instant answers to community concerns. Mercy House will highlight volunteer, in-kind and donation opportunities encouraging community support for the program. Mercy House is committed to communicating and working collaboratively with the Santa Ana police and fire departments through all stages of program implementation -from facility design to program execution. The intention of Mercy House is to be as self-sufficient as possible and minimize the shelters impact on the local police and fire departments. This includes ensuring that staff and security are trained to properly manage and respond to an array of difficult situations that may occur at the shelter. Mercy House will provide an array of services and support that will be beneficial to local police and fire departments. During Phase I, these services Include, but will not be limited, to: • Security Officers stationed both on-site and at shuttle locations • Designated beds reserved each night for law enforcement referrals • Staff Neighborhood Patrol will monitor surrounding area to control issues of loitering, abandoned property, and other blight • Training opportunities on mental Illness, homeless sensitivity or other topics of interest to supplement existing department trainings • Direct referral access to the Coordinated Entry system to assist local law enforcement officers to connect homeless individuals with housing opportunities • Statistical reports on number of clients served, length of stay and/or demographic information Mercy House will be committed to active participation in city and county -wide community events. To the extent that reasonable and feasible representatives of Mercy House will attend meetings of the local Neighborhood Association(s) and local Chamber of Commerce(s) when invited, and communicate with neighborhood and business participants. Additionally, Mercy House may sponsor special events, such as community resource fairs, which will include the community and the neighborhood on various occasions. Staff Plan Mercy House will exercise their best efforts to prioritize Sana Ana residents while hiring for this shelter. The Mercy House Orange County Program Director of Emergency Shelter Program, Services, and Outreach will be responsible for the performance of all Emergency Shelter Program, Services, and Outreach Activities in Orange County. Their primary responsibilities include program management, development, and community relations, which includes supervising the Program Manager of the 20A-40 EXHIBIT 2 Emergency Shelter Program. They will oversee scheduling and coordination of all Shelter sites and services, implement new services, manage the budget, and assist in various aspects of staff's duties. All Shelter operations and staff will be supervised by the full time Program Manager of Emergency Shelter Program. The Manager will be a full time, salaried position with an Associate's Degree and at least 2 years of direct life experience working with long-term homeless, low income, and diverse populations. The Program Manager will be responsible for coordinating program services for the Emergency Shelter Program. Primary responsibilities include supervising support staff. This position may require the transportation of supplies. This position will report directly to the Orange County Program Director of Emergency Shelter Program, Services, and Outreach. The Emergency Services Site Leader will be responsible for overseeing services and activities in the Interim Emergency Shelter Program. They will oversee all shelter activities including logistics and client intake, oversee distribution of services, and assist in coordination of volunteers and supportive services. They will provide support to staff during designated shifts and will assign tasks, oversee administrative duties that support program services. The Site Leader reports directlyto the Emergency Shelter Program and Services Program Manager, reporting any staff or shelter issues as needed. The Emergency Shelter Program Intake Coordinator will be responsible for the reservations, bed inventory, and Intake and diversion for the Emergency Shelter Program. The Employment and Housing Navigator position will require an Associate's Degree and at least 2 years of direct life experience working with long-term homeless, low income, and diverse populations and have working knowledge of mental health and addiction issues. The Employment and Housing Navigator will provide assistance to Shelter clients and conducts an individual assessment of needs, followed by provision of targeted services focused on returning individuals to permanent housing as quickly as possible. The Employment and Housing Navigators will conduct the VI-SPDATassessment, determine eligibility, enters assessment into Central Intake System for prioritization and linkage to housing provider, helps clients obtain necessary documents, and provides individuals with employment guidance and community resources. When clients are referred to other programs, the Employment and Housing Navigator provides a warm hand-off to the service provider. The Emergency Shelter Volunteer Coordinator will be responsible for coordinating volunteer services for the Emergency Shelter Program. The volunteer coordinator will work directly with volunteers, conducts orientation, training and provides support to volunteers at the shelter. The Emergency Services Program Logistics Support Coordinator will be responsible for providing supportive services and logistical support to the Emergency Shelter Program during designated shifts. This position will require a flexible work schedule including weekend, morning, evening, and holiday shifts to provide optimal coverage during Shelter hours. This position will report directly to the Emergency Shelter Program and Services Program Manager. This position will assist with shelter setup 20A-41 EXHIBIT 2 and maintenance, general cleanliness and safety of facility, assisting and receiving orders from vendors, posting and updating signs and service calendars, and more as needed. The Emergency Services Overnight Coordinator will be a part time position that covers overnight shifts at the Emergency Shelter Program. They resolve conflicts and file Incident reports as necessary, report violations and general events in the daily log. They also oversee the cleaning crew and conduct property checks. The Overnight Coordinator provides general support for clients, ensuring their safety during the night. The Data Entry Specialist is responsible for the data input and reporting for the Emergency Shelter Program. The objective of this position is to meet and manage our HMIS data and reporting requirements. Volunteers will assist with daily ongoing operations of the shelter as needed. Approximately 8 -10 volunteers will be needed 7 days per week. Volunteers will be assisting with set-up, clean-up, preparing and serving meals, intake, laundry, daytime activities, reservation calls, administrative duties and donations. Recommended Shelter Operation Staff and Security Coverage Time of Day Staff Count Security Count 6:00:00 AM 4 2 7:00:00 AM 4 2 8:00:00 AM 4 2 9:00:00 AM 3 2 10:00:00 AM 4 2 11:00:00 AM4 2 12:00:00 PM 4 2 1:00:00 PM 5 2 2:00:00 PM 5 4 3:00:00 PM 4 4 4:00:00 PM 5 4 5:00:00 PM 5 4 6:00:00 PM 5 4 7:00:00 PM 5 4 8:00:00 PM 4 4 9:00:00 PM 4 4 10:00:00 PM 3 4 11:00:00 PM 3 3 12:00:00 AM 3 3 1:00:00 AM 3 3 3:00:00 AM 3 3 4:00:00 AM 3 3 5:00:00 AM 4 3 10 20A-42 EXHIBIT 2 Staff Training All Emergency Shelter Program staff will be trained when hired in emergency evacuation, first aid procedures, mandated reporting policies, crisis intervention, and CPR procedures. This training will be repeated and updated annually and as needed. Staff may receive additional training on different topics as opportunities arise and are needed. Each staff member also receives on-going in-service training in crisis management, strength based approaches, and trauma informed care, motivational interviewing, mediation, and positive communication skills. Security staff will be provided sensitivity training to better equip them to work with homeless clients, and those in crisis. 11 20A-43 EXHIBIT 2 ATTACH M ENT A JOB DESCRIPTIONS 12 20A-44 EXHIBIT 2 Mercy House Orange County Program Director of Emergency Shelter Programs, Services and Outreach Job Description Introduction: O.C. Program Director of Emergency Shelter Programs, Services, and Outreach is responsible for the performance of all Emergency Shelter Program, Services and Outreach Activities in Orange County. Primary responsibilities include program management, program development, and community relations. This includes supervising the Emergency Shelter Program Manager, This position requires a flexible schedule especially during the winter months (weekend, morning, evening and holiday shifts). This position may at times require transportation of supplies to shelter locations. The O.C. Program Directors report directly to the Associate Director. Qualifications: Associate's Degree and at least 2 years of direct life experience working with long-term homeless, low income, and d iverse populations and have a working knowledge of mental health and addiction issues. Possess a high level of tolerance and understanding for individuals who present for services with urgent multiple case management and health needs. Ability to perform crisis intervention as needed; clearly communicate information and instructions verbally and in written form; maintain a positive, professional and safe environment while on duty; and establish and maintain effective working relationships with others. Valid CA drivers license, proof of insurance and reliable vehicle is required. Program Management and Development Goal: Oversee the development and implementation of all program services forour Emergency Shelter Program to ensure quality delivery of services. • Maintain performance of existing shelter services • Oversee the scheduling and coordination of all Shelter Sites • Ensure strong communication between Staff and Partner agencies • Oversee coordination of shelter activities and distribution of services • Provide monthly reports to the Associate Director • Develop new partnerships with other agencies in order to enhance our current services • Oversee implementation of new services • Implement new services • Manage Budget • Oversee Purchases, Vendor Bids and MOU's Staff Management Goal: Manage Identified Staff facilitating optimal performance. • Manage and supervise Shelter and Services Program Managers • Assist in various aspects of staffs duties • Provide support and guidance when necessary • Provide support for crisis/conflict intervention • Coordinate trainings and orientations when needed • Conduct Meetings monthly • Meet with identified staff individually when necessary • Review and evaluate performances • Conduct midyear and annual review Outreach Services ' Goal: Provide leadership in critical support in the development and implementation of Outreach Services 13 20A-45 • Brainstorm, research and assist in the development our outreach strategy • Oversee implementation of our Outreach Program. • Assist with Front Door Calls when necessary Community Relations Goal: Positively advance agencies reputation In the broader community. • Maintain active involvement with neighbors and program partners • Maintain active involvement with community service organizations Miscellaneous • Provide creative input to the Executive and Associate Directors • Participate in networking functions • Attend appropriate training workshop as needed • Attend appropriate house and staff meetings • Complete ad hoc projects as appointed by Supervisor 14 41 A A EXHIBIT 2 Program Manager - Emergency Shelter Program and Services Job Description Introduction: This Program Manager is responsible for coordinating program services for the Emergency Shelter Program. This position requires dependability, responsibility, organizational skills; and strong written and verbal communication skills. Primary responsibilities include program management, program development, and outreach and community relations and reports to the O.C. Program Director of Emergency Shelter Program, Services, and Outreach Programs. This position includes supervising support staff and requires a flexible schedule (weekend, morning, evening and holiday shifts). This position may require the transportation of supplies. Fluency in Spanish is a significant value. Qualifications: Associate's Degree and at least 2 years of direct life experience working with long-term homeless, low income, and diverse populations and have a working knowledge of mental health and addictions issues. Possess a high level of tolerance and understanding for individuals who present for services with urgent multiple case management and health needs. Abilityto perform crisis intervention as needed; clearly communicate information and instructions verbally and in written form; maintain a positive, professional and safe environment while on duty, and establish and maintain effective working relationships with others. Valid CAdriver's license, proof of insurance and reliable vehicle Is required. Emergency Shelter Program Goal: Ensure that the Shelter runs smoothly and that we maintain accurate data and strong communication with community partners. • Oversee Client Services • Coordinate calendar and services provided by partner agencles • Support all aspects of operations including direct client services when necessary • Oversee the collection and distribution of donations • Assist with monitoring facility security and maintenance • Ensure enforcement of our good neighbor policies • Assist with securing necessary resources • Oversee collection, input and distribution of intakes / summary sheets / reports • Provide support with community resources and referrals • Develop new partnerships with other agencies in order to enhance our current services • Manage program budget • Facilitate Shelter and Partnership Meetings. 15 20A-47 EXHIBIT 2 Management • Goal: Manage Identified Program Staff, Interns and Volunteers facilitating optimal performance. • Manage and supervise support staff In all of their duties • Assist in various aspects of staffs duties • Assist in coordinating and managing on-site volunteers • Assist in coordinating and managing special group events and holiday events • Provide crisis/conflict intervention • Coordinate trainings and orientations when needed • Conduct 90 day, midyear, and annual reviews. Community Relations • Goal: Positively advance Agencies reputation in the broader community. • Maintain active Involvement with neighbors and program partners • Maintain active involvement with community service organizations Miscellaneous • Must participate in networking functions and community meetings. • Attend staff meetings and training workshops as needed • Assist with general duties (stocking supplies, copies, fax, phone calls, etc.) • Enhance job performance by applying up-to-date professional knowledge gained by attending seminars and conferences and reviewing professional publications. • Perform ad hoc projects as appointed by Supervisor 16 KO -• EXHIBIT 2 Emergency Services Site Leader Job Description Introduction: The Emergency Services Site Leader is responsible for overseeing services and activities at the Emergency Shelter Program. Dependability, responsibility, and the ability to communicate effectively and respectfully are mandatory skills. Ability to work effectively with a diverse population; plan, organize and prioritize duties; maintain a positive, professional and safe environment while on duty; and establish and maintain effective working relationships with others. This position requires a flexible work schedule including some weekend, morning and evening and holidayshifts. This position reports directly to the Emergency Shelter Program Manager. Fluency in Spanish is a significant value. Qualifications: Possess a high level of tolerance and understanding for individuals who present for services with urgent multiple case management and health needs. Ability to perform crisis intervention as needed; clearly communicate information and instructions verbally and in written form; maintain a positive, professional and safe environment while on duty; and establish and maintain effective working relationships with others. Associate's Degree preferred but not required. Shelter • Assist in the implementation of all shelter activities to ensure quality delivery of services. • Oversee all shelter activities including logistics and client intakes • Oversee distribution of services and all program services while on duty • Assist in the coordination of volunteers and support services • Oversee the organization of supplies and facilities needs Management • Goal: Support Identified Program Staff facilitating optimal performance. • Support shelter staff during designated shifts • Assist in various aspects of staffs duties • Assist in coordinating and managing special group events and holiday events • Provide crisis/conflict Intervention • Communicate any staff or shelter issues to Program Manager. Administration • Goal: Oversee administrative duties that support program services. • Coordinate supply and service needs • Assist with securing necessary resources • Assist with record keeping and reporting Miscellaneous • Attend staff meetings and training workshops as needed • Assist with genera I duties (stocking supplies, copies, fax, phone calls, etc.) • Enhancejob performance by applying up-to-date professional knowledge gained by attending seminars and conferences and reviewing professional publications. • Perform ad hoc projects as appointed by Supervisor 17 20A-49 EXHIBIT 2 Emergency Shelter Program Intake Coordinator Job Description Introduction: The Emergency Shelter Program Intake Coordinator Is responsible for the reservations, Intake, and bed inventory for the Emergency Shelter Program. This position requires a flexible work schedule including some weekend, morning and evening shifts. Detail -oriented and computer proficient In Microsoft Word and Excel required. Dependability, responsibility, and the ability to communicate effectively and respectfully are mandatory skills. Fluency in Spanish is a significant value. This position reports to the Emergency Shelter Program and Services Program Manager. Qualifications: Strong computer and data processing skills. Ability to work effectively with a diverse population; plan, organize and prioritize duties; clearly communicate information and instructions verbally and in written form; maintain a positive, professional and safe environment while on duty; and establish and maintain effective working relationships with others Possess a high level of tolerance and understanding for individuals who present forservices with urgent multiple case management and health needs. Associate's Degree preferred but not required. Emergency Shelter Program Services • Manage client reservation process • Conduct diversion interviews • Manage intake process • Maintain intake area and ensure daily forms and supplies are stocked and ready prior to shelter opening • Supervise on-site reservation and intake volunteers • Collect client sign -in sheets and intake packets, counting and verifying signatures and enter client information on Daily Summary Sheet Program Reporting Responsible for entering all Bed Nights and Services into data base on a daily basis. Scan and file intake packets and other pertinent documents daily. Generate monthly, quarterly, and annual reports. Miscellaneous • Participate in networking functions • Attend staff meetings • Attend training workshops as needed • Enhancejob performance by applying up-to-date professional and technical knowledge gained by attending seminars and conferences and reviewing professional publications. • Perform ad hoc projects as appointed by Supervisor 18 20A-50 EXHIBIT 2 Employment and Housing Navigator Job Description introduction: The Employment and Housing Navigator provides assistance to individuals that are literally homeless. This assistance includes an individualized assessment of needs, followed by provision of targeted services focused on returning individuals to permanent housing as quickly as possible. The Navigator will conduct an assessment, determine eligibility, enter assessment into Central Entry System for prioritization and linkage to housing provider, help client obtain documents required for housing placement, provide individuals with employment guidance and community resources. Qualifications: Associate's Degree and at least 2 years of direct life experience working with long-term homeless, low income, and diverse populations and have a working knowledge of mental health and addiction issues. Possess a high level of tolerance and understanding for Individuals who present for services with urgent multiple case management and health needs. Ability to perform crisis intervention as needed; clearly communicate information and instructions verbally and in written form; maintain a positive, professional and safe environment while on duty; and establish and maintain effective working relationships with others. Valid CA driver's license, proof of insurance and reliable vehicle is required. Supportive Services • Provide assessment for client within seven days of entering shelter. • Determine eligibility and enter assessment into Central Entry System for prioritization and linkage to housing provider • Assist client with obtaining documents required forhousing placement • While client is at the shelter provide employment linkage, benefits establishment, linkageto community providers for substance abuse, primary and mental health care, and all other services needed to assist clients in reaching their stabilization goals • While client is at the shelter provide strengths based case management and service coordination designed to assist clients in obtaining and maintaining stable housing • Conduct crisis and risk assessments in consultation with supervisor and case management team • Provide crisis Intervention services focused on enhancing the client's' ability to independently problem solve, utilize effective coping skills, and manage and self -coordinate own care • Provide warm hand off to selected housing provider ensuring a smooth transition from the shelter into housing. Documentation • Maintain documentation standards as set forth by the program contract and program policies • Complete progress notes on every meeting with client • Input accurate and complete data into HMIS and update snapshots to reflect client progress • Maintain confidential hard copy case files with all relevant documentation in the appropriate section 19 20A-51 EXHIBIT 2 Emergency Shelter Program Volunteer Coordinator Job Description Introduction: The Volunteer Coordinator is responsible for coordinating volunteer services for the Emergency Shelter Program. This position requires a flexible work schedule including some weekend, morning and evening shifts. Dependability, responsibility, and the ability to communicate effectively and respectfully are mandatory skills for this position. Fluency in Spanish is a significant value. Qualifications: Strong computer and data processing skills. Ability to work effectively with a diverse population; plan, organize and prioritize duties; clearly communicate information and instructions verbally and in written form; maintain a positive, professional and safe environment while on duty; and establish and maintain effective working relationships with others Associate's Degree preferred but not required. Volunteer Coordination Goal: Maintain volunteer retention and satisfaction for the Emergency Shelter Program by ensuring that the volunteer services program is running in an organized manner to promote efficiency and order. • Set up facility for volunteer activities • Greet volunteers • Ensure that volunteers are easily recognizable while volunteering • Workwith staff to assign volunteers to tasks that are vital to the success of the Shelter Program. • Train volunteers to perform required tasks • Ensure that all volunteers are effectively performing assigned tasks, staying on task and behaving appropriately • Check in with volunteers on a regular basis to ensure volunteer satisfaction and resolve any conflicts that may arise • Assist with obtaining volunteer feedback • Assist with volunteer recognition efforts • Assist with program activities, as needed Administration • Ensure that all volunteers have filled out necessary paperwork before they begin their volunteer service • Ensure that all volunteers sign -in and out for each shift • Responsible for making sure all volunteer hours and logged and entered into the data system. Miscellaneous • Attend staff meetings and training workshops as needed • Assist with general duties (stocking supplies, copies, fax, phone calls, etc.) • Enhance job performance by applying up-to-date professional knowledge gained by attending seminars and conferences and reviewing professional publications. • Perform ad hoc projects as appointed by Supervisor. 20 20A-52 EXHIBIT 2 Emergency Services Program Logistics Support Coordinator Job Description Introduction: The Logistics Program Coordinator is responsible for providing supportive services and logistical support to the Emergency Shelter Program during designated shifts. This position requires a flexible work schedule including some weekend, morning and evening and holiday shifts. This position reports directly to the Emergency Shelter Program and Services Program Manager. Dependability, responsibility, and the ability to communicate effectively and respectfully are mandatory skills. Fluency in Spanish is a significant value. Qualifications: Possess a high level of tolerance and understanding for individuals who present for services with urgent multiple case management and health needs. Abilityto perform crisis intervention as needed; clearly communicate information and instructions verbally and in written form; maintain a positive, professional and safe environment while on duty; and establish and maintain effective working relationships with others. Shelter Support • Assist in the implementation of all shelter activities to ensure quality delivery of services. • Assist with shelter setup and maintenance • Assist with general cleanliness and safety of facility Including emptying trash cans and cleaning - up spills. • Assist with receiving and verifying orders from vendor's, completing tally sheets • Post and update signs and service calendars • Audio Equipment set up and monitoring • Assist in the organization of supplies and facilities needs Administration Goal: Oversee administrative duties that support program services. • Assist with keeping detailed daily summary sheets • Assist with record keeping and reporting Miscellaneous • Assist with client services and program activities if necessary • Complete ad hoc projects as appointed by Supervisor 21 20A-53 EXHIBIT 2 Emergency Services Overnight Coordinator Job Description Introduction: The Overnight Coordinator is a part time position that covers overnight shifts at the Emergency Shelter Program. Dependability, responsibility, and the ability to communicate effectively and respectfully are mandatory skills. The position's primary responsibilities include security and program support. This position would include overnight shifts Including weekends and holidays. The Overnight Coordinator reports directly to the Emergency Shelter Program and Services Program Manager. Qualifications: Possess a high level of tolerance and understanding for Individuals who present for services with urgent multiple case management and health needs. Ability to perform crisis intervention as needed; clearly communicate information and instructions verbally and in written form; maintain a positive, professional and safe environment while on duty; and establish and maintain effective working relationships with others. Security Goal: Maintain safety and serenity of residents protecting against external and internal disruptions. • Provide staff presence during assigned shifts • Resolve any conflicts and file incident reports when necessary • Report violations and general events in daily log • Provide necessary emergency support / follow emergency procedures • Oversee cleaning crew • Conduct property checks • Communicate potential concerns with Security Staff to ensure staff and client safety. Program Goal: Assist Program Manager with program functions and activities. • Provide general support for clients • Observe and report concerns • Provide support for on-site volunteers • Supervise evening and morning activities • Organize morning coffee and food 22 20A-54 EXHIBIT 2 Job Description: Data Entry Specialist Introduction: The Data Entry Specialist is responsible for the data Input and reporting forth e Year Round Emergency Shelter Program known as Bridges at Kraemer Place. The objective of this position is to meet and manage our HMIS data and reporting requirements. This position requires a dedicated work schedule, primarily based around a regular work week. This position reports to the Program Manager. Qualifications: Strong computer, typing and data processing skills. Ability to work effectively with a diverse population; plan, organize and prioritize duties; clearly communicate information and Instructions verbally and in written form; maintain a positive, professional and safe environment while on duty, and establish and maintain effective working relationships with others. Possess a high level of tolerance and understanding for individuals who are present for services with urgent multiple case management and health needs. This person must be detail -oriented and computer proficiency in Microsoft Word, Excel, Outlook and Internet -based browsers is required. Dependability, responsibility, and the ability to communicate effectively and respectfully are mandatory skills. Associate's Degree preferred (but not required). Program Data Entry and Reporting • Ensure HMIS intake forms are completed by clients and data is entered into the HMIS • HMIS data quality management • Responsible for entering all Bed Nights, Case Notes and Services Into data base on a daily basis • Scan and file intake packets and other pertinent documents daily • Follow up with staff as needed to ensure needed documents and updated forms are kept to the agencystandard • Assist Housing Navigators and Management team in pulling data as needed and in the enrollment/exit of guests as necessary • Generate weekly, monthly, quarterly, and annual reports that are turned into high-ranking County officials • Meet data entry deadlines in a challenging and constantly changing atmosphere Miscellaneous • Attend staff meetings • Attend County CoC meetings as needed • Attend training workshops as needed • Perform ad hoc projects as appointed by Supervisor 23 20A-55 EXHIBIT 2 ATTACHMENT B SHELTER EXPECTATIONS 24 20A-56 EXHIBIT 2 Sample Shelter Expectations Welcome to Mercy House. We hope your stay with us allows you to begin your path to ending your homelessness. In order to ensure that all guests are able to comfortably work toward that goal, the following expectations need to be followed while in the vicinity of the shelter, on the provided shuttle vans, and while in the immediate area of our shuttle pick-up and drop-off locations. 1. Demonstrate responsibility for yourself, your actions, and your housing plan. 2. Follow all health and safety policies. 3. Guests are expected to meet with their Housing Navigators at least once a week at a scheduled time to discuss their housing plans. The goal is to get you connected to housing resources as quickly as possible. 4. Guests are expected to actively work their housing plan) By signing these expectations, you understand that you are not guaranteed housing by enrolling in this program. Part of your Housing Plan will be to identify tasks that you will need to complete in order to achieve your goal of securing housing. Your Housing Navigator will work alongside you to assist you in connecting with resources and addressing potential barriers. S. Guests are expected to abstain from behavior that is disruptive and unacceptable to others. Examples include: verbal harassment, physical harassment, excessive profanity, threats and/or violent behavior, nudity or obscene behavior, possessing weapons (or items that may be perceived as weapons) or contraband (examples of Items considered contraband can be made available upon request), drug dealing, theft, etc. Serious offenses include but are not limited to: use of racial slurs, sexual harassment, violence, and any other inappropriate physical contact. Serious violations may be result in an Immediate exit from the shelter. If you are asked to leave, a shuttle driver will transport you to a city -approved drop off location. 6. If a guest's behavior is extremely disruptive and staff or security asks you to step outside or remove yourself from an area for de-escalation purposes, you are expected to comply with this request. You will be able to rejoin the group when your behavior is no longer a disruption to the other shelter guests. 7. Guests are expected to return each night before 9:00 pm, unless allowed special circumstance by management (ex: for work or school). Guests are not allowed to miss two consecutive nights or more than 2 nights in any calendar month without clearing the absence with their Housing Navigator. Guests are expected to sign in on a daily basis. Guests may not sign In for others. The program manager may grant excused nights out of the shelter upon request if necessary and appropriate. 8. Photo ID's are required of all registered guests. Mercy House will take photos and thumbprints to produce program ID's for guests, and for security reasons, if necessary. By entering this program, you give your consent to this. If you do not have a California State ID the MH Staff will assist you in acquiring an ID with in the first few days after enrollment. A photo ID of some sort is required to receive a bath towel and is also used when waiting in the dinner line. 25 20A-57 EXHIBIT 2 9. To promote a healthy and clean environment, all guests are required to shower the day they enter the program. Guests must also submit any clothing/bedding items for laundry the day they enter the program. Guests are then expected to maintain their hygiene (including changing into clean clothes when possible), laundry once a week and showering at least twice a week. 10. Every guest will be assigned a laundry day. Guests will be expected to bag their dirty clothes and bundle their bedding on this day to help streamline laundry services. Laundry should be submitted to staff for cleaning by 9:00 AM on this day. 11. Every guest is allowed 1 indoor bin and 1 outdoor bin. Outdoor bins and indoor bins are accessible only during the designated and posted times. Stackable outdoor bins may be no more than 30 lbs. Trash and recycling may not be brought onto the property. Lockers may be made available, but forthe protection of guests' items, no liquids can be stored in them. 12. All prescription medication must be recorded with MH Staff at Intake and stored in your personal storage bin in its original labeled container. Pills or medication NOT matching the original labeled container may be confiscated. No medicinal marijuana will be allowed In your indoor bin at any time. Medical marijuana may only be stored in your outdoor bin with a valid Medicinal Use Card and must be 8 oz, or less. 13. Smoking of tobacco is permitted in the smoking area only. No drugs, paraphernalia, alcohol, or marijuana (recreational or medicinal) will be permitted in or around the shelter. 14. Attend resident meetings and contribute to the community. 15. All guests are expected to be Good Neighbors of the community In which they are served, and have an obligation to comply with all state and 19cal laws and/ or ordinances and behave in a courteous manner at all times. Complaints from residents, business owners, or public officials may result in expulsion from Mercy House Programs. 16. In order to remain Good Neighbors, all guests are expected to use the provided shuttles for transportation on to and off of the property. We practice a strict no -walk-up policy. Guests are expected to remain on the property at all times unless when leaving for the day. All guests are allotted one exit and one entry per day, Including guests who drive their own personal vehicles (unless under approved special circumstances). Violation of this expectation may result in an immediate exit. 17. Guest vehicles may be parked on shelter property, in designated areas, once the vehicle is registered with program. A valid license and Insurance are required. RV's (Recreational Vehicles) are not permitted on-site. Guests with bicycles must use the bicycle racks on the shuttle buses, and allow Mercy House drivers to secure them on the rack. Guests are only allowed one bike per person, and are not allowed to store spare bike parts unless they fit in the outdoor bin. All bicycles brought on property must be registered and photographed. 18. Guests are expected to respect the rest and sleep of their neighbors. When lights are off, indoor voices should be used to limit distractions and not disturb their rest. Likewise, guests are not allowed to use bright lights or play music/watch video with sound in the dorms after lights out. 26 20A-58 EXHIBIT 2 19. Although we respect everyone's right to privacy, we reserve the right to pat down and search all persons as a precaution against any potential security risks. Items considered contraband may be confiscated and/or destroyed. Guests will always need to be searched any time they access their outside bins, bikes or vehicles. 20. Approved pets, service animals and companion animals will only be allowed into the program with explicit permission given by program management team. All pet owners must agree to and follow the guidelines provided in the Animal Expectations, which is a separate document that will begiven upon entry of the animal into the shelter. 21. Neither Mercy House nor any of its vendors are in any way responsible or liable for lost, stolen, or damaged items that guests bring onto premises. Guests are encouraged to keep valuable Items close and guarded, and are asked to turn In found items to the staff at the front desk. We advise that those who choose to use the supplied charging stations to have their electronics clearly marked and/or customized for easy identification, Guests may only charge their electronics at the approved charging stations, and may not remain at the station for any extended amount of time. 22. Cash is never to be given to Staff, Volunteers, or Interns at ANY time. 23. Any guest that does not follow these expectations is jeopardizing their ability to accomplish their housing plan and may be exited from the shelter. Because everyone can make a mistake, when an expectation is not met, staff will clarify any misunderstanding of the expectation and discuss ways that each guest can avoid further violations. If the violations continue Mercy House staff and the guest will meet and create an action plan to support the client to get back on track with their housing plan and meeting these expectations. Guests who have five action plans and continue to violate these expectations will be exited from the shelter. As a result of initialing these expectations and signing this form, I understand that expectations, health and safety policies may change as necessary and that I will be informed of these changes and I am required to abide by these amended policies. I have read the above and agree to follow the Shelter Expectations. Name (please print): Signature: 27 20A-59 Date: EXHIBIT 2 ATTACHMENT C ESTIMATED COSTS 28 20A-60 EXHIBIT 2 Administrative Salaries/ Professional Services .: 200 beds : `7 Executive Director $ 10,000.00 Op erations Director $ 12,000.00 Controller $ 10,000.00 Accounting Clerk $ 20,000.00 HMIS Coordinator/Data Entry Staff $ 46,000.00 Human Resources $ 10,000.00 Administrative Associate $ 10,000.00 CommunitV Resource Manager $ 10,000.00 Program Director $ 18,000.00 Insurance $ 10,000.00 Professional Fees - IT Audit Etc $ 20,000.00 Office supplies, postage, prInting, phories $ 15,000.00 Wi-F! $ 5,000.00 Equipment Rentals $ 4,000.00 Admin Salarles/Professional Services. Totals $ - :,.200,000.00 Operation ='Pro ram Salaries Program Manager of Emergency Shelter and Services $ 50,000.00 Employment and Housing Nav ators $ 168,000.00 Reservation and Intake Staff $ 18,500.00 Volunteer Coordinator :$ 88,000.00 Site Leaders $ 1:17,000.00 Overnight Logistics Coordinator $.. .126,000.00 Logistics Staff $ 244,500.00 Outreach Team $ 18,000.00 Program Sala' Totals $ : ;".780,000.00 Operations and Program Expenses. • Replacement Reserves $ 20,000.00 Trans ortation $ 230,000.00 Faoilit E. enses Lease Costs $� 288,000.00 Janitorial $ 75,000.00 Facility repairs $ 5,000.00 Maintenance Supplies $ 4,000.00 Cleaning Supplies $ 6,000.00 Landscaping $ 3,000.00 Trash Disposal $ 8,500.00 Utilities $ 20,000.00 Shower and Bathroom Trailers. Working an getting these services donated. *price below if need to pay vendor. Security Guards $ 526,000.00 Client Services & Su Iles Support Services/Diversion/Housing Barrier Costs $ 25,000.00 Meals, Snacks and Beverages $ 292,000.00 Paper and Plastic Goods for meals, restrooms etc. $ 25,000.00 Pet Care $ 25,000.00 Laundry/Hygiene $ 10,000.00 Expenses Totals $ 1,562500.00 TEiram B[ O ZG iW, 20A-61 EXHIBIT 2 30 20A-62 Slee in Areas: Cots/bedding for 200 17,500.00 Storage bin 2,500.00 Pet Crates (assumes 10%) 500.00 Secured Stora a Area 200 wheeled bins 6,000.00 Food Pre Ares ' Refrigeration5 3,000.00 Shelving Coffee Urns Serving Utensils Cambros 2,500.00 Dlnnln ArealCommon Area.7777777 Tables / Chairs 5,000.00 TV/ Charging Tables 2,000.00 Staff and Security* Areas Tables / chairs / cabinets 2,500.00 Laptops printers/copier phones 10,000.00 Shelves 500.00 Intake and Meeting Areas Partitions / table and chairs 3,000.00 OutdooeCommons':"' . Patio Tables $ 1,500.00 Urns trash 1,200.00 Laund IJ66itorial.Su Ices Janitorial 2,000. 00 Washer/ Dryers 12,00000 Carts T 11000.00 LCUt ; Cameras i—,66 lighting 65,000.00 Buildiri or'Parkki iotlm rovernents Assumes a 10% contingency of the overall operations budgetfor tenent improvements. Actual costs will be negotiated. $ 250,000.00 EsiYn3 teJ o"veialf- rc eat i'oa2s x . ' ?" aIrk, IM I .9 `•i'g �. � s : t, Estimated One Time Costs .::390,000.00 Estimated Operatlnq Budget 2542 500.00 Total3., 'Shower and Bathroom Trailers ADA single shower restroom Trailer -$4050 a month+ 100 delivery $ 48,700.00 10 Stall Bathroom/8 stall Shower Trailer -11,700 o month + 100 delivery $ 140,500.00 Without access to sewer the charge increases to $150,000 a month to Include waste disposal. 30 20A-62 EXHIBIT 2 ATTACHMENT O LOCAL PREFERENCE 31 20A-63 EXHIBIT 2 ACKNOWLEDGEMENT OF "LOCALS" PREFERENCE The Contractor hereby: 1. Acknowledges that the City of Santa Ana ("City") intends to provide an Interim shelter for local homeless individuals to avoid the necessity, whether actual or perceived, for sleeping, camping, lodging or living on public property not designated for such purposes. 2. Acknowledges that the City's resources are limited and that the City intends that overnight use of the shelter be exclusively for individuals meeting the City -defined criteria for local individuals. 3. Agrees that the City -defined criteria for local individuals are as follows: A. Individuals must meet the Federal Government criteria for being homeless, as defined by Title 42, Chapter 119, Subchapter I, Section 11302(a) of the United States Public Health and Welfare Code. B. Individuals must be City of Santa Ana residents. The residency requirement can be established by fulfilling one or more of the following requirements: 1. Proof of strong ties tothe community, to Include current residency of an immediatefamily member - mother, father, sibling, orgrandparent in the CityofSanta Ana; 2. Proof that the individual attended K-12 school in Santa Ana; 3. Proof that the individual resided on property zoned for residential use in Santa Ana and the individual was on the lease and/or paid utilities necessary for legal use of the property for residential purposes; or 4. Knowledge - either first-hand or recorded - by the Santa Ana Police Department that the Individual has been a member of the Santa Ana homeless community. 4. Acknowledges that the design capacity of the shelter is for 200 persons. 5. Acknowledges that resources are limited and therefore agree that Contractorwill not encourage or seek homeless individuals resid ing outside the City to come to the shelter for services during the day or night. 6. In the case where a homeless Individual being considered for placement also has a current affiliation with a neighboring shelter, Contractor shall use its best efforts to ensure that such individual retain his or her affiliation with that shelter, including without limitations continued residence there. 32 20A-64 EXHIBIT B Yearly Costs* Contingency Total Operations Including Contingency Yearly Costs* Startup Payment Monthly Payments Excluding Contingency and Start-up Payment * as delineated in Exhibit A - Scope of Services IW -110 YEAR 1 2,871,700 250,000 3,121,700 YEAR 2 2,628,300 250,000 2,878,300 $6,000,000 Total for 2 years 2,871,700 (650,000) 2,221,700 185,141.67 20A-65 2,628,300 0 2,628,300 TBD EXHIBIT 2 MERCY -2 OF ID: SD '4t,✓ ®' CERTIFICATE OF LIABILITY INSURANCE GA0912112018Y) TYPE OF INSURANCEIME. 09121/2018 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER, THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(les) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder In lieu of such endorsement(s). PRODUCER Insurance Services, LLC 5611 LittlerDufour Drive Hun Littler Drive Huntington Beach, CA 92649 Stephanie Dufour COMEACT Stephanie Dufour PHONE 714.369-2998 FAX 0 Ev • Ic N0: 714-840-6357 I ADDRESS, Staphanle@dufaurinsurance.com INSURER(S) AFFORDING COVERAGE NAIC# INSURERA:Great American Insurance Coma 16691 INSURED Mercy House Living Centers P.O.Sox 1905 Santa Ana, CA 92702 INSURERB:Great American Insurance Coma 16691 INSURERC:NOVA Casualty Company 42552 [NsuRER°.Great American Insurance Group 37532 Y INSU'=Philadelphialndemni 18058 PAC426088203 PAC426088203 NSURER F: 85102/2018 05102/2019 COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS 18 TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. LTR TYPE OF INSURANCEIME. 400L SUER MauPOLICY NUMBER POLICYP IOLIC JJP UNITS GENERAL ABILITY EACHOCCURRENCE $ 1,000,00 A A X COMMERCIAL GENERALLIFBIUTY CLAIM84AOE Q OCCUR X Prof. Liability y Y PAC426088203 PAC426088203 05102/2018 05/0212018 85102/2018 05102/2019 PREMISES(Ea ocurenea$ 100,00 MED EXP Any Poe mon $ 10,00 PERSONAL a ADV INJURY $ 1,000,00 X Sex AbuselMiscond GENERALAGGREGATE $ 2,000,00 A PAC426088203 05102/2018 05102!2019 GEN'LAGGREGATEUMITAPPLIESPER, X POLICY JFQT P"LOC PRODUCTS-COMPIOPAGG $ 2,000,00 Ded: $0 $ AUTOMOBILE LIABILITY COMBINEOSINGLE LIMIT (Ea a Ids t 11000100 A ANYAUTO Y CAP 188045404 05/0212018 05102/2019 BODILY INJURY (Pei pmecn) $ X ALLAlJT05 NED X AUTOSULED HIRED AUTOS X AUTOS"""`D BODILY INJURY(Per..Id.nt) $ PRR CCIDEAM E S 130,00 Comp/Coll Dad. $ 50 X UMBRELLA LIAB X OCCUR EACH OCCURRENCE $ 5,000,00 B EXCESS LIAR CIAIMSddADE Y UMB 426088303 0510212018 05102/2019 AGGREGATE $ 5,000,00 DEO I X I RETENTION$ 10000 s C E WORKERS COMPENSATION AND EMPLOYERS' LIABILITY Ya ANY PROPRIETORIPARINERIEXECUTNE daoryInftEXCLUOE07 (Mandatory Byea RIPTIOa under OESCRIPTKIN OF OPERATIONS tlelow NIA CF1-WK-10000043.00 (ACCIDENT) PHLY78928850 0210812018 1112112017 0210812019 1112112018 X STAT X TH' DRY LIM E,LECHACCIDEr 1,000,09 E.L OISEASE•EA EMPLOYE $ 1,000,00 E,L DISEASE -POLICY UMR $ 1,000,00 D Cyber Liability Y NLP3642944 01/2912018 0112912019 Per Occ 1,000,00 E D801 EPLI Y PHSD1173663 1011712018 1011712019 Aggregate 1,000,00 DESCMPTIONOPOPERATIONSILOCAnONSIVEHICLES(Attnch ACORDIDI,AddiUonal Ramarke Schedule,ifmoe.pocaler,ulrad) (I - p City of Santa Ana, its officers, employees, agents, volunteers and I P�.-w'nJ'r,/ representatives are named additional insureds with respect to the operations LL//�� of the named insured 6 this policy is primary per the attached endorsement. )���� �m , Workes compensation coverage excluded, evidence only. 10 days notice of ay�'Vp cancellation for non-payment o£ premium._ /VI q (a,liIii City of Santa Ana Frank Hernandez 20 Civic Center Plaza Box 1988 Santa Ana, CA 92702 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE ©19BB-2010 ACORD ACORD 25 (2010105) The ACORD name and logo are registered marks of ACORD 41 N .., HOLDER CODE MERCY-2 PAGE NOTEPAD: INSURED'S NAME Mercy House Living Centers OP ID: SD Data 0912112018 Coverage applies to: CDBG Grants ESG Grants RPRP Grants ASID Interim Family Shelter- 2300 Redhill, Santa Ana, CA 92705 (added 9/22/2015) 20A-67 C S9`05/08l18`PAC42608802253' Hffl-PyfF ?AT AMERICAN INSURANCE 00 IMAGE COPY CG 20 01 (Ed. 04 13) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. PRIMARY AND NONCONTRIBUTORY - OTHER INSURANCE CONDITION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART The following is added to the Other Insurance Condition and supersedes any provision to the contrary: Primary and Noncontributory Insurance (1) the Additional Insured Is a Named Insured under such other Insurance; and (2) you have agreed In writing in a contract or This Insurance is primary to and will not seek agreement that this Insurance would be contribution from any other insurance avail- primary and would not seek contribution able to an additional insured under your policy from any other insurance available to the provided that: Additional Insured. Copyright, ISO Properties, Inc., 2012 CG 20 01 (Ed. 04/13) 417 EXHIBIT 2 MERCY -2 OP ID: SD CERTIFICATE OF LIABILITY INSURANCE DA09/21/2018Y 09!21/2018 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder Is an ADDITIONAL INSURED, the polley(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, Certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder In Ileo Of such endorsement(s). PRODUCER Dufour Insurance Services, LLC 5611 Littlor Drive Huntington Beach, CA 92649 Stephanie Dufour CONTACT Stephanie Dufour '- WHE.n.714-369.2998 _ Fac,Na1: 714-840.6357 %Drt1E ss. Stephanie@dufourinsurance.Com - — A _ INSURERISIAFFORDINGCD%ERAGE NAICR INSURERA:Great American Insurance Com as 16691 INSURED Mercy House Living Centers P.O. Box 1905 Santa Ana, CA 92702 INsuRERa:Great American Insurance Compa 16691 INSURER c: NOVA Casual Company 42552 INSURER D: Great American Insurance Group 37532 INSURER E: Philadelphia Indemnity 18058 INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED, NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT 1MTH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. SR '- .. BR I POLICY EFF POLIOY EXP UNITS TYPE OF INSURANCEPOLICY NUMBER Mh4DD0YYYY MID IVYYY ACCORDANCE WITH THE POLICY PROVISIONS. GENERAL LIABILITYEACH 20 Civic Center Plaza Box 1988 AUTNOR¢EO REPRESENTATIVE Santa Ana, CA 92702 OCCURRENCE $ 1,000,00 A X COMMERCIAL GENERAL LI ABILITY Y PAC426OBB203 05/02/2018 05/02/2019 PREMISES TES fEa occurtence E 100,000 CLAIMS -MAGE OCCUR MEDEXP(An ane person) S 10,000 A X Prof. Liability PAC426088203 OW0212018 0510212019 PRsCNAL&ADVINJURY $ 1,000,000 X Sex Abuseimiscond GENERALAGGREGATE E 2,000,000 A PAC426OBS203 0510212018 05/0212019 PRODUCTS-COMP/OPAGG $ 2,000,000 . GENLAGGREGATEUMITAPPLIES PER Dad: $0JECT ,S X-1 POUCY I PRO -LOC I AUTOMOBILE LIABILITY �MaBeINtlEEDSINGL LIMIT 1,0001000 80DILY INJURY(Perpemon) E A ANY AUTO Y CAP 188045404 05/0212018 05/0212019 (� ALL OWNE,,.,r, SCHEDULED AUTOX H RE SAUTOS�� NOtJDOKN L. AUTO$ BODILY INJURY (Per acaidenq _ E PFOPERTY DA4u1�E PERACCIDE S 130,000 Comp/Coll Dad. S 50 X j UMBRELLA LIARX OCCUR ( EACH OCCURRENCE_ S 5,000,OD0 AGGREGATE E 5,000,00.0 B EXCESS LIAB CLAIMS -MADE Y �UMS 426OBB303 05/02/2018 05102f2019 __ E OED X RETENTIONS 10000 C E WORKERS COMPENSATION ANO EMPLOYERS' LIABILRY ANY PROPRIETOR/PARTNER,EXECUTIVEYIN OFFICER/MEMBER EXCLUDED? (Mandaaryle NH) NIA � CFt-WK-10000043-00 ,(ACCIDENT) PHLY78928850 02/08/2018 11/2112017 02/0812019 11/2112018 X O STATU- X TH- E_L,EACHACCIDENT - S 1,000,00 E.L.DISEASE-EA EMPLOYes 1,000,000 E.L DISEASE -POLICY UMI7 E 1,000,000 H yyes. deecnba antler DE SCRIPTIONOFOPERATIONSIebw D Cyber Liability Y NLP3642944 01/29/2018 0112912019 Per Doc 1,000,00 E D&0/ EPLI Y �PHSD1173663 10/17/2018 10/1712019 Aggregate 110001000 DESCRIPTION OF OPERATIONS I LOCATIONSI VEHICLES (Attach ACORD i 1, Additional RemoMa Sehedele, Rmore apace is required) City of Santa Ana, its officers, employees, agents, volunteers and representatives are named additional insureds with respect to the operations of the named insured & this policy primary per the aendorsement. 10 d, evidence only. 10 days notice of Workes compensation coverage excluded, cancellation for non-payment of premium. io [aa(IS� CFRTIFICATF IIrH TIFF? CANCELLATION ©1988.2010 ACORD CORPORATION. All rights reserved. ACORD 26 (2010/D5) The ACORD name and logo are registered marks of ACORD 20A-69 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Cit of Santa Ana Y ACCORDANCE WITH THE POLICY PROVISIONS. Frank Hernandez 20 Civic Center Plaza Box 1988 AUTNOR¢EO REPRESENTATIVE Santa Ana, CA 92702 ©1988.2010 ACORD CORPORATION. All rights reserved. ACORD 26 (2010/D5) The ACORD name and logo are registered marks of ACORD 20A-69 NOTEPAD. HOLDER CODE MERCY -2 PAGE INSURED'S NAME Mercy House Living Centers OP ID: SD Dam 09121/2018 Coverage applies to: '— CDHG Grants SSG Grants HPRP Grants AND Interim Family Shelter- 2300 Redhill, Santa Ana, CA 92705 (added 9/22/2018) 20A-70 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: NOVEMBER 20, 2018 TITLE: CONTRACTS AWARD FOR DELL DESKTOP COMPUTERS, LAPTOPS, MOBILE TABLETS & RELATED EQUIPMENT (SPECIFICATION NO. 18-074) (STRATEGIC PLAN NO. 6, 1) CI ANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 15' Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Award contracts for the purchase of Dell desktop computers, laptops, mobile tablets and related equipment for a one-year period expiring November 30, 2019, with provision for four one-year renewals exercisable by the City Manager, in an annual aggregate amount not to exceed $400,000, subject to non -substantive changes approved by the City Manager and City Attorney, with the following vendors: Vendor Location 2nd Gear, LLC Costa Mesa, CA Dell Computer Corp. Austin, TX DISCUSSION The City of Santa Ana's Information Technology Department is responsible for the administration of a wide range of information technology solutions including technology hardware, infrastructure, application software, and client desktop support services. In 2014, the City of Santa Ana implemented its Personal Computer (PC) Longevity plan, upgrading to current technology and implementing innovative efficient technology throughout the organization. The PC longevity roadmap was a phased approach with phase I, fully employed 2014, replacing old, obsolete desktop computers and phase II, completed in 2018, addressing improvements to enterprise operations, upgrading networking equipment, servers and storage. Dell computers have been the standard for desktop and laptop computers for the City since 2007 when they were selected after comparing their offerings to other competitors. Keeping in line with the PC plan and to allow the use and the benefits of next -generation office environments while simplifying technical support issues, it is essential to maintain staff computer equipment. Computers, laptops and mobile tablets are purchased and deployed on an as -needed basis by the Information Technology Department, preventing a proliferation of aging, obsolete, out -of - warranty, unsupported, and incompatible systems. 22A-1 Contracts Award for Dell Desktop Computers, Laptops, Mobile Tablets & Related Equip. November 20, 2018 Page 2 In addition to building next generation digital capabilities while using best -value technology, the option to purchase Dell certified refurbished desktop computers is also included in this contract. With technology advancing, the average two-year-old desktop computer has more than enough computer horsepower to meet staff needs for the next three years. Certified refurbished computers with a three-year warranty will meet these types of needs. The notice inviting bids was advertised on September 14, 2018, on the City s online bid management and publication system. A summary of the bid invitations and bids received is as follows: 235 Vendors were notified 28 Vendors downloaded the bid packet 4 Bids received 0 Bid received from a Santa Ana vendor Bids were solicited, opened on October 4, 2018, and evaluated (Exhibit 1). The bids received from the recommended vendors are responsive to the specifications, meet the City's requirements. Outreach Efforts A search of local Santa Ana vendors providing Dell computers for business/ government solutions was conducted and produced no results. STRATEGIC PLAN ALIGNMENT Approval of this item supports City's efforts to meet Strategic Plan Goal #6 — Community Facilities & Infrastructure, Objective #1 (establish and maintain a Community Investment Plan for all City assets). FISCAL IMPACT Funds for the duration of the contract period, an amount not to exceed $400,000, will be included in various departmental Miscellaneous Operating Expense account (no. 63001) Jack iulla Chie echnology Innovations Officer Info ation Technology Department EG Exhibit: 1. Abstract of Bids APPROVED AS TO FUNDS AND ACCOUNTS: d"� "_ Kathryn Downs, CPA Executive Director DJ Finance and Management Services Agency 22A-2 EXHIBIT 1 Bid Results for Citywide Contract for Dell Computers, Laptops, Mobile Tablets & Related Equip. (18-074) LOCATION CATEGORY A -DESKTOPS Dell Optiplex 5060 SFF Dell Optiplex 7060 SFF XCTO Total CATEGORY B- MONITOR Dell 24 Monitor CATEGORY C- REFURB. DESKTOP Refurb. Dell Optiplex 9010 CATEGORY D- LAPTOPS Dell Latitude 5590 BTX Dell XPS 13 Total CATEGORY E- TABLET PC Dell Latitude 5290 2in1 Dell Docking Station Tablet Keyboard Total *Discount offered on other Dell products *Low Bid 2ND GEAR LLC CDW Government Dell Marketing, L.P Hypertec USA Inc. -osta Mesa, $1,765.09 Round Rock, $1,495.20 CA Vernon Hills, IL TX Tempe, AZ $750.20 $997.01 $705.97 $852.52 $1,175.00 $1,488.13 $1,110.96 $1,359.36 $1,925.20 $2,485.14 $1,816.93 $2,211.88 $191.57 $209.00$180.59 $1,826.95 $196.75 $390.00 No Bid $664.25 No Bid $1,277.58 $1,825.45 $1,202.32 $1,482.62 $1,703.43 $1,765.09 $1,613.86 $1,495.20 $2,981.01 $3,590.54 $2,816.18 $2,977.82 $1,225.26 $1,568.51 $1,949.85 $1,558.85 $136.83 $156.37 $129.99 $146.97 $93.73 $102.07 *Inc] in cost $91.23 $1,455.82 $1,826.95 $2,079.84 $1,797.05 None None None None 22A-3 22A-4 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: NOVEMBER 20, 2018 TITLE: CONTRACT AMENDMENT WITH ADAMSON POLICE PRODUCTS FOR POLICE CONVERSION COMPONENTS (SPECIFICATION NO. 18-096) (STRATEGIC PLAN NO. 6,2) V CITYIMANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 1s' Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Amend the contract with Adamson Police Products to increase the aggregate limit by $25,000 for police conversion components for an amount not to exceed $50,000, through June 30, 2019, subject to non -substantive changes approved by the City Manager and City Attorney. DISCUSSION The Finance and Management Services Agency Purchasing Division establishes an annual blanket order list consisting of vendors that provide supplies and services required by agencies on a recurring basis. Adamson Police Products is one of the approved citywide vendors that provide police vehicle conversion components such as lighting and safety equipment. During the recently completed fiscal years, the Police Department has transitioned to the Ford Interceptor SUV as their standard patrol vehicle. The City has since purchased sixty such vehicles, of which Fleet Services staff must outfit each one with police -related equipment including light bars, sirens, weapon racks, security seating, etc., before releasing them to the Police Department. Adamson Police Products also provides Police recruit supplies and flares. Expenses for police vehicle conversion components, when added to the vendor's fiscal purchases for recruit supplies and flares, will exceed the $25,000 aggregate limit. In order to continue purchasing supplies for Police recruits and flares staff requests approval to increase the aggregate limit for Adamson Police Products by $25,000 for a total amount not to exceed $50,000 to allow for uninterrupted services throughout the rest of the current fiscal year. Staff will be issuing a Request for Proposal (RFP) in the spring to continue the purchase of both Police recruit supplies and police -related vehicle equipment in future years. 2213-1 Contract Amendments with Adamson Police Products for Police Conversion Components November 20, 2018 Page 2 STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #6 — Community Facilities & Infrastructure, Objective #2 (address deferred maintenance on City buildings and equipment). FISCAL IMPACT Funds in the amount of $25,000 for the police conversion components are available in the FY 2018-19 Equipment Replacement account (07010100-66400). APPROVED AS TO FUNDS AND ACCOUNTS: Kat ryn Dow s, CPA Executive Director Finance and Management Services Agency CL/sp 228-2 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: NOVEMBER 20, 2018 TITLE: AWARD A PURCHASE ORDER TO EAST WEST CONSOLIDATED, LLC FOR BALLISTIC ARMOR PLATES & PLATE CARRIERS (SPECIFICATION NO. 18-089) (STRATEGIC PLAN NO. 1,5) CITY MAOAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: ❑ As Recommended ❑ As Amended ❑ Ordinance on 1e Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Award a one-time purchase and payment of purchase order to East West Consolidated, LLC for the purchase of 311 ballistic plates and plate carriers in the amount $62,779, plus a $7,874 contingency to be used by the period ending October 31, 2019, for a total amount not to exceed $70,653, subject to non -substantive changes approved by the City Manager and City Attorney. DISCUSSION As with officers nationwide, Santa Ana Police Officers are tasked with responding to incidents involving subjects armed with firearms and active shooter incidents. Many of the incidents throughout the nation have involved aggressors armed with high powered rifles. Currently the Santa Ana Police Department issues concealable body armor capable of stopping most commercially manufactured hand gun ammunition. While this body armor is adequate for the majority of incidents, in the event an officer responds to a call involving a high powered rifle, the officer does not have adequate ballistic protection against such threats. Ballistic plates and plate carriers will provide our officers with adequate ballistic protection to address incidents involving most high powered rifles. The hard plates provide increased ballistic and blunt trauma protection, which is above and beyond currently issued "soft" body armor. The ballistic plate carriers offer a means of wearing the hard ballistic plates over the duty uniform, allowing for a rapid response. Coupled with currently issued ballistic helmets and rifles, equipping SAPID officers with this protective equipment will enhance the safety of officers and the community. Grant funds will be used for the procurement of the ballistic plates and carriers. The notice inviting bids was advertised on October 4, 2018, on the City's online bid management and publication system. A summary of the bid invitations and bids received is as follows: 22C-1 Contract Award for Ballistic Armor Plates & Plate Carriers November 20, 2018 Page 2 250 Vendors were notified 36 Vendors downloaded the bid packet 16 Bids received 0 Bid received from a Santa Ana vendor Bids were solicited, opened on October 18, 2018, and evaluated (Exhibit 1). The bid received from East West Consolidated, LLC is responsive to the specifications and meet the City's requirements. The purchase of 311 ballistic plates and plate carriers will outfit all current sworn police staff. Over the next 12 months, the Police Department would like the option to purchase up to 39 additional ballistic plates and plate carriers, on an as -needed basis only. A contingency has been included in the award amount to allow for this. Outreach Efforts Purchases utilizing grant funding prohibits the use of statutorily or administratively imposed state or local geographical preferences in the evaluation of bids or proposals; therefore, the notice inviting bids on the City's online bid management and publication system meets grant guidelines and no further outreach was performed. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal # 1 Community Safety; Objective # 5 (provide high quality Police and Fire/Emergency Medical Services response within the City of Santa Ana). FISCAL IMPACT Funds in the amount of $61,769 are available in the BSCC Police Grants account (12814413- 63001-16450401127-3000), and $8,884 in the CDC account (01114450-63001). Santa Ana Police Department EG Exhibit: 1. Abstract of Bids APPROVED AS TO FUNDS AND ACCOUNTS: Kathryn Dow s, CPA v (%tis7 Executive Director Finance and Management Services Agency 22Ci-2 Contract Award for Ballistic Armor Plates & Plate Carriers November 20, 2018 Page 3 — — Bid Results for Ballistic Armor Plates &Plate Carrier (18-089) : Line Totals (Unit Price /Quantity) _....... _..__ I Branded .... Global East West :Item Partners, Consolidated, Chase Victory iSecurity 'SOI Tactical Num Description CITY I.I.C. LLC Galls, LLC U521 Tactical Tactical Gear 20/20, Inc. USA Ballistic Armor Plates "Non - and Plate Responsive 1 Carrier 350 $62,296.5 $$177.99 $65,569.00$187 $76,440.00$8.40 ,305.00 $90,734.00$259.24 $9 4,325.00 11,370.00 5907 51 =-- Unit Cost 34 $8 $252 30 269.5 2 7.75% Sales 1 $4,827.98 $5,081.71 $5,924.10 I $6,843.63 $7,031.89 $7,310.19 $7,405.67 $8,63i.10 Total $67,124.48 $70,650.71 $82,364.10 { $95,148.63 $97,765.89 $101,635.19 $102,962.67 $120,001.10 Brand Offered: AR500 Armor ...... -. Tactical Scorpion Gear Armor Express N/A Chase Victory ,Buffalo Tactical Armory N/A ---_111 ---_... (Tactical Intemationa Achilles Proforce Adamson I Armory Technology Item TK Armor U.S. Armor Body Armor Marketing Police Exchange Solutions, _Num Description CITY Systems LLC Corporation Outlet, I.I.C. Inc. Products JAARDVARK LLC I.I.C. Ballistic Armor Plates and Plate - 1 Carrier 350 $108,640.00 $143,150.00 $_174,650.00 $212,306.50 $212,751.00 $242,136..30 1$324,544.50 $455,350.00 ' - Unit Cost $320.00 $409.00 $499.00 $606.59 $614.00 $691.82 $927.27 $1,301.00 j 2 7.75% Sales 1 $8,419.60 $110094.12 $13,535.37 $16,453.75 _., $16,488.20 $180765..57 $25,15220 $35,289.63 Total $120,680.00 $154,244.12 $188,185.37 $228,760.25 $231,554.75 $260,901.871$349,696.70 $490,639.63 i 1 Brand Buffalo Protech Protech Offered: N/A Armory He_s_co Armor N/A Armor !Hardwire ATSArmor "Non- Responsive to the Plate Carrier Spec. I EXHIBIT 1 22C-3 22C-4 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: NOVEMBER 20, 2018 TITLE: CONTRACT AWARD TO ZEBRON CONTRACTING, INC., FOR REHABILITATION AND LINING OF SEWER AND WATER STRUCTURES (NON -GENERAL FUND) (SPECIFICATION NO. 18-081) (STRATEGIC PLAN NO. 6, 1C) r -- r CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 1s' Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Authorize a contract to Zebron Contracting, Inc., for rehabilitation and lining of sewer and water structures for a 15 -month period expiring February 28, 2020, with provisions for three, one-year renewals exercisable by the City Manager, in an annual amount not to exceed $115,000, subject to nonsubstantive changes approved by the City Manager and City Attorney. DISCUSSION The Public Works Agency Water Resources Division performs ongoing assessments of the condition of the City's sewer manholes, water vaults and related facilities. Through these routine assessments, staff identifies manholes, vaults, and facilities in need of rehabilitation that can be completed using a process of minor repairs, seals, and application of a polyurethane -type coating. Approval of the recommended action will provide for repair of sewer- and water -related structures and extend their life at a fraction of the cost of replacement. The Notice Inviting Bids was advertised on September 24, 2018, on the City's online bid management and publication system. A summary of the bid invitation and bids received is as follows: 456 Vendors were notified 6 Santa Ana vendors were notified 23 Vendors downloaded the bid packet 3 Bids received 0 Bids received from Santa Ana vendor Three bids were received and opened on October 18, 2018, and evaluated. The results are as follows: Vendor Zebron Contracting, Inc. Sancon Technologies, Inc. Ayala Engineering, Inc. Location Amount Newport Beach, CA $115,000.00 Huntington Beach, CA $125,000.00 Anaheim, CA $179,800.00 22D-1 Contract Award for Rehabilitation and Lining of Sewer and Water Structures November 20, 2018 Page 2 The bid received from Zebron Contracting, Inc., is responsive to the specifications, meets the City's requirements, and complies with prevailing wage requirements. The annual amount is based on staffs projection for the next contract year. Outreach Efforts The Purchasing Division advertised the project on the City's online bid management and publication system which directly notified six Santa Ana vendors. No Santa Ana vendors submitted a bid packet for consideration. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Strategic Plan Goal #6 — Community Facilities & Infrastructure, Objective #1 (establish and maintain Community Investment Plan for all City assets), Strategy C (invest resources and technology to extend the service life of existing infrastructure to protect the City's investment and support a high quality of life standard). FISCAL IMPACT Funds are available in the Sanitary Sewer Service account (No. 05617640-62300) and Water Utility Water Production & Supply account (No. 06017640-62300) and will be budgeted in subsequent fiscal years. Funds will be spent according to the estimated spending plan below. FISCAL YEAR 0 ACCOUNT • FY 2018/19 (November — June) 05617640-62300 $37,500 06017640-62300 $20,000 FY 2019/20 (July — Feb) 05617640-62300 $37,500 06017640-62300 $20,000 FY 2019/20 (Mar —June) 05617640-62300 $37,500 06017640-62300 $20,000 FY 2020/21 (July — June)* 05617640-62300 $75,000 06017640-62300 $40,000 FY 2021/22 (July — June)* 05617640-62300 $75,000 06017640-62300 $40,000 FY 2022/23 (July— Feb)* 05617640-62300 $37,500 06017640-62300 $20,000 TOTAL: $460,000 *If renewal option is exercised Fuad S. weiss, PE, PLS ExecutNq Director Public W rks Agency APPROVED AS TO FUNDS AND ACCOUNTS: Kathryn Downs, CPA L;,xCo,5goao �oc Executive Director Finance and Management Services Agency 22D-2 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: NOVEMBER 20, 2018 TITLE: AWARD PURCHASE ORDER TO LOS ANGELES TRUCK CENTERS, LLC, FOR THREE COMPRESSED NATURAL GAS DUMP TRUCKS (SPECIFICATION NO. 18-070) (STRATEGIC PLAN NO. 6,2) ClkY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 151 Reading ❑ Ordinance on 2"d Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Authorize a one-time purchase and payment of purchase order to Los Angeles Truck Centers, LLC, for the procurement of three compressed natural gas dump trucks in the amount of $664,370, plus a contingency of $10,000, for a total amount not to exceed $674,370, subject to nonsubstantive changes approved by the City Manager and City Attorney. DISCUSSION The Finance and Management Services Agency, Facilities, Fleet Maintenance, and Central Stores Division (FMCS) is responsible for the acquisition, maintenance, repair, and replacement of vehicles, trucks, and maintenance equipment. The Public Works Agency's Water Resources Division is in need of new dump trucks to replace older dump trucks that were purchased in 2001. Due to the extensive use and age of these vehicles, the trucks have been proven to be unreliable and very expensive to repair. The Water and Sewer Enterprises have a total of five large dump trucks which are used by staff to transport dirt and debris generated from ongoing repairs to the water and sewer system. Two of the five dump trucks were replaced in February 2017. Replacement of the remaining three will result in all large dump trucks being updated with newer and more reliable equipment. Additionally, these trucks will now be fueled with compressed natural gas (CNG) which is in alignment with the City's efforts to purchase alternative fuel vehicles to create an environmentally responsible City fleet. The Notice Inviting Bids was advertised on September 11, 2018, on the City's online bid management and publication system. A summary of the bid invitations and bids received is as follows: 22E-1 Award Purchase Order for CNG Dump Trucks November 20, 2018 Page 2 185 Vendors notified 4 Santa Ana vendors were notified 12 Vendors downloaded the bid packet 1 Bid received 0 Bid received from a Santa Ana vendor The bid was opened on October 9, 2018, and evaluated. The bid submitted from Los Angeles Truck Centers, LLC, is responsive to the specifications and meets the City requirements. To allow for unanticipated commodity surcharges due to the volatility of the existing metals market, a $10,000 contingency has been included in the award amount. Outreach Efforts The Purchasing Division advertised the project on the City's online bid management and publication system which directly notified four Santa Ana vendors. None of the Santa Ana vendors submitted bid packets for consideration. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Strategic Plan Goal #6 — Community Facilities & Infrastructure, Objective #2 (address deferred maintenance on City buildings and equipment). FISCAL IMPACT The total cost to purchase three CNG dump trucks is $674,370. Funds in the amount of $449,580 are available for expenditure in FY 2018-19 in the Water Systems Maintenance capital account (No. 06017641-66400), and $224,790 is available in the Sanitary Sewer capital account (No. 05617640-66400). APPROVED AS TO FUNDS AND ACCOUNTS: a Fuad S. S veiss, PE,PLS Kathryn Downs, CPA,(py,fobo Executive erector Executive Director Public WoiCs Agency Finance and Management Services Agency 22E-2 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: NOVEMBER 20, 2018 TITLE: CONTRACT AWARD TO ALL AMERICAN ASPHALT FOR ASPHALT POTHOLE REPAIR (SPECIFICATION NO. 18-092) (STRATEGIC PLAN NO. 6, 1C} V t CITY M AGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: r_1»:190:01: ❑ As Recommended ❑ As Amended ❑ Ordinance on 151 Reading ❑ Ordinance on 2n° Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Award a contract to All American Asphalt for asphalt pothole repair for a one-year period, with provisions for four, one-year renewals exercisable by the City Manager, in an annual amount not to exceed $550,000, subject to nonsubstantive changes approved by the City Manager and City Attorney. DISCUSSION The Public Works Maintenance Services Division is responsible for maintaining approximately 400 miles of roadway within the City of Santa Ana. Services provided under the asphalt pothole repair contract include the repair of potholes and the repair of damaged pavement areas not exceeding 100 square feet in areas with asphalt overlay. The contract will also provide for sidewalk asphalt ramping to reduce risks to pedestrians. The Notice Inviting Bids was advertised on September 13, 2018, on the City s online bid management and publication system. A summary of the bid invitation and bids received is as follows: 309 Vendors were notified 5 Santa Ana vendors were notified 25 Vendors downloaded the bid packet 5 Bids received 2 Bids received from Santa Ana vendors Bids were opened on October 11, 2018, and evaluated (Exhibit 1). The bid received from All American Asphalt is responsive to the specifications, meets the City's requirements, and complies with prevailing wage requirements. The annual amount is based on staffs projection for next contract year. 22F-1 Contract Award for Asphalt Pothole Repair November 20, 2018 Page 2 Outreach Efforts The Purchasing Division advertised the project on the system which directly notified five Santa Ana vendors. for consideration. STRATEGIC PLAN ALIGNMENT City's online bid management and publication Two Santa Ana vendors submitted bid packets Approval of this item supports the City's efforts to meet Strategic Plan Goal #6 — Community Facilities & Infrastructure, Objective #1 (establish and maintain Community Investment Plan for all City assets), Strategy C (invest resources and technology to extend the service life of existing infrastructure to protect the City's investment and support a high quality of life standard). FISCAL IMPACT Funds in the amount of $550,000 are available for expenditure in FY 2018-19 Public Works Agency Roadway Maintenance account (02917660-62300). Funds for years two through five of the contract will be budgeted and made available in FY 2019-20, 2020-21, 2021-22, 2022-23 as follows: APPROVED AS TO FUNDS AND ACCOUNTS: � X V � 1���" Fuad S. S eiss, PE, PLS Kathryn Downs, CPA oxL Caw9 P., Executive irector Executive Director Public Wor s Agency Finance and Management Services Agency FSS/SM/pg/sp Exhibit: 1. Abstract of Bids 22F-2 Anticipated Expenditures Account No. FY 2018-19 FY 2019-20 FY 2020-21 FY 2021-22 FY 2022-23 02917660-62300 $550,000 $550,000 $550,000 $550,000 $550,000 APPROVED AS TO FUNDS AND ACCOUNTS: � X V � 1���" Fuad S. S eiss, PE, PLS Kathryn Downs, CPA oxL Caw9 P., Executive irector Executive Director Public Wor s Agency Finance and Management Services Agency FSS/SM/pg/sp Exhibit: 1. Abstract of Bids 22F-2 ABSTRACT OF BIDS ASPHALT POTHOLE REPAIR (18-092) All American Asphalt Ben's Asphalt, Inc. Century Paving Inc. Hardy & Harper, Inc. Minako America Corporation *Includes 1% Local Vendor Preference LOCATION TOTAL Corona, CA $516,300.00 Santa Ana, CA $632,115.00* La Mirada, CA $684,400.00 Santa Ana, CA $772,992.00* Gardena, CA $620,000.00 EXHIBIT 1 22F-3 22F-4 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: CLERK OF COUNCIL USE ONLY: NOVEMBER 20, 2018 TITLE: APPROVED AWARD CONTRACT TO GREEN GIANT ❑ As Recommended LANDSCAPE, INC., FOR CIVIC CENTER E]Amended E]OOrrdinance on 1s' Reading ADA ACCESS RENOVATION PROJECT ❑ Ordinance on 2nd Reading (PROJECT NO 16-2653) ❑ Implementing Resolution (STRATEGIC PLAN NOS. 6, 1 B 8r 1 G) ❑ Set Public Hearing For CONTINUED TO _�. FILE NUMBER CITY WNAGER RECOMMENDED ACTION Award a contract to Green Giant Landscape, Inc., the lowest responsible bidder, in accordance with the base bid in the amount of $377,200, for construction of the Civic Center ADA Access Renovation Project, for the term beginning upon execution of the contract and ending upon project completion, and authorize the City Manager and the Clerk of the Council to execute the contract subject to nonsubstantive changes approved by the City Manager and the City Attorney. 2. Approve the Project Cost Analysis for a total estimated construction delivery cost of $471,500, which includes the contract bid amount, administration, inspection and testing, and an authorized contingency of $37,720. DISCUSSION Two walkway ramps located on the east and south sections of the Santa Ana Council Chambers at Santa Ana City Hall (Exhibit 1) have been identified for improvement as a result of a recent accessibility assessment. These ramps will be upgraded to be in compliance with the Americans with Disabilities Act (ADA) Title II regulations. The proposed improvements include conventional shallow pad foundation, retaining walls, landscaping, hand rails, lighting, colored textured concrete, and drainage. Once completed, these improvements will provide accessibility to individuals with disabilities and enhance the visual appearance of the surrounding Civic Center area. On May 31, 2018 the Civic Center Authority approved the Civic Center Parking, Maintenance and Special Project budget that includes the re -budgeting of funds for the ADA access ramp. A Notice Inviting Bids was advertised on August 10 and 15, 2018, and bids were opened on September 5, 2018. The following is a summary of the bid invitations made and the bids received: 23A-1 Award Contract to Green Giant Landscape, Inc., for Civic Center ADA Access Renovation Project November 20, 2018 Page 2 Contractor Participation Data Santa Ana contractors receiving notices 24 Contractors requesting bidding documents 15 Bids received 5 Bids received from Santa Ana contractors 0 Outreach To provide an opportunity for local vendors to submit bids, the City is now utilizing the PlanetBids web -based system. Through this system, 24 qualified local vendors were notified of the opportunity to bid on this project. Bid Results Summary RANK BIDDER'S NAME LOCATION BASE BID 1 Green Giant Landscape, Inc. La Habra $377,200 2 United GLI Carlsbad $398,397 3 Vido Samarzich, Inc. Rancho Cucamonga $417,850 4 Lucas Builders, Inc. La Habra $490,660 5 EBS General Engineering Inc. Corona $494,000 A total of five bids were received and all were deemed responsive. Green Giant Landscape, Inc., submitted the lowest responsive bid in the amount of $377,200 (Exhibit 2). Based on the bid analysis and a contractor's reference check, staff recommends awarding the construction contract to Green Giant Landscape, Inc., in the amount bid (Exhibit 3). STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #6 — Community Facilities & Infrastructure, Objective #1 (establish and maintain a Community Investment Plan for all City assets), Strategy B (equitably maintain existing streets and associated assets in a state of good repair so they are clean, safe and aesthetically pleasing for all users) and Strategy G (develop and implement the City's Capital Improvement Program in coordination with the Community Investment Plan [e.g., neighborhood streets, traffic improvements, etc.]). 23A-2 Award Contract to Green Giant Landscape, Inc., for Civic Center ADA Access Renovation Project November 20 2018 Page 3 ENVIRONMENTAL IMPACT In accordance with the California Environmental Quality Act, the recommended actions are exempt from further review. Categorical Exemption Environmental Review No. ER -2017-48 was filed for the project. FISCAL IMPACT As indicated in the Cost Analysis (Exhibit 4), the estimated total construction delivery cost of the project is $471,500, which includes the construction contract, administration, inspection, testing, surveying, and an authorized contingency of $37,720. Funding is available in the Civic Center Fund (Account No. 07413260-66220) for expenditure in Fiscal Year 2018-19. Fuad S. S Executive Public We PE, PLS Agency EWcutive Director Parks, Recreation, and Community Services FSS/EW G/TC/MO Exhibits: 1. Location Map 2. Bid 3. Construction Contract 4. Cost Analysis APPROVED AS TO FUNDS & ACCOUNTS: Kathryn Downs, CPAwztpi+� Executive Director Finance and Management Services Agency 23A-3 23A-4 ila, it ■Nil ■I�ir' L91■ f�19� ■ CMC CENTER ADA ACCESS EXHIBIT 1 - LOCATION MAP SANTA ANA PROJECT 16-2653 ■PWA �.� ■ CIVIC CENTER RENOVATE ADA ACCESS "� PAGE 1 OF 1 23A-5 23A-6 City of Santa Ane Page 1 Civic Center Renovate ADA Access (16.2653), bidding on September 5, 2018 2:00 PM (Pacific) Printed 09M0f2018 Bid Results Bidder Details File Name Vendor Name Green Giant Landscape Inc Address 941-A Macy St Lo Habra, CA, CA 90631 P-9 thru P-11; P-13 thru P17) United States Respondee Donald Henderson Reepomlee Tltie President Phone 562-6908208 E#. Email greengiantoffice@aol.com Vendor Type Bid Bond Santa Ana.pdf License 0 670478 CA DRi Public) - REQ Original Hard Bid Detail Bid Format Elecironle Submitted September 5, 2018 12:20:22 PM (Pacific) Delivery Method Bid Responsive Bid Status Submitted Confirmation# 153322 Ranking 0 Respondee Comment Buyer Comment Attachments File Title File Name File Type General Forms General forms for Santa Ana Bid.pdf General Forms (P-3 thru P-7; P-9 thru P-11; P-13 thru P17) Ownership Affidavit Santa Ana Ownership Affldavlt.pol Ownership Agid"t (Notary Public) - REQ Original Hard Copy Submittal In Addition Bid Bond Santa Ana Bid Bond Santa Ana.pdf Bid Bond Guaranty (Notary Public) - REQ Original Hard Copy Submittal In Addition Non Collusion Affidavit Non Collusion Affidavit Santa Ana Bid.pdf Non•Colluston Affidavit (Notary Public)- REQ Original Hard Copy Submittal In Addition Line Items Type Item Code UOM Qty Unit Price Line Total Comment Base Bid Proposal 1 Unclassified Excavation CY 292 $20.00 $5,840.00 2 Engineered FAI CY 100 3 Portland Cement Concrete (PCC) Structural Ramp (P02) with Reinforcing Steel SF 1260 Exhibit 2 Plapytj�dx_7 $30.00 $3,000,00 $30.00 $37,600.00 I li City of Santa Ana Page 2 Civic Center Renovate ADA Access (16-2653), bidding on September 5, 2018 2:00 PM (Pack) Printed 09/10/2018 I� Bid Results Type Item Code UOM pry Unit Price Line Total Comment 4 PCC Sidewalk per City of Santa Ana Standard Plan No. 1104 I SF 950 $15.00 $14,250.00 l� 5 II Cast -in -Place PCC Structural Walt with Fooling (CF -11 {i LF 34 $500.00 6 Cast -in -Place PCC Structural Wall with Footing [CF -2] —$17,000.00 LF 74 $600.00 $44,400.00 ' 7 4I Cast -in -Place PCC Structural Wall with Footing [CF -21 ii LF 10 $700.00 $7,000.00 a Cast -in -Place PCC Structural Wall excluding Footing (P03) {I LF 107 $750.00 $80,250.00 9 I Cast -in -Place PCC Structural Wall with Foating (P05) �i LF 29 $800.00 $23,200.00 �l 10 Structural Insulfoam Geofaam ESP19 ! SF 200 $30.00 $6,000.00 11 PCC Curb per Detail 2, Sheet 7 of 26 i LF 77 $100.00 $1,700.00 12 PCC Structural Met Foundation 18 -Inch SF 526 $25.00 $13,150.00 13 Wall Mounted Handrail per Detail C. Sheet 14 of 26 f LF 35 $200.00 $7,000.00 u 14 Handral per Detail B, Sheet 14 of 26 LF 463 $70.00 $32,410.00 15 Guard Rall per Detail A, Sheet 14 of 26 LF 109 $100.00 $10,900.00 16 Tree - Date Palm, 20' BTH, allowance FA 1 $10,000.00 $10,000.00 17 Shrubs, 15 Gallon EA 9 $300.00 $2,700.00 18 Shrubs, 1 Gallon EA 60 $30.00 $1,800.00 19 Landscaping and Irrigation SF 1660 $15.00 $24,900.00 PlanetBids Inc. 23d-8 City of Santa Ana Page 3 Civic Center Renovate ADA Access 06-2653), bidding on September 6, 2018 2:00PM(Pecific) Printed MaM18 Bid Results Typo Item Code UOM City Unit Price LinaTetal Comment 20 One (*year Maintenance Period LS 1 $1,000.00 $1.000.00 21 Structural Storm Water PVC ....... LF so ....... $30.00 $2,400.00 ... ......... . ... ......... ... 1----.- . ....... . ... 22 Atrium drain with grate EA 8 $100.00 ... .... . $800.00 23 Mactrical System . ........... ...... . ............ LS 1 $25,000.00 — .... ..... $25,000.00 24 Labor Agreement Oversight .... ......... LS 1 $5.000.00 ... . ........ $5,000.00 Subtotal $377,200.00 Total $377,200.00 P,a21x.:9 CITE' OF SANTA ANA PROPOSAL PROJECT NO.: 16-2653 CIVIC CENTER RENOVATE ADA ACCESS TOTAL BASE BID $ 3 / i")I goo �=. The lowest responsible bidder shall be selected based on the total base bid. The City reserves the right to award the Base Bid, and any, all, or none of the add -alternate bid items (if any). * The quantity for this bid item is shown for bid comparison only. This bid item shall not be subject to the "25%" limit as stated in Section 3-2 of the Standard Specifications. The actual amount for this item will be dictated by the actual quantity used, and the Agency reserves the right to increase or decrease the quantity of this item accordingly. j This bid item is considered a Specialty Item per Section 2-3.2 of the Standard Specifications. TIME FOR COMPLETION OF IMPROVEMENTS AND LIQUIDATED DAMAGES The undersigned bidder hereby proposes to complete the Work for the total base bid amount shown above, within number (90) working days after the commencement date stated in the Notice to Proceed. The liquidated damages amount, in lieu of the amount specified in Subsection 6-9 of the Standard Specifications, shall be $1,500 per calendar day. Name of Firm Signature of BIl Title F .Z'C c t1 sv r (If an individuAl, so state. If a firm or co -partnership, state the firm name and give the names of all individual co-partners composing the firm. If a corporation, state legal name of corporation, and names of President, Secretary, Treasurer and Manager, thereof.) P-3 of P-17 23A-10 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 16-2653 CIVIC CENTER RENOVATE ADA ACCESS BIDDER'S STATEMENT BIDDER understands and agrees that this Bid Proposal, Contract Documents and subsequent Construction Contract Agreement shall constitute the entire agreement between BIDDER and the AGENCY only after it has been accepted by the City Council, endorsed by the Clerk of the Council with her signature and official seal noting hereon the action of approval of the Council, signed by the Public Works Agency Executive Director or his/her duly authorized agent, and signed by the City Attorney, denoting his approval of the form of this document, and its execution, and when it or an exact copy of it has been either delivered to BIDDER or deposited with the United States Postal Service properly addressed to the BIDDER with the correct postage affixed thereto. BIDDER further agrees that upon delivery (as defined above) of the accepted agreement he/she will furnish AGENCY all required bonds and certificate of liability insurance within ten (10) business days or the funds, check, draft, or BIDDERS bond substituted in lieu thereof accompanying this proposal shall become the property of the AGENCY and shall be considered as payment of damages due to the delay and other causes suffered by AGENCY because of the failure to famish the necessary bonds and because it is distinctly agreed that the proof of damages actually suffered is difficult to ascertain; otherwise said funds, check, drafts, or BIDDER'S bond substituted in lieu thereof shall be returned to the undersigned. BIDDER understands that a bid is required for the entire work, the estimated quantities set forth in the bid schedule are solely for the purpose of comparing bids, and that final compensation under the contract will be based upon the actual quantities of work satisfactorily completed. The BIDDER also certifies that the bid is a balanced bid. In accordance with Section 7028.15 of the California Business and Professions Code, the undersigned certifies under penalty of perjury that the foregoing is true and correct. Name of Firm Signature of BIDDER Title (If an individual, so state. If a firm or co -partnership, state the firm name and give the names of all individual co-partners composing the firm. If a corporation, state legal name of corporation, and names of President, Secretary, Treasurer and Manager, thereof.) P-4 of P-17 23A-11 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 16-2653 CIVIC CENTER RENOVATE ADA ACCESS CONTRACTOR'S LICENSING AND REGISTRATION STATEMENT The undersigned contractor, or corporate officer, declares under penalty of perjury that he/she and all his/her subcontractors are registered with the State of California Department of Industrial Relations (DIR), and that the following is true and correct. Contractor's Name: Business Address: I -"i LS r hn to," Business E -Mail Address: Telephone: �_" o Z- — to of 0 - 6 zc) State Contractor's License No. and Class: (6�7e>Ll -799 A - C-17 _ 6-%3 License Expiration Date: 7; 13 1/10 State Dept. of Industrial Relations (DIR) Registration No.: 1 ()00 L( a,5 5 State Dept. of Industrial Relations (DIR) i Regis h xpiration Date: (p � 3 L Title: no r_, X05 �T A P-5 of P-17 23A-12 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 16-2653 CIVIC CENTER RENOVATE ADA ACCESS PREVAILING WAGE COMPLIANCE AND MONITORING STATEMENT Contractor is aware of the requirements of California Labor Code Section 1720, et seq., as well as California Code of Regulations, Title 8, Section 16,000, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on "public works" and "maintenance" projects. Since the services are being performed as part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and since the total compensation is $1,000 or more, Contractor agrees to fully comply with such Prevailing Wage Laws. City shall provide Contractor with a copy of the prevailing rates of per diem wages in effect at the commencement of this Agreement. Contractor shall make copies of the prevailing rates of per diem wages for each craft, classification or type of worker needed to execute the services available to interested parties upon request, and shall post copies at the Contractor's principal place of business and at the project site. Contractor shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. The undersigned certifies that the foregoing is true and correct Name of Firm Signature of BI. Title naS (if an indivi�du 1, so`statc) P-6 of P-17 23A-13 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 16-2653 CIVIC CENTER RENOVATE ADA ACCESS OWNERSHIP AFFIDAVIT STATE OF CALIFORNIA ) COUNTY OF ORANGE ) SS: CITY /OF SANTA ANA •'7� ) V 01'1 (d A L • Ft'r Y(� e ✓r; Q ✓I , being duly swom, deposes and says: ❑ INDIVIDUAL That he/she is the parry making the foregoing proposal: ❑ PARTNERSHIP That he/she is a member of the co -partnership firm designated as: and who has been and is duly vested with the authority to make and execute instruments for the co -partnership by: who constitute the other members of the co -partnership. XCORPORATION That he is of: ?bPSiGCCtt{ 0�- G✓tzyl(.Cattlsc'ai7z/(Nc.- a corporation which is making the foregoing proposal: ❑ JOINT VENTURE That he is of: one of the parties making the foregoing proposal as a joint venture, and the he/she has been and is duly vested with the authority to execute instruments for an on behalf of the parties making said bid who are: that such a bid is genuine and not collusive or sham, and has not in any manner sought by co n to secure any advantage against the City of Santa Ana or any person interested in the opose ontract, for elf or any other person. Signature of Bi der Subscribed and swte s day of 20 4 Si a of icer n' g Oath (Notary Public) a " ° NOSIE TCLEOC•XENOERSON� Cotata, 8 2086732 r^ N $ i NOTARY PUNUO-CALIFORNIA VI Los ANGELES COUNTY r m.VC MY COM Err. Nov. fE,1018^' P-7 of P-17 23A-14 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 16-2653 CIVIC CENTER RENOVATE ADA ACCESS KNOW ALL PRESENT that, Green Giant Landscape, Inc. , as BIDDER, and Philadelphia Indemnity Insurance Company , as SURETY, are held and firmly bound unto the C�' OF SANTA ANA, as AGENCY, in the penal sum of hrY 5rvc,tflgk' a 4 Sw�m1t4 c4-x4144'"bollars1, which is ten percent (10%) of the total amount bid by BIDDER to AGENCY for the above -stated project, for the payment of which sum, BIDDER and SURETY agree to be bound, jointly and severally, firmly by these presents. THE CONDITIONS OF THIS OBLIGATION ARE SUCH that, whereas BIDDER is about to submit a bid to AGENCY for the above -stated project, if said bid is rejected, or if said bid is accepted and a contract is awarded and entered into by BIDDER in the manner and time specified, then this obligation shall be null and void, otherwise it shall remain in full force and effect in favor of AGENCY. IN WITNESS WHEREOF the parties hereto have set their names, titles, hands, and seal this 31st day of August , 2018 , - 251 S. Lake Avenue, Suite 360, Pasadena, CA 91101 - Matthew J. Coattogomey-in-Fact Subscribed and sworn to before me ,20L—. Signature: 20— Signature: Notary Public in and for the County of this day of State of Provide BIDDER/ SURETY name, address, and telephone number and the name, title, address, and telephone number of authorized representative. P-8 ofP-17 23A-15 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE § 1189 f A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document State of California County Orange ) OnWW A K r�01� before me, Summer L. Reyes, Notary Public II��JJNN Date Here Insert Name and Title of the Officer personally appeared Matthew J. Coats Name(s) of Signer(s) who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. SUMMER L. REYES Notary Public - California WITNESS my hand and official seal. Z, -cam .r Orange County D Commission Y 2168864/ fi n M Comm. Expires Jul 29, 2020+ Signature Signatu j of Notary Public Place Notary Seal Above OPTIONAL Though this section is optional, completing this information can deter alteration of the document or fraudulent reattachment of this form to an unintended document. Description of Attached Document Title or Type of Document: Number of Pages: Document Date: Signer(s) Other Than Named Above: Capacity(fes) Claimed by Signer(s) Signer's Name: ❑ Corporate Officer — Title(s): ❑ Partner — ❑ Limited ❑ General ❑ Individual ❑ Attorney in Fact ❑ Trustee ❑ Guardian or Conservator ❑ Other. Signer Is Representing: Signer's Name: ❑ Corporate Officer — Title(s): ❑ Partner — ❑ Limited ❑ General ❑ Individual ❑ Attorney in Fact ❑ Trustee ❑ Guardian or Conservator ❑ Other: Signer Is Representing: ©2014 National Notary Association - www.NationalNotary.org - 1 -800 -US NOTARY (1-800-876-6827) Item #5907 23A-16 5266 PHILADELPHIA INDEI%MM INSURANCE COMPANY One Bala Plaza, Suite 100 Bala Cynwyd, PA 19004-0950 Power of Attorney KNOW ALL PERSONS BY THESE PRESENTS: That PHILADELPHIA INDEh1N1TY INSURANCE COMPANY (the Company), a corporation organized and existing under the laws of the Commonwealth of Pennsylvania, does hereby constitute and appoint Linda D. Coats and Matthew J. Coats of Coats Surety Insurance Services, Inc., its true and lawful Attomey-in-fact with full authority to execute on its behalf bonds, undertakings, recognizances and other contracts of indemnity and writings obligatory in the nature thereof, issued in the course of its business and to bind the Company thereby, in an amount not to exceed $25.000.000.00. This Power of Attorney is granted and is signed and scaled by facsimile under and by the authority of the following Resolution adopted by the Board of Directors of PHILADELPHIA INDEMNITY INSURANCE COMPANY on the 140 of November, 2016. RESOLVED: That the Board of Directors hereby authorizes the President or any Vice President of the Company: (1) Appoint Attomey(s) in Fact and authorize the Attomey(s) in Fact to execute on behalf of the Company bonds and undertakings, contracts of indemnity and other writings obligatory in the nature thereof and to attach the seal of the Company thereto; and (2) to remove, at any time, any such Attomey-in-Fact and revoke the authority given. And, be it FURTHER RESOLVED: That the signatures of such officers and the seal of the Company may be affixed to any such Power of Attorney or certificate relating thereto by facsimile, and any such Power of Attorney so executed and certified by facsimile signatures and facsimile seal shall be valid and binding upon the Company in the future with respect to any bond or undertaking to which it is attached. IN TESTIMONY WHEREOF, PHILADELPHIA INDEMNITY INSURANCE COMPANY HAS CAUSED THIS INSTRUMENT TO BE SIGNED AND ITS CORPORATE. SEALTO BE AFFIXED BY ITS AUTHORIZED OFFICE THIS 27T" DAY OF OCTOBER, 2017. Robert D. O'Leary Jr., President & CEO Philadelphia Indemnity Insurance Company On this 27i° day of October, 2017, before me came the individual who executed the preceding instrument, to me personally known, and being by me duly sworn said that he is the therein described and authorized officer of the PHILADELPHIA INDEMNITY INSURANCE COMPANY; that the seal affixed to said instrument is the Corporate seal of said Company; that the said Corporate Seal and his signature were duly affixed. o �o ♦ avenv v NOfIrtNs4l Notary Public: residing at: (Notary Seal) My commission expires: e - 1 Bala Cvnwvd. PA September 25.2021 1, Edward Sayago, Corporate Secretary of PHILADELPHIA INDEMNITY INSURANCE COMPANY, do hereby certify that the foregoing resolution of the Board of Directors and the Power of Attorney issued pursuant thereto on the 271h day of October, 2017 are true and correct and are still in full force and effect. I do further certify that Robert D, O'Leary Jr., who executed the Power of Attorney as President, was on the date of execution of the attached Power of Attorney the duly elected President of PHILADELPHIA INDEMNITY INSURANCE COMPANY. In Testimony Whereof I have subscribed my name and affixed the facsimile seal of each Company this day of -La U, 20. 1927 t ^ 2 Edward Sayago. Corporate Secretary' :`t',.> PHILADELPHIA INDEMNITY INSURANCE COMPANY :<< 23A-17 A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document State of California County of y-8 rI & } On cIJ before me, P-06iC T d0 H -e P1 clev6o/7 ereinsenname u a oo bar personally appeared MOY 4 (d L. !4fY?Cie4("5crn who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capecity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. •s"`"•,n 0.0SIE TOLE00•HENOEfl90H� 7:Z77 al.a'colmm.ft 2086732 Los � `. ..•` AV cora. EAP FNov�162015 `s Notal Sig (Notary Public Seal) OF THE ATTACHED DOCUMENT (ride ordescription of attached document) Document Date CAPACITY CLAIMED BY THE SIGNER ❑ Individual (s) ❑ Corporate Officer (Title) ❑ Partner(s) ❑ Attomey-in-Fact ❑ Trustee(s) ❑ Other 2015 Version vnartNolaryCiasses.rom 600-873-9865 INSTRUCTIONS FOR COMPLETING THIS FORM 77,isfarm complies with current California statutes regarding notary wording and, ifneeded, should be completed and anached to the document Acknowledgments frvm other states may be completedfor documents being sent to thctstore so long as the wording does not require the California notary to violate California notary law. • State and County information must be the State and County where the document signer(s) personally appeared before the notary public for aelvowledgmrnt • Date of notarization most be the date that the signer(s) personally appeued which must also be the same date the acknowledgment is completed. • The notary public must print his or her name as it appears withm his or her commission followed by a comma and then your title(notaty public). • Print the marvels) of document signets) who personally appear at the time of notarization. • Indicate the coact singular or plural forms by crossing off incorrect forms (i.e, he/shc/dWr is/aro) orcircling the comeot foams. Failure to couec8y, indicate this information may lead to rejection of documrntternrdirvg. • The notary seal impassion mo be dear and photographically reproducible Impression must not cover text a lines. If seal impression smudges, reseal if a sufficient areapermits, otherwise complete a different acknowledgment form. • Signature of the notary public most match the signature on file with the office of the county clerk. Additional information is not required but could help to ensue this acknowledgment is not misused or attached to a different document. rr Indicate title or typo ofatmched docummi, number ofpaSm and date. S Indicate the capacity claimed by the signer If the claimed capacity is a corporate ofiitty indicate the tide (Le. CEO, CFO, Secretncy). • Securely attach this document to the signed document with a staple. SJ aL rel CITY OF SANTA ANA PROPOSAL PROJECT NO.: 16-2653 CIVIC CENTER RENOVATE ADA ACCESS LIST OF SUB -CONTRACTORS Section 4100 et. seq. of the Public Contract Code requires listing of all subcontractors with the bid for all subcontract work exceeding the following amount: o Streets, highways including bridge projects: '/2% of the bid or $10,000, whichever is greater o Buildings, parks, or other projects: ''/2% of the bid Section 1725.5 of the Public Contract Code requires all Subcontractors be registered with the State Department of Industrial Relations (DIR). BIDDER proposes to subcontract certain portions of the work to the firms listed below: Name c) -p t License #Bxp. DIR Reg. #Bxp. Location Phone 01 Type Of Work Amount $ Name License #Bxp. DIR Reg. #Bxp. License # _ Location _ Phone Type Of Work Amount $ Name License #Bxp. DIR Reg. #/Exp. 5 .4f X3'060 0'O License # Location Phone Type Of Work Am t$ Signature of der IM License #Bxp. DIR Reg. #Bxp. Location Phone Type Of Work Amount $ Name License #Bxp. DIR Reg. #/Exp. License # Location Phone Type Of Work Amount $ Name License #Bxp. DIR Reg. #Bxp. License # Location Phone Type Of Work Amount $ ZP39Hf Pi� CITY OF SANTA ANA PROPOSAL PROJECT NO.: 16-2653 CIVIC CENTER RENOVATE ADA ACCESS REFERENCES The following are the names, addresses, and telephone numbers for THREE public agencies for which the BIDDER has performed similar work within the past three years. of 3(/- 549—;P50 Name and Telephone Number of person familiar with project. ,,��// A uta "50`'i" �9 ";2Zaoar(h S2I6 Contract Amount Type of Work 2. h (/�1Q1l 42�'���Gt�i 3 ftjgV ,fiLe ame d Address of ovAr. (. kM 617,We L (t Salo- g0r0 �vame Ad Telephone Number of person familiar with project. Contraci Amount Type of Work i� )wg Date Completed J012 Date Completed Name and Telephone Number of person familiar with project. Contract Amount Type of Work d -of R Date Completed The following are the names, addresses, and telephone numbers of all brokers and sureties from whom BIDDER intends to procure insurance and bonds. f5 & ve 625. do P.O. 13ax (ol 7i :2 51 '6 . Ga (e: 1-a,e, * 3&o A 4111,11/1i IJ; 41ua M 1� iii I)f qyl- X15?- M(go &,?&- 031-13'21 P-10 of P-17 23A-20 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 16-2653 CIVIC CENTER RENOVATE ADA ACCESS ADDITIONAL REFERENCES The following are the names, addresses, and telephone numbers for THREE public agencies for which the BIDDER or Subcontractor has performed similar work in the past five years. 1. 010 � sa)AA fh1Gi. F0-PxJKC6K5- 1m-"GxAlm,ON gq'70e- Name and Address of Owner. Name and Telephone Number of person �4-0familiar �with project. � I � ; oo U , 5evl��G t ,1 W6 V?ft.0 . D ((( Contract Amount Type of Work Date Completed 2. 0*Of Pf 6A a\MOL . (o(o( 5 Pa65015 b(OK P/ 60 QV&Ie�e+ r kilo Name d Address of owner. 'oSe `O&cL- '502- (K0( -1-4350 Name and Telephone Number of person familiar with project. t I I %t 5)bf .nagitae+0sal'ur�l5 X0((0 Contract Amount Type of Work Date Completed 3. 0,� Wyl 5 F5([Mll01M AIS. W4 60S 0 9Uq03 Nan�b and Address of owner. Tyelt&t VANi ((cL Name add Telephone Number of person familiar with project. ky(4 Km -- Ccvvi rS 0 Contract Amount Type of Work Date Completed The following are the names, addresses, and telephone numbers of all brokers and sureties from whom BIDDER intends to procure insurance and bonds. ")wr6'ka Stvq)eas 1�Ni I�cfp l pl�ir� f )�s P.(). ?)Ox U(�`] 15f S. Ca(�e, �"n 3(�0 LA %, SILL!' r�lf �1at�o�-(or91 P�sacLt�� cx� gr(o1 0161� - x(5'7 -(U&v (o^l�— 1�i,pf 2-1 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 16-2653 CIVIC CENTER RENOVATE ADA ACCESS NON -COLLUSION AFFIDAVIT (Title 23 United States Code Section 112 and Public Contract Code Section 7106) In conformance with Title 23 United States Code Section 112 and Public Contract Code 7106 the BIDDER declares that the bid is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation; that the bid is genuine and not collusive or sham; that the BIDDER has not directly or indirectly induced or solicited any other BIDDER to put in a false or sham bid, and has not directly or indirectly colluded, conspired, connived, or agreed with any BIDDER or anyone else to put in a sham bid, or that anyone shall refrain from bidding; that the BIDDER has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the bid price of the BIDDER or any other BIDDER, or to fix any overhead, profit, or cost element of the bid price, or of that of any other BIDDER, or to secure any advantage against the public body awarding the contract of anyone interested in the proposed contract; that all statements contained in the bid are true; and, further, that the BIDDER has not, directly or indirectly, submitted his or her bid price or any breakdown thereof, or the contents thereof, or divulged information or data relative thereto, or paid, and will not pay, any fee to any corporation, partnership, company association, organization, bid depository, or to any member or agent thereof to effectuate a collusive or sham bid. Note: The above Non -collusion Affidavit is part of the Proposal. BIDDERS are --cautioned that making a false certification may subject the certifier to criminal State of California County of OV Subscribed and sworn to (or affirmed) iN ogfd L Am dell -5 m , proved to person(s) who appeared before me 1 Notary Public Signa e before me on this Jc day of %2±_, 20($ by me on the basis of satisfactory evidence to be the :: = +x;.'�, ROSIE TOLEDO-HENOEREON • � Com!a.0 2086732 N V�� a fi01ARY FUEIS•CAl1F0ftNU N SOS AN:ECEi Ce10Y11 Notary Public Seal P-12 of P-17 23A-22 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 16-2653 CIVIC CENTER RENOVATE ADA ACCESS NON-DISCRIMINATION CERTIFICATE The undersigned contractor or corporate officer, during the performance of this contract, certifies as follows: The Contractor shall not discriminate against any employee or applicant for employment because of race, color, religion, sex, or national origin. The Contractor shall take affirmative action to ensure that applicants are employed, and that employees are treated during employment without, regard to their race, color, religion, sex, or national origin. Such action shall include, but not be limited to, the following: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. 2. The Contractor shall, in all solicitations or advertisements for employees placed by or on behalf of the Contractor, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, or national origin. 3. The Contractor shall send to each labor union or representative of workers with which he/she has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers' representatives of the Contractor's commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. 4. The Contractor shall comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. 5. The Contractor shall furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his/her books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation, to ascertain compliance with such rules, regulations, and orders. 6. In the event of the Contractor's non-compliance with the nondiscrimination clauses of this contract or with any of the said rules, regulations, or orders, the contract may be canceled, terminated, or suspended in whole or in part and the Contractor may be declared ineligible for further Goverment contracts or federally assisted construction contracts in accordance with procedures authorized in Execution Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulations, or order of the Secretary of Labor, or as otherwise provided by law. P-13 of P-17 23A-23 CITE' OF SANTA ANA PROPOSAL PROJECT NO.: 16-2653 CIVIC CENTER RENOVATE ADA ACCESS The Contractor shall include the portion of the sentence immediately preceding paragraph (1) and the provisions of paragraphs (1) through (7) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to Section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontract or purchase order as the administering agency may direct as means of enforcing such provisions, including sanctions for noncompliance; provided, however, that in the event the Contractor becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction by the administering agency, the Contractor may request that the United States enter into such litigation to protect the interests of the United States. 8. Pursuant to California Labor Code Section 1735, as added by Chapter 643 Stats. 1939, and as amended, no discrimination shall be made in the employment of persons upon public works because of race, religious creed, color, national origin, ancestry, physical handicaps, mental condition, marital status, or sex of such persons, except as provided in Section 1420, and any contractor ]ic works violating,this Section is subject to all the penalties imposed for a Title: IPre:54t 1 f L Firm: %r eG1 (i 'c I Lc/4C 71i vii, ( Date: 5? . 5 , <� o � l P-14 of P- 7 23A- 4 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 16-2653 CIVIC CENTER RENOVATE ADA ACCESS STATEMENT REGARDING APPRENTICESHIP REQUIREMENTS The undersigned BIDDER is familiar with the requirements of Section 1777.5 of the State Labor Code regarding employment of apprentices, and understands that contractors on contracts exceeding $30,000 or 20 working days shall: 1. Apply to the joint apprenticeship committee administering the apprenticeship standards of the craft or trade in the area of the site of the public work for a certificate approving the contractor under the apprenticeship standards for the employment and training of apprentices in the area or industry affected. 2. Employ the number of apprentices or the ratio of apprentices to journeymen stipulated in the apprenticeship standards. 3. Contribute to the fund or funds in each craft or trade in which he/she employs journeymen or apprentices on the public work, in the same amount or upon the same basis and in the same manner as the other contractors, except contractors not signatory to the trust agreement shall 4fa-y—a-1—ik-e—am-obA,to the CaliforniA Apprenticeship Council. Title: iTre51 den Finn: �Ci�t�f in/ i7/�-}t f LGi ^�d SCaP�i' . (I7�/ Date:. HVA CITY OF SANTA ANA PROPOSAL PROJECT NO.: 16-2653 CIVIC CENTER RENOVATE ADA ACCESS STATEMENT REGARDING "ANTI -KICKBACK" REQUIREMENTS The undersigned is submitting this proposal for performing by contract the work required by these bid documents, agrees to comply with the Copeland "Anti -Kickback" Act (18 USC 74) as supplemented in the Department of Labor regulations (29 CFR, Part 3). This act provides that each contractor or subcontractor shall be prohibited from inducing, by any means, any person employ nstgction or repair ofpublic work, to give up any part of the compensation to - Title: piesdal �- L Firm: 'r}�1�7�C��P Date: Cj( �� T �j , -x i 15 P-16 fl? 17 OA -26 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 16-2653 CIVIC CENTER RENOVATE ADA ACCESS PUBLIC CONTRACT CODE SECTION 10162 OUESTIONNAIRE In conformance with Public Contract Code Section 10162, the BIDDER shall complete, under penalty of perjury, the following questionnaire: Has the BIDDER, any officer of the BIDDER, or any employee of the BIDDER who has a proprietary interest in the BIDDER, ever been disqualified, removed, or otherwise prevented from bidding on, or completing a federal, state,. or local government project because of a violation of law or a safety regulation? Yes No If the answer is yes, explain the circumstances in the following space. A 27 23A-28 CITY OF SANTA ANA CONSTRUCTION CONTRACT PROJECT NO. 16-2653 CIVIC CENTER RENOVATE ADA ACCESS PROJECT This CONSTRUCTION CONTRACT is made and entered into this 20th day of November, 2018 by and between the City of Santa Ana, California, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California (hereinafter "CITY"), and Green Giant Landscape, hie. (hereinafter "CONTRACTOR"). WITNESSETH: The CITY and the CONTRACTOR, for the consideration hereinafter named, mutually agree as follows: CONTRACTOR agrees to perform all the work and furnish all the materials at its own cost and expense necessary to construct and complete in a good and workmanlike manner and to the satisfaction of the City Engineer of the CITY, the Civic Center Renovate ADA Access Project (hereinafter referred to as the "WORK OF IMPROVEMENT") identified in and in accordance with the Contract Documents prepared by the City's Public Works Agency and approved by the City Council. 2. The complete Construction Contract consists of the "Contract Documents" as defined by the Standard Specifications for Public Works Construction and which include the following: • Notice Inviting Bids • Information to Bidders • Bid Proposal • Bid Bond • Contract Form • Contract Bonds • General Provisions • Special Provisions • Technical Provisions and Project Plans • Community Workforce Agreement • Appendices In case of conflict between the Contract Documents, the precedence of documents shall be as established in the Standard Specifications for Public Works Construction. 3. CITY agrees to pay and CONTRACTOR agrees to accept in full payment to complete the WORK OF IMPROVEMENT the sum total amount not to exceed Three Hundred Seventy -Seven Thousand Two Hundred Dollars ($377,200.00), as forth and identified in the BID PROPOSAL, which is attached hereto and incorporated herein as Exhibit "A." The BID PROPOSAL contains a schedule of unit price(s) or lump sum(s) based on approximate quantities only, and the City does not expressly or by implication agree that the actual amount of work will correspond therewith, but reserves the right to increase or decrease the amount of any class or portion of the work or to omit portions of the work as may be deemed necessary or advisable. Exhibit 3 rev. 09/01/2017 23A-29 Page 1 of 3 4. CONTRACTOR agrees to complete the WORK OF IMPROVEMENT within the time specified in the Time for Completion of Improvements section of the BID PROPOSAL (Exhibit "A") including commencing construction within the timeframe therein specified after issuance of a Notice to Proceed. 5. The CONTRACTOR will pay, and will require all subcontractors to pay, all employees on the WORK OF IMPROVEMENT a salary or wage at least equal to the prevailing salary or wage established for such work as set forth in the wage determinations for this work in accordance with applicable State and Federal law. 6. If applicable, the CONTRACTOR shall adhere to the CITY'S Community Workforce Agreement (CWA), a pre -hire collective bargaining agreement, which establishes the labor relations policies and procedures for CONTRACTOR to follow in the crafts persons employed to complete the WORK OF IMPROVEMENT as more fully described in the CWA. The CWA may be found on the City's website at: httv://www.santa-ana.ory/i3wa/documents/CWA.pd CONTRACTOR shall, after award of this Contract, furnish two bonds to be approved by the CITY, one in the amount of One Hundred Percent (100%) of the Contract price, to guarantee the faithful performance of the work (Performance Bond), and one in the amount of One Hundred Percent (100%) of the Contract price to guarantee payment of all claims for labor and materials furnished (Payment Bond). This Contract shall not become effective until such bonds are supplied to and approved by the CITY. 8. CONTRACTOR shall, prior to the release of the performance and payment bonds or the retention payment, furnish a warranty performance and payment bond (Warranty Bond). Said Warranty Bond shall also be required as a condition of project acceptance. For projects up to Five Hundred Thousand Dollars ($500,000), the Warranty Bond amount shall be the greater of Ten Thousand Dollars ($10,000) or Twenty Percent (20%) of the final contract price. For projects above Five Hundred Thousand Dollars ($500,000), the Warranty Bond amount shall be the greater of One Hundred Thousand Dollars ($100,000) or Ten Percent (10%) of the final contract price. 9. CONTRACTOR shall, after award of this Contract, furnish Certificates of Liability Insurance and Worker's Compensation Insurance as outlined in the General Provisions, to be approved by the CITY. 23A-30 Page 2 of 3 IN WITNESS WHEREOF, the parties hereto have executed this Construction Contract on the day and year first above written. ATTEST: MARIA D. HUIZAR Clerk of the Council APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney -r— By: JOAN FUNK Assistant City Attorney RECOMMENDED FOR APPROVAL: Fuad S. Sweiss, PE, PLS Executive Director Public Works Agency CITY OF SANTA ANA RAUL GODINEZ II City -Manager CONTRACTOR: Green Giant Landscape, Inc. DONALD L. HENDERSON President 23A-31 Page 3 of 3 23A-32 COST ANALYSIS CONSTRUCTION OF THE PROJECT NO. 16-2653: CIVIC CENTER RENOVATE ADA ACCESS Construction Contract $ 377,200.00 Contract Administration $ 20,330.00 Inspection and Testing $ 36,250.00 Contingencies $ 37,720.00 TOTAL ESTIMATED CONSTRUCTION COSTS $ 471,500.00 EXHIBIT 4 23A-33 23A-34 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: NOVEMBER 20, 2018 TITLE: APPROVE LEGAL SERVICES AGREEMENTS WITH TALLEY & TALLY, APC, AND OLIVAREZ MADRUGA LEMIEUX O'NEIL, LLP, RELATED TO ADMINISTRATIVE, LITIGATION, AND PERSONNEL BOARD MATTERS {STRATEGIC PLAN NO. 1,3,4,5} RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 1s' Reading ❑ Ordinance on 2ntl Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Authorize the City Manager and Clerk of the Council to execute a legal services agreement with the law firm of Talley & Talley, APC, and Olivarez Madruga Lemieux O'Neil, LLP ("Attorneys") related to administrative, litigation and personnel board matters for a seven (7) month term ending on June 30, 2019, in an amount not to exceed $105,000 (Talley) and $100,000 (Olivarez), subject to non -substantive changes approved by the City Manager and the City Attorney. DISCUSSION The City Attorney's Office handles and manages a variety of transactional and litigation matters. On October 1, 2018, the City engaged the law firm of Talley & Talley, APC, to assist the City Attorney's Office using funding from the budgeted vacancy position of Chief Assistant City Attorney to supplement in-house services. With the recent hiring of new executive directors and a focus on completion of projects, there has been a significant increase in requests for legal services. The City previously contracted with Nate Kowalski to provide legal representation to the personnel board. The term of his agreement expired and informal bids were sought to retain replacement counsel. The Olivarez firm responded with a proposed rate of $285 per hour which is a savings of more than $40 per hour. The proposed agreements will authorize the City Attorney to continue its work with Ms. Talley and engage the Olivarez firm for its services. 25A-1 Legal Services Agreements — Talley & Talley, APC and Olivarez Madruga Lemieux O'Neil LLP November 20, 2018 Page 2 STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal No. 1 Community Safety, Goal No. 3 Economic Development, Goal No. 4. Government Financial Stability, and Goal No. 5 Community Health, Livability, Engagement and Sustainability. FISCAL IMPACT The City Attorney's Office Professional Services Account Fund (Account No. 01108032-62300) will be used to pay for the proposed contractual legal services for Talley & Talley APC. The costs for the remainder of the Fiscal Year 2018-19 is projected for a total amount of $105,000. The Human Resources Professional Services Account Fund (Account No. 01109050-62300) will be used to pay for the proposed contractual legal services for Olivarez Madruga Lemieux O'Neil, LLP. The costs for the remainder of the Fiscal Year 2018-19 is projected for a total amount of $100,000. 0' i�1,�- - Sonia R. Carvalho City Attorney City Attorney' Office <�El,/ I ( y - APPROVED AS TO FUNDS AND ACCOUNTS: a KathrynDowns, CPA Executive Director 9* Finance and Management Services Agency Executive Director Human Resources Department Exhibits: 1. Legal Services Agreement for Talley & Talley, APC 2. Legal Services Agreement for Olivarez Madruga Lemieux O'Neil, LLP 25A-2 EXHIBIT 1 LEGAL SERVICES AGREEMENT WITH TALLEY & TALLEY LAW, APC This AGREEMENT, made and entered into on this 20a' day of November, 2018, by and between Talley &_ Talley Law, APC ("Attorneys"), and the City of Santa Ana, a charter city and municipal corporation duly organized and existing under the constitution and laws of the State of California ("City"). RECITALS A. The City of Santa Ana and the City Attorney's Office City desires to employ Attorneys to assist the in-house attorneys for the City ("City Attorney") in the provision of legal services to the City, including but not limited to, collaborating on a day-to-day basis with the City Attorney and executive staff, ensure legal issues are addressed in a thorough and timely manner, manner, and to defend the City, its employees and its officials. B. Attorneys represent that they are licensed to practice law in the State of California, have special experience and knowledge related to administrative and litigation matters concerning general liability, personnel and police matters, and desire to undertake said services. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. RETENTION OF ATTORNEYS On an as -needed basis, and at the sole discretion of the City, City hereby agrees to and does retain Attorneys, for the compensation hereinafter specified, to assist the City Attorney Talley to collaborate on a day-to-day basis with the City Attorney and executive staff, regarding litigation filed against the City, for -general advice and legal review on a case-by-case basis when urgent matters arise, ensure legal issues are addressed in a thorough and timely manner, and to defend the City, its employees and its officials. Attorneys accept said retention and agree to perform, in a timely and efficient manner, all such services as may be requested by the City Attorney. Attorneys shall confirm their acceptance of work requested by City in writing by e-mail or letter. 2. COMPENSATION FOR SERVICES RENDERED a. City agrees to compensate Attorneys, and Attorneys agree to accept from City, as and for payment in full for all services for the foregoing services will be billed $15,000 per month. b. The total sum to be expended under this Agreement shall not exceed -$`105,000. C. City agrees to reimburse Attorneys for out-of-pocket expenses, including but not limited to, mileage, copying costs, service of process, and mail services authorized by the City Attorney in connection with the performance of duties under this Agreement. In-house printing, copying, and reproduction charges will be reimbursed at the rate of 20 cents per page. Automobile travel will be reimbursed at the standard mileage rate in effect at the time of billing by the Internal Revenue Service. Any costs in excess of $5,000 require City Attorney approval prior to incurring the expense. All expenses must have supporting documentation submitted with the invoice. 25A-3 3. METHOD OF PAYMENT Attorneys shall submit a monthly statement specifying the services performed, dates and number of hours, and an itemization of expenses related thereto with supporting documentation (i.e. receipts, invoices, copy of check, etc.). City acknowledges that the fees incurred for work performed by Attorneys on its behalf are due and owing within 30 days of the work being performed. At Attorneys' discretion, they may choose to defer payment. Notwithstanding this, City agrees that it shall tender payment within 30 days of written demand by Attorneys for payment. Unless expressly stated thereon, monthly statements generated by Attorneys shall not constitute written demand, but shall simply be a written reflection of work performed and fees incurred. 4. CONTROL OF LEGAL MATTERS Attorneys agree that each and every matter or proceeding in which they undertake to assist the City Attorney, as aforesaid, shall be and remain under, and subject to the control and direction of said City Attorney at all stages, and that they shall at all times keep the City Attorney informed of all matters pertaining thereto. City will keep Attorneys informed of all significant developments in matters relating to any representation undertaken by Attorneys. Attorneys further agree, if and when their retention hereunder is terminated by City, as hereinafter specified, they shall return to City Attorney any and all files then in their possession concerning each and every matter or proceeding in which they represented the City pursuant to this Agreement. 5. REPORTING REQUIREMENTS Attorneys agree to keep the City Attorney, and any other person(s) designated by the City Attorney, informed of significant events in the Actions, including but not limited to trial date, filing of motions for summary judgment, hearing date for motion for summaryjudgment, settlement conference date, and mediation date. Attorneys also agree to provide the following reports: a. 45 day initial evaluation of case and budget; and b. Pre-trial report 90 days before trial 6. TERM The term of this Agreement shall commence on December 1, 2018 and terminate on June 30, 2019, unless terminated earlier pursuant to Section 15 below. 7. INDEPENDENT CONTRACTORS It is mutually agreed by and between the parties that, in the performance of their covenants hereunder, Attorneys are and shall be independent contractors, and not officers or employees of City. 8. INSURANCE Attorneys shall provide to the City Attorney proof of Professional Liability (errors and omissions) insurance, with a combined single limit of not less than $500,000 per claim, and maintain such insurance throughout the term of this Agreement. If Attorneys fail or refuse to produce and maintain the insurance required by this section, or fail or refuse to furnish the City with required proof that insurance has been procured and is in force and paid for, the City shall have the right, at the City's election, to forthwith terminate this Agreement. Such termination shall not affect Attorneys' right to be paid for its time and materials expended prior to notification of termination. 25A-4 9. INDEMNIFICATION Attorneys agree to and shall indemnify and hold harmless the City, its officers, agents, employees, and representatives from liability for personal injury, damages, restitution, judicial or equitable relief to the extent caused by Attorneys' negligent or wrongful performance or conduct related to this Agreement. 10. CONFIDENTIALITY All information and documents shared with Attorneys as well as all work performed by Attorneys in connection with this Agreement should be treated as strictly confidential. Moreover, all communications between Attorneys and City shall be treated as protected by the attorney-client privilege and the attorney work product doctrine. Accordingly, information received by Attorneys from City should be kept in a secure place, and no information about this work may be disclosed to any third party without City's prior written approval. Attorneys shall provide materials directly to the City Attorney, Sonia Carvalho, or selected members of her office, as directed by the City Attorney. All such information and any written product in connection with Attorneys` retention under this Agreement, shall be marked as "PRIVILEGED AND CONFIDENTIAL / ATTORNEY -WORK PRODUCT" and shall be the property of the City Attorney's Office, and shall be returned/provided to the Office of the City Attorney with all copies upon the request of the City Attorney. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is, through no fault of the Attorneys, disclosed in a publicly available source; (c) is in rightful possession of the Attorneys without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Attorneys without reference to information disclosed by the City. 11. CONFLICT OF INTEREST CLAUSE Attorneys covenant that it presently has no interests and shall not have interests, direct or indirect, that would conflict in any manner with performance of services specified under this Agreement. 12. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by fust class or certified mail, postage prepaid, or sent by telefacsimile or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Clerk of the Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, California 92702-1988 Facsimile (714) 647-6956 Courtesy Copy: City Attorney City of Santa Ana 20 Civic Center Plaza (M-29) P.O. Box 1988 Santa Ana, California 92702 Facsimile (714) 647-6515 3 25A-5 To Attorneys: Cristina Talley, Esq Talley & Talley Law, APC 1601 Dove St., Suite 181 Newport Beach, CA 92660 A party may change its address by giving notice in writing to the other party. Thereafter, any notice, tender, demand, delivery, or other communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by telefacsimile, communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 13. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Attorneys, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Attorneys. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Attorneys or the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any parties, which are not embodied herein. 14. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Attorneys, Attorneys may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject of this Agreement performed by City personnel or by other Attorneys retained by City. 15. TERMINATION This Agreement may be terminated by City at any time. In such event, Attorneys shall be entitled to receive and the City shall pay Attorneys compensation for all services performed by Attorneys prior to receipt of such notice of termination. Asa condition of such payment, Attorneys shall deliver to the City all files and records generated under this Agreement as of such date. Attorneys may terminate this agreement, subject to their obligation to provide written reasonable notice of at least thirty (30) days to arrange alternative representation. In such case, City agrees to secure new counsel as quickly as possible and to cooperate fully in the substitution of the new counsel as counsel of record in in the Actions. 16. DISCRIMINATION Attorneys shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as 25A-6 defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities. Attorneys affirm that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 17. JURISDICTION — VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 18. MISCELLANEOUS PROVISIONS Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. 19. COUNTERPARTS: SIGNATURES This Agreement may be executed in counterparts, secured via facsimile transmission or otherwise, each of which shall be deemed to be an original. Photocopies of any executed counterpart shall have the same force and effect as an original. City further acknowledges that it has read and received a copy the full text Section 6148 of the California Business and Professions Code prior to signing this Agreement. 20. NO GUARANTEES City understands and acknowledges that there are certain risks and uncertainties in the pursuit of any matter for which Attorneys have been retained, that law is not an exact science, that Attorneys have made no representations or guarantees of success regarding the conclusion of any particular matter, and that all expressions relative thereto are matters of Attorneys' opinion only. In other words, Attorneys make no representations or guarantees of success regarding any matter. [signature page to follow] 25A-7 IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day and year first above written. ATTEST: Maria D. Huizar Clerk of the Council RECOMMENDED FOR APPROVAL: SONIA R. CARVALHO City Attorney's Office CITY OF SANTA ANA Raul Godinez II City Manager TALLEY & TALLEY LAW, APC Cristina Talley, Esq. Partner 25A-8 EXHIBIT 2 LEGAL SERVICES AGREEMENT WITH OLIVAREZ MADRUGA LEMIEUX O'NEIL. LLP This AGREEMENT, made and entered into on this 20's day of November, 2018, by and between _O(iyarez-Madruga Lemieux -.O'Neil, LLP ("Attorneys"), and the City of Santa Ana, a charter city and municipal corporation duly organized and existing under the constitution and laws of the State of California ("City"). RECITALS A. The City of Santa Ana and the City Attorney's Office City desires to employ Attorneys to assist the in-house attorneys for the City ("City Attorney") in the provision of legal services to the City and to provide legal representation to the personnel board. B. Attorneys represent that they are licensed to practice law in the State of California, have special experience and knowledge related to personnel board matters. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. RETENTION OF ATTORNEYS On an as -needed basis, and at the sole discretion of the City, City hereby agrees to and does retain. Attorneys, for the compensation hereinafter specified, to assist and provide representation to the personnel board. Attorneys accept said retention and agree to perform, in a timely and efficient manner, all such services as may be requested by the City Attorney. Attorneys shall confirm their acceptance of work requested by City in writing by e-mail or letter. 2. COMPENSATION FOR SERVICES RENDERED a. City agrees to compensate Attorneys, and Attorneys agree to accept from City, as and for payment in full for all services for the foregoing services will be billed at a rate of $285 an hour. The total sum to be expended under this Agreement shall not exceed $100,000. b. City agrees to reimburse Attorneys for out-of-pocket expenses, including but not limited to, mileage, copying costs, service of process, and mail services authorized by the City Attorney in connection with the performance of duties under this Agreement. In-house printing, copying, and reproduction charges will be reimbursed at the rate of 20 cents per page. Automobile travel will be reimbursed at the standard mileage rate in effect at the time of billing by the Internal Revenue Service. Any costs in excess of $5,000 require City Attorney approval prior to incurring the expense. All expenses must have supporting documentation submitted with the invoice. 3. METHOD OF PAYMENT Attorneys shall submit a monthly statement specifying the services performed, dates and number of hours, and an itemization of expenses related thereto with supporting documentation (i.e. receipts, invoices, copy of check, etc.). City acknowledges that the fees incurred for work performed by Attorneys on its behalf are due and owing within 30 days of the work being performed. At Attorneys' discretion, they may choose to defer payment. Notwithstanding this, City agrees that it shall tender payment within 30 days of written demand by Attorneys for payment. Unless expressly stated thereon, monthly statements generated by 25A-9 Attorneys shall not constitute written demand, but shall simply be a written reflection of work performed and fees incurred. 4. CONTROL OF LEGAL MATTERS Attorneys agree that each and every matter or proceeding in which they undertake to assist the City Attorney, as aforesaid, shall be and remain under, and subject to the control and direction of said City Attorney at all stages, and that they shall at all times keep the City Attorney informed of all matters pertaining thereto. City will keep Attorneys informed of all significant developments in matters relating to any representation undertaken by Attorneys. Attorneys further agree, if and when their retention hereunder is terminated by City, as hereinafter specified, they shall return to City Attorney any and all files then in their possession concerning each and every matter or proceeding in which they represented the City pursuant to this Agreement. 5. REPORTING REQUIREMENTS Attorneys agree to keep the City Attorney, and any other person(s) designated by the City Attorney, informed of significant events in the Actions, including but not limited to trial date, filing of motions for summary judgment, hearing date for motion for summaryjudgment, settlement conference date, and mediation date. Attorneys also agree to provide the following reports: a. 45 day initial evaluation of case and budget; and b. Pre-trial report 90 days before trial 6. TERM The term of this Agreement shall commence on November 20, 2018 and terminate on June 30, 2019, unless terminated earlier pursuant to Section 15 below. 7. INDEPENDENT CONTRACTORS It is mutually agreed by and between the parties that, in the performance of their covenants hereunder, Attorneys are and shall be independent contractors, and not officers or employees of City. 8. INSURANCE Attorneys shall provide to the City Attorney proof of Professional Liability (errors and omissions) insurance, with a combined single limit of not less than $1,000,000 per claim, and maintain such insurance throughout the term of this Agreement. If Attorneys fail or refuse to produce and maintain the insurance required by this section, or fail or refuse to furnish the City with required proof that insurance has been procured and is in force and paid for, the City shall have the right, at the City's election, to forthwith terminate this Agreement. Such termination shall not affect Attorneys' right to be paid for its time and materials expended prior to notification of termination. 9. INDEMNIFICATION Attorneys agree to and shall indemnify and hold harmless the City, its officers, agents, employees, and representatives from liability for personal injury, damages, restitution, judicial or equitable relief to the extent caused by Attorneys' negligent or wrongful performance or conduct related to this Agreement. 10. CONFIDENTIALITY All information and documents shared with Attorneys as well as all work performed by Attorneys in connection with this Agreement should be treated as strictly confidential. Moreover, all communications between Attorneys and City shall be treated as protected by the attorney-client privilege and the attorney work product doctrine. Accordingly, 25A-10 information received by Attorneys from City should be kept in a secure place, and no information about this work may be disclosed to any third party without City's prior written approval. Attorneys shall provide materials directly to the City Attorney, Sonia Carvalho, or selected members of her office, as directed by the City Attorney. All such information and any written product in connection with Attorneys` retention under this Agreement, shall be marked as "PRIVILEGED AND CONFIDENTIAL / ATTORNEY -WORK PRODUCT" and shall be the property of the City Attorney's Office, and shall be returned/provided to the Office of the City Attorney with all copies upon the request of the City Attorney. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is, through no fault of the Attorneys, disclosed in a publicly available source; (c) is in rightful possession of the Attorneys without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Attorneys without reference to information disclosed by the City. 11. CONFLICT OF INTEREST CLAUSE Attorneys covenant that it presently has no interests and shall not have interests, direct or indirect, that would conflict in any manner with performance of services specified under this Agreement. 12. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by telefacsimile or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Clerk of the Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, California 92702-1988 Facsimile (714) 647-6956 Courtesy Copy: City Attorney City of Santa Ana 20 Civic Center Plaza (M-29) P.O. Box 1988 Santa Ana, California 92702 Facsimile (714) 647-6515 To Attorneys: Olivarez Madruga Lemieux O'Neil, LLP Attn: Elana Rivkin -Haas, Esq. 500 S. Grand Ave., 12'i' Floor Los Angeles, CA 90071 Fax: 213-744-0093 A party may change its address by giving notice in writing to the other party. Thereafter, any notice, tender, demand, delivery, or other communication shall be addressed and transmitted to the 3 25A-11 new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by telefacsimile, communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 13. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Attorneys, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Attorneys. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Attorneys or the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any parties, which are not embodied herein. 14. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Attorneys, Attorneys may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject of this Agreement performed by City personnel or by other Attorneys retained by City. 45. TERMINATION This.Agreement may be terminated by City at any time. In such event, Attorneys shall be entitled to receive and the City shall pay Attorneys compensation for all services performed by Attorneys prior to receipt of such notice of termination. As a condition of such payment, Attorneys shall deliver to the City all files and records generated under this Agreement as of such date. Attorneys may terminate this agreement, subject to their obligation to provide written reasonable notice of at least thirty (30) days to arrange alternative representation. In such case, City agrees to secure new counsel as quickly as possible and to cooperate fully in the substitution of the new counsel as counsel of record in in the Actions. 16. DISCRIMINATION Attorneys shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities. Attorneys affirm that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 17. JURISDICTION— VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses 25A-12 of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 18. MISCELLANEOUS PROVISIONS Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. 19. COUNTERPARTS: SIGNATURES This Agreement may be executed in counterparts, secured via facsimile transmission or otherwise, each of which shall be deemed to be an original. Photocopies of any executed counterpart shall have the same force and effect as an original. City further acknowledges that it has read and received a copy the full text Section 6148 of the California Business and Professions Code prior to signing this Agreement. 20. NO GUARANTEES City understands and acknowledges that there are certain risks and uncertainties in the pursuit of any matter for which Attorneys have been retained, that law is not an exact science, that Attorneys have made no representations or guarantees of success regarding the conclusion of any particular matter, and that all expressions relative thereto are matters of Attorneys' opinion only. In other words, Attorneys make no representations or guarantees of success regarding any matter. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day and year first above written. ATTEST: CITY OF SANTA ANA Maria D. Huizar Clerk of the Council RECOMMENDED FOR APPROVAL: SONIA R. CARVALHO City Attorney's Office Raul Godinez II City Manager OLIVAREZ MADRUGA LEMIEUX O'NEIL, LLP By: Title: 25A-13 25A-14 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: NOVEMBER 20, 2018 TITLE: APPROVE AGREEMENTS WITH NINYO & MOORE, RMA GROUP, AND SCST FOR ON-CALL GEOTECHNICAL ENGINEERING SERVICES (NON -GENERAL FUND) (STRATEGIC PLAN NO. 6, 1G} CITYVAANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 1� Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Authorize the City Manager and Clerk of the Council to execute agreements with each of the firms listed below, to provide on-call geotechnical engineering services for general engineering projects for a three-year term expiring November 19, 2021, with the option of one two-year extension exercisable by the City Manager and the City Attorney, for a total aggregate amount, for the three contracts combined, of not to exceed $600,000 for the term of the contract, including the optional extension, subject to nonsubstantive changes approved by the City Manager and the City Attorney: • Ninyo & Moore Geotechnical & Environmental Sciences Consultants (Ninyo & Moore) • RMA Group, Inc. (RMA Group) • SCST, Inc. (SCST) In order to provide the best services to the city, staff will endeavor to distribute work equally among the three consultants, but reserves the right to assign more work to one consultant over another based on type of work, availability of staff, schedule limitations and performance, among other factors. DISCUSSION The City's Public Works Agency is responsible for delivering a Capital Improvement Program (CIP) valued at over $40 million per year for the next several years. Engineering consultants are needed to augment staff with specialty geotechnical services for timely delivery of the CIP, including street, infrastructure, parks, and facilities projects which invariably require some level of geotechnical work. These services may be effectively provided by on-call geotechnical engineering services. 2513-1 Agreements for Geotechnical Engineering Services November 20, 2018 Page 2 On June 14, 2018, the City issued a Request for Proposals (RFP) (Exhibit 1) for On-call Geotechnical Engineering Services. The RFP was posted on the City's online e -procurement portal, PlanetBids, and a total of 22 proposals were received. A five -member evaluation panel comprised of Public Works Agency staff reviewed and ranked all of the proposals. Three proposals were deemed nonresponsive and the remaining 19 qualifying submittals were ranked based on experience, qualifications, project understanding, as well as the overall proposed services. The table below summarizes the results of the top six proposals: Rank Firm Score 1 Nino & Moore 92.9 2 RMA Group 90.8 3 SCST 90.6 4 Diaz Yourman 88.2 5 Koury 88.0 6 Terracon 87.2 Submittals from the following firms were also received: Leighton, Earth Mechanics, Geo- Advantec, AESCO, Albus Keef and Associates, Petra, MTGL, Willdan, Converse Consultants, PSI, ES Engineering, Geotek, and Hamilton. These proposals were ranked and are on file. Based on the proposal evaluations and ranking, staff recommends that the top 3 firms — Ninyo & Moore, RMA Group, and SCST — be retained to provide on-call geotechnical engineering services (Exhibits 2, 3, and 4). ENVIRONMENTAL IMPACT There are no environmental impacts associated with this action. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #6 - Community Facilities & Infrastructure, Objective #1 (establish and maintain a Community Investment Plan for all City assets), Strategy G (develop and implement the City's Capital Improvement Program in coordination with the Community Investment and Deferred Maintenance Plans). FISCAL IMPACT There is no fiscal impact at this time. Prior to utilizing any of these on-call services, Public Works staff must receive Finance & Management Services Agency approval of funding and accounts to ensure that funds are available under the authorization and aggregate limit of these agreements. Upon successful completion of this fiscal review, a corresponding Notice to Proceed containing specific scope and maximum expenditure for the task order will be issued to a firm. Funding for these services is available in prior year and the current FY 2018-19 approved CIP budgets, and will be budgeted in future CIPS. 25B-2 Agreements for Geotechnical Engineering Services November 20, 2018 Page 3 APPROVED AS TO FUNDS AND ACCOUNTS: Fuad S. Sw 'ss, PE, PLSKath Down , C Executive Nector Executi ector Public Works Agency Finance and Management Services Agency FSS/EWG/JG/AF Exhibits: 1. RFP 18-045 2 Agreement - Ninyo & Moore 3. Agreement - RMA Group 4. Agreement - SCST 25B-3 25B-4 REQUEST FOR PROPOSALS (RFP) FOR GEOTECHNICAL ENGINEERING SERVICES RFP NO.: 18-045 CITY OF SANTA ANA Santa Ana Public Works Agency 20 Civic Center Plaza Santa Ana, CA 92701 for Release: KEY RFP DATES (Subject to change at discretion of City): Issue Date: Deadline for Requests for Information: Proposal Due Date: Projected Award Date: Thursday June 14, 2018 Tuesday July 3, 2018 Thursday July 12, 2018; 4:00pm. Tuesday September 4, 2018 Exhibit 1 25B-5 incipal Civil Engineer Public Works Agency NOTICE INVITING PROPOSALS NOTICE IS HEREBY GIVEN that proposals will be received from qualified firms for Geotechnical Engineering Services. Responses to this Request for Proposals (RFP) will be accepted until Thursday, July 12, 2018 at 4:00 p.m. Proposals received after this date/time will not be considered. It is the responsibility of the proposer to ensure that any proposals submitted have sufficient time to be received by the City of Santa Ana prior to this proposal due date and time. Proposals shall be enclosed in a sealed envelope and marked clearly with following information, formatted as follows: "SEALED PROPOSAL FOR GEOTECHNICAL ENGINEERING SERVICES RFP NO. 18-045 IN THE CITY OF SANTA ANA DO NOT OPEN WITH REGULAR MAIL." City of Santa Ana Attn.: Armando Fernandez Public Works Agency; 20 Civic Center Plaza; 3rd Floor Reception, Ross Annex Santa Ana, CA 92701 Physical copies of proposals shall be mailed, hand delivered, or sent by courier service. Additionally, electronic copies of proposals shall be submitted on the City's online vendor portal PlanetBids. All notifications, updates and addenda will be posted electronically on the City's PlanetBids vendor portal accessible at this link: https://www.planetbids.com/portal/portal.cfm?CompanyID=20137 Proposers shall be responsible for monitoring the site to obtain information regarding this solicitation. Any addenda issued shall be taken into account in the bid and shall be made a part of the Contract. Addenda may be issued by the City of Santa Ana for any reason. Bidders shall acknowledge the receipt of Addenda prior to submitting on PlanetBids. Questions regarding this Request for Proposals shall be made in writing via the City's PlanetBids vendor portal. No phone inquiries will be accepted. In the event you encounter technical difficulties during the uploading process, please contact PlanetBids system team as shown below (M -F from Sam to 5pm): support(a)planetbids.com or call (818) 992-1771 ext. 0 City of Santa Ana RFP 18-045 26B"6 TABLE OF CONTENTS I. INTRODUCTION / PROJECT DESCRIPTION II. INSTRUCTIONS TO PROPOSERS A. CITY RESPONSIBILITIES B. PROPOSER RESPONSIBILITIES C. REQUEST FOR INFORMATION OR CLARIFICATION D. ADDENDA E. LICENSES & PERMITS F. INSURANCE G. INFORMATION PACKET H. PRE -PROPOSAL MEETING I. CITY RIGHT TO REJECT J. BID PROTESTS III. SUBMITTAL REQUIREMENTS A. GENERAL B. PROPOSAL CONTENTS 1. STATEMENT OF QUALIFICATIONS 2. SCOPE OF SERVICES AND SCHEDULE 3. FEE PROPOSAL 4. CERTIFICATIONS IV. PROPOSAL REVIEW (CONSULTANT SELECTION ATTACHMENT I: SCOPE OF WORK ATTACHMENT 2: AGREEMENT ATTACHMENT 3: CERTIFICATIONS City of Santa Ana RFP 18-045 2�L7 A. EVALUATION AND RATING B. SELECTION V. CONTRACT AWARD A. REQUEST FOR COUNCIL ACTION B. EXECUTION OF AGREEMENT VI. IMPLEMENTATION A. KICK-OFF MEETING B. NOTICE TO PROCEED VII. PUBLIC RECORDS VIII. APPENDIX ATTACHMENT I: SCOPE OF WORK ATTACHMENT 2: AGREEMENT ATTACHMENT 3: CERTIFICATIONS City of Santa Ana RFP 18-045 2�L7 I. INTRODUCTION/ PROJECT DESCRIPTION Nature of Work: The City of Santa Ana is seeking geotechnical engineering services. A detailed Scope of Work is included in the Appendix of this RFP as Attachment 1. Number of Proposals and Signature: Five (5) hard copies and one (1) digital file uploaded to City's PlanetBids portal. One of the hard copies shall be marked as "ORIGINAL" and shall be signed by a company official with the power to bind the company and submitted to the City of Santa Ana. One (1) hard copy of your Fee Proposal shall be submitted; and Fee Proposal shall also be uploaded as a required Bid Document on PlanetBids: https://www.planetbids.com/portal/portal.cfm?CompanylD=20137 The Statement of Qualifications shall be limited to a maximum of (10) double -sided pages (excluding front and back covers, section dividers and attachments such as resumes, forms). Font size shall be minimum 11 -point Arial. Proposal exhibits shall be maximum 11" x 17". Proposal Evaluation and Rating: The criteria for evaluating the proposals submitted will take the following items into consideration: • Firm/Team Experience 25% • Understanding of Need 35% • Relevant Project Experience 25% • Schedule 10% • References 5% The City has established a proposal review committee to evaluate proposers based on the response to the RFP, which includes adherence to outlined directions and format, and the City evaluation criteria set forth above. A final score will be calculated for each submitted proposal and used to rank the proposers. City of Santa Ana RFP 18-045 P25B-8 Proiect Funding: Funding sources for each project may vary for each project/task order assignment shall comply with the funding agency's requirements. Special conditions may apply. Refer to Attachment 1 (Scope of Work) in the Appendix of this RFP. Prevailing Wages: In accordance with the California State Labor Code, prevailing wage rates apply. Copies of the prevailing rate of per diem wages are on file with the Public Works Agency and shall be made available to any interested party on request. Term of Contract Agreement: The City desires to enter into a contract with (3) firms for an initial three (3) year term with a City option for one (1), two (2) year extension. This term is outlined in the Standard Consultant Agreement, as contained in the Appendix of this RFP as Attachment 2. City of Santa Ana RFP 18-045 P'ZSB-9 r u.. II. INSTRUCTIONS TO PROPOSERS A. CITY RESPONSIBILITIES The City will provide information in its possession relevant to preparation of required information in RFP. The City will provide only the staff assistance and documentation specifically referred to herein. B. PROPOSER RESPONSIBILITIES Point of Contact: The selected proposer will assume responsibilities for all services in its proposal. The selected proposer shall identify a sole point of contact with the greatest knowledge in regard to the required service operations and contractual matters, including payment of any and all charges resulting from the Agreement. Evidence of Financial Capacity: Proposer may be requested to submit its most recent audited financial statement, evidencing proposer's financial capacity to fully perform the required services, including provision of equipment and personnel expenses over a ninety (90) day period. If said financial statement does not reflect full ninety (90) day operational capacity, proposer may include a letter of credit as evidence of supplemental capacity. C. REQUEST FOR INFORMATION OR CLARIFICATION All questions or requested clarifications shall be made in writing via e-mail to the Project Manager (contact information as noted on the cover page to this RFP) no fewer than five (5) calendar days prior to the date and time set for opening of proposals. No verbal requests or responses will be accepted. Significant interpretations or clarifications will be addressed via addenda to this RFP. D. ADDENDA Any changes in RFP from the date of release to date of submittal will result in an addendum or amendment. Notification of such addendum or amendment shall be posted on City's website, santa-ana.org/bids-rfps as set forth in the Notice Inviting Proposals. Addenda shall become part of the agreement documents. E. LICENSES & PERMITS The selected proposer shall be required to obtain a City of Santa Ana Business license within ten (10) business days of selection and must provide a copy to the City projects manager or designee prior to commencing any work in Santa Ana. Additionally, Proposer will be responsible for obtaining any licenses/permits required by the Scope of Work. F. INSURANCE The Selected Proposer shall provide the required evidence of insurance coverage as set forth in the Scope of Work within ten (10) business days after receipt of notice that the contract has been awarded. Failure to provide the required insurance certificates shall be cause for the annulment of the award and the forfeiture of the proposal guaranty. City of Santa Ana RFP 2OU-10 G. PAYMENT INFORMATION PACKET The selected proposer shall return a completed payment information packet within ten (10) business days after the successful proposer has received notice that the contract has been awarded. The packet is available on the City's website: santa-ana.org/bids-rfps. H. PRE -PROPOSAL MEETING Should a pre -proposal be scheduled, the date, time and location is identified on the cover page of this RFP. The meeting will include discussion of the project scope and a question - and -answer session. It is highly recommended that the Proposer's key team members attend this meeting. Significant interpretations or clarifications will be addressed via addenda to this RFP, as described above in "Section D: Addenda." I. CITY RIGHT TO REJECT The City reserves the right to reject any or all proposals submitted and no representation is made hereby that any contract will be awarded pursuant to this RFP or otherwise. The City reserves the right to accept or reject the combined or separate components of this proposal in part or in its entirety or to waive any minor inconsistency, informality or technical defect in the proposal. The City reserves the right to reject, replace and approve any and all subcontractors. All subcontractor(s) shall be identified in the response to the RFP. Subcontractors shall be the responsibility of the successful proposer and the City shall assume no liability of such subcontractors. J. BID PROTESTS Proposers with concerns or rebuttal of any staff determination of non -responsiveness or non - responsibility may submit, in writing within five (5) business days, to the Project Manager, any concerns regarding the RFP process or staff determination. Such writing shall be considered by the City Manager or his designated representative, and may be acted upon within five (5) business days. If no action is taken within such time, there shall be no change to the staff determination. The exercise by Proposer of its right to submit written concerns shall be a condition precedent to seeking judicial review of any award of a contract hereunder. City of Santa Ana RFP 25L411 III. SUBMITTAL REQUIREMENTS A. GENERAL I. The number of Proposal Copies and signature is specified in: RFP SECTION I - INTRODUCTION / PROJECT DESCRIPTION. II. Deadline: Proposals are due to the City of Santa Ana at the date, time, and location specified in the Notice Inviting Proposals. B. PROPOSAL CONTENTS The proposal format and page limitation, if any, is specified in: RFP SECTION I - INTRODUCTION / PROJECT DESCRIPTION. 1. STATEMENT OF QUALIFICATIONS a. Cover Letter — Proposals shall include a letter signed by a principal or authorized representative who can make legally binding commitments for the entity. b. Contract Agreement Statement: Proposal shall include a statement outlining your concurrence or concerns with any and all provisions as contained in the Agreement attached herein as Attachment 2 in the Appendix. c. Firm and Team Experience: Proposal shall include a profile of the firm's experience. Include resumes of project team/sub-consultants that will be providing services which outline their technical and design experience. At a minimum, this should include the project manager/principal agent, associates in charge when project manager/principal agent is unavailable, key personnel, firm size, and an organization chart identifying only those who will perform work for the proposed project and the percentage of each individual's time devoted to this project. The project manager/principal agent shall be the primary contact person to represent your firm and will be the person to conduct the presentation, if invited for an interview. d. Understanding of Need: Proposal shall include an outline which demonstrates the firm's understanding of the work. This outline should include anticipated approach, tasks necessary for successful completion, deliverables, and suggestions or special concerns that the City should be made aware of. Identify any assumptions and/or exclusions used in preparation of the scope of work and associated fee estimate. e. Relevant Project Experience: Proposal shall include a list of projects which your firm or personnel have completed within the last 5 years, including significant work with public agencies. Project information should include project description, year completed, client name, along with a person to contact and their telephone number. City of Santa Ana RFP 2 6E 2 f. References: Proposal shall include a listing of relevant projects with references for three public entities for which Proposer has performed similar work within the past five (5) years. 2. SCOPE OF SERVICES AND SCHEDULE: Proposal shall include a Scope of Services and Schedule which details the work phases to be completed, the tasks to be accomplished, the deliverables to be provided, and the schedule / timeline to complete the project, based upon the requested Scope of Work detailed in Attachment 1 of this RFP. 3. FEE PROPOSAL: The fee proposal shall be submitted concurrently with the technical proposal, but in a separately sealed envelope, clearly labeled as "Fee Proposal." This shall include the firm's Standard Hourly Fee Schedule, a table outlining the tasks and team hourly effort for each of the major tasks, and a Project Fee Schedule as outlined in the Scope of Work. The fee proposal will not be opened until the proposals have been evaluated by the proposal selection committee. The City will select the consultant based on qualifications, and then negotiate a contract price based on available funding. 4. CERTIFICATIONS: The following forms shall be signed and included as part of the proposal submittal package: • Attachment 3-1: Non -Collusion Affidavit • Attachment 3-2: Non -Lobbying Certification • Attachment 3-3: Non -Discrimination Certification IV. PROPOSAL REVIEW (CONSULTANT SELECTION) A. EVALUATION AND RATING The criteria for evaluating the proposals are specified in: RFP SECTION I - INTRODUCTION / PROJECT DESCRIPTION. B. SELECTION The committee may interview the top ranking proposers. The City will recommend award of the contract to the proposer who will provide the best value to the City. City reserves the right to begin negotiations and enter into a contract without interview or further discussions. V. CONTRACT AWARD A. REQUEST FOR COUNCIL ACTION City of Santa Ana RFP 2ERM 6 UM -13 Following evaluation and rating by the proposal review committee, the Project Manager will recommend award of a contract to the proposer providing the best value to the City. B. EXECUTION OF AGREEMENT The Scope of Services, Schedule, and Fees submitted in the proposal will be the basis of any negotiation of final terms which will lead to a completed agreement ready for execution based on the standard Agreement attached herein as Attachment 2 in the Appendix. V1. IMPLEMENTATION A. KICK-OFF MEETING A kick-off meeting will be held after award of contract. Consultant and its team will meet with City of Santa Ana staff to conduct introductions, discuss scope of services, and implementation process. B. NOTICE TO PROCEED Following the kick-off meeting, a formal Notice to Proceed (NTP) may be issued after the agreement is fully executed, and all required bonds, insurance documents and contents of the Information Packet have been received and approved. For "On -Call" contracts, Consultant will be notified by individual City Project Managers on a case-by-case basis to request project/task specific proposals. Written NTPs will be then issued accordingly. VII. PUBLIC RECORDS All data, documents and other products used, developed, or produced during response preparation of the RFP will become property of the City. All responses to the RFP shall become property of the City. Proposer information identified as proprietary information shall be maintained confidential, to the extent allowed under the California Public Records Act. Proposals will become public record after award of contract. Proposer information identified as proprietary information shall be maintained confidential, to the extent allowed under the California Public Records Act. City of Santa Ana RFP 2M14 Appendix ATTACHMENT I SCOPE OF WORK CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR GEOTECHNICAL ENGINEERING SERVICES RFP NO.: 18-045 Introduction / Background The City of Santa Ana intends to retain Geotechnical Engineering Consultants on an as -needed or "on-call" basis. A Professional Services Agreement will be entered into with several of the qualified firms/consultant(s) to provide geotechnical engineering services for a variety of projects on an on-call basis. On an on-call, as -needed basis, the selected firm(s) may be asked to provide professional services on specific, project -by -project basis, based on an agreed-upon specific scope of services and fees. In general, work consists of general geotechnical engineering services for Public Works Projects and or related to City facilities. The funding sources for each project may vary for each project/task order assignment shall comply with the funding agency's requirements. The consultant shall be able to assist the City through this contract to provide the necessary services. The consultant shall utilize in-house staff and/or sub -consultants to complete the assignments to meet the City standards. For specialized work for which the prime consultant shall require a sub -consultant, the prime consultant shall serve as an administrative liaison between the City and the sub -consultant. Prime consultant mark-ups for sub -consultant work will not be allowed. All proposals, plans, drawings, specifications, estimates, grant applications, and/or studies will be subject to the final approval and satisfaction of the City of Santa Ana. Scope of Services On as needed basis, the selected firms shall provide the City with the following services as described herein. The consulting firms are responsible for any damage to utilities during the locating efforts. The consulting firm/s selected for these services shall demonstrate the ability and experience in the following types or work and not limited to: • Soil Classification and Analysis • Material Testing • Ground Water- Dewatering and Seepage Control Analysis • Seismic Stability City of Santa Ana RFP 18-045 258115 • Soil Liquefaction • Slope Stability and Protection • Construction Inspection • Open and Braced Excavations (shallow) • Grading and Site Clearing • Pavement Design • Foundation Design • Retaining Structures- submerged and partially submerged • Fill Compaction • Special Inspections • Subsurface Geotechnical Investigation The Consultants shall also provide services such as: field exploration, laboratory testing and instrumentation. The work in general, consists of work in the following areas and not limited to: If there are any exceptions to the core of requested services, proposers shall list said exceptions in their proposal (matrix form). For specialized work for which the prime consultant shall require a sub -consultant, the prime consultant shall serve as an administrative liaison between the City and the sub -consultant. The selected consultants must have the expertise, experience, and demonstrated resources available to perform the work described in this RFP. General Requirements and Project Deliverables The Consultant's services for the project preparation, special studies/investigations shall include and in be in conformance with the latest editions of the following: The City of Santa Ana Municipal Code (SAMC), professional Standards established by the City, and or federal, state and local guidelines established in the project. The Consultant shall have complete responsibility for the accuracy and completeness of all documents and plans prepared. The plans will be reviewed by the City of Santa Ana for conformity with the requirements of the Agreement. Reviews by the City of Santa Ana do NOT include detailed review or checking of design or the accuracy with which such designs are depicted in the documents and the plans. The documents and plans furnished under the Agreement shall be of a quality acceptable to the City of Santa Ana. The criteria for acceptance shall be a product of neat appearance, well organized, technically and grammatically correct, checked, and dated and having the maker and checker identified. The Consultant shall have project management control procedures in effect during the entire time work is being performed under the Agreement. This task shall include the following: • Project Management Plan- the consultant shall provide a detail management plan including information and coordination with other agencies to ensure compliance and completion of the tasks. This plan shall include all milestones and task breakdown for each of the tasks and subtasks included therein. The project management shall be City of Santa Ana RFP 18-045 2'SV2f6 submitted to the Project Manager for review and within 15 calendar days of the issued Notice to Proceed • Deliverables • Quality Control/Quality Assurance (QA/QC) Plan • Project Schedule/Invoicing • Project Correspondence In case of conflict, ambiguities, discrepancies, errors, or omissions, the consultant shall submit the matter to the City for clarification. However, work tasks may include studies or a variety of engineering tasks. If requested by the City, the Consultant shall provide a Work Plan which includes a detailed schedule of the assigned project prior to the issuance of Notice to Proceed and/or Task Order. Specific Task Orders with Notices to Proceed ("NTPs") will be provided for project(s) at the discretion of the City. Work required per Task Order shall comply with the Scope of Services and additional provisions in each Task Order and this agreement. The following services/items shall include, but are not be limited to: 1. Research existing records of utility companies and agencies and coordinate with the involved parties. 2. City may opt to receive only PDF versions of the plans, reports, and studies for reviewing purposes. If so, the Consultant team will provided plans and/or specifications accordingly. 3. The Consultant shall monitor the project progress, maintain project files, and control the quality of the work performed by in-house staff and/or sub -consultants. Incomplete (not meeting targeted completion) or poor quality work will not be accepted. The Consultant shall revise the documents within a revised schedule set by the City, which may require overtime. No additional compensation necessary for the consultant to complete this work to the satisfaction of the City shall be approved by the City for the required revisions. It is the responsibility of the Consultant to produce a professional -level quality of work product. 4. If included in the on-call project scope, attend meetings with the City staff as required. 5. If included in the on-call project scope, the Consultant shall coordinate permits and any other issues with the City, other Agencies, and all utility companies as required. At the direction of the City, the Consultant shall be the liaison with affected agencies. 6. If included in the on-call project scope, the Consultant shall be responsible for reviewing and approving addenda and clarifications. All information regarding the plans and specifications and or documentation related to the project and approved by the City, will then become property of the City. A more detailed scope of work will be provided when/if a specific project or Task Order proposal is requested of a consultant. All tasks orders shall include the staff title, hours, hourly rate and totals as related to the project. Project Schedule and Progress: City of Santa Ana RFP 18-045 247 Progress review meetings shall be held at intervals deemed appropriate by the City. The Consultant shall furnish two copies of all completed work or partially completed update/status since the last progress review meeting. Progress reports shall be submitted monthly in electronic format indicating achievements and project schedule progress. City Responsibilities: The City will provide information in its possession relevant to the preparation of the required information in the RFP. The City will provide only the staff assistance and the documentation specifically in referred to herein. • Furnish scope of work and provide general direction as needed for the assigned project • All reporting and coordination within the City • Advertise, award, and administer of construction contract • Electronic files (sample plans & specifications, City of Santa Ana's CADD Standards) • Electronic files for title sheets and sheet borders • Facilitate meeting space and coordination and City facilities Fee Proposal: In addition to Section IV.13.3 (Submittal Requirements: Fee Proposal) fee schedule shall be structured as follows: The fee proposal shall include the firm's standard hourly fee schedule, and/or project fee schedule where applicable and as outlined in this this documents. A list of all positions and hourly rates required to perform the services described herein. A more detailed scope of work will be provided when/if a specific project or Task Order proposal is requested of a consultant. Other Terms and Conditions: 1. The project will be implemented in compliance with the City of Santa Ana's policies, as well as Prevailing Wages and State/Federal Requirements. 2. The City regards the inclusion of California based designs, engineering, and construction professionals, facilities, and services as part of the Team to be highly desirable, but not mandatory. 3. The City reserves the right to amend this Request for Proposal by addendum prior to the final dates of submission. 4. All reports, proposals, or other data or materials which are submitted shall become the sole property of the City of Santa Ana with the exception of the confidential Financial Capacity information and sealed fee proposals which will be returned to all proposers after award of contract to the selected Team. All products used or developed in the execution of any contract resulting from this request will remain in the public domain at the completion of this project. City of Santa Ana ,RFP 18-045 2'SD�11�}8 6. The City has an affirmative action program. The purpose of the affirmative action program is to encourage certified minority business enterprises and women business enterprises. All submitting firms must have established affirmative action programs approvable by the City. During the RFP stage, all firms will need to complete a "Certification of Non -Discrimination by Contractors" for each firm on their team. City of Santa Ana RFP 18-045 25wt9 Appendix ATTACHMENT 2 STANDARD AGREEMENT CONSULTANT AGREEMENT CITY OF SANTA ANA THIS AGREEMENT is made and entered into this day of , 2017 by and between , ("Consultant'), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("City"). RECITALS A. The City desires to retain a consultant having special skill and knowledge in the field of: geotechnical engineering services on an as -needed or "on-call' basis. B. Consultant represents that Consultant is able and willing to provide such services to the City. C. In undertaking the performance of this Agreement, Consultant represents that it is knowledgeable in its field and that any services performed by Consultant under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. SCOPE OF SERVICES Consultant shall perform during the term of this Agreement, the tasks and obligations including all labor, materials, tools, equipment, and incidental customary work required to fully and adequately complete the services described and set forth in Scope of Services - Exhibit A, attached hereto and incorporated by reference. 2. COMPENSATION a. City agrees to pay, and Consultant agrees to accept as total payment for its services for City, the rates and charges identified in Compensation - Exhibit B. The total amount to be expended under this Agreement shall not exceed $xxxxxx during the term of this Agreement, including any extension periods exercised under Section 3. City of Santa Ana RFP 29D'L0 b. Payment by City shall be made within 45 days (forty-five) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. 3. TERM This Agreement shall commence on [enter a Start Date or "the date first written above"] for a number (#) year term with the option for the City to grant up to a number (#)-year renewals, exercisable by a writing by the City Manager and the City Attorney, unless terminated earlier in accordance with Section 16, below. 4. PREVAILING WAGES Consultant is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 16000, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on "public works" and "maintenance" projects. If the services being performed are part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and the total compensation is $1,000 or more, Consultant agrees to fully comply with such Prevailing Wage Laws. Consultant shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. 5. INDEPENDENT CONTRACTOR Consultant shall, during the entire term of this Agreement, be construed to be an independent contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer-employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Consultant performs the services which are the subject matter of this Agreement; however, the services to be provided by Consultant shall be provided in a manner consistent with all applicable standards and regulations governing such services. Consultant shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 6. OWNERSHIP OF MATERIALS This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Consultant under this Agreement ("Documents & Data"). Consultant shall require all subcontractors to agree in writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subcontractor prepares under this Agreement. Consultant represents and warrants that Consultant has the legal right to license any and all Documents & Data. Consultant makes no such representation and warranty in regard to Documents & Data which were provided to Consultant by the City. City shall not City of Santa Ana RFP Page A2-2 25B-21 be limited in any way in its use of the Documents and Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City's sole risk. 7. INSURANCE Prior to undertaking performance of work under this Agreement, Consultant shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a. Commercial General Liability Insurance. Consultant shall maintain commercial general liability insurance naming the City, its officers, employees, agents, volunteers and representatives as additional insured(s) and shall include, but not be limited to protection against claims arising from bodily and personal injury, including death resulting therefrom and damage to property, resulting from any act or occurrence arising out of Consultant's operations in the performance of this Agreement, including, without limitation, acts involving vehicles. The amounts of insurance shall be not less than the following: single limit coverage applying to bodily and personal injury, including death resulting therefrom, and property damage, in the total amount of $1,000,000 per occurrence, with $2,000,000 in the aggregate. Such insurance shall (a) name the City, its officers, employees, agents, and representatives as additional insured(s); (b) be primary and not contributory with respect to insurance or self-insurance programs maintained by the City; and (c) contain standard separation of insureds provisions. b. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $1,000,000 per occurrence. Such insurance shall include coverage for owned, hired and non -owned automobiles. C. Worker's Compensation Insurance. In accordance with the provisions of Section 3700 of the Labor Code, Consultant, if Consultant has any employees, is required to be insured against liability for worker's compensation or to undertake self-insurance. Prior to commencing the performance of the work under this Agreement, Consultant agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. d. If Consultant is or employs a licensed professional such as an architect or engineer: Professional liability (errors and omissions) insurance, with a combined single limit of not less than $1,000,000 per claim with $2,000,000 in the aggregate. e. The following requirements apply to the insurance to be provided by Consultant pursuant to this section: i. Consultant shall maintain all insurance required above in full force and effect for the entire period covered by this Agreement. ii. Certificates of insurance shall be furnished to the City upon execution of this Agreement and shall be approved by the City. iii. Certificates and policies shall state that the policies shall not be canceled or reduced in coverage or changed in any other material aspect without thirty (30) days prior written notice to the City. iv. Consultant shall supply City with a fully executed additional insured endorsement. City of Santa Ana RFP Page A2-3 25B-22 f. If Consultant fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the City with required proof that insurance has been procured and is in force and paid for, the City shall have the right, at the City's election, to forthwith terminate this Agreement. Such termination shall not affect Consultant's right to be paid for its time and materials expended prior to notification of termination. Consultant waives the right to receive compensation and agrees to indemnify the City for any work performed prior to approval of insurance by the City. 8. INDEMNIFICATION Consultant agrees to defend, and shall indemnify and hold harmless the City, its officers, agents, employees, contractors, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the negligent operations of the Consultant, its subcontractors, agents, employees, or other persons acting on its behalf which relates to the services described in section 1 of this Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution, judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement. This indemnity and hold harmless agreement applies to all claims for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this Section or by reason of the terms of, or effects, arising from this Agreement. The Consultant further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. Notwithstanding the foregoing, to the extent Consultant's services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant. 9. INTELLECTUAL PROPERTY INDEMNIFICATION Consultant shall defend and indemnify the City, its officers, agents, representatives, and employees against any and all liability, including costs, for infringement of any United States' letters patent, trademark, or copyright infringement, including costs, contained in the work product or documents provided by Consultant to the City pursuant to this Agreement. 10. RECORDS Consultant shall keep records and invoices in connection with the work to be performed under this Agreement. Consultant shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any services, expenditures, and disbursements charged to the City for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Consultant under this Agreement. All such records and invoices shall be clearly identifiable. Consultant shall allow a representative of the City to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement during regular business hours. City d Santa Ana RFP Page A2-4 25B-23 Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to this Agreement for a period of three (3) years from the date of final payment to Consultant under this Agreement. 11. CONFIDENTIALITY If Consultant receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Consultant agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. "Confidential Information" shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is, through no fault of the Consultant disclosed in a publicly available source; (c) is in rightful possession of the Consultant without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Consultant without reference to information disclosed by the City. 12. CONFLICT OF INTEREST CLAUSE Consultant covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services. Conflict may be further specified in Certifications - Exhibit C, attached hereto and incorporated in this Agreement by reference. 13. DISCRINIINATION Consultant shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities. Consultant affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations and as further specified in Certifications - Exhibit C, attached hereto and incorporated in this Agreement by reference. 14. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Consultant, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Consultant. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Consultant or the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or City of Santa Ana RFP Page A2-5 25B-24 otherwise, have been made by any party, or anyone acting on behalf of any party, which is not embodied herein. 15. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Consultant, Consultant may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other consultants retained by City. 16. TERNIINATION This Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such event, Consultant shall be entitled to receive and the City shall pay Consultant compensation for all services performed by Consultant prior to receipt of such notice of termination, subject to the following conditions: a. As a condition of such payment, the Executive Director may require Consultant to deliver to the City all work product(s) completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Consultant consents to the City's use thereof for such purposes as the City deems appropriate. b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 17. WAIVER No waiver of breach, failure of any condition, or any right or remedy contained in or granted by the provisions of this Agreement shall be effective unless it is in writing and signed by the party waiving the breach, failure, right or remedy. No waiver of any breach, failure or right, or remedy shall be deemed a waiver of any other breach, failure, right or remedy, whether or not similar, nor shall any waiver constitute a continuing waiver unless the writing so specifies. 18. JURISDICTION - VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. City of Santa Ana RFP Page A2-6 25B-25 19. PROFESSIONAL LICENSES Consultant shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. Consultant shall notify the City immediately and in writing of its inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 20. MISCELLANEOUS PROVISIONS a. Additional provisions, if any, are identified as Additional Provisions, Exhibit D, attached hereto and incorporated into this Agreement by reference. No Exhibit D is attached in the absence of additional provisions. b. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City frilly, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. C. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. 21. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by fax or other telegraphic communication in the manner provided in this Section, to the following persons: City of Santa Ana RFP Page A2-7 25B-26 To City: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 Fax: 714- 647-6956 With courtesy copies to: Fuad Sweiss Sonia R. Carvalho i Executive Director, Public Works Agency City Attorney j City of Santa Ana City of Santa Ana 20 Civic Center Plaza (M-21) 20 Civic Center Plaza (M-29) P.O. Box 1988 P.O. Box 1988 j Santa Ana, California 92702 Santa Ana, California 92702 Fax: 714- 647-5635 Fax: 714- 647-6515 I To Consultant: First &c Last Name Title Consultant Firm Name Address City, State, Zip Fax: A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by fax, communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. City of Santa Ana RFP Page A2-8 25B-27 IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: Maria D. Huizar Clerk of the Council APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney By: John Funk Assistant City Attorney FOR APPROVAL: Fuad Sweiss Executive Director Public Works Agency Rev. 9-20-2017 CITY OF SANTA ANA Raul Godinez II City Manager CONSULTANT: (name) (title) Tax ID# City of Santa Ana RFP Page A2-9 25B-28 MmTff M. SCOPE OF SERVICES City of Santa Ana RFP Page A2-10 25B-29 EXHIBIT B COMPENSATION Fee Proposal including hourly rates (from Consultant Proposal) The total compensation may include a line item for the cost from the Fee Proposal, followed by a line item for any contingency, followed by a grand total not to exceed (NTE) Amount. This is what may be transferred to the front page of the contract. City of Santa Ana RFP Page A2-11 25B-30 EXHIBIT C CERTIFICATIONS C-1 through C-3 City of Santa Ana RFP Page A2-12 25B-31 EXHIBIT D ADDITIONAL PROVISIONS City of Santa Ana RFP Page A2-13 25B-32 Appendix ATTACHMENT 3-1: NON -COLLUSION AFFIDAVIT CERTIFICATIONS NON -COLLUSION AFFIDAVIT (Title 23 United States Code Section 112 and Public Contract Code Section 7106) To the CITY OF SANTA ANA DEPARTMENT OF PUBLIC WORKS In accordance with Title 23 United States Code Section 112 and Public Contract Code 7106 the BIDDER declares that the bid is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation; that the bid is genuine and not collusive or sham; that the BIDDER has not directly or indirectly induced or solicited any other BIDDER to put in a false or sham bid, and has not directly or indirectly colluded, conspired, connived or agreed with any BIDDER or anyone else to put in a sham bid, or that anyone shall refrain from bidding; that the BIDDER has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the bid price of the BIDDER or any BIDDER, or to fix any overhead, profit, or cost element of the bid price, or of that of any other BIDDER, or to secure any advantage against the public body awarding the contract of anyone interested in the proposed contract; that all statements contained in the bid are true; and, further, that the BIDDER has not, directly or indirectly, submitted his or her bid price or any breakdown thereof, or the contents thereof, or divulged information or data relative thereto, or paid, and will not pay, any fee to any corporation, partnership, company association, organization, bid depository, or to any member or agent thereof to effectuate a collusive or sham bid. Note: The above Non -collusion Affidavit is part of the Proposal. Signing this Proposal on the signature portion thereof shall also constitute signature of this Non -collusion Affidavit. BIDDERS are cautioned that making a false certification may subject the certifier to criminal prosecution. Signed State of California County of Subscribed and sworn to (or affirmed) before me on this day of 1 20_ , by proved to me on the basis of satisfactory evidence to be the person(s) who appeared before me. Notary Public Signature Notary Public Seal City of Santa Ana RFP Z50233 Appendix ATTACHMENT 3-2: NON -LOBBYING CERTIFICATION CERTIFICATIONS The prospective participant certifies, by signing and submitting this bid or proposal, to the best of his or her knowledge and belief, that: 1. No federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any federal contract, the malting of any federal grant, the making of any federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any federal contract, grant, loan, or cooperative agreement. 2. If any funds other than federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence any officer or employee of any federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this federal contract, grant loan, loan or cooperative agreement, the undersigned shall complete and submit a "Disclosure of Lobbying Activities". This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352, Title 31, U. S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. The prospective participant also agrees by submitting his or her bid or proposal that he or she shall require that the language of this certification be included in all lower tier subcontracts, which exceed $100,000 and that all such sub recipients shall certify and disclose accordingly. Firm Signed and Printed Name: Title Date City of Santa Ana RFP 2MU-4 Appendix ATTACHMENT 3-3: NON-DISCRIMINATION CERTIFICATION CERTIFICATIONS The undersigned consultant or corporate officer, during the performance of this contract, certifies as follows: 1. The Consultant shall not discriminate against any employee or applicant for employment because of race, color, religion, sex, or national origin. The Consultant shall take affirmative action to ensure that applicants are employed, and that employees are treated during employment without, regard to their race, color, religion, sex, or national origin. Such action shall include, but not be limited to, the following: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Consultant agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. 2. The Consultant shall, in all solicitations or advertisements for employees placed by or on behalf of the Consultant, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, or national origin. 3. The Consultant shall send to each labor union or representative of workers with which he/she has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers' representatives of the Consultant's commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. 4. The Consultant shall comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. 5. The Consultant shall furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his/her books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation, to ascertain compliance with such rules, regulations, and orders. 6. In the event of the Consultant's non-compliance with the nondiscrimination clauses of this contract or with any of the said rules, regulations, or orders, the contract may be canceled, terminated, or suspended in whole or in part and the Consultant may be declared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in Execution Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulations, or order of the Secretary of Labor, or as otherwise provided by law. 7. The Consultant shall include the portion of the sentence immediately preceding paragraph (1) and the provisions of paragraphs (1) through (7) in every subcontract or purchase order unless exempted City of Santa Ana RFP 2513235 by rules, regulations, or orders of the Secretary of Labor issued pursuant to Section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontract or purchase order as the administering agency may direct as means of enforcing such provisions, including sanctions for noncompliance; provided, however, that in the event the Consultant becomes involved in, or is threatened with, litigation with a sub -consultant or vendor as a result of such direction by the administering agency, the Consultant may request that the United States enter into such litigation to protect the interests of the United States. 8. Pursuant to California Labor Code Section 1735, as added by Chapter 643 Stats. 1939, and as amended, No discrimination shall be made in the employment of persons upon public works because of race, religious creed, color, national origin, ancestry, physical handicaps, mental condition, marital status, or sex of such persons, except as provided in Section 1420, and any consultant of public works violating this Section is subject to all the penalties imposed for a violation of the Chapter. Signed: Title: Firm: Date: City of Santa Ana RFP 23 J_*J%P AGREEMENT TO PROVIDE ON-CALL GEOTECHNICAL ENGINEERING SERVICES THIS AGREEMENT is made and entered into on this 20th day of November, 2018 by and between Ninyo & Moore Geotechnical & Environmental Sciences Consultants, a California corporation ("Consultant"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("City"). RECITALS A. On June 14, 2018, the City issued Request for Proposal No. 18-045 ("RFP") by which it sought consultants to provide on-call geotechnical services for the City's Public Works Agency. B. Consultant submitted a responsive proposal that was among those selected by the City. Consultant represents that it is able and willing to provide the services described in the scope of work that was included in RFP No. 18-045. C. In undertaking the performance of this Agreement, Consultant represents that it is knowledgeable in its field and that any services performed by Consultant under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. SCOPE OF SERVICES On an on-call basis, and at the sole discretion of the City, Consultant shall perform the geotechnical services described in the scope of work that was included in RFP No. 18-045 and as more specifically delineated in Consultant's proposal, which is attached as Exhibit A and incorporated in full. 2. COMPENSATION a. City neither warrants nor guarantees any minimum or maximum compensation to Consultant under this Agreement. Consultant shall be paid only for actual services performed under this Agreement at the rates and charges identified in Consultant's Cost Proposal attached as Exhibit B. Consultant is one of three consultants selected to provide geotechnical engineering services on an on-call basis under RFP No. 18-045. The total.compansation for services provided by all. consultants.selected under RFP No. 18-045 shall not exceed a total combined aggregate amount of $600,000 during the term of the Agreement, including any extension -periods. Exhibit 2 25B-37 Page 1 of 8 b. Payment by City shall be made within forty-five (45) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. 3. TERM This Agreement shall commence on the date first written above and terminate on November 19, 2021, unless terminated earlier in accordance with Section 16 below. The term of this Agreement may be extended for one 2 -year period upon a writing executed by the City Manager and the City Attorney. 4. PREVAILING WAGES Consultant is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 16000, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on "public works" and "maintenance" projects. If the services being performed are part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and the total compensation is $1,000 or more, Consultant agrees to fully comply with such Prevailing Wage Laws. Consultant shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. 5. INDEPENDENT CONTRACTOR Consultant shall, during the entire term of this Agreement, be construed to be an independent contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer-employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Consultant performs the services which are the subject matter of this Agreement; however, the services to be provided by Consultant shall be provided in a manner consistent with all applicable standards and regulations governing such services. Consultant shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 6. OWNERSHIP OF MATERIALS This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Consultant under this Agreement ("Documents & Data"). Consultant shall require all subcontractors to agree in writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subcontractor prepares under this Agreement. Page 2 of 8 25B-38 Consultant represents and warrants that Consultant has the legal right to license any and all Documents & Data. Consultant makes no such representation and warranty in regard to Documents & Data which were provided to Consultant by the City. City shall not be limited in any way in its use of the Documents and Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City's sole risk. 7. INSURANCE Prior to undertaking performance of work under this Agreement, Consultant shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a. Commercial General Liability Insurance. Consultant shall maintain commercial general liability insurance naming the City, its officers, employees, agents, volunteers and representatives as additional insured(s) and shall include, but not be limited to protection against claims arising from bodily and personal injury, including death resulting therefrom and damage to property, resulting from any act or occurrence arising out of Consultant's operations in the performance of this Agreement, including, without limitation, acts involving vehicles. The amounts of insurance shall be not less than the following: single limit coverage applying to bodily and personal injury, including death resulting therefrom, and property damage, in the total amount of $1,000,000 per occurrence, with $2,000,000 in the aggregate. Such insurance shall (a) name the City, its officers, employees, agents, and representatives as additional insured(s); (b) be primary and not contributory with respect to insurance or self-insurance programs maintained by the City; and (c) contain standard separation of insureds provisions. b. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $1,000,000 per occurrence. Such insurance shall include coverage for owned, hired and non -owned automobiles. C. Worker's Compensation Insurance. In accordance with the provisions of Section 3700 of the Labor Code, Consultant, if Consultant has any employees, is required to be insured against liability for worker's compensation or to undertake self- insurance. Prior to commencing the performance of the work under this Agreement, Consultant agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. d. If Consultant is or employs a licensed professional such as an architect or engineer: Professional liability (errors and omissions) insurance, with a combined single limit of not less than $1,000,000 per claim with $2,000,000 in the aggregate. e. The following requirements apply to the insurance to be provided by Consultant pursuant to this section: i. Consultant shall maintain all insurance required above in full force and effect for the entire period covered by this Agreement. ii. Certificates of insurance shall be furnished to the City upon execution of this Agreement and shall be approved by the City. iii. Certificates and policies shall state that the policies shall not be canceled or reduced in coverage or changed in any other material aspect without thirty Page 3 of 8 25B-39 (30) days prior written notice to the City. iv. Where the amounts or coverage provided by the certificates of insurance provides coverage greater than those listed by this Agreement, the amounts provided by the certificates of insurance shall be incorporated by reference into the Agreement. V. Consultant shall supply City with a fully executed additional insured endorsement. f. If Consultant fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the City with required proof that insurance has been procured and is in force and paid for, the City shall have the right, at the City's election, to forthwith terminate this Agreement. Such termination shall not affect Consultant's right to be paid for its time and materials expended prior to notification of termination. Consultant waives the right to receive compensation and agrees to indemnify the City for any work performed prior to approval of insurance by the City. 8. INDEMNIFICATION Consultant agrees to defend, and shall indemnify and hold harmless the City, its officers, agents, employees, contractors, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the negligent operations of the Consultant, its subcontractors, agents, employees, or other persons acting on its behalf which relates to the services described in section 1 of this Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution, judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement. This indemnity and hold harmless agreement applies to all claims for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this Section or by reason of the terms of, or effects, arising from this Agreement. The Consultant further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. Notwithstanding the foregoing, to the extent Consultant's services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant. 9. INTELLECTUAL PROPERTY INDEMNIFICATION Consultant shall defend and indemnify the City, its officers, agents, representatives, and employees against any and all liability, including costs, for infringement of any United States' letters patent, trademark, or copyright infringement, including costs, contained in the work product or documents provided by Consultant to the City pursuant to this Agreement. Page 4 of 8 25B-40 10. RECORDS Consultant shall keep records and invoices in connection with the work to be performed under this Agreement. Consultant shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any services, expenditures, and disbursements charged to the City for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Consultant under this Agreement. All such records and invoices shall be clearly identifiable. Consultant shall allow a representative of the City to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement during regular business hours. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to this Agreement for a period of three (3) years from the date of final payment to Consultant under this Agreement. 11. CONFIDENTIALITY If Consultant receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Consultant agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. "Confidential Information" shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is, through no fault of the Consultant disclosed in a publicly available source; (c) is in rightful possession of the Consultant without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Consultant without reference to information disclosed by the City. 12. CONFLICT OF INTEREST CLAUSE Consultant covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 13. NON-DISCRIMINATION Consultant shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities or in connection with any activities under this Agreement. Consultant affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. Page 5 of 8 25B-41 14. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Consultant, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Consultant. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Consultant or the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which is not embodied herein. 15. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Consultant, Consultant may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other consultants retained by City. 16. TERNIINATION This Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such event, Consultant shall be entitled to receive and the City shall pay Consultant compensation for all services performed by Consultant prior to receipt of such notice of termination, subject to the following conditions: a. As a condition of such payment, the Executive Director may require Consultant to deliver to the City all work product(s) completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Consultant consents to the City's use thereof for such purposes as the City deems appropriate. b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 17. WAIVER No waiver of breach, failure of any condition, or any right or remedy contained in or granted by the provisions of this Agreement shall be effective unless it is in writing and signed by the party waiving the breach, failure, right or remedy. No waiver of any breach, failure or right, or remedy shall be deemed a waiver of any other breach, failure, right or remedy, whether or not similar, nor shall any waiver constitute a continuing waiver unless the writing so specifies. Page 6 of 8 25B-42 18. JURISDICTION - VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 19. PROFESSIONAL LICENSES Consultant shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. Consultant shall notify the City immediately and in writing of its inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 20. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by fax or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 Fax: 714- 647-6956 With courtesy copies to: Executive Director Public Works Agency City of Santa Ana 20 Civic Center Plaza (M-21) P.O. Box 1988 Santa Ana, CA 92702 Fax 714-647-5635: To Consultant: Ninyo & Moore 475 Goddard, Suite 200 Irvine, CA 92618 Attn: Kurt Yoshii, Principal -in -Charge Page 7 of 8 25B-43 A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by fax, communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 21. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. b. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: Maria D. Huizar Clerk of the Council APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney By: IV,-f�L John M.LPunk Assistant City Attorney FOR APPROVAL: Fuad S. Sweiss, PE, PLS Executive Director Public Works Agency CITY OF SANTA ANA Raul Godinez II City Manager CONSULTANT: By: Title: 25B-44 Page 8 of 8 EXHIBIT A SCOPE OF SERVICES 25B-45 I Proposal to Provide Geotechnical Engineering Services City of Santa Ana Public Works Agency RFP No.: 18-045 July 12, 2018 Proposal No. PO4-01922 /�/inyn&/v►oore Geotechnical & Environmental Sciences Consultants _'i Contents 1. STATEMENT OF QUALIFICATIONS...... A. Cover Letter ........................................... B. Agreement Statements ........................ C. Firm Team and Experience ................ D. Understanding of Need ....................... E. Relevant Experience ............................ F. References ............................................ 2. SCOPE OF SERVICES AND SCHEDULE 3. FEE PROPOSAL .................. 4. CERTIFICATIONS.. Attachments Separate Sealed Fee Proposal Appendices Appendix A— Resumes of Key Personnel Appendix B — Required Forms Ninyo & Moore I Geotechnical Engineering Services I PropcUgy427j* 12, 2018 ....................15 ..................... 19 19 &/`�►onre Geotechnical & Envlmnmentd edenm Consultants A. Cover Letter July 12, 2018 Proposal No. PO4-01922 City of Santa Ana Attn: Armando Fernandez Public Works Agency 20 Civic Center Plaza 3rd Floor Reception, Ross Annex Santa Ana, California 92701 Subject: Proposal to Provide Geotechnical Engineering Services City of Santa Ana Public Works Agency RFP No. 18-045 Dear Mr. Fernandez: Ninyo & Moore Geotechnical & Environmental Sciences Consultants, a California corporation, is pleased to submit this proposal to provide the City of Santa Ana (City) with Geotechnical Engi- neering services in response to the City's Request for Proposal (RFP) issued June 14, 2018 and Addendum No. 1 dated June 28, 2018. We understand that our services will be performed on an on-call or as -needed basis. We fully understand the type of services the City requires, and are ready to meet your needs by making available a dedicated team of professionals who have the requisite experience and resources to successfully complete task assignments. Ninyo & Moore has successfully provided similar geotechnical, special inspection, and materials testing services to many cities on an as-needed/on-call basis and has developed an effective project management approach. Some of the advantages offered by Ninyo & Moore to the ben- efit of the City include: © Relevant Experience - A proven track record of effectively providing similar geotechnical, materials testing, and special inspection services throughout Orange County utilizing as - needed contracts for public agencies, including the cities of Santa Ana, Anaheim, Brea, Cerritos, Dana Point, Diamond Bar, Fountain Valley, Huntington Beach, Irvine, La Habra, Lake Forest, Newport Beach, Rancho Santa Margarita, and Yorba Linda, as well as many cities in Los Angeles, Riverside, and San Bernardino Counties. We have also provided as - needed services to many county agencies including Orange County Public Works, Orange County Transportation Authority, Orange County Sanitation District, John Wayne Airport Authority, and Caltrans District 12. ® Ready to Start Work Immediately — The resources of Ninyo & Moore, one of the largest geotechnical consulting firms in southern California employing more than 400 professionals and possessing five fully -equipped, in-house soil and materials testing laboratories in Cali- fornia (three in southern California), has the manpower and equipment necessary to provide the required services for this contract and we are ready to start work immediately. ® Experienced Professionals — A project team composed of highly experienced and Cali- fornia licensed geotechnical engineers, certified engineering geologists, civil engineers, Ninyo & Moore I Geotechnical Engineering Services I Prot July 12, 2018 geologists, hydrogeologists, County of Los Angeles certified construction inspectors, and Caltrans certified field and laboratory technicians that are available for this contract. ® Certified Laboratories and Equipment — Our laboratories have been certified/accredited by various agencies including the City of Los Angeles, Caltrans, Division of the State Archi- tect (DSA), American Association of State Highway and Transportation Officials (AASHTO), Cement and Concrete Reference Laboratory (CCRL), and many other public agencies. We emphasize that the opportunity to provide services to the City of Santa Ana Public Works Agency is of great importance to us. We are fully prepared to make every possible commitment needed for successful and timely completion of task orders assigned to us. As the contact person who is authorized to make legally binding commitments for Ninyo & Moore, I will be readily available and can be reached at our Irvine office, 475 Goddard, Suite 200, Irvine, California 92618; by phone, (949) 753-7070, extension 12233; and/or by email kyo- shii@ninyoandmoore.com, to answer any questions during your evaluation period. We look forward to the opportunity to discuss our capabilities with you personally. Ninyo & Moore appre- ciates the City of Santa Ana's' favorable consideration of our proposal. Respectfully submitted, NINYO & M09RE Kurt S. Yos 'i E, GE Principal Engineer GMS/klb Distribution: (6) 5 hard copies, 1 upload to PlanetBids Ninyo & Moore I Geotechnical Engineering Services I Prop 449 July 12, 2018 B. Agreement Statements Ninyo & Moore has reviewed the provisions of the sample Agreement contained in Attachment 2 of the RFP, and we concur with the contract terms outlined. Ninyo & Moore understands that services performed under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. C. Firm Team and Experience Firm Profile Ninyo & Moore, a California corporation, was established in 1986 to provide high-quality con- sulting services in geotechnical engineering, construction inspection and materials testing, engineering geology, hydrogeology, hazardous waste remediation and environmental assess- ment. Ninyo & Moore has the financial resources and organizational capabilities to conduct and complete tasks as assigned under the proposed on-call contract. Ninyo & Moore is financially strong and has been rated as such by Dun and Bradstreet (Number 15-410-4079). We are committed to being responsive, thorough, technically sound, and active in the business com- munity. Ninyo & Moore serves its clients through offices in Irvine, Los Angeles, Fontana, San Diego (corporate headquarters), Oakland, Alameda, San Francisco, San Jose, and Sacramen- to, California; Phoenix, Prescott, and Tucson, Arizona; Las Vegas, Nevada; Denver and Broomfield, Colorado; Salt Lake City, Utah; and Houston, Texas. Ninyo & Moore has the equipment and trained personnel to perform the required geotechnical and materials laboratory testing services in-house, in one of our three fully -equipped, certified geotechnical and construction materials laboratory facilities in southern California. Our laborato- ries are supervised by registered engineers and are certified by the City of Los Angeles, Caltrans, California Division of the State Architect (DSA), American Association of State High- way and Transportation Officials (AASHTO), Cement and Concrete Reference Laboratories (CCRL), the U.S. Army Corps of Engineers, and other regulatory agencies. As part of our labor- atory accreditation, we have written quality control procedures for laboratory testing, which includes training and certification of both our laboratory personnel and testing equipment. La- boratory testing for task orders issued under the proposed on-call contract will be performed in our local Irvine (Orange County) laboratory. For over 30 years, Ninyo & Moore has become a specialist in providing on-call services for pub- lic agencies. We have developed a management approach that enables us to provide our clients with responsive, efficient, and cost effective services utilizing master agreement/on-call contracts with specific task order work assignment authorizations. The success of our approach is demonstrated through our long list of successful public agency on-call services contracts and the continued renewal of these contracts. Some of the agencies for which Ninyo & Moore has been awarded on-call service contracts include the cities of Santa Ana, Anaheim, Brea, Cerri- tos, Dana Point, Diamond Bar, Fountain Valley, Huntington Beach, Irvine, La Habra, Lake Forest, Newport Beach, Rancho Santa Margarita, Yorba Linda, Corona, Riverside, Moreno Val- ley, Murrieta, Temecula, San Bernardino, Fontana, Rancho Cucamonga, and Rialto; Caltrans District 12, John Wayne Airport, Orange County Transportation Agency, the County of Los An- geles, Port of Long Beach, and many other agencies in southern California. We will utilize the project management approach we have developed over the years to provide the City of Santa Ana with responsive service by qualified and certified personnel that will be supported by in-house technical expertise and equipment resources. Ninyo & Moore I Geotechnical Engineering Services I Pro2M10SWn July 12, 2018 Project Team Mr. Garreth Saiki, PE, GE, will manage this on-call contract and will be responsible for ensuring that each task order assigned to us is performed in accordance with the contractual obligations. Mr. Saiki will be responsible for managing this on-call contract utilizing our on-call management approach. If for some unforeseen reason he is not available, Mr. Kurt Yoshii, PE, GE, our Prin- cipal -in -Charge, will step in his place and assume the responsibilities. The following paragraphs provide detailed qualifications of our key staff for this contract. Our Project Manager, Mr. Garreth Saiki, PE, GE, is a registered Civil Engineer and Geotech- nical Engineer in the State of California and holds a Master Degree in Geotechnical Engineering from the University of California, Berkeley, as well as a Master Degree in Business Administra- tion from the University of California, Davis. Mr. Saiki has more than 32 years of experience in the geotechnical field, the past 20 years at Ninyo & Moore. Mr. Saiki has managed various ge- otechnical evaluations, including pavement designs, for public facilities and commercial developments including highways and local streets, airfields, parking lots, bridges, railroads, pipelines, pump stations, reservoirs, retention basins, graded slopes, retaining walls, low-rise and high-rise buildings, and parking structures. As the Contract Manager, Mr. Saiki will be re- sponsible for the performance of each task order assigned under this contract. He provides supervision of our engineering and field staff to ensure that the work performed meets the City's requirements for schedule, content, and budget. He provides project coordination and over- sees scheduling of field activities, supervises staff -level geologists and engineers, supervises field technicians and special inspectors, reviews project plans and specifications, and reviews laboratory test results for conformance with the project documents, including the International Building Code (IBC), California Building Code (CBC), Federal Aviation Administration (FAA), State Department of Transportation (Caltrans), American Association of State Highway and Transportation Officials (AASHTO), and the Standard Specifications for Public Works Construc- tion (Greenbook). Mr. Saiki's on-call project management experience includes the cities of Brea, Huntington Beach, Irvine, Lake Forest, La Habra and Los Angeles; John Wayne Airport, County of Orange, and the Orange County Sanitation District. Our senior professional who will be the Principal -in -Charge for this contract is Mr. Kurt Yoshii, PE, GE. Mr. Yoshii is a licensed Civil and Geotechnical Engineer in California with over 27 years of geotechnical experience. Mr. Yoshii graduated from the University of California at Berkeley with a degree in Civil Engineering and for the past 23 years Mr. Yoshii has been employed at Ninyo & Moore where he has personally performed various aspects of geotechnical engineering and materials testing services, from site development and planning through construction on public works projects. He has personally managed on-call contracts Ninyo & Moore was award- ed throughout Orange County. With this experience, he will be responsible for ensuring that Ninyo & Moore's team's performance meets or exceeds the City's expectations. In addition to his extensive background in geotechnical engineering design and construction, he also pro- vides geotechnical forensic evaluations, expert witness, as well as third party review services. Mr. Yoshii's diverse experience enables him to provide practical solutions to his projects and he will utilize his unique experience in the Principal oversight of this important City contract. Our Quality Assurance and Materials Engineering Technical Advisor is Mr. Lawrence Lovett. Mr. Lovett is a licensed Civil Engineer in California and holds a degree in Civil Engineer- ing from the University of Maryland, as well as a Masters Degree in Business Administration from New York State University, and has more than 50 years of experience in materials testing and inspection services. Mr. Lovett's was instrumental in development of Ninyo & Moore's in- house Quality Assurance program for materials testing and inspection services and he will serve as an additional resource for technical expertise on materials testing and inspection is- sues for the City. Mr. Lovett's experience includes numerous new construction projects for the Ninyo & Moore I Geotechnical Engineering Services I Propol� BaL1 July 12, 2018 County of Los Angeles Department of Public Works, City of Los Angeles, LAUSD, and POLB. He also serves as an expert witness for construction materials related issues on foren- sics/litigation cases. Our proposed Field Services Manager, who will be the single point -of -contact for the day-to- day field activities, including scheduling our field material testing and inspection personnel, is Mr. Steve Solis. Mr. Solis has more than 30 years of experience and holds various certifications through Caltrans and the American Concrete Institute (ACI). As field services manager, he has provided field services management for numerous soils and materials testing and inspection projects, including the many of our current on-call contracts for as -needed geotechnical, mate- rials testing and inspection services. His experience also includes managing field services for other public agency on-call contracts, various cities and other county agencies. Our Laboratory Manager will be Mr. James Dalgity. Mr. Dalgity is responsible for performing quality control and quality assurance testing of soil, aggregate, asphalt, and concrete materials in accordance with applicable ASTM, AASHTO, ACI, and Caltrans standards. As a technician, Mr. Dalgity has extensive experience providing both field and laboratory testing of soils and construction materials and maintains his current soils and materials testing certifications from ACI and Caltrans. He provides geotechnical observation and testing services during earthwork operations, including mass grading operations, trench and wall backfill, and roadway and build- ing pad subgrade preparation. Mr. Dalgity also has experience in the requirements and specifications in Greenbook for public works construction projects, as well as the requirements of Caltrans for testing frequencies, test methods, and record keeping as described in Caltrans Standard Specifications, Standard Special Provisions, and the Caltrans Construction Manual. The proposed project team personnel are highly qualified and experienced in their specific dis- ciplines, and possess working knowledge of the required documents and standards. The following table includes the key personnel described above. The resumes of the key project personnel are provided in Appendix A. Ninyo & Moore I Geotechnical Engineering Services I ProlJ2a313-01 July 12, 2018 Kurt S. Yoshii, PE, GE B.S. Civil Engineering 27 35% Principal -in -Charge PE 54759 (California) GE 2508 (California) Garreth Saiki, PE, GE M. S. Geotechnical Engineering 32 65% Project B.S. Civil Engineering Manager M. B.A PE 49665 (California) GE 2509 (California) Lawrence Lovett, PE M.B.A. 50 50% Technical B.S, Civil Engineering Advisor—QA PE 50994 (California) Materials Engineering James Dalgity ACI Concrete Field Testing Technician Grade 1 13 75% Laboratory Manager ACI Aggregate Testing Technician Level I ACI Concrete Strength Testing Technician ACI Concrete Laboratory Technician Level 1 ACI Concrete Laboratory Testing Technician Level 2 CPB Radiation Safety Officer #50338 Caltrans TL -0111 Certification Steve Solis City of LA Grading Inspector 30 1 75% Field Services ICC Soils Special Inspector Manager ACI Field Testing Technician Grade I Radiation (Nuclear Gauge) User Safety The following table is a sampling of our inspectors and technicians available for this contract Ninyo & Moore I Geotechnical Engineering Services I Propd2I5B-W�July 12, 2018 6 Jose Soto 17 x x x x Specialty Inspector Paul 4 x x x x Medina Special Inspector Ryan Bigger 4 x x x Specialty Inspector/ Field Technician Dave Meras 21 x x x x Special Inspector/ Field Technician Matthew Jacobs 10 x x x Senior Field Technician Steve Eck 28 x x x Senior Field Technician Lincoln Linn 17 x x x x Senior Field Technician Steve Moudy 17 x x x Senior Field Technician Enamel Haque 26 x x x x Senior Field Technician George 26 x x x Schubert Senior Field Technician Eugene Frazier 16 x x x x Senior Field Technician Masoud 20 x x x Khoshnevis Senior Field Technician Vance L. Hunter 17 x x Senior Field Technician Ninyo & Moore I Geotechnical Engineering Services I Pro"83 5 July 12, 2016 7 D. Understanding of Need Ninyo & Moore will utilize the project management style and approach that we have successful- ly developed for past and current on-call contracts with public agencies. Throughout the contract duration, Mr. Garreth Saiki, our proposed Project Manager and single point of contact for the City, will meet with the representative(s) of the City to discuss task order assignments, project concerns, permits required, anticipated services required for those projects and close- out requirements. Upon notification of a task order request, we will commence our services. Our approach to our geotechnical, materials testing and inspection services is described in the following flow chart. 1. Develop Scope of Work — The initial step in our approach is to meet with the City Project manager in order to get clear understanding of the project and our expected services. For the geotechnical evaluation, we will develop a detailed scope of work, including the number and type of subsurface explorations, laboratory test, as well as the type of analyses. For the materials testing and inspection services, we will review the approved plans and specifi- cations and will develop a detailed scope of services indicating anticipated man-hours by discipline for the required materials testing and inspection services. We will submit this plan to the City Project Manager for approval and will provide monthly updates to the City Project Manager as construction progresses. 2. Project Personnel Utilization — Upon approval of our scope of work, we will assign the appro- priately certified personnel to the project based on the specific needs of the project. Our large pool of licensed professional geotechnical engi- neers, civil engineers, and certified engineering geologists will be utilized for our geotechnical investigation. Our multiple -certified certified special deputy inspectors and our certified field and laboratory technicians will be readily avail- able for assignment during construction. Our project management approach and in-house computerized data base ensure that we have the appropriately certified personnel assigned during construction. We will also review the contractor's schedule in order to plan accord- ingly and anticipate the future inspections and testing requests. 3. Sampling Protocol and Document Control — We 'll xt t b1' h th 1' WDPOvelo,p Swpeof Work Based on ApSecifiations • Project Personnel Utilization • Develop Sampling Protocols & Documentation Controls hu• Establish Communication lines • Utilize Established Project: Con Vols •Perform Field Inspection & laboratory Testing • QuaIIN Aaau2nce Review • Submit Written Reports • Project closeout wl ne es a Is a samp ing protocols required for the project, based on the project specifications and the requirements of the Building Code, Greenbook, and other governing specifications. Our document control sys- tem provides unique identification of daily reports and laboratory conformance testing for each project assignment. These systems are a part of our Quality Systems Program and will be utilized for each task order assignment. 4. Establish Communication Lines — The next step in our approach is to establish the com- munication lines for the project, including the authorized City representative who will be requesting our services. We will also request the approved distribution list for our inspec- tion reports, daily field reports, and laboratory conformance test results. On past projects, Agency Project Managers have coordinated our services in the field and distributed our re- ports. On other past projects, we were scheduled by on-site City Inspectors and distributed our reports to the approved distribution list. We will provide our services to meet the City's needs. Often we will attend pre -construction meetings with the contractor and obtain from Ninyo & Moore I Geotechnical Engineering Services I Prop25181146,cJuly 12, 2018 the City the approved distribution list for our materials testing and inspection reports as well as our laboratory conformance testing results. We will also provide the county representa- tives with our personnel's Smart Phone mobile telephone numbers and e-mail addresses for communication during the project. We will also establish the communication lines between the City Project Manager, City Inspector, and the contractors' and sub -contractors' repre- sentatives. 5. Utilize Our Project Controls — Ninyo & Moore utilizes an internal project control system that includes budget, schedule, and document review and control. Our project manager will utilize our in-house system to keep the City Project Manager informed about the status of our services during our materials testing and inspection services during construction. We include monthly progress reports indicating the amount billed to date along with a compari- son to the overall task order budget and the overall construction schedule. Our quality control includes review of our laboratory conformance test results by a California licensed engineer and geotechnical analysis review by a California licensed Geotechnical Engineer. 6. Perform Field and Laboratory Testing — When construction commences, we will provide the necessary personnel and equipment to inspect and test the construction materials quali- ty and contractor's construction methods in order to document conformance to the project plans and specifications. We will also sample the construction materials as required and perform laboratory conformance tests as specified. The results of our inspections and tests will be forwarded to the City representatives at the end of each working day. Immediate no- tification will be provided via phone, e-mail, and/or fax if we find non-conformance in materials or workmanship. Our local laboratory facilities has the capability to perform 100 percent of the soils and materials laboratory work for this contract. They are certified in compliance with ASTM E-329 and are approved/accredited by the City of Los Angeles, Divi- sion of the State Architect (DSA), Metropolitan Transportation Authority (Metro), Caltrans, and the Cement and Concrete Reference Laboratory (CCRL). 7. Quality Assurance Review — We understand the importance of reliability of our inspections and test results. Therefore, we have a Quality Assurance Plan in place that provides written procedures for our services. Our Quality Assurance Plan is overseen by a California li- censed Quality Engineer and include review of our training procedures, as well as participation in third party review and inspection of our facilities. All of our laboratory con- formance tests are reviewed by a California licensed engineer prior to submittal. 8. Reports — Written reports are required for project documentation. We will submit our writ- ten reports, including both our geotechnical investigation report and our written reports during construction, as established in the communications structure for the project that was determined during the project initiation stage. Passing tests and inspections will be filed in accordance with the document control system. Non -conforming reports will be maintained in a non-conformance log that will be maintained by our office. Non-conformance areas will need to be remedied in accordance with the project requirements. When non -conforming materials or workmanship are remedied, we will document the acceptance in the non- conformance log for project close-out purposes. 9. Project Close -Out — The final step in our approach is the closing out of the project and providing the project documentation, as it relates to materials testing and inspection, to the City. Ninyo & Moore I Geotechnical Engineering Services I Pro"estnQ July 12, 2018 E. Relevant Experience The following are detailed descriptions of some of Ninyo & Moore's relevant projects in the past five years successfully completed by our staff that demonstrate our competence to perform work similar in scope and magnitude to that required for this project. City of Santa Ana On -Call Geotechnical, Special Inspection and Materials Testing Client: City of Santa Ana 20 Civic Center Plaza, Santa Ana, CA 92701 Contact: Mr. Tyrone Chesanek; (714) 647-5045 Dates: 2016 — On-going Ninyo & Moore is providing on-call geotechnical, special inspection and materials testing ser- vices to the City of Santa Ana for the Public Works Agency's Capital Improvement Program. Projects include street pavement, traffic signals, underground utilities, buildings and park improvements. The scope of work includes inspection and testing for construction involving grading, soils, base material, reinforced concrete and masonry, asphalt con- crete, structural steel, and painting. Specific projects include Pacific Electric Park project, the Walnut Pump Station Building Upgrade project, and most recently, the West Grove Valley Water Main project. City of Rancho Santa Margarita, On -Call Geotechnical Consulting and Materials Testing Services Client: City of Rancho Santa Margarita 22112 EI Paseo, Rancho Santa Margarita CA 92688 Contact: Mr. E. (Max) Maximous; (949) 635-1805 Dates: 2010 — On-going Ninyo & Moore has provided on-call geotechnical engineering consulting and material testing services for various City projects. Our services included geotechnical observation and materials testing services for various construction projects including numerous pavement rehabilitation projects, pavement slurry seal, and drainage improvements and third -party review of geotech- nical reports, emergency observation of slope failures resulting from heavy rain events. The projects that included geotechnical and materials testing services were Antonio Parkway drainage improvements, Melinda Road pavement rehabilitation, Robinson Ranch Road pave- ment rehabilitation, Avenida Empresa and Santa Margarita Parkway intersection improvements, and the slurry seal program. The Trabuco Highlands slope failure project only involved ge- otechnical consulting services. Services included geologic mapping, logging and sampling of exploratory test pits and borings, project coordination, review of previous reports and plans at the City, engineering analysis, attending home owner association meeting, laboratory testing and preparation and updates of draft report. Alicia Parkway pavement resurfacing and Robin- son Ranch Road traffic calming involved materials testing services. The specific third -party review projects consisted of the Lakeshore South, Bell Canyon Drive drainage enhancement, and review of the grading permit for Phase II of the proposed athletic building at the Santa Mar- garita Catholic High School. Ninyo & Moore I Geotechnical Engineering Services I Prop025BWF1 July 12, 2018 10 Orange County Public Works, On -Call Materials Testing Services Client: Orange County Public Works 1152 E. Fruit Street, Santa Ana, California 92701 Contact: Ms. Hualin Hsu-Wingard; (714) 647-39643 Dates: 2013-2016 Ninyo & Moore was retained to provide geotechnical, materials testing & inspection services for various capital improvements projects in the County of Orange. Below a few of the recent pro- jects Ninyo & Moore has provided services to the County of Orange on: Three task orders under this contract included 1) materials testing services for the Lincoln Ave- nue Bridge widening in Anaheim; 2) Lambert Road Bikeway project where Ninyo & Moore managed, scheduled and oversaw the sub -consultant's work for Failing Weight Deflection (FWD) Testing on Lambert Road and the QA of testing data and the final reports prepared by sub -consultant, Dynatest; and 3) Low Impact Development (LID) retrofit that involved percola- tion testing at the Osborne and Gates buildings and parking structure at 300 and 320 North Flower Street in Santa Ana. The purpose of our testing was to evaluate the percolation rates of the soil at locations selected by the County of Orange to assist in the design of a possible storm water runoff infiltration system. As -Needed Construction Materials and Soils Testing Services Client: City of Brea 1 Civic Center Circle, Brea, California 92821 Contact: Mr. Steve Kooyman; (714) 990-7657 Dates: 2011 -2014 Ninyo & Moore was retained to provide on-call construction materials and soils testing services during the various construction and reconstruction projects for the City of Brea. Our geotech- nical engineering staff, as well as field testing personnel, worked closely with the City of Brea Public Works staff to see that each project is constructed in accordance with the approved doc- uments. We have provided geotechnical engineering and construction materials and soils testing services for various roadway reconstruction and new pipeline installation projects, as well as geotechnical and materials testing services for The Tracks at Brea — Segment 3 project. Ninyo & Moore's construction materials and soils testing services included project coordination and management to assist the City in maintaining each project's fiscal budget, as well as review of each project's field density testing and laboratory test results. The purpose of our services was to assist the City with checking to see that the construction was performed in accordance with approved plans and specifications, as well as governing standards. We have provide construction materials and soils testing services for the various projects in- cluding the Elm Street Resurfacing and Waterline Replacement Project, Infiltration Testing City Maintenance Yard Project, War Memorial Structure Project, Master Plan Sewer Upgrade Phase 4 Project , Birch Street Median Enhancement Phase 1 Project, and the Birch Street Median En- hancement Phase 2 Project. Geotechnical Engineering, Materials Testing, Construction Observation and Inspection Services for Improvement Projects at John Wayne Airport Client: John Wayne Airport/County of Orange 3160 Airway Avenue, Costa Mesa, CA 92626 Contact: Mr. Larry Serafini, Deputy Airport Director (949) 252-5270 Dates: 2003 - On-going Ninyo & Moore was retained by John Wayne Airport to provide as -requested geotechnical engi- neering, materials testing, and special (deputy) inspection services for various Airport improvement projects, including the key Terminal C expansion project. The terms of the con- Ninyo & Moore I Geotechnical Engineering Services I ProML--58I July 12, 2018 11 tract was for five years up to a cumulative $8,350,000 over the contract period. Ninyo & Moore's services included construction support services involving special (deputy) inspection for rein- forced concrete, structural masonry, structural steel and welding, non-destructive testing, and fireproofing. We performed field sampling and testing of construction materials, and we also provided laboratory testing of soil, concrete, steel, and other materials. In addition, Ninyo & Moore provided geotechnical services for new airport facilities. Design work involved subsur- face evaluation, laboratory testing, geotechnical analysis for geologic hazards such as liquefaction, seismic shaking, and settlement, and providing geotechnical design parameters for foundations, slabs, retaining walls, and pavement. Specific Airport projects for which Ninyo & Moore provided geotechnical services under this contract included the following: City of Fontana, On -Call Geotechnical Consulting Services, Fontana, California Client: City of Fontana, Community Development Department 8353 Sierra Avenue, Fontana, California 92335 Reference: Mr. Ricardo Sandoval: (909) 350-7613 Dates: 1995 - On -Going Ninyo & Moore has provided continuous on-call geotechnical testing services for the City of Fontana, Community Development Department since 1995. During this period, Ninyo & Moore has provided geotechnical design services, geologic evaluations, third party review, and soils and materials testing and inspection services for over 60 projects for various departments at the City, including Public Works, Building and Safety and Community Development. Our services have included geotechnical design, geotechnical observation and testing and materials testing and inspection services, including reinforced concrete, masonry, and welding inspection ser- vices. Geologic mapping and third party technical review for fault evaluations was performed for the City as well as third party geologic and geotechnical review of grading plans for pro- posed residential development that included blasting and disposal of oversize rock materials. During construction of public works projects, we provided soils and materials testing services to evaluate the construction materials conformance to the project specifications. Our services in- cluding field density testing of storm drain and sewer main trench backfill, subgrade preparation for sidewalks, curbs, gutters, and roadways, and materials testing and laboratory conformance testing of import soils, base materials, portland cement concrete and asphalt concrete materi- als. Our services consisted of performing laboratory maximum dry density and optimum moisture content tests and performing in-place field density tests of backfill and subgrade mate- rials in accordance with project specifications. We have also performed post -construction evaluations and materials testing including coring of asphalt concrete pavement to evaluate thickness, density and material type, as well as in-place field density testing of trench backfill and roadway subgrade utilizing sand cone test methods as well as third party review of com- paction grouting operations. Upon completion of a project, we submitted a written report to the City of Fontana, as requested, which summarized the results of our geotechnical, materials testing, and third party review services. City of Rancho Cucamonga, On -Call Materials Testing Services Client: City of Rancho Cucamonga 10500 Civic Center Drive, Rancho Cucamonga, California 91729 Reference: Mr. Jerry Dyer: (909) 477-2740 Dates: 2003 — On -Going Ninyo & Moore was retained to provide annual soils and materials testing services for various improvements projects throughout the City of Rancho Cucamonga, California. Projects have included various pavement rehabilitations, street and storm drain improvements, pedestrian bridges over bike trails, landscaping, park improvements, and parking lot rehabilitations. Our scope of services included project coordination and management; performing aggregate grada- tions and verification of asphalt concrete and cement concrete mix designs in general Ninyo & Moore I Geotechnical Engineering Services 1 Prop2l��-ME' July 12, 2018 12 accordance with ASTM standards; field technician services for observation, sampling, testing and documentation during subgrade, aggregate base preparation, trench backfill, and place- ment of asphalt concrete; batch plant inspection services which include observation, sampling, and documentation during asphalt production at the plant. In addition, we provided laboratory testing of soils, aggregates, asphalt concrete, and portland cement concrete which included maximum density, optimum moisture content, R -value, extraction (% asphalt), asphalt concrete maximum density, and concrete compressive strength. Ninyo & Moore also provided pick-up and transportation of construction material samples for testing at our laboratory including field samples and batch plant samples, preparation of daily observation reports and test data sheets. Ninyo & Moore I Geotechnical Engineering Services I Pro250-960 July 12, 2018 13 F. References Ninyo & Moore has extensive experience with projects similar in scope and complexity to the services described in the RFP. We have successfully performed services under numerous simi- lar as -needed geotechnical/materials testing/inspection services contracts for governmental agencies, private industry, and commercial clients in accordance with applicable federal, state, and local government regulations and/or guidelines. The following table provides a sample of Ninyo & Moore's additional public agency references for the last five years that are most rele- vant in size and scope to the services that may be requested by the City. All references listed in the previous related experience section may be contacted as a reference for Ninyo & Moore. Ninyo & Moore I Geotechnical Engineering Services I Propo25.EM July 12, 2018 14 Orange County Public Geotechnical consulting, Materials Testing Orange County Mr. Ted Dang; Works, On -Call and Inspection Services for various capital Public Works Senior Civil Engineer Materials Testing improvement projects for the County. (714) 667-8831 Services City of Anaheim, On- Geotechnical engineering consulting and City of Anaheim Ms. Kelli Tunnicliff Call Professional material testing services for various City Contract Manager Services projects. (714) 765-5176 City of Rancho Santa Geotechnical engineering consulting and City of Rancho Mr. E. (Max) Maximous; Margarita, On -Call material testing services for various City Santa Margarita Public Works Geotechnical projects. Director/City Engineer Consulting and (Currently with the City of Materials Testing Yorba Linda) Services (949) 635-1805 Irvine Ranch Water Geotechnical, Materials Testing and Special Irvine Ranch Water Mr. Billy Stewart District, On -Call Inspection Services for various water District Senior Engineer Geotechnical Services projects for the District. (949) 453-5696 County of Los Angeles Geotechnical design services, geologic County of Los An- Mr. Greg Johnson On -Call Geotechnical, evaluations, third party review, and soils geles Supervising Engineering Materials Testing & and materials testing and inspection Geologist II Inspection Services services for over 150 projects for various (626) 458-5100 departments at the County. Los Angeles Unified Geotechnical consulting, materials testing Los Angeles Uni- Mr. Peyman Soroosh School District/On-Call and inspection services on over 550 task fied School District Moghadam —Supervising Materials Testing and orders for various K-12 school projects. Structural Engineer Inspection Services (213) 241-0317 City of Los Angeles, Providing Geotechnical investigations, City of Los Angeles Mr. Patrick Schmidt On -Call Geotechnical construction support services, including Group Manager and Environmental geotechnical observation and testing during Geotechnical construction and hazardous materials (213) 847-0535 evaluations for soils, groundwater, and building materials, including asbestos and lead paint. City of Rancho Geotechnical engineering consulting and City of Rancho Mr. Jerry Dyer Cucamonga, Annual material testing services for various City Cucamonga Senior Civil Engineer Soils and Materials projects. (909) 477-2700 Ninyo & Moore I Geotechnical Engineering Services I Propo25.EM July 12, 2018 14 2. SCOPE OF SERVICES AND SCHEDULE Based on our review of the City's RFP, we understand that our services will include as - requested geotechnical engineering services for various types of projects located throughout the City of Santa Ana. The RFP indicates that the projects may include street pavement, traffic signals, underground utilities, buildings and park improvements. The anticipated scope of work includes inspection and testing for construction involving grading, soils, base material, rein- forced concrete and masonry, asphalt concrete, structural steel, and painting. Ninyo & Moore can provide the anticipated services in the RFP. Our services will be performed in accordance with applicable laws of the State of California and the requirements of the City of Santa Ana guidelines and ordinances, OSHA Construction Industry Standards, California Code of Regula- tions, South Coast Air Quality Management District Regulations, and other applicable codes. Testing will be performed in accordance with the latest addition of the Standard Specifications for Public Works Construction ("Greenbook"), Caltrans, ASTM and applicable standard test methods. We have included a scope of services for soils and materials testing and special inspections. Site specific scopes of work will be developed for each specific project assignment. Example scopes are provided below. Scope of Services Geotechnical Design • Project coordination, including meeting with the representatives of the Agency and their de- sign team to discuss our scope of work. • Review of preliminary project plans, geologic and seismic hazard maps, and readily availa- ble geotechnical reports to evaluate possible geologic hazards that may impact the proposed construction. • Acquisition of permits necessary to proceed with our subsurface evaluation. • Geotechnical site reconnaissance to document the site conditions and to select and mark the proposed excavation locations for underground utility location. • Drilling, sampling, and logging of small -diameter and/or large -diameter exploratory borings and/or excavation of exploratory test pits. The depths of the excavations will depend on the details of the proposed project and site location. Traffic control will be performed, as appro- priate, in general accordance with the W.A.T.C.H. manual. • Laboratory testing of representative soil samples to evaluate the soil characteristics. La- boratory testing may include in-situ moisture and dry density, gradation, maximum density and optimum moisture content, consolidation and expansion potential, expansion index, consolidation, shear strength, corrosivity and sulfate content, and R -value testing. • Data compilation and geotechnical analysis of field and laboratory data. Our analyses will address the following: o Suitability of the site for the proposed construction from a geotechnical perspective. o Description of the site geology and on-site soils anticipated during construction, includ- ing an evaluation of geologic hazards that might be present at the site. Ninyo & Moore I Geotechnical Engineering Services I Propl 58SIWf2 July 12, 2018 15 • Evaluation of slope stability under static and seismic conditions. o Excavation and compaction requirements, including suitability of the on-site soils for use as fill and/or trench backfill. o Analysis of the temporary stability of the trench excavations and shoring pressures, in- cluding allowable lateral earth pressures and allowable passive pressures for proposed trenches, as appropriate. o Evaluation of the depth to the groundwater table and potential areas of dewatering, as appropriate. • Evaluation of potential settlement. o Evaluation of the potential for liquefaction. o Evaluation of the corrosion potential of the on-site soils. • Evaluation of pavement design for the proposed roadway sections, as applicable. • Preparation of a written report presenting the results of our field exploration, laboratory test- ing, and engineering analyses, as well as our conclusions and recommendations relative to the geotechnical aspects of project design and construction. • Upon substantial completion of the project plans and specifications, Ninyo & Moore can per- form a geotechnical and geologic plan review to evaluate whether the conclusions and recommendations presented in our report were correctly interpreted and incorporated into the project plans and specifications. These services can be performed if requested and au- thorized. Soils and Materials Testing & Special Inspection Services Our soils and materials testing and inspection services may include the following, depending on the requirements of the specific task order assignment: • Project coordination and client liaison, including scheduling of personnel to provide observa- tion and materials testing services and meeting attendance. • Review of readily available background materials pertaining to the site, including geotech- nical reports, project plans, and specifications. • Attendance at pre -construction and field meetings as requested by the client. • On-site soil and materials testing and inspection during construction on an as -requested basis. Our inspection services will be performed in accordance with the applicable building codes requirements project's plans and specifications. Our soils and materials testing and inspection services can include the following: • Field observation and inspection during foundation construction, including observation of footing excavations, pier drilling, pile driving, as appropriate. o Field observation, documentation and testing during the earthwork operations. Our ser- vices will include observation and field density testing of compacted fill, including Ninyo & Moore I Geotechnical Engineering Services I Prop25B-21623 July 12, 2018 16 embankment fill, structure and wall backfill, utility trench backfill, subgrade, aggregate subbase, aggregate base, materials. Field sampling and in-place density testing will be performed during asphalt pavement construction. Asphalt production plant inspection and sampling will be performed to evaluate conformance with project specifications. Laboratory testing of raw aggregate and completed mix samples will include sieve analysis, sand equivalent, percent as- phalt, film stripping, CKE, swell, and maximum density per the Construction Manual and project specifications. Field sampling and testing of concrete structures and paving during construction. Our field testing services will include sampling of concrete, and evaluating the temperature, penetration, air content, and unit weight. Concrete cylinders will be cast during con- crete placement for structures and will be transported to our laboratory for compressive strength testing. Concrete beams will be cast during concrete paving and transported to our laboratory for flexural strength testing. Concrete batch plant inspection and sam- pling will be performed to obtain raw aggregate samples for acceptance testing and to evaluate the batch plant operation for conformance with project specifications. Labora- tory testing of aggregate samples will include sieve analysis, sand equivalent, and cleanness value per the Construction Manual, Standard Specifications, and project Special Provisions. Further, specialized tests, such as L.A. rattler, durability index, spe- cific gravity, etc., will be performed upon request by the Resident Engineer. Field inspection of the construction materials, both during fabrication/ erec- tion/construction and after construction completion (finish project inspections) performed by inspectors registered with the County of Orange and other agencies (ICC, AWS-CWI). Inspections may include: • Reinforced concrete, including foundations, cast -in-place concrete structures, and miscellaneous concrete construction. • Structural masonry, including retaining walls, sound walls, building and site walls • Onsite and fabrication shop welding and bolting of structural steel. • Non -Destructive Testing (ultrasonic, magnetic particle and dye penetrant) • Roofing, painting and coating • Laboratory testing on collected construction material samples in accordance with the appro- priate California Test, AASHTO, and ASTM test methods and utilizing our Caltrans and AASTHO certified laboratories. Laboratory testing may include maximum dry density and optimum moisture content of the soils to be placed as fill or backfill; compressive strength testing of the concrete, and conformance testing (including sieve analyses, sand equivalent, R -value, cleanness value and durability tests) on the proposed aggregate subbase, aggre- gate base, asphalt concrete, and concrete pavement. Testing will be performed at frequencies required by the Caltrans Construction Manual and/or applicable project specifi- cations. • Preparation of daily reports and other memoranda to summarize the field operations and test results. Our reports will include the information required by the review agencies. • Preparation of a final report summarizing the results of our field and laboratory test results, including final report on grading and certification of compliance. Ninyo & Moore 1 Geotechnical Engineering Services I Pro2{QM4-(7 I July 12, 2018 17 Schedule Ninyo & Moore is committed to providing prompt, efficient, and high quality geotechnical and materials testing and inspection services throughout contract duration. As one of the largest geotechnical and geologic engineering firms in southern California, Ninyo & Moore has the per- sonnel and resources available to complete the requested task order services in accordance with the City's requirements. For each task order request, we will provided a detailed staffing and resources management plan which will identify specific tasks and the level of effort required for the services required for the specific request. Ninyo & Moore's personnel are fully committed to this contract. We also have a commitment from our subconsultant team that the necessary staff will be 100% availa- ble to perform the required work at the time the task order is assigned. We have developed an effective on-call management system that allows us to successfully handle multiple task orders concurrently. Our ability to provide consistent and cost-effective consulting services for task order based contracts is a result of our many years of experience in refining our on-call management process. The core of this process is our highly experienced and qualified staff of professionals that are available to begin work on requested task orders. Currently, we have three major on-call contracts with the Orange County Public Works, City of Anaheim, and the Port of Long Beach. Currently these three contracts combined account for 20 to 30% of our workload. At their peak these three contracts may need to use 30 to 40% of our workload. However, our key personnel assigned to the City of Santa Ana Public Works Agency contract will be fully committed to this contract and will be available up to 100% of their time depending on the number of task orders at the peak of the contract. Ninyo & Moore I Geotechnical Engineering Services I Prop25EL JI01I66JuIy 12, 2018 18 3. FEE PROPOSAL As requested in the RFP, we are providing our Fee Proposal in a separate, sealed envelope. 4. CERTIFICATIONS As required in the RFP, we are providing the following forms in Appendix B of this submittal: • Attachment 3-1: Non -Collusion Affidavit • Attachment 3-2: Non -Lobbying Certification • Attachment 3-3: Non -Discrimination Certification Ninyo & Moore I Geotechnical Engineering Services I Pro 'DID=-0� July 12, 2018 19 em x a /�/iayo&/more Geotechnical& Environmantal Sciences Consultants 25B-67 Kurt S. Yoshii, PE, GE Principal -in -Charge EDUCATION As a Principal Engineer for Ninyo & Moore, Mr. Yoshii provides principal oversight on geotechnical evaluations and materials testing and inspection for residential, commercial, and public facilities, including correctional facilities, schools, hospitals, highways, railroads, pipelines, and bridges; oversees geotechnical analyses including slope stability analyses, flexible and rigid pavement design, and underground pipeline design; reviews geotechnical reports, and provides geotechnical design parameters and recommendations for grading and earthwork, shallow and deep foundations, retaining structures, and in-situ ground remediation; oversees the soils and materials laboratory operations and provides supervision and technical support to project -level engineers and geologists; as well as provides expert witness services on litigation projects. EXPERIENCE B.S., Civil Engineering, 1990, University of On -Call Geotechnical/Materials Testing and Construction Inspection Services, California, Berkeley John Wayne Airport, Orange County, California: Principal -in -Charge forthe on-call geotechnical, materials testing and inspection services for various airport projects at REGISTRATIONS/ John Wayne Airport. Project include geotechnical design for the co -generation plant; CERTIFICATIONS pavement evaluation for all of the airfield, roadways, and parking lot pavements; PE 54759 (California) terminal building security enhancements and building modifications, and geophysical testing for underground utility locating. GE 2508 (California) City of Rancho Santa Margarita On -Call Geotechnical Services: Principal -in - PE 14274 (Nevada) Charge retained to provide on-call geotechnical engineering consulting services for PE 3791862202 (Utah) various City projects. Services included third -party review of geotechnical reports, emergency observation of slope failures resulting from heavy rain events, and PE 48007 (Colorado) geotechnical observation and materials testing services for various construction 40 -Hour OSHA HAZWOPER Certification projects including numerous pavement rehabilitation projects, pavement slurry seal, with Annual Updates (CFR 1910.120) and drainage improvements. State of Califomia/SafetyAssessment As -Needed Geotechnical and Materials Testinglinspection Services, Los Program ID#66477 Angeles County, California: Principal -in -Charge retained to provide as -needed geotechnical engineering and construction observation, materials testing and PROFESSIONAL inspection services in support of various county projects. AFFILIATIONS American Society of Civil Engineers As -Needed Environmental Consulting and Materials Testing and Inspection American Society for Testing and Services, Long Beach, California: Principal -in -Charge retained to provide project Materials management for the as -needed environmental consulting and materials testing and American Concrete Institute inspection services to the City of Long Beach, Department of Public Works for various American Council of Engineering public works facilities projects in the City of Long Beach. Companies City of Los Angeles, On -Call Geotechnical and Environmental Consulting American Public Works Association Services: Principal -in -Charge for the on-call geotechnical and environmental services Asian American Architects I Engineers contract with the City of Los Angeles Bureau of Engineering, Geotechnical Division. Association The Society of American Military Our services include geotechnical design, environmental hazardous materials Engineers Eva uatlon, an geo ec nlca cons ruc on suppo seryices. Women's Transportation Seminar On -Call Testing and Inspection Services, City of Fontana, Fontana, California: Construction Management Association of Project Manager retained to provide construction and inspection services for various America projects for the City of Fontana including sewer construction, channel improvements, roadway rehabilitation and construction, new building construction, surface drainage evaluations, and third party geotechnical reviews. Ninyo & Moore I Geotechnical Engineering Services I Proposal No. fg I J_Ubk2018 Garreth M. Saiki, PE, GE Project Manager EDUCATION As a Principal Engineer for Ninyo & Moore, Mr. Saiki coordinates and conducts geotechnical evaluations for residential, commercial, and public facilities, including highways, railroads, airports, pipelines, public and private buildings, and bridges; performs slope stability analyses, flexible and rigid pavement design, and underground pipeline design; prepares and reviews geotechnical reports; and provides geotechnical design parameters and recommendations for shallow and deep foundations, retaining structures, in-situ ground remediation and earthwork; reviews laboratory results, project plans and specifications; provides supervision and technical support to staff - level engineers and geologists; performs project administration and management; and provides forensic evaluation of distressed pavement, residential and commercial structures. EXPERIENCE MBA, 1998, University of California Davis On -Call Geotechnical/Materials Testing and Construction Inspection Services, John Wayne Airport, Orange County, California: Serving as Project Manager to M.S., Civil Engineering, 1989, University of provide on-call geotechnical, materials testing and inspection services for various California Berkeley airport projects located at the John Wayne Airport in Orange County, California. B.S., Civil Engineering, 1987, University of On -Call Geotechnical, Materials Testing and Inspection, County of Orange: California Berkeley Project Manager for the on-call provide geotechnical, materials testing & inspection services contract for various capital improvements projects in the county of Orange. City of Rancho Santa Margarita On -Call Geotechnical Consulting Services, REGISTRATIONS/ Rancho Santa Margarita, California: Project Manager retained to provide on - CERTIFICATIONS call geotechnical engineering consulting services for various projects in the City of RCE 49665 (California) Rancho Santa Margarita. Our services included third -party review of geotechnical GE 2509 (California) reports, emergency observation of slope failures resulting from heavy rain events, and geotechnical observation and materials testing services for various construction Nuclear Gauge Operator Certification projects including numerous pavement rehabilitation projects, pavement slurry seal, and drainage improvements. PROFESSIONAL County of Los Angeles, Department of Public Works, As -Needed Geotechnical, AFFILIATIONS Soils and Materials Testing & Inspection Services, Los Angeles, California: American Society of Civil Engineers Project Manager retained to provide services to the County of Los Angeles, Department of Public Works ranging from geotechnical design, geotechnical testing and inspection to special inspection services for welding, fireproofing, and reinforced concrete and masonry. Ninyo & Moore has also worked with the Public Works coordination staff in controlling each projects budget from a geotechnical, materials testing, and inspection services point of view. Ninyo & Moore has provided services on various types of projects from pipeline interior documentation to entire new building design and construction. City of La Mirada On -Call Materials Testing, La Mirada, California: Project Manager retained to provide certified materials testing laboratory and inspection services for various projects within the City of La Mirada, California. The project includes geotechnical services including sampling, material testing, compaction testing, and other services requested. Responsibilities include project coordination and client liaison, on-site soil and materials testing and inspection during construction, field observation, documentation and testing, field sampling and in-place density testing, field sampling and testing of concrete structures and paving during construction and field inspection of the construction materials. Ninyo & Moore I Geotechnical Engineering services I Proposal No.8 �iubg �p18 Larry Lovett, PE, QE Principal Engineer/Materials Engineer EDUCATION MBA, 1971, City University of New York, B.S., Civil Engineering, 1960, University of Maryland REGISTRATIONS/ CERTIFICATIONS RCE 50994 (California) PROFESSIONAL AFFILIATIONS American Concrete Institute Asa Principal Materials Engineerfor Ninyo & Moore, Mr. Lovett conducts investigations and analyses for materials testing and inspection projects, directs and guides materials engineers, technicians and inspectors in compiling and analyzing materials testing and inspection data, authors and reviews materials testing and inspection reports and provides technical guidance and support to the professional staff. EXPERIENCE County of Los Angeles, Department of Public Works Earthquake Recovery Project Various Project Locations Throughout Los Angeles County: Served as Principal Materials Engineer providing as -needed geotechnical engineering and construction materials testing and inspection services in support of Earthquake Recovery and Capital Improvement Projects. Services included on-call services in support of a variety of construction projects throughout the County of Los Angeles and neighboring counties. On -Call Testing and Inspection Services, City of Fontana, Fontana, California: Served as Forensic Investigator for construction and inspection services for various projects for the City of Fontana including sewer construction, channel improvements, roadway rehabilitation and construction, new building construction, surface drainage evaluations, and third party geotechnical reviews. On -Call Materials Testing Services, San Bernardino, California: Served as Forensic Investigator for as -needed road materials testing services for the County of San Bernardino. Services include on-call support of a variety of transportation construction projects throughout the County of San Bernardino. Our services include roadway rehabilitation/improvement projects that will utilize Caltrans Test Methods for soils and asphalt materials. John Wayne Airport, Orange County, Califomia: Served as Materials Engineer responsible for QAIQC during the soils and materials testing services for various projects including Terminal C, at John Wayne Airport. LAC+USC Medical Center, Los Angeles, California: Principal Materials Engineer for geotechnical and materials testing and inspection services at the LAC+USC Medical Center as part of the Earthquake Recovery Project. Port of Long Beach, On -Call Materials Testing and Inspection Services, Long Beach, California: Serving as QA/QC Manager providing on-call materials testing and inspections services in support of various POLB's Capital Improvements Program. The program consists of a variety of construction contracts and includes demolition of existing facilities (buildings, structures, landscaping, and utility systems); new construction and improvements to intermodal rail yards; roadways; bridges; container terminal development; commercial office buildings; industrial buildings; fire stations; dredging; navigation improvements; utilities; grading and paving; fencing; and communication systems. Ninyo & Moore I Geotechnical Engineering Services I Proposal No. fM-yV18 James Dalgity Laboratory Manager EDUCATION High School Diploma REGISTRATIONS/ CERTIFICATIONS ACI Concrete Field Testing Technician Grade I ACI Aggregate Testing Technician Level I ACI Concrete Strength Testing Technician ACI Concrete Laboratory Technician Level ACI Concrete Laboratory Testing Technician Level 2 CPB Radiation Safety Officer #50338 Caltrans TL -0111 Certification Asa Laboratory Manager for Ninyo & Moore, Mr. Dalgity is responsible for performing quality control and quality assurance testing of soil, aggregate, asphalt, and concrete materials in accordance with applicable ASTM, AASHTO, ACI, and Caltrans standards. As a technician, Mr. Dalgity has extensive experience providing both field and laboratory testing of soils and construction materials and maintains his current soils and materials testing certifications from ACI and Caltrans. He provides geotechnical observation and testing services during earthwork operations, including mass grading operations, trench and wall backfill, and roadway and building pad subgrade preparation. Mr. Dalgity also has experience in the requirements and specifications in Greenbook for public works construction projects, as well as the requirements of Caltrans for testing frequencies, test methods, and record keeping as described in Caltrans Standard Specifications, Standard Special Provisions, and the Caltrans Construction Manual. EXPERIENCE John Wayne Airport On -Call Geotechnical Engineering, Materials & Inspection Services : Serving as Laboratory Manager for the current contract for geotechnical, materials testing and inspection services for major capital improvement projects at John Wayne Airport. City of Newport Beach 2016.2017 Slurry Seal Program, Newport Beach, California: Laboratory Manager for the Clty of Newport Beach 2016/2017 Slurry Seal Program. Los Angeles Unified School District (LAUSD), On -Call Materials Testing Services, Los Angeles, California: Laboratory ManagerlTechnician providing laboratory testing services for various school construction projects throughout LAUSD. Services include materials conformance testing and special deputy inspection services in accordance with the requirements of the Division of the State Architect (DSA). San Bernardino Associated Governments, SR -215 Segments 1 and 2 Project, San Bernardino County, California: As a field technician, Mr. Dalgity provided materials testing and inspection services during construction of the SR 215 Segments 1 & 2 project in San Bernardino, California. The project consisted of widening and realignment of approximately 2.4 miles of the existing SR 215. The construction accommodated 4 mixed flow lanes and 1 high occupancy vehicle lane in each direction. Services include construction observation and intermittent field and laboratory testing of the construction materials used in the proposed project. Services also include observation, sampling and testing during embankment construction (earthwork), structure backfill, trench backfill, subgrade preparation, aggregate base placement, lean concrete base placement, Portland cement concrete pavement, asphalt concrete pavement placement, structural concrete placement, and batch plant inspections. Testing was being performed in general accordance with Caltrans test methods and test frequencies as described in the Caltrans Construction Manual and Standard Specifications. Ninyo&Moore I Geotechnical Engineering services I Proposal No. 04A1�u ,118 Steve M. Solis Field Operations Manager As a Field Operations Manager for Ninyo & Moore, Mr. Solis is responsible for per- forming quality control and quality assurance testing of soil, aggregate, asphalt, and concrete materials in accordance with applicable ASTM, AASHTO, and ACI. With 38 years of experience, his extensive project involvement includes both Feld and laboratory testing of soils and construction materials. He is involved in geotechnical observation and testing services during earthwork operations, including mass grading operations, trench and wall backfill, and roadway and building pad subgrade prepa- ration, as well as providing inspection of asphalt and concrete batch plants. Mr. Solis also has extensive experience in the requirements and specifications in Greenbook for public works construction projects. EXPERIENCE City of Los Angeles, On -Call Geotechnical and Environmental Consulting EDUCATION Services: Field Operations Manager for the on-call geotechnical and environmental California State University, Fullerton services contract with the City of Los Angeles Bureau of Engineering, Geotechnical Division. Our services include geotechnical design, environmental hazardous materials evaluation, and geotechnical construction support services. REGISTRATIONS/ City of West Hollywood Residential Paving Program, West Hollywood, CERTIFICATIONS California: Field Operations Manager retained during materials testing services ACI Concrete Field Testing Technician for the Residential Street Paving Program, CIP 1606, in West Hollywood, California. Grade I Services included project coordination, management and technical support and Radiation (Nuclear Gauge) User Safety coordination of field technician services for observation, sampling and field density testing during asphalt concrete placement at the plant and on Fairfax Avenue in West City of Los Angeles Deputy Grading Hollywood. Inspector City of Huntington Beach, Senior Center: Field Operations Manager for the geotechnical, materials testing and deputy inspection services during construction. Services included observation, sampling and testing during building pad preparation, trench backfill and subgrade preparation, load and/or torque testing of expansion anchors, epoxy anchors and shot pins, as appropriate, batch plant inspection services during production of structural concrete, sampling and testing of aggregate base and asphalt pavement, welding and bolting inspection services during structural steel fabrication at the plant and during erection at the site, non-destructive examination of welds at the fabrication plant and at the site, glu-lam inspection services during beam production at the fabrication shop, as well as laboratory testing, including high strength bolt conformance testing and compressive strength testing of concrete materials sampled in the field. County of San Bernardino, Forensic Crime Laboratory, San Bernardino, California: Field Operations Manager for the as -needed materials testing and inspection services contract, which provides on-call support on a variety of construction projects throughout the County. For the new 19,924 -square -foot laboratory, geotechnical evaluation and infiltration testing was performed to evaluate the subsurface soil conditions and provide recommendations for construction, then geotechnical, inspection, and materials testing services. During construction, services included field and laboratory testing of subgrade, base materials, asphalt concrete, Portland cement concrete materials, concrete compression testing and maximum density testing of soils and sand equivalent. Ninyo & Moore I Geotechnical Engineering Services I Proposal No.g�0]yzj,�J-yh$$1818 /�/inya&/�oore Geotschnical & Environmental Sciences Consultants 25B-73 2 W Appendix ATTACHMENT 3-1: NON -COLLUSION AFFIDAVIT CERTIFICATIONS NON -COLLUSION AFFIDAVIT (Title 23 United States Code Section 112 and Public Contract Code Section 7106) To the CITY OF SANTA ANA DEPARTMENT OF PUBLIC WORKS In accordance with Title 23 United States Code Section 112 and Public Contract Code 7106 the BIDDER declares that the bid is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation; that the bid is genuine and not collusive or sham; that the BIDDER has not directly or indirectly induced or solicited any other BIDDER to put in a false or sham bid, and has not directly or indirectly colluded, conspired, connived or agreed with any BIDDER or anyone else to put in a sham bid, or that anyone shall refrain from bidding; that the BIDDER has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the bid price of the BIDDER or any BIDDER, or to fix any overhead, profit, or cost element of the bid price, or of that of any other BIDDER, or to secure any advantage against the public body awarding the contract of anyone interested in the proposed contract; that all statements contained in the bid are true; and, further, that the BIDDER has not, directly or indirectly, submitted his or her bid price or any breakdown thereof, or the contents thereof, or divulged information or data relative thereto, or paid, and will not pay, any fee to any corporation, partnership, company association, organization, bid depository, or to any member or agent thereof to effectuate a collusive or sham bid. Note: The above Non -collusion Affidavit is part of the Proposal. Signing this Proposal on the signature portion thereof shall also constitute signature of this Non -collusion Affidavit. BIDDERS are cautioned that snaking a false 9.poificatiorr%may subject the certifier to criminal prosecution. Signed '/Z/lf • Uy�_l - State of California County of Ofa Subscribed and sworn to (or affirmed) before me on this & day of J� 201'9, by 1'0v -t YosM : proved to me on the basis of satisfactory evidence to be the person who appeared before me. j M. LINDA CARSON 7 Commission # 2138681 Z -e. Notary FUEIio - Celilornia Orange County My Commie Ira Jen 25, 2020+ Notary Public Seal City of Santa Ana RFP M2� 4 Appendix ATTACHMENT 3-2: NON -LOBBYING CERTIFICATION CERTIFICATIONS The prospective participant certifies, by signing and submitting this bid or proposal, to the best of his or her knowledge and belief, that: 1. No federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any federal contract, the making of any federal grant, the making of any federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any federal contract, grant, loan, or cooperative agreement. 2. If any funds other than federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence any officer or employee of any federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this federal contract, grant loan, loan or cooperative agreement, the undersigned shall complete and submit a "Disclosure of Lobbying Activities". This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352, Title 31, U. S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. The prospective participant also agrees by submitting his or her bid or proposal that he or she shall require that the language of this certification be included in all lower tier subcontracts, which exceed $100,000 and that all such sub recipients shall certify and disclose accordingly. Firm Ninyo & Moore Signed and Printed Name: Title Principal Date July 12, 2018 City of Santa Ana RFP 29@3-75 Appendix ATTACHMENT 3-3: NON-DISCRIMINATION CERTIFICATION CERTIFICATIONS The undersigned consultant or corporate officer, during the performance of this contract, certifies as follows: The Consultant shall not discriminate against any employee or applicant for employment because of race, color, religion, sex, or national origin. The Consultant shall take affirmative action to ensure that applicants are employed, and that employees are treated during employment without, regard to their race, color, religion, sex, or national origin. Such action shall include, but not be limited to, the following: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Consultant agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. 2. The Consultant shall, in all solicitations or advertisements for employees placed by or on behalf of the Consultant, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, or national origin. The Consultant shall send to each labor union or representative of workers with which he/she has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers' representatives of the Consultant's commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. 4. The Consultant shall comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. 5. The Consultant shall furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his/her books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation, to ascertain compliance with such rules, regulations, and orders. 6. In the event of the Consultant's non-compliance with the nondiscrimination clauses of this contract or with any of the said rules, regulations, or orders, the contract may be canceled, terminated, or suspended in whole or in part and the Consultant may be declared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in Execution Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulations, or order of the Secretary of Labor, or as otherwise provided by law. 7. The Consultant shall include the portion of the sentence immediately preceding paragraph (1) and the provisions of paragraphs (1) through (7) in every subcontract or purchase order unless exempted City of Santa Ana RFP 2'6BBA-76 by rules, regulations, or orders of the Secretary of Labor issued pursuant to Section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontract or purchase order as the administering agency may direct as means of enforcing such provisions, including sanctions for noncompliance; provided, however, that in the event the Consultant becomes involved in, or is threatened with, litigation with a sub -consultant or vendor as a result of such direction by the administering agency, the Consultant may request that the United States enter into such litigation to protect the interests of the United States. 8. Pursuant to California Labor Code Section 1735, as added by Chapter 643 Stats. 1939, and as amended, No discrimination shall be made in the employment of persons upon public works because of race, religious creed, color, national origin, ancestry, physical handicaps, mental condition, marital status, or sex of such persons, except as provided in Section 1420, and any consultant of public works violating this Section is subject to all the penalties imposed for a violation of the Chapter. Signed: Title: Principal Engineer Finn: Ninyo & Moore Date: July 12, 2018 City o�ffp SantaAnaRFP LOG317 EXHIBIT B COMPENSATION Fee Proposal including hourly rates if applicable 25B-78 Exhibit B Principal Engineer/Geologist/Environmental Scientist $ 178 Certified Industrial Hygienist $ 178 Senior Engineer/Geologist/Environmental Scientist $ 168 Senior Project Engineer/Geologist/Environmental Scientist $ 163 Certified Asbestos Consultant, Lead Inspector/Assessor, Lead Project Monitor $ 163 Project Engineer/Geologist/Environmental Scientist $ 156 Senior Staff Engineer/Geologist/Environmental Scientist $ 142 Staff Engineer/Geologist/Environmental Scientist $ 126 Certified Site Surveillance Technician, Lead Sampling Technician' $ 126 GIS Analyst $ 116 Field Operations Manager $ 112 Supervisory Technician' $ 98 Nondestructive Examination Technician', UT, MT, LP $ 98 ACI Concrete Technician* $ 98 ConcretelAsphalt Batch Plant Inspector' $ 98 Special Inspector (Concrete, Masonry, Steel, Welding, and Fireproofing)` $ 98 Senior FieldlLaboratory Technician' $ 92 Field/Laboratory Technician* $ 92 Technical Illustrator/CAD Operator $ 92 Information Specialist $ 78 Geotechnical/Environmental/Laboratory Assistant $ 76 Data Processing, Technical Editing, or Reproduction a as Concrete Coring Equipment (includes one technician) $ 180/hr X -Ray Fluorescence $ 300/day PID/FID Usage $ 140/day Anchor load test equipment (includes technician) $ 97/hr Hand Auger Equipment $ 65/da Y Inclinometer Usage $ 40/hr Vapor Emission Kits $ 401kit Level D Personal Protective Equipment (per person per day) $ 30/p/d Rebar Locator (Pachometer) $ 301hr Nuclear Density Gauge Usage $ 15/hr Field Vehicle Usage $ 12/hr Direct Project Expenses Cost plus 15 % Laboratory testing, geophysical equipment, and other special equipment provided upon request. For field and laboratory technicians and special inspectors, regular hourly rales are charged during normal weekday construction hours. Overtime rates at 1.5 times the regular rates will be charged for work performed outside normal construction hours and all day on Saturdays. Rates at twice the regular rates will be charged for all work in excess of 12 hours in one day or on Sundays and holidays. Lead time for any requested service Is 24 hours. Field Technician rates are based on a 4 -hour minimum. Special inspection rates are based on a 4 -hour minimum for the first 4 hours and an 8 -hour minimum for hours exceeding 4 hours. Field personnel are charged portal to portal. Invoices will be submitted monthly and are due upon receipt. A service charge of 1.0 percent per month may be charged on accounts not paid within 30 days. The terms and conditions of providing our consulting services include our limitation of liability and indemnities as presented in Ninyo & Moore's Work Authodzation and Agreement. 'Indicates rates that are based on Prevailing Wage Determination made by the Stale of Califomia, Director of Industrial Relations on a semiannual basis. Our rates will be adjusted in conjunction with the increase in the Prevailing Wage Determination dudng the life of the project. Ninyo 8 Moore I Geotechnical Engineering Services I Proposal No.04-01922 1 Juty 12.2018 X11 Pw 25B-79 SOILS CONCRETE Aflerberg Limits, D 4318, CT 204 $ 160 Compression Tests, 602 CylindatC 39 S 25 Cafilamia Bearing Ratio (CBR), D 1883 $ 485 Concrete Mu Design Review, Job Spec S 155 CNoddle and Sulfate Content CT 417 It CT 422 S 175 Concrete Mix Design, per Trial Batch, 6 cylinder, ACI $ 825 Consolidation, 02435, CT 219 $ 300 Concrete Cores,Compression(exdudes sampling), C 42 S 60 Consolidation - Tone Rate, D 2435, CT 219 $ 75 Drying Shrinkage, C 157 $ 350 Direct Shear -Remolded, D3080 $ 325 Flexural Test C 78 $ 65 Direct Shear- Undisturbed, 03080 $ 275 Flexural Test C 293 $ 60 Durability Index, CT 229 $ 165 Flexural Test CT 523 $ 80 Expansion Index, D 4829, IBC IN S 180 Gunfte/Sholcrete, Panes, 3 an cores per panel and lest ACI $ 275 Expansion Potential (Method A), D 4546 $ 160 Jobsle Testing laboratory Quote Geofabric Tensile and Elongation Test, D 4632 $ 180 LilIfteighl Concrete Fill, Compression, C 495 $ 45 Hydraulic Conductivity, D 5084 $ 330 Petrographic Analysis, C 856 $1,900 Hydrometer Analysis, D 422, CT 203 $ 220 Restrained Expansion of Shrinkage Compensation $ 270 Moisture, Ash, & Organic Matter of PeallOrganic Soils $ 120 Spotting Tensile Strength, C 496 $ 90 Moisture Only, D 2216, CT 226 $ 35 3x6 Grout(CLSM), C 39 S 45 Moisture and Density. D 2937 $ 45 bX NonShdnk Grout C 109 $ 45 Permeability, CH, D 2434, CT 220 S 255 pH and Resistivity, CT643 $ 175 ASPHALTCONCRETE Proctor Density D 1557, D 698, CT 216, & Air Voids, T 269 $ 50 AASHTO T-180 (Rock corrections add $100) S 200 Asphalt Mu Design, Callrans (exc. Aggregate Quality) $ 2,800 R -value, D 2844, CT 301 $ 295 Asphdl Mix Design Review, Job Spec S 165 Sand Equivalent D 2419, CT 217 $ 110 Dust Proportioning, CT LP4 $ 50 Sieve Analysis, D 422, CT 202 $ 130 Extraction. %Asphalt including Gradation, D 2172, CT 382 $ 240 Sieve Analysis, 200 Wash, D 1140, CT 202 $ 100 Film Stripping, CT 302 $ 110 Specific Gravity, D 854 $ 100 Hveem SIabSAy and Unit Weight D 1560, T 246, CT 366 S 215 Thermal Resistivity (ASTM M. IEEE 442) $ 680 Marshall Stability, Flow and Unit Weight T 245 S 240 Triaxial Shear, C.D, D 4767, T 297 $ 430 Maximum Theoretical Unit Weight D 2041, CT 309 S 150 Triaxial Shear, C.U., w/pore pressure, D 4767, T 2297 per pt $ 365 Moisture Content CT 370 S 85 Traxal War. C.U.,Wo pore pressure, D 4767, T 2297 per pt $ 210 Moisture Susceptibility arid Tensile Stress Ratio, T238, CT 371 $1,000 Triaxial Shear, U.U.. D 2850 $ 155 Slurry Wel Track Abrasion, D 3910 $ 150 Unconfined Compression, D 2166, T 208 $ 120 SuperPave, Asphalt Mix Verification (rod Aggregate Quality) S 5,2DO Wax Density, D 1188 $ 100 SuperPave, Gyratory Unit WI., T 312 S 75 SuperPave, Hamburg Wheel, 20,000 passes, T 324 $1,000 MASONRY Unit Weight sample or core, 02726, CT 308 $ 100 Brick Absorption, 24-hour submersion, C 67 $ 50 Voids in Mineral Aggregate. (VMA) CT LP -2 S 50 Brick Absorption, 5 -hour boiling, C 67 $ 60 Vols filed with Aspha4(VFA) CT LP -3 $ 50 Brick Absorption, 7 -day, C 67 $ 65 Brick Compression Test C67 $ 50 AGGREGATES Brick Efflorescence, C 67 $ 50 Cay Lumps and Friable PaAides, C 142 $ 160 Brick Modulus of Rupture, C 67 S 45 Cleanness Value, CT 227 $ 160 Brick Moisture as received, C 67 $ 40 Crushed Particles, CT 205 $ 165 Brick Saturation Coefficient C 67 S 55 Durability, Coarse or Fine, CT 229 $ 195 Concrete Back Compression Test 8x8xl6, C 140 $ 65 Fine Aggregate Angularly. ASTM C 1252, T 304, CT 234 S 180 Concrete Block Conformance Package, C 90 $ 485 Flat and Ebngated Particle, D 4791 $ 220 Concrete Block Linear Shrinkage, C 426 $ 135 Lightweight Panicles, C 123 S 180 Concrete SW Unit Weight and Absorption, C 140 $ 60 Las Angeles Abrasion, C 131 or C535 $ 200 Cores, Compression ler Shear Bond, CA Code $ 60 Material Firer than No. 200 Sieve by Was", C 117 S 75 Masonry Grout 3x3x6 prism compression. C 39 $ 35 Organic Impurities, C 40 $ 80 Masonry Mortar, 2k4 cyNMer compression. C 109 $ 35 Potential ARM Reactivity, Mortar Bar Method, Coarse, C 1260 $ 950 Masonry Prism, half size, compression, C 1019 S 120 Potential AM Reactivity, Morar Bar Method, Fine, C 1260 $1,250 Masonry Prism, Ful size, compression, C 1019 $ 185 Potential Readivity of Aggregate (Chemical Method), C 289 $ 450 Sand Equivalent T 176, CT 217 S 110 REINFORCING AND STRUCTURAL STEEL Sieve Analysis, Coarse Aggregate, T 27, C 136 S 115 Chemical Analysis, A 36, A 615 $ 135 Sieve Analysis, Fine Aggregate (neuding wash), T 27, C 136 $ 130 Fireproofing Density Test UBC 7.6 $ 60 Sodium Sulfate Soundness, C 88 S 450 Hardness Test Rockwell, A 370 $ 70 Specific Gravity and Absorption, Coarse, C 127, CT 206 $ 100 High Strength Bot Nut & Washer Conformance, Specific Gravity and Absorption, Fine, C 128, CT 207 $ 160 per assembly, A 325 $ 130 Mechanically Spliced Reintorcirg Tensile Test ACI $ 150 ROOFING Pre -Stress Strand (7 wine), A 416 $ 170 Roofing Tile Absorption, (set of 5), C 67 $ 210 Reinforcing Tensile or Bend up to No. 11, A 615 & A 706 $ 55 Roofrrg Tile Strength Test (set of 5). C 67 $ 210 Structural Steel Tensile Test Up to 200.000 (In (madrining extra), A 370 $ 80 Welded Reinforcing Tensile Test Up to No. 11 bars, ACI $ 60 Special preparation of standard test specimens will be charged at the technician's hourly rate. Ninyo& Mare is accredited to perform the AASHTO equivalent of many ASTM lest procedures. Ninyo&Moore 12016 Laboratory Testing AGREEMENT TO PROVIDE ON-CALL GEOTECHNICAL ENGINEERING SERVICES THIS AGREEMENT is made and entered into on this 20th day ofNovember, 2018 by and between RMA Group, Inc., a California corporation ("Consultant"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("City"). RECITALS A. On June 14, 2018, the City issued Request for Proposal No. 18-045 ("RFP") by which it sought consultants to provide on-call geotechnical services for the City's Public Works Agency. B. Consultant submitted a responsive proposal that was among those selected by the City. Consultant represents that it is able and willing to provide the services described in the scope of work that was included in RFP No. 18-045. C. In undertaking the performance of this Agreement, Consultant represents that it is knowledgeable in its field and that any services performed by Consultant under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: SCOPE OF SERVICES On an on-call basis, and at the sole discretion of the City, Consultant shall perform the geotechnical services described in the scope of work that was included in RFP No. 18-045 and as more specifically delineated in Consultant's proposal, which is attached as Exhibit A and incorporated in full. 2. COMPENSATION a. City neither warrants nor guarantees any minimum or maximum compensation to Consultant under this Agreement. Consultant shall be paid only for actual services performed under this Agreement at the rates and charges identified in Consultant's Cost Proposal attached as Exhibit B. Consultant is one of three consultants selected to provide geotechnical engineering services on an on-call basis under RFP No. 18-045. The total compensation for services provided by all consultants selected under RFP No. 18-045 shall not exceed a total combined aggregate amount of $600,000 during the term of the Agreement, including any extension periods. Page 1 of 8 Exhibit 3 258-81 b. Payment by City shall be made within forty-five (45) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. 3. TERM This Agreement shall commence on the date first written above and terminate on November 19, 2021, unless terminated earlier in accordance with Section 16 below. The term of this Agreement may be extended for one 2 -year period upon a writing executed by the City Manager and the City Attorney. 4. PREVAILING WAGES Consultant is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 16000, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on "public works" and "maintenance" projects. If the services being performed are part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and the total compensation is $1,000 or more, Consultant agrees to fully comply with such Prevailing Wage Laws. Consultant shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. 5. INDEPENDENT CONTRACTOR Consultant shall, during the entire term of this Agreement, be construed to be an independent contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer-employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Consultant performs the services which are the subject matter of this Agreement; however, the services to be provided by Consultant shall be provided in a manner consistent with all applicable standards and regulations governing such services. Consultant shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 6. OWNERSHIP OF MATERIALS This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Consultant under this Agreement ("Documents & Data"). Consultant shall require all subcontractors to agree in writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subcontractor prepares under this Agreement. Page 2 of 8 25B-82 Consultant represents and warrants that Consultant has the legal right to license any and all Documents & Data. Consultant makes no such representation and warranty in regard to Documents & Data which were provided to Consultant by the City. City shall not be limited in any way in its use of the Documents and Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City's sole risk. 7. INSURANCE Prior to undertaking performance of work under this Agreement, Consultant shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a. Commercial General Liability Insurance. Consultant shall maintain commercial general liability insurance naming the City, its officers, employees, agents, volunteers and representatives as additional insured(s) and shall include, but not be limited to protection against claims arising from bodily and personal injury, including death resulting therefrom and damage to property, resulting from any act or occurrence arising out of Consultant's operations in the performance of this Agreement, including, without limitation, acts involving vehicles. The amounts of insurance shall be not less than the following: single limit coverage applying to bodily and personal injury, including death resulting therefrom, and property damage, in the total amount of $1,000,000 per occurrence, with $2,000,000 in the aggregate. Such insurance shall (a) name the City, its officers, employees, agents, and representatives as additional insured(s); (b) be primary and not contributory with respect to insurance or self-insurance programs maintained by the City; and (c) contain standard separation of insureds provisions. b. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $1,000,000 per occurrence. Such insurance shall include coverage for owned, hired and non -owned automobiles. C. Worker's Compensation Insurance. In accordance with the provisions of Section 3700 of the Labor Code, Consultant, if Consultant has any employees, is required to be insured against liability for worker's compensation or to undertake self- insurance. Prior to commencing the performance of the work under this Agreement, Consultant agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. d. If Consultant is or employs a licensed professional such as an architect or engineer: Professional liability (errors and omissions) insurance, with a combined single limit of not less than $1,000,000 per claim with $2,000,000 in the aggregate. e. The following requirements apply to the insurance to be provided by Consultant pursuant to this section: i. Consultant shall maintain all insurance required above in full force and effect for the entire period covered by this Agreement. ii. Certificates of insurance shall be furnished to the City upon execution of this Agreement and shall be approved by the City. iii. Certificates and policies shall state that the policies shall not be canceled or reduced in coverage or changed in any other material aspect without thirty Page 3 of 8 25B-83 (30) days prior written notice to the City. iv. Where the amounts or coverage provided by the certificates of insurance provides coverage greater than those listed by this Agreement, the amounts provided by the certificates of insurance shall be incorporated by reference into the Agreement. V. Consultant shall supply City with a fully executed additional insured endorsement. If Consultant fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the City with required proof that insurance has been procured and is in force and paid for, the City shall have the right, at the City's election, to forthwith terminate this Agreement. Such termination shall not affect Consultant's right to be paid for its time and materials expended prior to notification of termination. Consultant waives the right to receive compensation and agrees to indemnify the City for any work performed prior to approval of insurance by the City. S. INDENINIFICATION Consultant agrees to defend, and shall indemnify and hold harmless the City, its officers, agents, employees, contractors, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the negligent operations of the Consultant, its subcontractors, agents, employees, or other persons acting on its behalf which relates to the services described in section I of this Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution, judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement. This indemnity and hold harmless agreement applies to all claims for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this Section or by reason of the terms of, or effects, arising from this Agreement. The Consultant further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. Notwithstanding the foregoing, to the extent Consultant's services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant. 9. INTELLECTUAL PROPERTY INDEMNIFICATION Consultant shall defend and indemnify the City, its officers, agents, representatives, and employees against any and all liability, including costs, for infringement of any United States' letters patent, trademark, or copyright infringement, including costs, contained in the work product or documents provided by Consultant to the City pursuant to this Agreement. Page 4 of S 10. RECORDS Consultant shall keep records and invoices in connection with the work to be performed under this Agreement. Consultant shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any services, expenditures, and disbursements charged to the City for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Consultant under this Agreement. All such records and invoices shall be clearly identifiable. Consultant shall allow a representative of the City to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement during regular business hours. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to this Agreement for a period of three (3) years from the date of final payment to Consultant under this Agreement. 11. CONFIDENTIALITY If Consultant receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Consultant agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. "Confidential Information" shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is, through no fault of the Consultant disclosed in a publicly available source; (c) is in rightful possession of the Consultant without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Consultant without reference to information disclosed by the City. 12. CONFLICT OF INTEREST CLAUSE Consultant covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 13. NON-DISCRIMINATION Consultant shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities or in connection with any activities under this Agreement. Consultant affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. Page 5 of 8 25B-85 14. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Consultant, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Consultant. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Consultant or the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which is not embodied herein. 15. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Consultant, Consultant may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other consultants retained by City. 16. TERMINATION This Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such event, Consultant shall be entitled to receive and the City shall pay Consultant compensation for all services performed by Consultant prior to receipt of such notice of termination, subject to the following conditions: a. As a condition of such payment, the Executive Director may require Consultant to deliver to the City all work product(s) completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Consultant consents to the City's use thereof for such purposes as the City deems appropriate. b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 17. WAIVER No waiver of breach, failure of any condition, or any right or remedy contained in or granted by the provisions of this Agreement shall be effective unless it is in writing and signed by the party waiving the breach, failure, right or remedy. No waiver of any breach, failure or right, or remedy shall be deemed a waiver of any other breach, failure, right or remedy, whether or not similar, nor shall any waiver constitute a continuing waiver unless the writing so specifies. Page 6 of 8 18. JURISDICTION - VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 19. PROFESSIONAL LICENSES Consultant shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. Consultant shall notify the City immediately and in writing of its inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 20. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by fust class or certified mail, postage prepaid, or sent by fax or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 Fax: 714- 647-6956 With courtesy copies to: Executive Director Public Works Agency City of Santa Ana 20 Civic Center Plaza (M-21) P.O. Box 1988 Santa Ana, CA 92702 Fax 714-647-5635: To Consultant: RMA Group, Inc. 1210 E. 223rd St., Ste. 319 Carson, CA 90745 Fax: 310-861-1117 25B-87 Page 7 of 8 A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by fax, communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 21. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. b. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: Maria D. Huizar Clerk of the Council APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney John W.Funk Assistant City Attorney RECOMMENDED FOR APPROVAL: Fuad S. Sweiss, PE, PLS Executive Director Public Works Agency CITY OF SANTA ANA Raul Godinez II City Manager CONSULTANT: By: Title: Page 8 of 8 EXHIBIT A SCOPE OF SERVICES r - • • CITY OF SANTA ANA DEPARTMENT OF PUBLIC WORKS STATEMENT OF QUALIFICATIONS RFQ#18-045 1 GEOTECHNICAL ENGINEERING SERVICES "kill 4, ,. ..n�[^' " I - .." �. .f �/� ✓'fes t . L� STATEMENT OF QUALIFICATIONS COVER LETTER CONTRACT AGREEMENT STATEMENT FIRM AND TEAM EXPERIENCE UNDERSTANDING OF NEED RELEVANT PROJECT EXPERIENCE REFERENCES SCOPE OF SERVICES AND SCHEDULE FEE SCHEDULE (IN SEPARATE ENVELOPE AS REQUESTED) CERTIFICATIONS Ate` RMA Group EwryProjctt Matters Iw .rmawmOONesx m-91 CITY OF SAfffl§ I PUBLIC WORKS GEOTECHN [CAL EUYINEER 8G SERVICES ITOC MEMEEMEVP � W RMA Group EveryProject Matters I www.rmacompanies.com City of Santa Ana Attention: Armando Fernandez Public Works Agency 20 Civic Center Plaza, 3rd Floor Reception Santa Ana, CA 92701 RE: RFP NO. 18-0451 GEOTECHNICAL Dear Mr. Fernandez, SERVICES July 12, 2018 RMA Group No. 18-1052-P RMA Group is pleased to submit our proposal to provide as -needed geotechnical engineering services for the City of Santa Ana (City) for various city projects. While there are a number of consultants who are capable of performing the services that will be required, RMA Group has a combination of experienced personnel, resources, and proprietary project controls which sets us apart from our competition and positions us to assist you in successfully delivering your projects. THE RMA GROUP DIFFERENCE Founded in 1962, we have grown to become industry leading experts in geotechnical engineering, materials testing, and construction inspection services. As such, we understand the issues that are critical to the City and have developed proactive solutions and tools that enable us to respond quickly to requests for services and allow us to perform the services efficiently and accurately. RMA Group has grown to employ nearly 250 of the brightest engineers, geologists, inspectors, and technicians statewide. We have professional offices and laboratory facilities strategically located within multiple California thriving economic centers. Projects under this contract will be managed and dispatched out of our Carson office within close proximity to City projects. We also maintain the most comprehensive laboratory resources available in California, ensuring your projects will receive accurate, reliable test results within hours rather than days. Our laboratory managers and technicians are cross -trained and hold multiple certifications including Caltrans, ICC, ACI, AWS, ASNT, and NICET allowing us to provide our services very efficiently, minimizing the overall cost of inspection and testing programs. Our staff in Carson are knowledgeable of local conditions and regulations and our fully -accredited laboratory can accommodate all tests required. RMA Group has been focused throughout its entire history on providing our clients the most reliable, accurate, and timely service of any firm in the industry. This standard of performance permeates our corporate culture from field technicians to upper management. Ourfirm has invested heavily in a diversified pool of talented, professional staff who understand the construction industry and the standards that must be maintained. We continually invest in the latest equipment and develop technology that supports our efforts with the latest advances in engineering, testing, and inspection. THE RMA GROUP TEAM I will serve as the Principal -In -Charge and Mr. Jason Barnachea will serve as Project Manager and the City's primary point -of -contact. Jason has a range of experience with city and local agency projects that will allow him to respond to requests quickly and efficiently. Jason's past and ongoing experience with local and state agencies makes him the ideal candidate for managing RMA Group's services for the duration of this contract. He is knowledgeable about project specifications, financial and safety concerns, and general project approach for projects similar to the City's. Jason will be supported by a qualified team of civil engineers, engineering geologists, geotechnical engineers, laboratory technicians, and field personnel. COMPANY NAME RMA Group CONTACT PERSON Jason Barnachea Project Manager P: 562.505.9184 E.ibarnachea@rmacompanies.com We are confident that our proven experience and client references will prove our commitment to superior quality of service. We look forward to partnering with you to achieve success on your projects. RMA Group is in receipt of Addendum No. 1 issued June 28, 2018. Sincerely, �-1r— Yonas Keffelew I Principal -I 1210 EAST 223RD STREET, SUITE 319, CARSON, CA I F: 310.861.1117 1 w .rmacompantes.com •l=lelIYAmIol[NSA0[e STATEMENT OF QUALIFICATIONS CONTRACT AGREEMENT STATEMENT RMA Group has reviewed the RFP in its entirety and is in concurrence with any and all provisions in the Agreement attached to the RFP. FIRM AND TEAM EXPERIENCE FIRM HISTORY Established in 1962, we are a California corporation with professional offices and laboratory facilities strategically located within California's thriving economic centers in Los Angeles, the Inland Empire, San Francisco Bay area, San Diego, and Sacramento Valley. The breadth of our regional coverage allows us to complete any size project throughout the state. Today we have grown to employ nearly 250 of the industry's brightest civil and geotechnical engineers, registered geologists, certified engineering geologists, and registered environmental assessors who provide our firm with comprehensive geotechnical and environmental capabilities. RMA Group's geotechnical and geologic design services include preliminary geotechnical investigations, foundation studies, fault investigations, liquefaction analysis, Phase 1 environmental site assessments, and geotechnical and geologic review of grading and foundation plans. Over the course of our history, RMA Group has developed long standing positive relationships with the agencies and firms with which we interact, establishing clear lines of communication and complete team integration. We act as an extension of our clients' staff and are fully invested in the successful outcome of their projects. Our clients trust us to act in their best interest by providing superior levels of quality with strict adherence to their budgets and schedules. FIRM EXPERIENCE RMA Group is the most qualified consultant to provide your on-call materials testing, special inspection, and geotechnical engineering needs. We have worked on hundreds of capital improvement projects providing professional services for street reconstruction, street resurfacing, slurry sealing, storm drain replacement and construction, sewer repair, and upgrades. We are experts in the services and project types that the City requires and we offer the necessary combination of skills and experience. RMA Group has earned a reputation for high quality professional services, and for unparalleled responsiveness to our clients' needs and expectations. This has led to many successful long- term client relationships. Over our 56 year history, we have held relevant City and County contracts including San Bernardino County, City of Long Beach, County of Los Angeles, City of West Covina, City of Norwalk, and many more. TEAM EXPERIENCE RMA Group's key personnel has a rich history of work on public works projects built from experience on more than 2,000 projects in the last decade. Through their experience, they have gained a working knowledge that allows them to take a lead role in maintaining the quality assurance of a project. This history of experience provides lessons learned from strategic staffing to document control. RMA Group has a focused management aptitude for capitalizing on each project's successes to implement internal processesto continually improve their level of service. Page4I CITY OF SANBTA ANA I PPUBLIC WORKS GEOTECHNICAL ENGINEERING SERVICES 12, 25B-94 IV RMA Croup) EveryProject Matterslwww.rmacompaniescom < Inland Eni Utilities Agency Calbans OryofWestCwina ca<amongavalley, water District county ofMonmFey cn aroumond Bar Eanern Municipal Water OisInds Ciry of Rancho Cocarmini Orroffiverade YucaloavallryWater Uil Ciryof(Imand Gryof Las Angeles Nctoriii0eyWat<r Disvits Ciryofpems GryofRielm Participation Water District of Southern "grarria GtyafFeradene Burbanh4'siddre Pasadena Airport Ammar, Use Hemet Municipal Water ciaritl GryofCOrona GryofGlendara Dourralleywater District CiryofFullenan Gryof Pomona Grygifts Angeles Department attract ad, power ofAra Gryus Driftcounty, Port of Nn Diego MebomlicanTranSportation Agency Ciry NBaritox Gryii Counryofsan Bernardino Transportation and Flood Control DeparunentgfpublicwoAs Aringecture,Buildingand Fng4 ne ring Soddial Disgicts Gryof Chino Hllls Gnafchim Gnafcaremont OryasimiNlley Caunry of flivnsideTransportatlon Department Gryof Ontario Gngfloveme Gntfcadabad Son Benami oAssotlaled Govemments Gly of El Cenuo Countyoflos Angeles Department of Publie Works Grygf mMalet Gryofvallejo Gryofeampbell GtrodNmwalk CiryofWaim Oeek Cit,occancord Gry isi San F—clsm GryafBnnlwo% G Dorado Imigatitn District Gryof Union Ciry Gryafsanamento Clnofiva emg Verities Department city of Megan Hill Gn arw<a Lnamenm Gryofsalinm Grya(sanlOse CiryofCitrus H<igM1[s Ganomia slam un' "By Grygtminda c'.1iopevme Univeni of GBig mla Gnaf Dakky I Gn OfChka El Dorado County Department of. Transportation Gryof Dvermore Clryo mpsmo TEAM EXPERIENCE RMA Group's key personnel has a rich history of work on public works projects built from experience on more than 2,000 projects in the last decade. Through their experience, they have gained a working knowledge that allows them to take a lead role in maintaining the quality assurance of a project. This history of experience provides lessons learned from strategic staffing to document control. RMA Group has a focused management aptitude for capitalizing on each project's successes to implement internal processesto continually improve their level of service. Page4I CITY OF SANBTA ANA I PPUBLIC WORKS GEOTECHNICAL ENGINEERING SERVICES 12, 25B-94 IV RMA Croup) EveryProject Matterslwww.rmacompaniescom Our inspectors and technicians are experienced, cross - trained, and hold multiple certifications including ICC, ACI, AWS, ASNT, OSHPD, DSA, NICET, and more than 500 individual Caltrans certifications, which allows them to inspect diverse elements of construction projects simultaneously. This enables us to provide inspection services for projects in a highly efficient manner, reducing the overall cost of inspection and testing programs for our clients. Our team members have worked together effectively on multiple projects and bring a higher level of proficiency working with both FHWA, Caltrans, and local oversight. RMA Group has undergone monthly audits by multiple agencies on similar on-call contract projects as those proposed by the City, and passed every audit successfully. The City of SantaAna can be assured that we follow all applicable specifications and that its projects will receive a high level of consideration to any and all specifications, provisions, and requirements. KEYPERSONNEL The strength of RMA Group lies in within our professional personnel. The key individuals proposed for this contract include our most experienced and capable staff members who have worked on various major contracts and bring a combination of skills and knowledge that will bean asset to the City of Santa Ana. YONAS KEFFELEW I PRINCIPAL -IN -CHARGE Mr. Yonas Keffelew will serve as Principal -In -Charge for this contract and will handle all contractual matters with the City. He has worked on hundreds of city, county, and agency projects requiring geotechnical engineering, materials testing, and construction inspection. Yonas has more than 16 years of experience working on public facility, highway / bridge, industrial building, school, hospital, airport, refineries, pipeline, parking structures, and port projects. Yonas is well versed in providing technical support, review of project RMA Group EveryProject Matters Iw .rmocomponlescom STATEMENT OF TIONS correspondence, and field reports for compliance with project plans and specifications for public projects through Caltrans, the Department of General Services (DGS), Division of the State Architect (DSA), the General Services Administration (GSA), and City / County agencies. JASON BARNACHEA I PROJECT MANAGER Mr. Jason Barnachea will serve as Project Manager forth is contract. Hewill be responsible for establishing and maintaining each project's budget, identifying the required services and the time frames in which they are expected by the City's Project Inspector and Manager. Jason will be the primary point -of -contact, will provide oversight of each project's day-to-day activities, and will ensure that our team delivers the required services within the established schedules and budgets. He will be responsible for staff assignments and maintaining project controls for budget, schedule, and document control. Jason will work closely with the City of Santa Ana's personnel to coordinate staffing and testing needs. Jason has more than five years of expertise on QCP development and oversight and laboratory experience providing supervision and management of lab testing and maintaining project specifications. PRISILA NERI I PROJECT COORDINATOR Ms. Prisila Ned will be the Project Coordinator for the RMA Group team. Her role will facilitate operational efficiency and effective communication between personnel in the field, laboratory, and office. Prisila will also track inspection activities and materials testing operations to facilitate timely completion and verify that operations are proceeding within the budget constraints for each particular project. Prisila has more than five years of experience providing a professional level of support and experience in the delivery of reports, fulfilling inspection requests, and a superior level of customer supportthatwill exceed the demands of the City. Prisila is OSHA10 Certified, Confine Space Certified, and Trenching Certified. Prisila's experience consists of primarily working with cities, counties, universities, colleges, and school districts. SLAWEK DYMERSKI, PE, GE I GEOTECHNICAL ENGINEER Mr. Slawek Dymerski will serve as Geotechnical Engineer for this contract. He will oversee the technical aspects of the geotechnical engineering and soils engineering task orders executed under this contract. He is a registered civil engineer and geotechnical CITY OF SAnaI Q6WC WORKS GEOTECHNICAL 8 I ENGINEERING SERVICES VICES (Page 5 47 U JULY STATEMENT OF QUALIFICATIONS engineer with more than 24 years of experience with geotechnical, materials testing, and inspection projects. PUBLIC WORKS TECHNICIANS I INSPECTORS Our field staff will provide field observation, sampling, documentation, and testing of all soil, concrete, reinforcing steel, shotcrete, structural masonry, shotcrete, structural steel, NDT testing, high strength bolting, fireproofing, firestopping, epoxy dowels, and wood framing, as needed, per each task order. Our staff will also include geotechnical technicians for all soil applications and geotechnical investigations. Our lead inspectors are handpicked for specific projects based on their experience and certifications and how well those match up to the requirements and construction elements on the project. ORGANIZATIONAL CHART ---------- 1 1 1 1 JASON RARNACHEA 1 1 YONES KEFFELEW SLAWEKDYMERSKI,PLGE 1 1 PRISMA NOR JENNIFER MOORE ERIK KLUNK ERIC DIAZ MICHAELBACA CHARLES LEVINSON RONALD PRICE SCOTT MCCREARY RODGER LITTLE MARIO SALAS PROPOSED PROJECT MANAGER / PRINCIPAL AGENT Our Project Manager, Jason Barnachaea, has more than five years experience managing materials testing, special inspection, and geotechnical projects. He serves as Project Engineer or Project Manager for similar on-call contracts with the cities of Long Beach, Pomona, and Lawndale. Jason's experience spans the entire construction cycle, from initial project review to preparation of final reports. His past and ongoing experience with local and state agencies makes him the ideal candidate for managing RMA Group's services for the duration of this contract. If for any reason our Project Manager is unavailable, our Project Coordinator Prisila Neri can assist the City of Santa Ana. She will be supporting the Project Manager in coordinating construction materials testing and inspection for each project. Prisila has a range of experience with city and local agency projects that will allow her to respond to requests quickly and efficiently. Prisila has been responsible for projects in multiple verticals including municipal, public works, transportation, infrastructure, and DSA projects. Please see our key personnel resumes on the following pages. RMA Group does not anticipate the use of subconsultants under this contract. ROLE KEY PERSONNEL JAVAILABILITY Principal -In Chara Yonas Keffelew 20% Pro ect Manager Jason Barnchaea 40% Prolect Coordinator Prisila Ned 40% Principal Geotechnical Engineer Slawek Dymerski, PE, GE 30% Field Technicians Field Technicians 100% Special Inspector 5 ecial Ins ector 100% Page 6I CITY OF 20AN�TA AgNA05I PPAL EN PUBLIC WORKS GEOTECHNICGINEE t SERVICES � e� .I� RMA Group EveryProjerr MatterBl mviVimuromponies.com STATEMENT OF YONAS KEFFELEW I PRINCIPAL -IN -CHARGE ►LIFICATIONS Mr. Yonas Keffelew, contributes more than 16 years of experience in the Testing and Inspection industrywith a wide range of project experience. Yonas' primary responsibly is supervising inspection personnel, coordinating special inspection services, adherence to safety, contract management and ensuring client satisfaction. To maintain this level of service, he keeps in close communication with the entire project team. Yonas excels at providing organizational technical support and review of project correspondence and field reports for compliance with project plans and specifications such as the Standard Specifications for Public Works Construction (SSPWC), Caltrans, California Building Code (CBC / Title 24), and the Uniform Building Code (UBC). Yonas has extensive project experience with the construction of MSE retaining walls, soil nail walls, conventional reinforced concrete retaining walls and masonry sound walls, airport and highway paving, and complexvertical construction. His experience has been gained over nine years in the quality assurance industry, serving on projects including grade separations, highways, hospitals, universities, and public infrastructure. His experience provides him the ability to clearly communicate with the Port and to clearly identify problems and gaps in the process and present valuable solutions. RELEVANT PROJECT INVOLVEMENT/ EXPERIENCE CITY OF LONG BEACH ON-CALL MATERIALS TESTING AND SPECIAL INSPECTION, LONG BEACH Project Manager I Mr. Keffelew is serving as Project Manager for the On -Call materials Testing and Special Inspection Services contract for the City of Long Beach. The material testing laboratory services consist of material testing of concrete, masonry, aggregates, asphalt and asphalt plant inspection, soils, epoxies, metal, steel reinforcement, welds, diamond bit coring of asphalt, concrete or masonry, environmental sampling, and testing of soil and water. LOS ANGELS COUNTY DEPARTMENT OF PUBLIC WORKS, LOS ANGELES Project Manager I Mr. Keffelew is serving as Project Manager for the On -Call Los Angeles contract. RMA was contracted in 2011 for an as -needed geotechnical, materials testing and inspection services contract. Services provided to the County include geotechnical investigations for various county facilities. PLACENTIA AVENUE GRADE SEPARATION, PLACENTIA Project Manager I Mr. Keffelew was responsible for the maintenance of a project budget and scope of work, identifying the required deliverables and schedule. Yonas attended site quality control meetings. The project constructed a vehicle underpass at the intersection of Placentia Avenue and the BNSF railroad. As part of the project, the roadway was lowered to separate car traffic from train traffic. KRAEMER AVENUE GRADE SEPARATION, ORANGE Project Manager I Mr. Keffelew was responsible for the maintenance of a project budget and scope of work, identifying the required deliverables and schedule. He attended site quality control meetings. For construction of the vehicle underpass the existing roadway was lowered. Temporary rail tracks will be built south of the current tracks, while the railroad bridge, retaining walls and roadway construction is underway. ALESIA STREET / SEAMAN AVENUE / LA MADRINA DRIVE, STREET IMPROVEMENT, S. EL MONTE Project Manager I Mr. Keffelew is serving as Project Manager for the Alesia Street / Seaman Avenue / La Madrina Drive Street Improvement Projects located in the City of South EI Monte. RMA Group provided field testing and sampling, laboratory materials testing, and engineering review services. EXPO PHASE 2, CULVER CITY- SANTA MONICA Project Manager I Mr. Keffelew serves as Project Manager for the Expo Phase 2 Project. RMA is providing construction testing services for grading, mass reinforced concrete placements, embedded anchorage, stray current -cathodic system, structural steel support installation, aluminum curtain wall glazing system, post tension concrete, grouting, cable railing, scheduling inspections, water proofing install, and concrete pavers; and testing of compaction, concrete, welding, tensioning, epoxy bounding, and rebar. RMA Group EveryProjrct Matterslv .rmacompanies.comU LY 12, CITY OF SAI A,gp10 I PQLtC WORKS GEOTECHNICAL ENGINE 20 8G SERV DICES I Page 7 STATEMENT OF QUALIFICATIONS JASON BARNACHEA I PROJECT MANAGER Mr. Jason Barnachea has more than five years experience in geotechnical engineering and materials testing. He is engaged in concrete and asphalt paving operations throughout the construction cycle, from initial project review for bid estimation to preparation of final reports and pay factor calculations. Jason has directed the development of concrete mix designs and numerous hot mix asphalt job mix formulas. He is also responsible for development of the Quality Control Plan and addendums necessary to maintain adherence of the project specifications with the changing production plans. During paving operations, Jason assists with Quality Control Management of technical personnel and review of field and laboratory test results. RELEVANT PROJECT INVOLVEMENT/ EXPERIENCE CITY OF LONG BEACH ON-CALL MATERIALS TESTING AND SPECIAL INSPECTION, LONG BEACH Project Engineer I Mr. Barnachea served as Project Engineer for the On -Call materials Testing and Special Inspection Services contract for the City of Long Beach. The material testing laboratory services consist of material testing of concrete, masonry, aggregates, asphalt and asphalt plant inspection, soils, epoxies, metal, steel reinforcement, welds, diamond bit coring of asphalt, concrete or masonry, environmental sampling, and testing of soil and water. NOGALES GRADE SEPARATION, CITY OF INDUSTRY Project Engineer j Mr. Barnachea served as Project Engineer for the Nogales Grade Separation Project. RMA Group provided quality control services including the quality control manager, inspectors, and technicians to support the project. Our quality control inspectors provided a full range of inspections including special inspection of reinforced concrete, welding, earthwork and paving operations as well as electrical inspection for signals and rail systems. Our technicians performed field and laboratory testing of soils, aggregate bases, ballast, portland cement concrete, and asphalt pavements. ULCA SEISMIC CORRECTION AND FIRE SAFETY UPGRADES, LOS ANGELES Project Engineer j Mr. Barnachea serves as Project Engineer forthe ULCA Seismic Correction and Fire Safety Upgrades Projects. RMA Group is responsible for the testing and inspection of in coordination with the owner, contractor, and additional consultants. Our scope of work included geotechnical observation and testing of soils, structural steel fabrication, and inspection of structural steel /welding, concrete / reinforcement placement, expansion anchors / epoxy dowels, bolting, shotcrete / gunite, masonry, roofing, fireproofing / firestopping, water proofing, and fire wrap. Additionally, RMA Group furnished drawings, documents, reports, surveys, renderings, exhibits, and other materials for the project as required. The buildings remain occupied and operational during construction and require the coordination and staging of occupants. The work on this project is sequenced and phased and is performed off -hours. PLACENTIA AVENUE GRADE SEPARATION, PLACENTIA Project Engineer j Mr. Barnachea served as Project Engineer for the Placentia Avenue Grade Separation Project. The project was constructed a vehicle underpass at the intersection of Placentia Avenue and the BNSF railroad. As part of the project, the roadway was lowered to separate car traffic from train traffic. KRAEMER BLVD GRADE SEPARATION, ORANGE Project Engineer I Mr. Barnachea served as Project Engineerfor the Kraemer Boulevard Grade Separation Project. For construction of the vehicle underpass the existing roadway was lowered. Temporary rail tracks were built south of the current tracks, while the railroad bridge, retaining walls and roadway construction is underway. Once the intersection was completed, the rail traffic was be shifted back to the original track configuration. GERALD DESMOND BRIDGE REPLACEMENT, LONG BEACH Project Engineer I Mr. Barnachea served as Project Engi neerforthe Gerald Desmond Bridge Replacement Project. His responsibilities included QC management, QC test reviews, and reporting. WILMINGTON AVE INTERCHANGE MODIFICATION Project Engineer j Mr. Barnachea served as Project Engineer for the Wilmington Ave Interchange Modification Project. His duties included QC management, QC test reviews, and reporting. Page 8f JCITY ULY OF SANT A ABNAA I PUBLIC WORKS GEOTECHNICAL ENGINEERING SERVICES 25B-98 Tr RMA Group EwryProjtctMatters w .rmawmpanies.com PRISILA NERI I PROJECT COORDINATOR STATEMENT OF QUALIFICATIONS Ms. Prisila Neri has worked in the inspection industry for more than five years. Her skills include project management and coordination. Prisila's experience consists of primarily working with universities, colleges, school districts, and hospital facilities as well as the Los Angeles and Long Beach Port project. She has successfully coordinated multiple projects material testing and inspections. Many of these projects ran concurrently and they were delivered on time and under budget. She focuses on budget tracking each project. Prisila specializes in working with DSA and OSHPD related work but excels in working in all types of construction. RELEVANT PROJECT INVOLVEMENT/ EXPERIENCE BROADWAY SIDEWALK REHABILITATION, LONG BEACH Project Coordinator I Ms. Neri served as Project Coordinator for the Broadway Sidewalk Rehabilitation Project. The project consisted of repairing and repurposing the bike lanes along Broadway in downtown Long Beach. RMA Group's scope of work consisted of backfill compaction testing, concrete sampling and testing, and asphalt concrete compaction testing. NOGALES GRADE SEPARATION, CITY OF INDUSTRY Project Coordinator I Ms. Neri served as Project Coordinator for the Nogales Grade Separation Project. RMA Group provided quality control services including the quality control manager, inspectors, and technicians to supportthe project. Our quality control inspectors provided a full range of inspections including special inspection of reinforced concrete, welding, earthwork and paving operations as well as electrical inspection for signals and rail systems. our technicians performed field and laboratory testing of soils, aggregate bases, ballast, Portland cement concrete, and asphalt pavements. RAYMOND AVENUE GRADE SEPARATION, FULLERTON Project Coordinator I Ms. Neri served as Project Coordinator for the Raymond Avenue Grade Separation Project. RMA Group's scope of work included preparing a quality control program, performing field materials testing, and inspection for quality control of earthwork (backfill), aggregate base, asphalt concrete, portland cement concrete, and welding. We also provided laboratory testing for qualification and production of soils, aggregates, concrete, asphalt, and steel materials. UNIVERSAL PEDESTRIAN BRIDGE, STUDIO CITY Project Coordinator I Ms. Neri served as Project Coordinator for the Universal Pedestrian Bridge Project. The Universal Pedestrian Bridge was designed to connect three corners of the intersection. RMA Group's proposed scope of work consisted of preparing a quality control plan and testing for quality control of; earthwork, aggregate base, Portland cement concrete, asphalt concrete pavement, and welding. MORENO VALLEY CORPORATE YARD, MORENO VALLEY Project Coordinator I Ms. Neri served as Project Coordinator for the Moreno Valley Corporate Yard Project. RMA Group provided soils and compaction testing for the off-site sewer improvements performed on Iris Avenue. Field testing of the soil base was by the sand volume method, ASTM D3556, and the direct transmission nuclear method, ASTM D6938. The maximum density optimum moisture relationship was established in the laboratory by the ASTM D 1557 test method. CRENSHAW / LAX TRANSIT CORRIDOR, LOS ANGELES Project Coordinator I Ms. Neri serves as Project Coordinator for the Crenshaw / LAX Transit Corridor Project. RMA Group is responsible for the supervision and coordination of inspections and testing on a daily basis, primary review inspection and testing records, and implementation of the Quality Program Manual. To provide test results in a timely manner, RMA Group has provided an on-site laboratory approved by LA City and AASHTO certified. RMA Group EveryPmied Matters w .rmacompanies.com CITY OF SA!%t I PJ,tEI,IC WORKS GEOTECHNICAL ENGINEERING SERVICES I Page 9 STATEMENT OF Q TIONS JENNIFER MOORE I PUBLICWORKS INSPECTOR/TECHNICIAN Ms. Jennifer Moore has more than 20 years of experience in construction quality management, inspection and testing that spans a variety of high profile public works projects. She has hands-on experience as an inspector and technician and has progressively increased her level of responsibilities throughout her career. She has in-depth knowledge of the standard tools and equipment utilized in construction and in the sampling and testing of construction materials as well as knowledge of mathematics and the methods used for computation of construction items. RELEVANT PROJECT INVOLVEMENT/ EXPERIENCE CITY OF POMONA ON-CALL, POMONA Public Works Technician I Ms. Moore Services Quality Control Coordinator for the City of Pomona. RMA Group's services consist of office research, field exploration, laboratory testing, review of the compiled data, and preparation of a written report containing recommendations developed in accordance to generally accepted engineering and geologic principles and practices. 1-405 / SEPULVEDA PASS WIDENING PROJECT, LOS ANGELES Public Works Technician I Ms. Moore's responsibilities included ensuring that the inspection and testing for the project were completed in accordance with specified frequencies, overseeing the day-to-day construction quality by managing workmanship inspections, overseeing production testing, and maintaining project inspection and testing documentation including filing daily reports and coordinating monthly audits of quality assurance records by Department, State, and Federal oversight agencies. Jennifer also ensured that all testing personnel and on and off-site field labs had current certifications as required, and that materials incorporated into the work met the requirements of the contract documents. Hertesting and inspection services included materials and laboratory testing of the embankment, MSE walls, aggregate base, asphalt concrete, Portland cement concrete, and sub -grade, and inspection of roadway construction, bridge construction, and pile construction. SR -71/ MISSION BOULEVARD INTERCHANGE, POMONA Public Works Technician I Ms. Moore served as Quality Control Coordinator for the SR -71 / Mission Boulevard Interchange Project. RMA Group staff was responsible for all aspects of materials testing for the project. All staff assigned to the project were Caltrans certified for the tests they performed. The number and types of tests required were determined in accordance with the current Caltrans Construction Manual Chapter 6. Our staff performed all of their testing in accordance with Caltrans test methods. NOGALES GRADE SEPARATION, CITY OF INDUSTRY Public Works Technician I Ms. Moore served as Quality Control Coordinator for the Nogales Grade Separation Project. RMA Group provided quality control services including the quality control manager, inspectors, and technicians to support the project. Our quality control inspectors provided a full range of inspections including special inspection of reinforced concrete, welding, earthwork and paving operations as well as electrical inspection for signals and rail systems. Our technicians performed field and laboratory testing of soils, aggregate bases, ballast, Portland cement concrete, and asphalt pavements. 1-15 / 1-215 DEVORE INTERCHANGE IMPROVEMENTS, SAN BERNARDINO COUNTY Public Works Technician I Ms. Moore served as Construction Inspector for the 1-15 / 1-215 Devore Interchange Improvements Project. RMA Group provided quality assurance testing of materials for this project including observation, inspection, and testing of JPCP pavement (143,000-cy), structural concrete for CIP retaining walls (32,550-cy), Rapid Set Concrete (RSC - 22,000-cy), lean concrete base, Hot Mix Asphalt pavement (63,000 tons), testing for relative compaction of 1.8 million cubic yards of embankment, 24,000 cubic yards of structure backfill, and compaction and corrosion testing of MSE wall backfill, tension and bend testing of reinforced steel, and inspection and testing of 3,400 soil nails. In total, there were 10 bridge reconstructions and five new constructions. STATE ROUTE 210, SEGMENTS 9, 30, & 11 AND SEGMENT 11 EARLY PROJECTS, SAN BERNARDINO COUNTY Public Works Technician I Ms. Moore's responsibilities included ensuring that the inspection and testing for the project were completed in accordance with specified frequencies, overseeing the day-to-day construction quality by managing workmanship inspections, overseeing production testing, and coordinating regularly with the Resident Engineer for inspection of highway construction for the four segments undergoing concurrent construction. Jennifer also maintained project inspection and testing documentation, filed daily reports in accordance with the Department Construction Manual, and coordinated monthly audits of quality assurance records by Department, State, and Federal oversight agencies. Page 10l JUITY LY OF SANgTA AgNA05I PPUBLIC WORKS GEOTECHNICAL ENGINEERING SERVICES 12, 2513-100 �RJ1Vi1A Group Every Projeet Matters Iw .macompanies.mm STATEMENT OF QUALIFICATIONS ERIK KLUNK I PUBLICWORKS INSPECTOR/TECHNICIAN Mr. Erik Klunk has a more than 14 year career providing special inspection services for public and private sector clients. Erik's assignments have included responsibilities for ensuring quality control, performing testing and inspection, accurately reading plans and specifications, and being knowledgeable of building codes and remaining up-to-date on changes. RELEVANT PROJECT INVOLVEMENT / EXPERIENCE MOJAVE VALLEY AREA OFFICE I CALIFORNIA HIGHWAY PATROL, MOJAVE Special Inspector I Mr. Klunk provided DSA masonry wall inspection as well as special inspection of field welding of structural steel for this project. This project was designed and built to meet the Essential Services Act ( ESA) requirements and be certified by Division of State Architect (DSA). The single -story building incorporates public areas, main office space, and private offices. RMA Group's services included compaction testing of subgrade during grading, observation of CMU placement, with testing of mortar cylinders used in masonry construction; concrete sampling and testing; and shop and field welding inspection for embeds and columns. MONTE VISTA AND 11TH STREET, UPLAND Public Works Special Inspector / Technician I Mr. Klunk served as Special Inspector for the Monte Vista and 11th Street Project located in the City of Upland. RMA Group's scope of work consisted of performing inspection of foundation excavations, compaction testing, and sampling and testing of reinforced concrete. INTERSTATE 10, ETIWANDA AVENUE INTERCHANGE, ONTARIO & FONTANA Public Works Special Inspector/Technician I Mr. Klunkserved as lead testing technician responsible fortesting and inspection of soil, aggregate base, asphalt concrete, and Portland Cement Concrete. Erik prepared daily test reports and performed materials testing in accordance with job special provisions, Caltrans Standard Specifications and Caltrans Construction Manual. He has performed laydown inspection that involved observing spreading operations, compaction, smoothness, and joint locations and offsets. He was also responsible for tracking asphalt theoretical quantities against actual tonnage. INLAND EMPIRE UTILITIES AGENCY ON-CALL, VARIOUS LOCATIONS Public Works Special Inspector / Technician I Mr. Klunk acts as Special Inspector for this contract. He provided inspection with detailed documentation that included description of the work in progress by each trade or consultant, approved submittals, change orders, bulletins, requests for information or clarification, and correction notices or notices of non-compliance issued. RMA Group has been providing construction and welding inspection, soil engineering during design and construction, and materials testing for the past 17 years to the Inland Empire Utilities Agency. During this time, RMA Group worked on all five of this agency's water treatment plants, the RP Administration and Operation Building, Peaker Plant, and Wetland Restoration Project. 1-405 / SEPULVEDA PASS, LOS ANGELES Public Works Special Inspector/ Technician I Mr. Klunk served as Special Inspector for the 1-405 / Sepulveda Pass Project. The project consisted of adding a 30 -mile high -occupancy vehicle (HOV) lane on northbound 1-405 between the 1-30 and US 101 Freeways, removal and replacement of three bridges, realignment of 27 on- and off -ramps, widening of 13 existing underpasses, and structures to reduce traffic congestion. CRENSHAW / LAX LRT, CRENSHAW Public Works Special Inspector/ Technician I Mr. Klunk provides special inspection services for this transit project that constructs an 8.5 -mile light-rail line that will run between the Expo Line on Exposition Boulevard and the Metro Green Line serving the Crenshaw Corridor, Inglewood, Westchester and the LAX area with eight stations, a maintenance facility, park -ride lots, and five power substations. RMA Group is responsible for the supervision and coordination of inspections and testing on a daily basis, primary review inspection and testing records, and implementation of the Quality Program Manual. To provide test results in a timely manner, RMA has provided an on-site laboratory approved by LA City, and AASHTO certified. Ate\ RMA Group EveryProjcrt Matters Iw .rmorompanles.ram CITY OF SAp1T� ( BUJ;LIIJ WORKS GEOTECHNICAL ENGINEERING 8 1052ES I Page 11 STATEMENT OF QUALIFICATIONS ERIC DIAZ I PUBLIC WORKS INSPECTOR /TECHNICIAN Mr. Eric Diaz has more than 14 years of experience in construction quality management, inspection, and testing that spans a variety project types including transportation, public works, education, water / waste water treatment, and residential and commercial development. As Lead Inspector, Eric performs Quality Control inspections on projects involving reinforced and pre -stressed concrete structures, trench safety and backfill operations, and tensioning rock anchor bolts; his technical background in reinforced concrete and his extensive experience working on projects constructed in accordance with Caltrans requirements make him uniquely qualified to serve as Lead Inspector for highway projects. RELEVANT PROJECT INVOLVEMENT/ EXPERIENCE POMONA BOULEVARD STREET REHABILITATION, POMONA Public Works Special Inspector / Technician I Mr. Diaz serves as a Special Inspector for the Pomona Boulevard Street Rehabilitation Project. RMA Group provided materials tests performed on asphalt concrete samples obtained from the Pomona Boulevard Street Rehabilitation site by was delivered to our laboratory for testing. Laboratory testing was performed under the responsible charge of a Registered Civil Engineer in accordance to the following standard test methods CTM 308 Specific Gravity of Bituminous Mixtures and CTM 366 Determination of Hveem Stability of Bituminous Mixtures. 1-405 / SEPULVEDA PASS WIDENING PROJECT, LOS ANGELES Public Works Special Inspector / Technician I Mr. Diaz is a Civil and Bridge Inspector at the project inspecting structural bridge construction and civil roadway improvements; elements inspected include embankment, MSE wal Is, aggregate base, asphalt concrete, Portland cement concrete, sub -grade, roadway construction, bridge construction, and pile construction. The 1-405 Sepulveda Pass Widening Project consists of adding a 30 -mile high -occupancy vehicle (HOV) lane on the northbound 1-405 between the 1-30 and US 101 Freeways, removal and replacement of 3 bridges, realignment of 27 on- and off- ramps, widening of 13 existing underpasses and structures, and the construction of approximately 18 miles of retaining wall and sound walls. INLAND EMPIRE UTILITY AGENCY CAPITAL IMPROVEMENT PROJECTS, CHINO AND ONTARIO Public Works Special Inspector / Technician I Mr. Diaz served as the Special Inspector for Inland Empire Utility Agency capital improvement projects. He was responsible for all quality assurance activities including inspection of structures, documentation on force account work, performing safety inspections and labor compliance interviews, preparing as -built drawings and approval of quantities and pay requests. BREA CANYON GRADE SEPARATION, WALNUT Public Works Special Inspector /Technician I Mr. Diaz served as Special Inspector for the Brea Canyon Grade Separation Project. His scope of work consisted of reinforced concrete retaining walls and bridge structure, associated roadway and drainage improvements. The project included the construction of seven concrete retaining walls, 26 precast -pre -stressed concrete girders for a new Union Pacific Rail Road bridge, 5,500 tons of asphalt and 4,500 cubic yards of concrete roadways and 55,000 square foot of new parking lot improvements. EXPO I VENICE / ROBERTSON AERIALSTATION AND BRIDGE STRUCTURE, LOS ANGELES Public Works Special Inspector/ Technician I Mr. Diaz is responsible for supervision and coordination of inspections and testing on a daily basis, primary review of inspection and testing records, and implementation of Quality Program Manual. Involved in grading, mass reinforced concrete placements, embedded anchorage, stray current -cathodic system, structural steel support installation, aluminum curtain wall glazing system, post tension concrete, grouting, cable railing, scheduling inspections, water proofing install, and concrete pavers; testing of compaction, concrete, welding, tensioning, epoxy bounding, rebar, hydrostatic. 800 foot aerial structure consisting of post -tensioned soffit and decks, structure made up of 5 frames connected with structural hinges, including stem walls and a platform. Entire structure supported by abutments utilizing CIDH pile foundation systems. All Portland cement concrete materials and construction utilized were in accordance with Caltrans Standard Specifications and Standard Plans, including the provisions of Section 90. Page 12I CITY JULY 102E 2SANTA 018 I A 10512 PUBLIC WORKS GEOTECHNICAL ENGINEERING SERVICES 2513-102 RMA Group Evcry Project Matters Iw .rmocomponies.com STATEMENT OF QUALIFICATIONS MICHAEL BACA I PUBLIC WORKS INSPECTOR/TECHNICIAN Mr. Michael Baca has more than 13 years of experience in construction quality management, inspection, and testing that spans a variety project types including transportation, public works, education, water/waste water treatment, and residential and commercial development. He has in-depth knowledge of the standard tools and equipment utilized in construction and in the sampling and testing of construction materials as well as knowledge of mathematics and the methods used for computation of construction items. He has progressively increased his level of responsibilities throughout his career. As a Lead Inspector, Michael performs Quality Control inspections on projects involving reinforced and pre -stressed concrete structures, trench safety and backfill operations, and tensioning rock anchor bolts. His technical background in reinforced concrete and his extensive experience working on projects constructed in accordance with Caltrans requirements make him uniquely qualified to serve as Lead Inspector for highway projects. RELEVANT PROJECT INVOLVEMENT/ EXPERIENCE COMPTON-WOODLEY AIRPORT APRON PAVEMENT REHABILITATION, LOS ANGELES Public Works Special Inspector / Technician I Mr. Baca served as Lead Inspector for the Compton -Woodley Airport Apron Pavement Rehabilitation Project. Elements inspected included the removal of existing asphalt concrete pavement and aircraft tie - down anchors, lime stabilization of subgrade, AC plant, AC lay down, grading, new pavement overlay, installation of new tie -down anchors and storm drains, and pavement striping. Michael's inspection duties included: Implementation the QC program to verify compliance of the work and materials with the plans and specs, pavement inspection, concrete placement and plant inspection, concrete reinforcement inspection, utilities, and asphalt concrete lay down. 1-405 SEPULVEDA PASS WIDENING PROJECT, LOS ANGELES Public Works Special Inspector / Technician I Mr. Baca's responsibilities included ensuring that the inspection and testing for the project were completed in accordance with specified frequencies, overseeing the day-to-day construction quality by managing workmanship inspections, overseeing production testing, and maintaining project inspection and testing documentation including filing daily reports. Testing and inspection services included inspection of roadway construction, bridge construction, and pile construction. The 1-405 Sepulveda Pass Widening Project consists of adding a 10 mile high -occupancy vehicle (HOV) lane on the northbound 1-405 between the 1-30 and US 101 Freeways, removal and replacement of three bridges, realignment of 27 on- and off- ramps, widening of 13 existing underpasses and structures, and the construction of approximately 18 miles of retaining wall and sound walls. METRO ORANGE LINE, LOS ANGELES Public Works Special Inspector / Technician I Mr. Baca's inspection duties included implementation the QC program to verify compliance of the work and materials with the plans and specs, roadway inspection, concrete placement and plant inspection, Inspection of concrete reinforcement, public utilities inspection of placement and backfill, Inspection of MSE wall panels and strap placement and backfill, abutment reinforcement, column reinforcement, pipe joint pressure testing, and asphalt concrete lay down inspection. The extension of the Metropolitan Transit Authority (MTA) Orange Line, centers along the corridor connecting the Orange Line with Metrolink. Metro Orange Line Extension features include construction of three bridges, four new stations, intersection improvements, a bikeway and pedestrian path, parking, and landscaping. CALTRANS - ROUTES 10, 60, 91, AND 210, RIVERSIDE AND LOS ANGELES COUNTIES Public Works Special Inspector / Technician I While working on the Alameda Corridor -East Construction Authority Sunset Grade Separation, Mr. Baca served intermittently as a QC inspector for multiple Caltrans roadway projects on Routes 10, 60, 91, and 210. These projects included Rubberized Hot Mix Asphalt, Methacrylate bridge deck treatment, Asphalt overlay and slab replacement, and roadway and ramp rehabilitations. SUNSET GRADE SEPARATION, CITY OF INDUSTRY Public Works Special Inspector/ Technician I Mr. Baca's inspection duties included implementation the QC program and inspection of roadway, concrete placement and plant, concrete reinforcement, asphalt concrete lay down, utilities placement and backfill, MSE wall panels and strap placement and backfill, abutment reinforcement, column reinforcement, and pipe joint pressure testing. The Sunset Avenue Grade Separation Project elevated the Union Pacific Railroad tracks on a 1.6 mile concrete -walled flyover structure with steel railroad bridges spanning Sunset and Orange Avenues in the City of Industry. The bridge over Sunset Avenue is 132 feet long and the Orange Avenue Bridge is 66 feet long. The Flyover structure is 45 feet wide and reaches a height of 32 feet. RMA GroupCITY OF S 16 A WORKS GEOTECHNICAL ENGINEERING SERVICES EvcryPmjat Matterslw .cmaconlexcam � JULY 12, 2018 1 18-1052-P l Page l3 STATEMENT OF QUALIFICATIONS CHARLES LEVINSON I PUBLICWORKS INSPECTOR /TECHNICIAN Charles is experienced in field inspection / testing of masonry, concrete, and soils. With more than 14 years in construction, he has worked on a wide range of projects including transportation, medical facilities, residential, schools, and building facilities in both public and private sectors. His duties include field inspection, sampling and testing of concrete, sampling and testing of rebar, sampling and testing of masonry. He carries (2) ICC structural inspection cards and is soil gauge operator certified. This allows him to provide continuity to the project by providing multiple inspections without substitutions. RELEVANT PROJECT INVOLVEMENT/ EXPERIENCE 1-805/ HOV AND BRT DESIGN BUILD, SAN DIEGO Public Works Special Inspector / Technician I The project will construct one median HOV / BRT lane in each direction with median barriers; retaining walls, widening of the Governor Drive under -crossing and Rose Canyon Bridge for the median lanes. Provide for DAR ramps and HOV / BRT median lanes south to SR -52 at Carroll Canyon Road and DAR at Nobel Drive. Fernando has provided inspection, sampling and testing of concrete pouring including batchplant inspection, and sampling of concrete pours in accordance with Caltrans testing methods including slump, entrained air, and inspected grade preparation for bituminous or concrete paving. SUNRISE POWER LINK, SAN DIEGO Public Works Special Inspector/ Technician I Mr. Levinson provided earthwork, soils compaction concrete and asphalt inspections. 110 miles of overhead 500kV and 230kV transmission towers and conductor, 6.2 miles of underground 230kV cable and a 40 -acre, 500kV / 230kV transmission substation. 438 concrete tower foundations and 1.3 million cubic yards of earthwork moved during construction, nearly 75 percent of the construction was performed by helicopters and the project lagged more than 30,000 flight hours SMUGGLER GULCH, INTERNATIONAL BORDER FENCE PROJECT, SAN DIEGO Public Works Special Inspector / Technician I Inspection during construction of 10.4 miles of roadway to facilitate construction of the border fence located at Monument 250 between Tecate Peak and Otay Mesa. Mr. Levinson inspection duties included soils inspection nuclear density gauge testing and special concrete inspection for 10 bridge abutments constructed as part of the border fence installation. Tested concrete aggregates during production of field manufactured concrete, obtained and sampled concrete in accordance to ACI test methods. Submitted daily reports for quality control to the satisfaction of the USArmy Corps of Engineers requirements during this project. SR 125 TOLL ROAD AND GAP/ CONNECTOR, SAN DIEGO (Public Works Special Inspector / Technician I Mr. Levinson provided testing and materials sampling during construction which consists of 14 miles of heavy highway and bridges. Laboratory testing of materials utilized for sub -grade, road base and concrete aggregate to determine compliance with Plans and Specifications and specific contract requirements. Duties for this project also include testingsoil compaction, concrete placement for 20 bridges, and asphalt roadway placement and compaction in accordance with the Caltrans methods. RJ DONOVAN INFILL PROJECT -STATE OF CALIFORNIA, DEPARTMENT OF CORRECTIONS & REHABILITATION, SAN DIEGO Public Works Special Inspector/ Technician I Mr. Levinson is providing soil, concrete, and masonry sampling and testing as well as anchor pull testing and torque testing for this new 317,000 -square -foot housing facility major detention center project. The $169 million project includes 3 level II, 264 bed housing units. In addition to these housing units, the project also includes other facilities for programming, health care, visitation and other support components POSEIDON DESALINATION PLANT, CARLSBAD Public Works Special Inspector / Technician I Mr. Levinson provided special inspections and quality control observations for soil, concrete, and reinforcing steel for this $1 Billion project. RMA Group is currently providing materials testing and inspection on both the construction of the desalination plant and its associated onsite facilities and of the installation of 10 -mile pipeline and the preliminary construction of the Aqueduct Connection Facilities. Page 14� CITY 102E SANTA 20 8 j A A I PP BLIC WORKS GEOTECHNICAL ENGINEERING SERVICES 2513-104 Wim, RMA Group EveryProject Matters lwww.rmommpaniet.com STATEMENT OF OUALIFICATIONS RONALD PRICE 1PUBLIC WORKS INSPECTOR /TECHNICIAN Mr. Ronald Price's experience since his tenure with the United States Air Force has been exclusively in the construction industry. The last several years have been devoted to Title 24 inspections. He has been a General Contractor since 1974 where he constructed multiple tilt -up and poured in place concrete structures. He worked as a GC, Owner's Rep, Project Manager, DSA and OSHPD IOR, Construction Superintendant and Quality Assurance / Qualify Control Inspector. His experience qualifies him as a construction inspector of schools, medical, industrial, commercial and multifamily residential structures. Over the last several years he has gained a solid understanding of the various disciplines of construction. RELEVANT PROJECT INVOLVEMENT / EXPERIENCE CARLSBAD DESALINATION PLANT [POSEIDON PROJECT], CARLSBAD Lead Civil Inspector I Mr. Ronald Price provided special inspections and quality control observations for the new $18 desalination plant project in Carlsbad, CA. Ron assisted staff with research and review of reports, providing special inspections for concrete, steel, and fireproofing as well as general building inspections for structural, mechanical, electrical, and plumbing. He enforced code compliance and plan specifications as well as tested implementation to ensure conformance with CBC, ICC, ASTM, ACI, AWS, and AISC. He also reviewed and implemented project materials, processed submittals, and trained and mentored technicians / personnel assigned to the project. The new A esalination plant is the largest desalination plant in the western hemisphere and upon completion will produce 50 mgd of desalinated seawater distributed through a 10 -mile pipeline. It is the first major California infrastructure project to eliminate its carbon footprint. RIVERSIDE COMMUNITY HOSPITAL, RIVERSIDE Public Works Special Inspector/Technician I Mr. Ronald Price provided inspection services forvarious tenant improvement projects. FONTANA MEDICAL CENTER — VARIOUS TENANT IMPROVEMENT UPGRADE, FONTANA Public Works Special Inspector/Technician I Mr. Ronald Price provided inspection for structural steel welding and erection, drilled - in -anchor inspection, and concrete reinforcements. CAPISTRANO VALLEY PERFORMING ARTS THEATER, MISSION VIEJO Deputy Inspector I Mr. Ronald Price provided inspection services for masonry CMU, structural steel welding, masonry veneer, light gauge welding of metal stud framing and gas piping systems. LOS ANGELES UNIFIED SCHOOL DISTRICT MULTIPLE CONCURRENT PROJECTS, LOS ANGELES DSA Class 1 Project Inspector I Mr. Ronald Price acted as Project Inspector for multiple projects for the Los Angels Unified School District including: • Friedman Occupational Locker Rooms and ADA Compliance • Franklin High School Girls Gym and Grandstand Projects LONG BEACH COMMUNITY COLLEGE DISTRICT TECH II BUILDING, LONG BEACH DSA Class 1 Project Inspector I Mr. Ronald Price was the Inspectorfor a new automotive and aviation building forthe south campus. CYPRESS JR. HIGH SCHOOL MODERNIZATION AND NEW SCIENCE BUILDING (AUHSD), CYPRESS Public Works Special Inspector/ Technician I Mr. Ronald Price was the Inspector for the complete campus modernization including a new 6,375 sf, masonry science building. MARRIOTVS NEWPORT COAST VILLA RESORT, VARIOUS PROJECTS Public Works Special Inspector/ Technician I Mr. Ronald Price provided special inspection services for a portion of Phase 313 & Phase 4 and completion of Phase 5, three, two-story, two three-story, and one four-story wood frame structures with wood shear walls in two-story units, and steel moment frames in three- and four-story structures approximately 210,000 sf. RMA GroupCITY OF SJ Tgff I PUJLLWORKS GEOTECHNICAL ENGINEERING SERVICES IPage 15 EveryProject Mattersf w ..rmo onles.rom Z 5 B 1Is,05 JULY 12, 2018 1 18-1052-P STATEMENT OF QUALIFICATIONS SCOTT McCREARY1 PUBLIC WORKS INSPECTOR /TECHNICIAN Mr. Scott McCreary has more than 13 years of inspection experience as well as a vast knowledge of Quality Control Inspection and laboratory testing. He brings extensive experience as a field supervisor managing quality assurance and quality control for large, complex construction projects, in both heavy civil and commercial environments. He has managed the up to thirteen QC inspectors engaged in a wide variety of large scale paving, public works, structural and heavy civil projects. Has progressive software skills and utilizes electronic data record keeping. In the QC role he has completed documentation of requests for clarification, information, and contract changes. Scott has researched and formally responded to all QC and compliance communications with the Construction Manager. He has worked on a wide range of projects including light rail transit, water / waste pipelines and facilities, highways, roadways, schools, and building facilities in both public and private sectors. Scott's experience allows him to provide a very high level of continuity to the project by providing multiple inspections without substitutions. With his diversity, Scott is an asset to any inspection team. RELEVANT PROJECT INVOLVEMENT/ EXPERIENCE PLACENTIA AVE GRADE SEPARATION, FULLERTON Public Works Special Inspector/ Technician I Mr. McCreary sampled concrete, documented mix design, and placement forvarious areas of project. The project constructed a vehicle underpass at the intersection of Placentia Avenue and the BNSF railroad. As part of the project, the roadway will be lowered to separate car traffic from train traffic. RMA Group services included concrete and welding inspections of roadway, bridge, pile construction, and tranch backfill observation. KRAEMER AVENUE GRADE SEPARATION, PLACENTIA Public Works Special Inspector / Technician I Mr. McCreary serves as Deputy Inspector for the Kraemer Avenue Grade Separation Project. The project consists of a one -million -pound structural steel underpass bridge for the BNSF rail line and lowering Kraemer Boulevard and Crowther Avenue by approximately 25 feet. In order to house the underpass, 130,000 cubic yards of excavation and cast - in -place and secant pile retaining walls using 4,000 cubic yards of structural concrete and 31,000 lineal feet of concrete piling are required. EXPO LINE LRT PHASE 1, CULVER CITY AND SANTA MONICA Public Works Special Inspector / Technician I Mr. McCreary was responsible for quality control testing for hot -mix asphalt, aggregate base course, subbase course, and subgrade. He performed testing during grading, mass reinforced concrete placements, and concrete pavers. The Culver City station at Venice and Robertson Boulevard is an aerial structure consisting of post -tensioned soffit and decks. The entire structure is supported by abutments utilizing CIDH pile foundation systems. EXPO PHASE 2, CULVER CITY - SANTA MONICA Public Works Special Inspector / Technician I Mr. McCreary coordinates daily assignment for RMA Group inspectors and reviews daily reports of others. He confirms QC plan to plans with client QC Manager and is also responsible for completing inspection and testing records utility trenches, utility relocation, backfill for bridge bents at Sepulveda Bridge, Olympic Bridge, and oversight inspection of material received for rebar cages. Scott also sampled concrete and and inspected concrete placement for CIDH piles for Pico Ave bridge. STATE ROUTE 125, CHULA VISTA Laboratory and Field Inspector I This $775 million Design -Build Project consisted of a new 12 mile toll road from SR 905 to SR 54 and the gap / connectors to SR 54, which includes 23 bridge structures. Mr. McCreary provided comprehensive quality control services including materials sampling, testing and inspection, source inspection, structural inspection and testers, utilizing facilities of four on-site laboratories specifically setup for the project. Scott's project role was Laboratory and Field Inspector. NRG EL SEGUNDO ENERGY CENTER, EL SEGUNDO Public Works Special Inspector / Technician I Mr. McCreary sampled concrete, documenting mix design, and placement for various areas of project. This project consists of the replacement of two existing steam generating electric generation units. Three new, state-of-the-art, natural gas -firing, high efficiency, low emissions, combined cycle electric units (Units 5, 6, and 7) will be built in the area where two unites were demolished. Page 16I CUITY LY OF SANTA ANA I 18 -1052-P PUBLIC WORKS GEOTECHNICAL ENGINEERING SERVICES 2018 25B-106 RMA Group EveryProjectMattemlw ..rmawmpanies.com STATEMENT OF RODGER LITTLE I PUBLICWORKS INSPECTOR/TECHNICIAN LIFICATIONS Mr. Rodger Little brings a comprehensive knowledge of the construction industry having spent more than 20 years as an ICC certified special inspector. His project experience includes public facilities, high-rise, commercial, industrial, and retail buildings. As a Lead Inspector, Rodger successfully supervises the inspection efforts of others while also contributing as a special inspector. He is able to work independently and problem solve in the field which is critical on a large project that requires the lead to coordinate with the owner, the laboratory and his inspection team. This compliments Rodger's communication, technical knowledge, and organization skills. RELEVANT PROJECT INVOLVEMENT/ EXPERIENCE PRESBYTERIAN INTERCOMMUNITY HOSPITAL, WHITTIER OSHPD Inspector I Mr. Little provided inspection services for this five - story surgery plaza tower. As the OSHPD Inspector for the project, Rodger provided structural testing, inspection and observations (TIO), structural tie-in with an underground soldier beam retaining wall system, observed and inspected the application of spray -applied fireproofing material to the structural building frame, and supervised the installation of structural drilled -in -anchors. FONTANA MEDICAL CENTER [KAISER FOUNDATION HEALTH], FONTANA Deputy Inspector I Mr. Little provided special inspection for the replacement of air handling units (AHU) 1, 2, 3, and 4 for this medical center complex. Rodger performed soils testing, reinforced concrete testing and inspection of reinforcing steel and pour op- erations, and inspections of post -installed anchors, high strength bolting, spray -applied fireproofing, and field and shop welding of structural steel elements. WOODLAND HILL MEDICAL CENTER [KAISER FOUNDATION HEALTH], WOODLAND HILLS Deputy Inspector I Mr. Little provided special inspections for this project that upgraded the existing hospital pneumatic tube delivery system. Rodger provided AWS -compliant field welding inspection of tubing used for this upgrade. RMA Group additionally provided materials testing and inspection for drill in anchors / dowels and pull load testing of epoxy dowels for the installation of equipment. This particular project is part of a larger project that is renovating, remodeling and upgrading the entire Woodland Hills Medical Center complex. KTML MEDICAL OFFICE BUILDING 2, TEMECULA Deputy Inspector I Mr. Little provided compaction testing for grading operations and field welding inspection of structural steel elements for this office building project. The project services provided by RMA Group personnel included the aforementioned compaction testing of soils, asphalt batch plant inspections, structural steel welding (field and shop), NDT testing of steel elements, reinforced concrete and reinforcing steel inspection and testing, drill in anchor/dowels testing, pull load testing, and having geotechnical engineering staff serve as Geotechnical Engineer of Record for the project to build a new office building for the complex site. VALLEY PRESBYTERIAN HOSPITAL, VAN NUYS Public Works Special Inspector/ Technician I Mr. Little provided inspection for the Plaza Tower I and II Retrofit of this medical facility. Inspected the preparation and installation of High Strength Epoxy into existing damaged shear walls. KAISER PERMANENTE HOSPITAL, HOLLYWOOD Public Works Special Inspector / Technician I Mr. Little provided quality control of reinforced concrete shearwalls and slab on grade for this five -story medical building. SAN DIEGO STATE UNIVERSITY, SAN DIEGO Deputy Inspector I Mr. Little provided special inspection of the underground steam and storm system retrofit as well as the high- pressure steam installation and drinking system chlorination. PARKING STRUCTURE HOAG HOSPITAL, NEWPORT BEACH Special Inspector I Mr. Little provided quality control of reinforced and prestressed concrete used in the construction of this parking garage. ;,' RMA Group EveryPmjcUMafterslw .rmocompon(es.comJ U LY 12, CITY OF SlJ( LANA 1 JU 1 WORKS GEOTECHNICAL ENGINE 2018G 18 VICES I Page 17 STATEMENT OF QUALIFICATIONS MARIO SALAS I PUBLIC WORKS INSPECTOR /TECHNICIAN Mr. Mario Salas has more than 25 years of experience in the construction industry. With over two decades of hands on experience, Mario has a well-rounded knowledge of the construction industry and has spent more than 19 years as an ICC structural concrete, anchor installation, structural steel and masonry inspector. Project experience includes transportation, public facilities, high-rise, commercial, industrial and retail buildings. He is certified AWS/CWI and is also certified in Fire Stop Penetration. This allows him to provide a very high level of expertise and continuity to the project team. With certifications through ICC, AWS, ACI, the City of Los Angeles, and general construction experience and code knowledge, he is an asset to any inspection team. RELEVANT PROJECT INVOLVEMENT/ EXPERIENCE KRAEMER GRADE SEPARATION AT BNSF R/ R TRACKS, PLACENTIA Public Works Special Inspector / Technician IThe OC Bridges project will separate train traffic from vehicle and pedestrian traffic along five railroad crossings in the city of Placentia and the addition of Railroad track. Mr. Salas is on-site providing Quality Control (QC) during fabrication of reinforcing steel cages, boring of CIDH piles, placement of reinforcing steel cages and concrete. Providing QC during pile cap, retaining wall reinforcing steel, form installation and concrete placement. 1-405 FWY / SEPULVEDA PASS WIDENING, LOS ANGELES Public Works Special Inspector / Technician I The 1-405 Sepulveda Pass Widening Project involved the engineering, procurement and construction of 10 -miles of HOV lane, freeway widening, realigning existing on-/ off -ramps, removing and replacing three bridge structures, construction of approximately 23 additional bridges and ramps, 18 -miles of retaining and sounds walls and performing road improvements on adjacent City streets for LACMTA. Mr. Salas provided certified welding inspection at various stages of the project. BENTON CREEK CHANNEL, TEMECULA Public Works Special Inspector / Technician I Mr. Salas provided special inspection as required the City Building Department and Engineering plan for footings and structural concrete poured in place walls for street overpass at Capri and Pompei at Benton Creek Channel. LOS ANGELES CITY COLLEGE CHEMISTRY & LIFE SCIENCE BUILDINGS, LOS ANGELES Deputy Inspector I Mr. Salas provided special inspection for the modifications to the existing Chemistry and Life Science Buildings at Los Angeles City College. Additional construction included the fabrication and erection of a new Pedestrian Bridge between the buildings. Mario provided certified welding inspection during complete fabrication at the off-site shop and inspection of the steel erection at site under the direction of IOR. LOS ANGELES CITY COLLEGE PHYSICAL EDUCATION BUILDING, LOS ANGELES Public Works Special Inspector / Technician I Mr. Salas provided inspection services for the new construction of this two story gymnasium with office space and a pool. He provided certified welding inspection for the complete fabrication of the structural steel and welding of moment frame columns and beams at the off-site fabrication shop. Inspection was also provided during the installation and observation of concrete placement at the site under direction of IOR. A-1 VISTA STORAGE, SAN MARCOS Public Works Special Inspector / Technician IMr. Salas provided Special Inspection during the erection of structural masonry walls, structural steel stair casings and placement of reinforcement and light weight concrete at second, third, and roof levels. He provided Quality Assurance during the application of below grade liquid waterproofing with protection barrier. DESERT VALLEY HOSPITAL, VICTORVILLE Public Works Special Inspector / Technician I Mr. Salas provided inspection services during the construction of this single -story hospital expansion. The project included the addition of operating and patient rooms, HVAC upgrade and elevator installation. Mario provided special inspection for structural steel bolting and welding, fireproofing inspection, structural steel canopies and elevator framing fabrication and welding, roofing installation, and HVAC supports while ensuring code compliance. Page 18I JCITY ULY 12 20 8TI NAI PUP BLIC WORKS GEOTECHNICAL ENGINEERING SERVICES 2513-108 A Group n EveryPraje,tMatterslw .rmawmponles.com UNDERSTANDING OF THE SCOPE OF SERVICES It is our understanding that the City of Santa Ana is seeking qualified firms to provide a variety of geotechnical engineering related services on an as -needed or, ..on- call" basis for various Public Works projects and or related to City facilities planned throughout the City. WORK PLAN GEOTECHNICAL ENGINEERING Geotechnical investigation and engineering projects will begin the minute we receive a request from the City. Our first step will be to review the plans, specifications, or other information provided to us. If clarification or strategy is needed, we will engage in discussions or meetings with the City so that we can clearly define our scope of work. This is a great opportunity for us to get a thorough understanding of the project and expectations and to lay out an approach that will deliver a completed product that meets or exceeds the City's needs. Once we have a clear understanding of what is expected of us and how we will approach the project, we will begin preparing an individual task order proposal for the project. The task orders are subcontracts for specific items of work that will be related directly back to our master agreement contract with the City. Our task orders will include a clearly defined description of our scope of work, deliverables, and cost estimates. The scope of work description will include any office or research work performed prior to the project such as reviewing maps or prior reports. It will also include, where applicable, written descriptions of our proposed field work, laboratory testing program, and report preparation. Cost estimates will be prepared using the fees and rates laid out in our master agreement contract. REVIEW, RESEARCH & RECONNAISSANCE Work will commence after a task order has been accepted and RMA Group has been given a notice to proceed. Our first steps in the beginning of the project will typically be office research and site reconnaissance. In the office, our professional staff will review any geologic or geotechnical maps relevant to the project area and will review previous geotechnical investigation or design reports that pertain to the project site. A site reconnaissance will be conducted to determine optimal locations where we will take samples, dig trenches, drill borings, or conduct any other work. During site 7, RMA Group EveryPmjntMatterslw ..rmacampanies.cam STATEMENT OF IONS reconnaissance, we can mark locations using stakes or spray paint so that they can be easily identified. UTILITY LOCATION & COORDINATION The next steps in a geotechnical project involve utility location and coordination with the City and other involved parties. In accordance with the law, we will notify Underground Service Alert (USA) once we have marked our field exploration locations and inform them that we plan to dig. They will then take the next two business days to notify all companies or agencies with utilities in the area to mark those utilities on the project site. This will need to be coordinated with the City and anyone who might own or manage the site so that the utility locators have access. Some project sites may have utilities or underground tanks that USA will not know about. Depending on the type of property, RMA Group may decide to employ a private utility locator to use ground penetrating radar and other tools to locate utilities. This extra measure can act as a safeguard against drilling through existing utilities, which can result in tens of thousands of dollars in damages. After the utilities have been marked and it is confirmed that there are no utilities at the locations where we plan to excavate or bore, RMA Group will coordinate with all involved parties to schedule a date to perform the field exploration. We will then contact local drilling, excavating, or coring companies and schedule them for the work. Depending on the requirements of the project, we may need to schedule additional staff members or technicians to be on site during the exploration as well. FIELD EXPLORATION When everyone involved in the fieldwork meets on the project site, we hold a brief safety meeting to go over potential hazards and to make sure everyone has the appropriate personal protective equipment. Our investigations will typically consist of drilling or excavating as deep as necessary and taking appropriate soil samples and pavement core samples. When excavating or trenching, we will only be able to take disturbed or bulk soil samples. If drilling using a hollow -stem continuous flight auger, we can take bulk samples, SPT samples, and undisturbed ring samples. The types and quantities of samples we obtain will be dependent on the number of different soils encountered and on our proposed laboratory testing program. After field exploration is complete, the openings are typically CITY OF SgtJ'j tr llflj@§ WORKS GEOTECHNICAL ENGINZEEZRRI $G SEER VIS ESP ( Page 19 STATEMENT OF QUALIFICATIONS backfilled with cuttings and, if applicable, patched with WORK PLANS asphalt or rapid setting concrete. MATERIALS TESTING AND INSPECTION Once all samples are returned to the laboratory and the field work is complete, we assign a laboratory testing program based on our task order proposal. The testing typically includes tube densities and moistures, gradations, maximum densities, plasticity index, sand equivalents, and possibly more advanced testing such as direct shears, R -values, or California Bearing Ratios. Tests are logged into our Laboratory Information Management System (LIMS), assigned to certified laboratory technicians and, once complete, given to our professional staff for evaluation and interpretation. GEOTECHNICAL ENGINEERING ANALYSIS & REPORTS The final phase of our geotechnical engineering work involves analysis, calculations, and recommendations from our professional staff in the form of a final report. The results of the office research, field exploration, and laboratory testing program are all compiled and reviewed by our geologists and engineers. The end - result is a written report containing our approach and methodology, our findings, and our recommendations developed in accordance to generally accepted engineering and geologic principles and practices. Our reports will typically be delivered to the City for an initial review, and if they have comments then there may be several iterations of draft reports until we arrive at a final report that is acceptable to the City. We then distribute electronic copies and hard, wet -signed, and stamped copies to the City. Written reports will be prepared presenting the results of the office research, field exploration, laboratory testing and engineering analysis. They will include information on the nature, distribution and strength of the existing soils, and recommendations for grading procedures and design criteria for corrective measures, when necessary. Reports will also include a description of the geology of the site and conclusions and recommendations regarding the effect of geologic conditions on the proposed construction. Our professional staff has the capabilities to undertake appropriate methods to mitigate adverse geotechnical conditions including recommendations for seismic design, remedial grading and foundation design. Specific foundation design recommendations have included geotechnical parameters for design of spread footings, continuous footings, piles, mat foundations, and post -tension slabs. SERVICES Materials testing and inspection is processed through groundwork that is laid out before your project ever begins. When RMA Group receives a task order request from the City to provide materials testing and inspection services for a specific project, we begin strategizing and laying out an approach that will fit that particular project. Our team will review project plans, specifications, estimates, and relevant codes and standards to familiarize ourselves with the project demands. ESTABLISHING WORK SCOPES & COST ESTIMATES Each project will require an individual task order proposal for testing and inspection services to be created by the project manager. This proposal will consist of a scope of work, summary of deliverables, and a cost estimate or not -to -exceed amount. Our scope of work may vary widely from projectto project. Somejobs may only consist of field testing of soils with some supporting laboratory testing for a few weeks, while others may consist of inspection, field, and laboratory testing of a wide variety of materials over the course of months or years. Our scope of work will include summaries for all types of work we expect to encounter on the project and what frequencies we anticipate to conduct our services. We will use our extensive experience to produce a cost estimate that accurately reflects the needs of the project. Our team thoroughly reviews project plans and specifications to identify everything that we will need to inspect or test. A more thorough review will allow for a cost proposal that is more accurate and is not missing inspection and test requirements, meaning there will be less likelihood of having change orders that could cause delays in the work. Our cost estimate will specify prices for each scope of work and all of the rates used in preparation of the estimate will be taken directly from the master agreement contract between RMA Group and the City of Santa Ana. The cost estimate breakdown will include a price for each item of work that will be directly entered into our project management software so we can track each line item as the project progresses. This allows us to proactively address potential budget overruns before they actually happen. Page 20I IDITY LY 102E SANTA 20 8 I 18-1052-P AIPUBLIC WORKS GEOTECHNICAL ENGINEERING SERVICES 25B-110 RMA Group Every Project Matters Iw ..rmacompanies.com IMPLEMENTING STAFF After the City has reviewed and approved the task order proposal, we will set the contract up in our project management software as a new project and key team members will be notified. The next step is to wait until inspection and testing requests are received from the City. The City will communicate inspection and testing requests directly to our project manager and field director. The RMA Group team will review the request and decide which inspector or technician is best suited for the work and for the project, and whose personality will be most likely to fit in with other project team members. RMA Group employs more than 160 certified technicians and inspectors locally and more than 200 overall who hold licenses and certifications to perform inspection and materials testing. In the event that the City is even remotely unsatisfied with the performance or behavior of an RMA team member in the office, field, or laboratory, that team member will be immediately removed from further work on City projects and we will have a discussion with the City on who will be best suited to replace the individual and how we can identify the specific problem and implement practices to avoid similar problems in the future. With the large size of our staff, there will be no delay in finding replacements for any personnel who are removed from City projects. The individual, or multiple individuals if necessary, assigned to the projects will be entered by our dispatching team into the field schedule of our Laboratory Information Management System (LIMS) software. The software will automatically send a pre -formatted daily inspection report to the email address of the scheduled personnel, who are also notified by phone call of their reporting instructions. Typically, the personnel will also communicate with the project manager to review project -specific requirements and expectations. RMA Group constantly invests in educating our inspectors and technicians to be fully certified in many of the different phases of construction. This provides a continuity of personnel during all phases of construction that enables them to have a broadened range of project understanding. Our special inspection services include, but not limited to, the following. Reinforced Concrete Post Tensioned Concrete Structural Masonry Wood and Timber Construction RMA Group EvesyPmject MaBersIw .rmacompames.cam STATEMENT OF JALIFICATIONS • Seismic Retrofit Inspections • Soil Compaction • Asphaltic Concrete Shotcrete • Structural Steel, Welding Inspection & Testing • Materials Testing • Shop Fabrication QC Audits (Source) • Fireproofing & Coatings • High Strength Bolting • Roofing Inspection • Torque & Pull Testing • Floor Flatness Testing • Floor Level Survey • Glu -Laminated Inspections • Shear Wall Nailing & Bolting Inspections Services shall be performed as requested by the City and shall conform to the contract documents, The City of Santa Ana Municipal Code (SAMC), professional Standards established by the City, and or federal, state and local guidelines established in the project. DOCUMENT CONTROL In the event that personnel are scheduled for work that was not included in the original task order proposal, our proprietary software will send an automatic email notice to the project manager and key team members. This instant notification allows for rapid communication between RMA Group and the City to guarantee that any work outside the original scope will be agreed upon before it happens. It is a proactive approach to project management that allows us to discuss and resolve extra work or change order issues before they become a problem. RMA Group field personnel will arrive on site with their daily report, certifications, equipment and safety gear, and instructions from the project team. Field personnel work will vary drastically depending on the type of project and which elements are being inspected or tested, but they will always fill out their daily report after the work is complete and have it signed by an authorized representative on site. This allows any discrepancies in time worked or issues encountered on site to be resolved on the project site, CITY OF SANTA APIA I QUBL J WORKS GEOTECHNICAL ENGINEERING Y 8 18 -1052-P S (Page 21 STATEMENT OF QUALIFICATIONS same day, rather than having to debate over them in the office weeks or months afterward. Daily reports will be distributed, where applicable, to on site supervisors or representatives, to a field file, and to the RMAGroup office. RMAGroup office personnel scan the daily report, which has a unique report identification number and a barcode, into our proprietary software where it can be instantaneously recalled by any team members, any time. If the request was for inspection, our inspector will show up on site, inspect the work, complete his daily report and have it signed, and leave. If the request was for materials testing, our technician will do the same except that he will perform field tests using calibrated testing equipment for which he or she is certified. Testing could be performed on soils, concrete, asphalt, steel, or a multitude of other construction materials. SAMPLING AND TESTING OF MATERIALS Field testing technicians will also typically need to perform sampling, whether it be bags of soil, cylinders of concrete, or anything else the specifications and codes require. Sampling frequencies and sample quantities will be in accordance with relevant specifications, but RMA Group can always sample additional material at the request of the City. Construction material sampling will be performed on the project site or at the separate production facility, where applicable, in accordance with project specifications, codes, and standardized test methods. RMA Group takes great care in sampling, delivering, and storing samples before they are tested, as even slight disturbances to a sample can ultimately cause variations in test results. Some materials, such as soil, can be transported to our laboratory immediately after sampling. Other materials, such as concrete, must remain on site for designated amounts of time before they can be handled and transported. Each sample will be identified using a sample tag or a sampling sheet. These identification forms include information about the sample such as sampling location, stationing, date, and testing instructions. When samples are delivered to RMA Group laboratories, they are placed in the receiving area and the technician will hand -write relevant sample information on a log -in sheet in our laboratory administration office to create a chain of custody. Our administrators will then enter information from the sampling sheets into our LIMS software, which will generate a printed sample tag sticker with a unique identification number and barcode. This tag is placed directly on the sample. The administrators also assign the correct tests based on the sampling sheets and will communicate sample status and special requirements with the project management team. Laboratory tests are assigned to laboratory technicians who hold valid certifications for the particular test method being performed. They receive test sheets with identification numbers and barcodes that correlate with the sample, and begin their testing. Our laboratory director, supervisors, and equipment management team are responsible for maintaining a comprehensive log of all laboratory equipment. This log allows our staff to track calibration requirements of every single piece of laboratory equipment, which ultimately means that we will never test samples using equipment that is past its due date for calibration. Equipment is marked with calibration stickers that regular employees do not have access to. Additionally, our equipment management team and laboratory supervisors regularly perform visual checks on our equipment to look for signs of fatigue that could lead to erroneous test results. Upon test completion, the raw laboratory test result sheet will be reviewed by laboratory supervisors and logged out of our LIMS system. Once logged out, it can be recalled instantaneously in LIMS by RMA Group project team members at any time. Logged out tests will also be automatically entered into our project management software to appear on the next invoice to the City. The project manager is notified when test results are complete, and our professional staff delivers a formal report of the results to the project manager for review. Once approved by the project manager, laboratory test reports are submitted to the City. �Zi111x�ry�iby�il4� Upon project completion, the City may need closeout documents or testing professional staff will be able to recall all daily inspection reports and all laboratory test results using our LIMS software. This allows for easy access to information and inspection summaries. Our testing and inspection summaries for the entire project can be put together efficiently. If there are any outstanding issues as the project comes to a close, RMA Group staff will be able to very quickly reproduce any relevant reports or laboratory test results using LIMS, reducing delays that otherwise might result from having to track down physical files. Page 22l CITY OF SANTA 18-1052-P 1PUBLIC WORKS GEOTECHNICAL ENGINEERING SERVICES 25B-112 M. V,tom\ RMA Group EveryProject Matterslw ..rmocompon/es.com STAFFING AND RESOURCE MANAGEMENT PLAN Our technicians and staff are accustomed to working with short turnaround time and are eager to meet and exceed the City's expectations in regard to turnaround time. Since our daily operations are customer service focused, we have an excellent reputation for responding to urgent and last minute City requests. All involved in a construction process would prefer to follow a set schedule of work; however, anybody who has been involved in a construction process knows that rarely does work progresses in strict accordance to the schedule. Therefore, we fully expect that urgent or last minute requests from the City will occur and are prepared to accommodate them. All of our staff, from the Principal -in -Charge through our Dispatcher and the field staff, are fully dedicated to accommodating such requests to eliminate any negative potential impacts to the project schedule or cost. Additionally, our employees are provided company vehicles so travel is never an issue. Even out of state inspections may be performed easily by our staff or one of our associates located at the out-of-state locations. PROJECT MANAGEMENT Our assigned Project Manager, Jason Bamachea, will be responsible for the establishment of a project budget, scope of work, and for identifying the required deliverables and the manner and time frames in which the deliverables are expected by the City's Project Manager. He will utilize RMA Group's unique set of project controls to establish and track the project deliverables and ensure quality in all aspects of RMA's work on the project. When the City assigns a project to RMA, the Project Manager will be the initial point of contact. He will discuss the project and scope of work required with the City's Project Manager to ensure that the appropriate level of work will be performed. During the duration of the project our Project Manager will attend progress review meetings with the at intervals deemed appropriate by the City. This meeting will be used to develop an understanding of the project and identify the following: RMA Group EveryProject MattersIw .rmoccmponies.com STATEMENT OF QUALIFICATIONS Scheduling and staffing requirements: • Key construction elements, schedules and critical deadlines; • Desired deliverables, format and time frame, roles and responsibilities of the project teams members; Specific Safety requirements and procedures; and • Unique requirements or aspects of the project. • He will also track and manage the project budget, and will ensure that invoices are sent to the City in the required format. ASSUMPTIONS AND / OR EXCLUSIONS RMA Group has reviewed the RFP in its entirety does not have any assumptions and / or exlusions to the proposed scope of work. CITY OF SA TAyprA PU@LII WORKS GEOTECHNICAL EU GI NZ E2RCI 8G SERVICES CESS I Page 23 STATEMENT OF QUALIFICATIONS RELEVANT PROJECT EXPERIENCE LOS ANGELS COUNTY DEPARTMENT OF PUBLIC WORKS LOS ANGELES, CA Owner: County of Los Angeles Contact: Greg Johnson 1626.458.1741 Project Status: 2011- Ongoing RMA Group was contracted in 2011 for as -needed geotechnical, materials testing, and inspection services contract. Services provided to the County include geotechnical investigations for various county facilities. At the General William J. Fox Airfield, RMA Group completed a pavement structural section investigation to determine if the existing pavement could support the additional loads from landing, taxiing, and takeoffs of a Lockheed C-130. The investigation included taking cores to determine in-place pavement structural section, soil samples, laboratory testing, and structural section calculations utilizing FARFIELD. For the SR -126 interchange, RMA Group is currently providing Quality Assurance testing services. Responding as requested by the County representative, RMA Group is completing compaction testing during the compaction of the earthwork and aggregate base. During the production process for hot mix asphalt, our scope of work is to provide a field technician to perform in-place density testing during compaction operations and plant testing including sieve analysis, asphalt content, maximum theoretical density, and moisture content of mix. ON - CALL CONSTRUCTION MATERIALS AND SOILS TESTING SERVICES NORWALK, CA Owner: City of Norwalk Contact: William Zimmerman 1562.929.5926 Project Status: 2015 - Ongoing RMA Group was chosen to provide on-call materials testing and inspection services for the City of Norwalk to assist the City with improving the infrastructure within the City. RMA Group is providing construction materials and soils acceptance and independent assurance testing services for road rehabilitation projects in the City of Norwalk. These rehabilitation projects include constructing Americans with Disabilities Act (ADA) compliant curb access ramps, pavement grinding, removal, and replacement of failed AC pavement, and placement of ARHM overlays. The material testing laboratory services consist of concrete, masonry, aggregates, asphalt and asphalt plant inspection, soils, epoxies, metal, steel reinforcement, welds, diamond bit coring of asphalt, concrete or masonry, environmental sampling and testing of soil and water, including ground water sampling and testing in accordance with Environmental Protection Agency (EPA) standards, road rating and profilograph testing of streets, and other general laboratory material testing per the City's Project Specifications. Page 24I CITY of SAN A ANA I g SANTA BLIC WORKS GEOTECHNICAL ENGINEERING SERVICES 25B-114 RMA Group EwryPmject Matterslw .mocomponies.com ON - CALL GEOTECHNICAL, MATERIALS TESTING, AND SPECIAL INSPECTION SERVICES POMONA, CA Owner: City of Pomona Contact: Brian Henslee 1909.620.2261 Project Status: 2014 - 2017 RMA Group was chosen to provide on-call geotechnical engineering, materials testing, and potholing services for street improvements in the City of Pomona. STATEMENT OF OUALIFICATIONS Our overall services consist of office research, field exploration, laboratory testing, review of the compiled data, and preparation of a written report containing recommendations. RMA Group has worked on the following projects: CITY WIDE STREET PRESERVATION- Our services consisted of office research, field exploration, laboratory testing, review of the compiled data, and preparation of a written report containing recommendations developed in accordance to generally accepted engineering and geologic principles and practices. DISTRICT 6 - REHABILITATION IMPROVEMENTS- Our work consisted of geotechnical office research and field exploration and geotechnical laboratory testing for both Towne Avenue and the Ganesha Hills area in Pomona. ON - CALL CONSTRUCTION MATERIALS AND SOILS TESTING SERVICES WEST COVINA, CA Owner: City of West Covina Contact: Delfino Consunji 1626.939.8400 Project Status: 2015 - Ongoing The City of West Covina's capital improvement program (CIP) budget reflects the City's commitment to public safety, investing in the communitys infrastructure, and providing financial stability for the City. Projects detailed within their CIP include street improvements, traffic safety enhancements, storm drain improvements, sewer improvements, facility improvements, park improvements, and assessment district improvements. As a as -needed consultant for construction materials and soils testing, RMA Group performs earthwork testing and observation, compaction testing of subgrade and utility trench backfill, reinforcing steel and reinforced concrete testing, asphalt testing, batch plant inspection and testing, and any other tests requested by the City. RMA Group has worked on the following projects: CAMERON AVENUE REHABILITATION- This project consisted of grinding two inches of existing asphalt concrete pavement and installing two inches of rubberized asphalt concrete, repairing damaged curbs, gutters, and sidewalks. The job also consisted of constructing ADA compliant curb access, adjusting ramps, installing new pavement legends and striping, and appurtenant work. RMA Group's provided materials and compaction testing for asphalt pavement, aggregate base, and Portland concrete cement. AMAR ROAD STREET REHABILITATION- Thos project consisted of performing quality assurance testing during the placement and compaction of the aggregate base, performing in place density tests, and compaction characteristics were determined by testing for maximum density and optimum moisture per ASTM D1557. A written report summarizing the results of all tests performed were prepared upon completion of the work. Ate` RMA Group EveryPrajert Matters Iw .rmacompawes.com CITY OF SANTA ANA I PUBLIC WORKS GEOTECHNICAL ENGINEERING ESERVICES Page 25 25B-115 2 18-1052-P STATEMENT OF QUALIFICATIONS ON - CALL CONSTRUCTION MATERIALS TESTING AND INSPECTION LONG BEACH, CA Owner: City of Long Beach Contact: Traci Fitzharris 1562.570.5384 Project Status: 2016 - Ongoing RMA Group was chosen to provide on-call materials testing and inspection services for the City of Long Beach. We are providing qualified personnel and coordinating our efforts with the on-site Construction Inspector, including scheduling of work, and coordination of the contractors and any other persons on the site of various Capital Improvement projects and other City projects. The material testing laboratory services consist of material testing of specimen of concrete, masonry, aggregates, asphalt and asphalt plant inspection, soils, epoxies, metal, steel reinforcement, welds, diamond bit coring of asphalt, concrete or masonry, environmental sampling and testing of soil and water, including ground water sampling and testing in accordance with Environmental Protection Agency (EPA) standards, road rating and profilograph testing of streets, and other general laboratory material testing per the City's Project Specifications. RMA Group's inspection services include construction inspectors, deputy special inspectors, field technicians, our technical support staff of engineers, and support from our clerical staff. RMA Group's materials engineers and inspectors are experts in all aspects of transportation and building construction projects including roadway reconstruction and resurfacing, bridge construction and rehabilitation, water and sewer lines, RCP / RCB storm drains, pump stations, booster pump stations, traffic signal upgrades, installation / synchronization and other types of inspection services encountered in this contract. CITY OF CHULA VISTA ON-CALL CHULA VISTA, CA Owner: City of Chula Vista Contact: Patrick Moneda 1619.407.3512 Project Status: Ongoing RMA Group is providing on-call geotechnical, storm water monitoring, materials testing, and special inspection services to the City of Chula Vista on an ongoing basis. Typical services involve sampling of existing pavement, base, and subgrade materials, as well as borings for deep trenches, excavations (cuts) and embankment (fill) conditions. Services also include geotechnical engineering services for the observation of earthwork operations and directing the removal and compaction of alluvial soils and the removal / replacement of unsuitable materials. RMA Group performs sampling and testing of portland cement concrete, soils, treated soils, crushed aggregate base, and bituminous materials, as required. Additional scope of work includes geotechnical / soils engineering observations during site preparation for placement of fill and construction of sub -drainage systems and making recommendations regarding the removal of unsuitable materials for fills and methods of compaction based upon previous soils / geotechnical investigations. Page 26� CITY OF SAINTA ANA I PPUBLIC WORKS GEOTECHNICAL ENGINEERING SERVICES 25B-116 RMA Group EveryProjectMatterslw .rmocomponies.mm E _X R.'ti� pi Oil •1=90 I I GEOTECHNICAL ENGINEERING RAPID RESPONSE APPROACH We realize that the information taken from a geotechnical design report is relied upon by other engineers and architects to perform their design. Many times these other consultants must wait for geotechnical data to begin design work, lengthening the total time required to complete the design. To minimize these delays and to get projects moving, RMA Group has developed a rapid response approach for initial design studies for new public buildings. Our approach has been successfully implemented on dozens of sites to minimize the time required to deliver the geotechnical design report and to provide your design team immediate information so that they can begin working toward designs as soon as possible. Our approach provides several early interim reports that contain the critical data that your design team needs to get started on their work and is phased to project that data as fast as possible. We will issue the following interim reports to your project team: • Seismic Design Parameters - This report is issued within 48 hours of the Notice to Proceed and contains all of the required technical data to commence design work. • Seismic Hazards - This report is issued within 48 hours after the completion of the site exploration and will present conclusions and recommendations relative to seismic hazards, including liquefaction. • Preliminary Foundation System - This report will be prepared within five days of site exploration and will detail our recommendations for foundation systems to allow commencement of the foundation design. Our final report will be issued within three weeks of the Notice to Proceed and will contain all of the data and information presented in the interim reports as well as a completed California Geologic Survey checklist identifying by page number and paragraph where each of the Title 24 checklist items reviewed by the CGS is contained within our report. This approach ensures that your design team receives the information it needs in the fastest practical time frames and that the completed report is reviewed and approved by the CGS to avoid any project delays. RMA Group EveryPmjed Matters I w .rmacomponiessom SCOPE OF SERVICES AND SCHEDULE SCHEDULE GEOTECHNICAL INVESTIGATION Applv for Permts & Research 1 Week Anticipated Permit Wait Time 3 Weeks Mobilization 10 Days Field Investigation 1 Da Laboratory Testing 7 Days Analysis & Report 38 Days MATERIALS TESTING COMPACTION TESTING Our services will consist of compaction testing. Work would be scheduled by your representative by calling our dispatcher at 909 989 1751. Requests for testing should be made at least 24 hours in advance. Our services would consist of performing in place density tests (compaction tests) by either the sand cone method (ASTM D1556) or the nuclear gauge method (ASTM D D6938), water content tests, and maximum density optimum moisture tests per ASTM D1557 at locations selected by your representative. Testing would be performed after compaction has been completed by the contractors and observation of compaction methods used by the contractor would not be included in the scope of our work. Compaction tests of subgrade soils will be taken at locations and frequencies in accordance to guidelines provided by the governing agency. If the governing public agency does not have established testing guidelines then the following guideline shall be used. Test locations will be selected by our technician at locations that represent the surface appearance of the subgrade at the time of testing. Our services will also include materials testing of asphaltic concrete. Services will include in place density testing of asphalt concrete (ASTM D2950) by our field technician and laboratory testing by the Hveem stability test method for asphalt pavement. Tests will be performed on materials sampled at random locations and at frequencies based on agency specification. A written report summarizing the results of all tests performed will be prepared upon completion of the work. The report will not contain a rendering, opinion, certificate, or warranty, of the compaction of the materials tested. CITY OF SANTA ANA I PUBLIC WORKS GEOTECHNICAL ECINE G SE VICES I Page 29 25B-119 UL20 8 SCOPE OF SERVICES AND SCHEDULE REINFORCED CONCRETE SAMPLING AND SCHEDULE LABORATORY MATERIALS TESTING Our services will consist of sampling of concrete, as well as testing of concrete and reinforcing steel used in concrete construction for the project. This scope of services would also include material testing of concrete cylinders. Compression testing of concrete specimens molded by our representative will be performed in accordance to ASTM C39. Written reports of all tests presenting applicable information would be prepared at the completion of testing. MATERIALS TESTING RMA Group is committed to providing the City of Santa Ana with the quickest turn around for all testing and inspection requests. We will commit to a 24 hour response time for all services needed. The City can request services by contacting our dispatch operator at 909.989.1751. Page 30l CITY OF SA1NBTI ANA I PPUBLIC WORKS GEOTECHNICAL ENGINEERING SERVICES 25B-120 RMA Group EveryProject Mattersiwww.rmocom➢anies.com ` `�S~�'�a w -iii FT I ♦y � � I � - lI tM 1� C--�'jj `t }. � ♦ st hf:: }� �[ t � �(� i� M1 �#�. tt �i ��'� P6.,. -...`r e r 1 ` tiT 1 ,. t i �.. •, � 7�€- P • CERTIFICATIONS Appendix ATTACHMENT 3-1: NON -COLLUSION AFFIDAVIT CERTIFICATIONS NON -COLLUSION AFFIDAVIT (Title 23 United States Code Section 112 and Public Contract Code Section 7106) To the CITY OF SANTA ANA DEPARTMENT OF PUBLIC WORKS In accordance with Title 23 United States Code Section 112 and Public Contract Code 7106 the BIDDER declares that the bid is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation; that the bid is genuine and not collusive or sham; that the BIDDER has not directly or indirectly induced or solicited any other BIDDER to put in a false or sham bid, and has not directly or indirectly colluded, conspired, connived or agreed with any BIDDER or anyone else to put in a sham bid, or that anyone shall refrain from bidding; that the BIDDER has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the bid price of the BIDDER or any BIDDER, or to fix any overhead, profit, or cost element of the bid price, or of that of any other BIDDER, or to secure any advantage against the public body awarding the contract of anyone interested in the proposed contract; that all statements contained in the bid are true; and, further, that the BIDDER has not, directly or indirectly, submitted his or her bid price or any breakdown thereof, or the contents thereof, or divulged information or data relative thereto, or paid, and will not pay, any fee to any corporation, partnership, company association, organization, bid depository, or to any member or agent thereof to effectuate a collusive or sham bid, Note: The above Non -collusion Affidavit is part of the Proposal. Signing this Proposal on the signature portion thereof shall also constitute signature of this Non -collusion Affidavit. BIDDERS are cautioned that making a false certification may subject the certifier to criminal prosecution. Signed State of California County ofan I�xolCN�r�Ino Subscribed and sq,om to (or affirmed) before me on this �� day of tTUl1,2, 20[8 by Y i Lt� heW , proved to me on the basis of satisfactory evidence to be the person(s) who appeared before me.OESTANI L FLEURY Commission re 2076408 •� Notary Public - Ca nualia i Riverside County s. M Comm. Ez ires Jul 31. 2018 r o Public Si ature Notary Public Seal RMA Group EwryProject Matterslw .rmocompanies.com CITY OF SANTA ANA I PUBLIC WORKS GEOTECHNICAL ENGINEERING SERVICES (Page 31 25B-122 D CERTIFICATIONS CALIFORNIA JURAT WITH AFFIANT STATEMENT GOVERNMENT CODE § 8202 See Attached Document (Notary to cross out lines 1-6 below) ❑ See Statement Below (Lines 1-6 to be completed only by document signer[s], not Notary) \ \x.r S gnature of Document Signer No. 1 Signature of Document Signer No. 2 (f any) A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of �;tlr) gE-' 'j I Y)0 DESTANI T FLEURY a Commission 82o. 2076'108 Notary Public - California i Riverside County M Comm. Expires Jul 31. 21116 Seat Place Notary Seal Above Subscribed and swom to (or affirmed) before me k on this Z�': day of TLn ru- 20LL L by Date tt��Month Year (1) '/Cocks �+P 1191A (and (2) ) Name.Wof Signerrdf proved to me on the basis of satisfactory evidence to be the person(s) who appeared before me. Signature Signature of Notaryedblic OPTIONAL Though this section Is optional, completing this information can deter alteration of the document or fraudulent reattachment of this form to an unintended document. Description of Attached Document Title or Type of Document: N0lq -C01J(ASI Oil O Vid Vf+Document Date: Number of Pages: -L- Signer(s) Other Than Named Above: A)O" �xR�.�c.asses.�c^-araEc�ccc^�,�.�����cxa.�c:�cess^�zR 02014 National Notary Association - www.NationalNotary.org • 1 -800 -US NOTARY (1-800-876-6827) Item #5910 Page 32I CITY OF SANTA ANA I PUBLIC WORKS GEOTECHNICAL ENGINEERING SERVICES VRML A Group JULY 12, 2018 1 16-1052-P 25B-1 23 EveryProject Matterslwww.rmaromponles.com CERTIFICATIONS Appendix ATTACHMENT 3-2: NON -LOBBYING CERTIFICATION CERTIFICATIONS The prospective participant certifies, by signing and submitting this bid or proposal, to the best of his or her knowledge and belief, that: 1. No federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any federal contract, the making of any federal grant, the making of any federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any federal contract, grant, loan, or cooperative agreement. 2. If any funds other than federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence any officer or employee of any federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this federal contract, grant loan, loan or cooperative agreement, the undersigned shall complete and submit a "Disclosure of Lobbying Activities". This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352, Title 31, U. S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. The prospective participant also agrees by submitting his or her bid or proposal that he or she shall require that the language of this certification be included in all lower tier subcontracts, which exceed $100,000 and that all such sub recipients shall certify and disclose accordingly. r�M Signed and Printed Name: Tide Principal -In -Charge Date -MMIL Group EveryProjcnt Matters Iw .rmocompaniesxom )C_ k__ CITY OF SANTA ANA i PUBLIC WORKS GEOTECHNICAL ENGIN G SSERVICES Page 33 25B-124 , 20 S CERTIFICATIONS Appendix ATTACHMENT 3-3: NON-DISCRIMINATION CERTIFICATION CERTIFICATIONS The undersigned consultant or corporate officer, during the performance of this contract, certifies as follows: The Consultant shall not discriminate against any employee or applicant for employment because of race, color, religion, sex, or national origin. The Consultant shall take affirmative action to ensure that applicants are employed, and that employees are treated during employment without, regard to their race, color, religion, sex, or national origin. Such action shall include, but not be limited to, the following: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Consultant agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. 2. The Consultant shall, in all solicitations or advertisements for employees placed by or on behalf of the Consultant, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, or national origin. 3. The Consultant shall send to each labor union or representative of workers with which he/she has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers' representatives of the Consultant's commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. 4. The Consultant shall comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. 5. The Consultant shall fumish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his/her books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation, to ascertain compliance with such rules, regulations, and orders. 6. In the event of the Consultant's non-compliance with the nondiscrimination clauses of this contract or with any of the said rules, regulations, or orders, the contract may be canceled, terminated, or suspended in whole or in part and the Consultant may be declared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in Execution Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulations, or order of the Secretary of Labor, or as otherwise provided by law. 7. The Consultant shall include the portion of the sentence immediately preceding paragraph (1) and the provisions of paragraphs (1) through (7) in every subcontract or purchase order unless exempted Page 341 CITY OF SANTA18-10I PP BLIC WORKS GEOTECHNICAL ENGINEERING SERVICES 2018 1 25B-125 RMA Group Every ProjectMatters w .rmocomponies.com CERTIFICATIONS by rules, regulations, or orders of the Secretary of Labor issued pursuant to Section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontract or purchase order as the administering agency may direct as means of enforcing such provisions, including sanctions for noncompliance; provided, however, that in the event the Consultant becomes involved in, or is threatened with, litigation with a sub -consultant or vendor as a result of such direction by the administering agency, the Consultant may request that the United States enter into such litigation to protect the interests of the United States. 8. Pursuant to California Labor Code Section 1735, as added by Chapter 643 Stats. 1939, and as amended, No discrimination shall be made in the employment of persons upon public works because of race, religious creed, color, national origin, ancestry, physical handicaps, mental condition, marital status, or sex of such persons, except as provided in Section 1420, and any consultant of public works violating this Section is subject to all the penalties imposed for a violation of the Chapter. Signed: Title: Firm: Date: Principal -In -Charge CUIMA-1 7/12/2018 RMA Group EveryPmjrnsMattersIv .rmacompanies.comLY CITY OF SANTA ANA I PUBLIC WORKS GEOTECHNICAL EU GINE ZERBI 8 i B SERVICES I Page 35 25B-126 IFMA Group EveryProject Matters I www.rmacompanies.com 1 CORPORATE 12130 Santa Margarita Court I Rancho Cucamonga, CA 91730 909.989.1751' 909.989.4287 J J f}. � J�,✓ t ' ' CALIFORNIA'LOCATIONS 1210, Ea14 s 223rd Street, Suite 319 1 Carson, CA 90745 ,1 310.684.4854 � 310.861.1117 5102Pok',Chicago Highway, Suite B I Concord, CA95420 1925`243:6662 i 3150, Fitzgerald Road I Rancho Cordova, CA 95742 916.6317194j 916.631.7256 6976 Convoy�Court I San Diego, CA 92111 858.609:7168 x'858.598.6102 p„ 5,130 Archer Street I San Jose, CA 95112 Van Nuys, CA 91406 EXHIBIT B COMPENSATION Fee Proposal including hourly rates if applicable 25B-128 RMA Group Every Project Matters I www. rmacomponies.com July 12, 2018 RMA No. 18-1052-P City of Santa Ana Attention: Armando Fernandez Public Works Agency 20 Civic Center Plaza, 3rd Floor Reception Santa Ana, CA 92701 RE: RFP NO. 18-0451 GEOTECHNICAL ENGINEERING SERVICES Dear Mr. Fernandez: RMA Group is pleased to submit herein our proposed fee schedule to perform the geotechnical services for the City of Santa Ana. Our proposal was submitted separately in response to your request for proposals. Our rate sheets are included on the following pages which represents our proposed personnel rates for our staff that would be assigned to your project, as well as unit costs for laboratory materials testing. Our general conditions for minimum call out charges, overtime charges, and reimbursable expenses are described in the final page of the attached schedule of fees. I am duly authorized to bind RMA Group to all statements and representations made herein and represent the authenticity of the information as presented. Sincerely, Yo s Keffelew Principal -In -Charge 1210 EAST 223RD STREET, SUITE 319, CARSON, CA 90745 IT. 310.684.4854 1 F:424.287.06221 www.rmacompanies.com 25B-129 TECHNICAL STAFF: TFLE HOURLY RATE Principal Engineer/Geologist $185.00 Senior Engineer/Geologist $165.00 Project Engineer/Geologist $165.00 Associate Staff Engineer/Geologist $130.00 Senior Soil Technician $125.00 Soil Technician $ 98.00 CADD Teclutician $ 85.00 ADMINISTRATIVE STAFF: TITLE HOURLY RATE Office Assistant $ 55.00 Billing Administrator $ 55.00 OLMA, Group EvervPraiert Matters �, macamaanieswm CITY OF SANTA ANA I PUBLIC WORKS GEOTECHNICAL ENGINEERING SERVICES I Page 2 25B-130 ILI 12.2n1R 11R4n52-P Field Staff Units Rate v RMA Group EvervPmiatMatters w jmammoaaies.mm CITY OF SANTA ANA I PUBLIC WORKS GEOTECHNICAL ENGINE zn11NRG SEER VISZESS I Page 3 25B-131 JLJ1 Personnel Charges - Professional Staff Product Name Units Rate ($) Staff Geologist - Office HR $130.00 Staff Geologist - Field HR $130.00 Staff Engineer - Office HR $130.00 Staff Engineer- Field HR $130.00 Qualified SWPPP Practitioner QSP HR $135.00 Qualified SWPPP Developer QSD HR $145.00 Project Manager - Office HR $150.00 Project Manager - Job Conference HR $150.00 Project Manager- Field HR $15000 Project Geologist - Office HR $16500 Project Geologist - Job Conference HR $165.00 Project Geologist - Field HR $165.00 Project Geologist - Consultation HR $16500 Proiect Eneineer - Office ua t, Cc nn Field Staff Units Rate v RMA Group EvervPmiatMatters w jmammoaaies.mm CITY OF SANTA ANA I PUBLIC WORKS GEOTECHNICAL ENGINE zn11NRG SEER VISZESS I Page 3 25B-131 JLJ1 Asphalt Coring HR $98.00 ACI Concrete Technician HR $98.00 Laboratory Tests - Steel EA AWS Weld: Macroetch EA $85.00 AWS Weld: Fracture EA $55.00 Soils Technician Rough Grading HR $98.00 Soils Technician Retesting HR $98.00 Soils Technician Compaction Testing HR $98.00 Soils Engineering Technician HR $98.00 Radiographic Testing Crew HR $350.00 Quality Control Manager HR $145.00 Pull I Torque Testing Technician HR $98.00 Public Works Technician - Concrete HR $98.00 Public Works Technician - Asphalt HR $98.00 Public Works Technician HR $98.00 Public Works Inspector - Concrete Plant HR $100.00 Public Works Inspector- Concrete Paving HR $100.00 Public Works Inspector - Asphalt Plant HR $100.00 Public Works Inspector - Asphalt Paving HR $100.00 Public Works inspector HR $100.00 Asphalt Coring HR $98.00 ACI Concrete Technician HR $98.00 Laboratory Tests - Steel EA AWS Weld: Macroetch EA $85.00 AWS Weld: Fracture EA $55.00 AWS Bend Test EA $55.00 ASTM F606 Nut: Proof Load up to 7/8" EA $50.00 ASTM F606 Nut: Proof Load up to 11/2" EA $75.00 ASTM F606 Bolt Wedge Tensile to 7/8" EA $65.00 ASTM F606 Bolt Wedge Tens 7/8" to 11/2" EA 585.00 ASTM F606 Bolt: Proof Load up to 7/8" EA $75.00 ASTM F606 Bolt: Proof Load up to 11/2" EA $95.00 ASTM F606 Bolt: Axial 7/8" - 1112." EA $70.00 ASTM E605 Spray Applied Fireproofing Den EA $105.00 ASTM A416 Tensile Test Only EA $140.00 ASTM A416 Stress -Strain Analysis EA $195.00 ASTM A370 Tensile Up to 400K lbs (Each) EA $125.00 ASTM A370 Tensile Up to 300K lbs (Each) EA $75.00 ASTM A370 Tensile Up to 200K lbs (Each) EA $65.00 ASTM A370 Tensile Up to 100K Ibs (Each) EA $55.00 ASTM A370 Tensile Stress -Strain Percent EA $165.00 ASTM A370 Tensile 400K - 500K lbs (Each) EA $300.00 ASTM A370 Rockwell Hardness (Each) EA $85.00 ASTM A370 Rebar Tension up to 98 EA $45.00 ASTM A370 Rebar Tension 09 to qll EA 555.00 PRMA Group Evcr Proka Matters wwwjmocommwes.wm CITY OF SANTA ANA I PUBLIC WORKS GEOTECHNICAL ENGINEERING SERVICES I Page 25B-1 32 JULY 12. 2018 11R -1052-P no uw uoov zun uemenc sampie vreparauon EA $110.00 ASTM D558 Soil -Cement Maximum Density EA $305.00 ASTM D5333 Hydro Collapse Potential Ge eioc nn ASTM D4943 Shrinkage Factor by Resin EA $210.00 ASTM D4829 Expansion Index of Soils _ EA 5195.00 Product Name Units Rate ($) ASTM E519 Assemblage Comp Str 8" Block EA $95.00 ASTM A370 Rebar Tension 818 EA $135.00 ASTM A370 Rebar Tension 814 EA $90.00 ASTM A370 Headed Bar Prod. Lot up to 88 LOT $220.00 ASTM A370 Headed Bar Prod, Lot 89 to 811 LOT $275.00 ASTM A370 Headed Bar Prod. Lot 818 LOT $550.00 ASTM A370 Headed Bar Prod. Lot 814 LOT $420.00 ASTM A370 Bend Test Rebar up to 88 EA $35 00 ASTM A370 Bend Test Rebar 89 to 811 EA $45.00 ASTM A370 Bend Test Rebar 8 18 EA $135.00 ASTM A370 Bend Test Rebar 814 Laboratory Tests - Soil EA $90.00 Product Name Units Rate ($) ASTM D854 Specific Gravity of Soils EA $215 00 ASTM D698 Maximum Density Std Effort EA $235.00 no uw uoov zun uemenc sampie vreparauon EA $110.00 ASTM D558 Soil -Cement Maximum Density EA $305.00 ASTM D5333 Hydro Collapse Potential Ge eioc nn ASTM D4943 Shrinkage Factor by Resin EA $210.00 ASTM D4829 Expansion Index of Soils _ EA 5195.00 Product Name Units Rate ($) ASTM E519 Assemblage Comp Str 8" Block EA $95.00 ASTM E519 Assemblage Comp Str 16" Block EA $140.00 ASTM E519 Assemblage Comp Str 12" Block EA $110.00 ASTM C90 Masonry Block Conformance SET $605.00 ASTM C780 Mortar Cylinder Compression EA $35.00 ASTM C67 Brick Moisture &Absorption SET $85.00 ASTM C67 Brick Modulus of Rupture EA $105.00 ASTM C67 Brick Compressive Strength SET $95.00 ASTM C67 Brick 5 Hour Boil EA $105.00 ASTM 0426 Block Linear Shrinkaee ccT e,�e nn ASTM C140 Block Moisture & Absorption SET $95.00 ASTM C140 Block Compressive Strength SET 575.00 RMA Group Eve"P/Oirir Matters Ww JMneomnaniel.. CITY OF SANTAANA I PUBLIC WORKS GEOTECHNICAL ENGINEERING ERING SEERVI CESS I page 5 25B-133 JULY 12 EPA 8021 or 8260 Volatile Organic Compounds EA Quote EPA 8015 Total Petroleum Hydrocarbons EA Quote ASTM C1314 Masonry Core Shear Str B" Max EA $85.00 ASTM C1314 Masonry Core Comp Str 8" Max EA $75.00 ASTM 0109 Compressive Strength 2" Cube EA $35.00 ASTM C1019 Grout Prism Compression Laboratory Tests - Environmental EA $35.00 Product Name Units Rate ($) OSHA ID -191 Asbestos EA Quote EPA 9040 pH of Soil EA Quote EPA 8310 Polynuclear Aromatic Hydrocarbons EA Quote EPA 8270 Semi -Volatile Organic Compounds EA Quote EPA 8151 Chlorinated Herbicides EA Quote EPA 8141 Organo -Phosphorous Pesticides EA Quote EPA 8082 PCB's EA Quote EPA 8081 Organo -Chlorine Pesticides EA Quote EPA 8021 or 8260 Volatile Organic Compounds EA Quote EPA 8015 Total Petroleum Hydrocarbons EA Quote EPA 6010 & 7471 TTLC Lead EA Quote EPA 6010 & 7471 TTLC 17 Metals EA Quote LOYVI UIVIy ICT-YV1141 CIC EA Product Name Units Rate($) T 336 Coefficient of Thermal Expansion EA $550.00 ASTM C78 Flexural Strength, Beam EA $95.00 ASTM Concrete EA ASTM C42 Compressive S ASTM C39 Cvl Tested out ASTM C39 Concrete Cyl Cured or Tested EA $30.00 ASTM C157 Concrete Shrinkage (Set of 3) SET $500.00 ASTM C138 Unit Weight of Concrete EA $65.00 ASTM 01140 Shotcrete Panel Test Laboratory Tests - Caltrans SET $275.00 Product Name Units Rate ($) CT670 Tensile Strength up to 118 EA $55.00 CT670 Tensile Strength fib -1111 EA $85.00 CT670 Tensile Strength 018 EA $165.00 CT670 Tensile Strength 414 EA $110.00 CT670 Production Lot up to 118 (Ultimate) LOT $330.00 CT670 Production Lot up to 118 (Service) LOT 5275.00 CT670 Production Lot 119 to 411(Ultim CT670 Production Lot 49 to #11 (Semi, CT670 Production Lot 418 (Ultimate) CT670 Production Lot 418 (Service) CT670 Production Lot 1114 (Ultimate) CT670 Production Lot 1114 (Service) CT670 Operator Qualification up to 48 CT670 Operator Qualification up to 118 CT670 Operator Qualification 119 - 411 CT670 Operator Qualification 119 - 411 CT670 Operator Qualification 418 CT670 Operator Qualification 418 CT670 Operator Qualification 1114 RMA Group Evcr Prokct Matters I ..rmaromoanies.com LOT LOT LOT LOT EA CITY OF SANTA ANA I PUBLIC WORKS GEOTECHNICAL ENGINEERING SERVICES I 25B-134 JULY 12.201RI1R-1052-P Page Tests - ASTM D6927 Marshal Stability and Flow EA $360.00 ASTM D6926 Lab Max Density Marshall --- ASTM D6307 Asphalt Content by Ignition EA $205.00 ASTM D5444 Gradation of Extracted Agg EA 5220.00 RMA Group EsvrvProirrtMatters w .rmammoonies.tom CITY OF SANTA ANA I PUBLIC WORKS GEOTECHNICAL ENGINEERING SERVICES I Page 7 25B135 JULY 12.2018 118-1052-P CT670 Operator Qualification #14 EA $660.00 CT643 Resistivity and pH EA $105.00 CT550 Surface Abrasion of Concrete CT534 Water Retention, Liq Curing Cmpnd EA EA $440.00 $470.00 CT531 Length of Drilled Concrete Cores EA $50.00 CT524 RSC Flexural Strength, Beam CT523 Concrete Flexural Strength, Beam EA EA $95.00 $95.00 CT521 Concrete Cyl Compressive Strength EA $30.00 CT521 Compressive Strength LCB EA $30.00 CT 52-1-08C Slip Test EA $165.00 CT515 Relative Mortar Strength, PCC Sand EA $660.00 CT422 Chloride Content EA $90.00 CT417 Soluble Sulfates EA $105.00 CT382 ignition Oven Correction Factor EA $330.00 CT382 Asphalt Content by Ignition CT379 Asohalt Content Nurlanr ruaaa EA -. $205.00 ---- -- Tests - ASTM D6927 Marshal Stability and Flow EA $360.00 ASTM D6926 Lab Max Density Marshall --- ASTM D6307 Asphalt Content by Ignition EA $205.00 ASTM D5444 Gradation of Extracted Agg EA 5220.00 RMA Group EsvrvProirrtMatters w .rmammoonies.tom CITY OF SANTA ANA I PUBLIC WORKS GEOTECHNICAL ENGINEERING SERVICES I Page 7 25B135 JULY 12.2018 118-1052-P AASHTO T308 Asphalt Content AASHTO T283 Tensile Strength Ratio - RHMA EA $1,210.00 AASHTO T283 Tensile Strength Ratio EA $1,210.00 ASTM D4125 Asphalt Content Nuclear Guuge FA $275.00 ASTM D3910 Wet Track Abrasion EA $165.00 ASTM D2726 Core Density (550) EA $50.00 ASTM D244 Emulsion Sieve Analysis EA $130.00 ASTM D244 Emulsion Residue Evaporation EA $195.00 ASTM D2172 Asphalt Content by Solvents EA $305.00 ASTM D2041 Maximum Theoretical Density EA $215.00 ASTM D1561 LTMD Kneading Compactor EA $290.00 ASTM D1560 Hveem Stability and Density EA $360.00 ASTM D1560 Hveem Stability EA $250.00 ASTM D1188 Core Density Parafilm Coated EA $55.00 AASHTO T324 Hamburg Wheel Tracking Test EA $990.00 AASHTO T324 Hamburg Wheel Tracking -RHMA EA $990.00 AASHTO T312IT275 LTMD Gyratory Compactor EA $360.00 AASHTO T312/T275 LTMD Gyratory Comp: RHMA EA $360.00 AASHTO T308 Asphalt Content AASHTO T283 Tensile Strength Ratio - RHMA EA $1,210.00 AASHTO T283 Tensile Strength Ratio EA $1,210.00 AASHTO T275 Core Denisty Paraffin Coated EA $55.00 AASHTO T209 Theoretical Maximum Density EA $215.00 Laboratory Tests -Aggregates EA $275.00 Product Name Units Rate ($) EA ASTM C88 Soundness ASTM C142 Clay Lumps & Friable Particles EA $210.00 ASTM C136 Sieve Analysis, Fine Agg EA $165.00 ASTM C136 Sieve Analysis, Combined Agg EA $195.00 ASTM C136 Sieve Analysis, Coarse Agg EA $165.00 ASTM C131 Abrasion, Los Angeles Rattler EA $275.00 EA ASTM C123 Percent Lightweight Particles EA $220.00 ASTM C117 Materials Finer than No. 200 EA $110.00 AASHTO T96 Abrasion, Los Angeles Rattler EA $275.00 AASHTO T85 Specific Gravity, Coarse Agg EA $165.00 AASHTO T84 Specific Gravity, Fine Agg EA $195.00 AASHTO T335 Percent Fractured Particles EA $165.00 AASHTO T304 Angularity & Voids in Fines EA $185.00 AASHTO T27 Sieve Analysis, Fine Agg EA $165.00 AASHTO T27 Sieve Analysis, Combined Agg EA $195.00 AASHTO T27 Sieve Analysis, Coarse Agg EA $150.00 AASHTO T176 Sand Equivalent EA $135.00 VOC Meter Ultrasonic Test Unit and Consumables Torque Wrench Stationary Laboratory Trailer & Testing Equipment RMA Group CITY OF SANTA ANA IPUBLIC Every/'rol[[1Mattersw ..rmac�onies.wm 258-136 DAY DAY MO WORKS GEOTECHNICAL ENGINEERING SERVICES I JULY 12.2019 1 19-1OS2-P Page 9 RMA Group Eve"Praiccr Matters www.rmacomonNes.mm JULY CITY OF SANTA AN � PUaL JpLORKS GEOTECHNICAL ENGINEERING SER1ICES I Page Skidmore DAY $50.00 Set of Aerial Photographs HR Quote Schmidt Hammer DAY $50.00 Rotary Wash Drill Rig with Operator HR $550.00 Proof Load Testing Equipment DAY $100.00 Portable Drilling Equipment w/ Operator HR $450.00 Portable Drilling Equipment HR $450.00 Per Diem DAY $100.00 Nuclear Density Test Gauge DAY $25.00 Mobile Laboratory Trailer Mobil! ion EA $500.00 Mobile Laboratory Trailer & Testing Equipment DAY $500.00 Misc Sub Consultant HR Quote Misc Permits LS quote Mini Environmental Quality Meter DAY $300.00 Mileage r..,.. A. 6 r �..__.._. MILE Quote RMA Group Eve"Praiccr Matters www.rmacomonNes.mm JULY CITY OF SANTA AN � PUaL JpLORKS GEOTECHNICAL ENGINEERING SER1ICES I Page GENERALCHARGES • RMA Group requires twenty-four(24) hour prior notification for scheduling inspectors and/or technicians. • Inspection charges start at the scheduled show up time at the job site. All inspection hours will be billed in the following increments: • There will be a Minimum two (2) hour charge for any RMA Group employee presence on site. • Any time less than four (4) hours of work will be billed as four (4) hours. • Four (4) to eight (8) hours will be billed as eight (8) hours. • When personnel are required to work in excess of 5 hours without an uninterrupted meal period of 30 minutes, due to project constraints, K hour will be charged at double time rates in addition to any applicable hours worked. • Rates are valid through June 30, 2019. Rates for personnel will increase by 3% per year on July 1st of each subsequent year. • Administrative/clerical support will be charged at 5% of the monthly direct charges. • Certified Payroll Reports will be prepared upon request. There will be a $75.00 charge for each certified payroll report. • Outside services will be billed at cost plus 15% unless billed directly to and paid for by Client. • Requests made by client for management attendance at meetings at the project site will be charged at standard rate. OVERTIME CHARGES • Work performed in excess of 8 hours per day and / or up to eight (8) hours on Saturdays will be billed at 1.5 times the unit rate. • Work performed on Sunday, recognized holidays, or in excess of eight (8) hours on Saturdays will be billed at 2.0 times the unit rate. • A 20% surcharge will be applied for laboratory tests performed an a Saturday or Sunday. PER DIEM AND TRAVEL CHARGES • An $85.00 charge per day will be applied when our personnel are required to stay overnight at remote locations. • Time will be billed at the unit rate while traveling to a remote location or if a location requires an overnight stay Mileage for travel outside a 50 mile radius from either the project site or the nearest RMA facility whichever is closest, will be charged at a rate of $0.55 per mile. NIGHT WORK • A $10.00 per hour surcharge will be added to all personnel rates for work performed during night shifts. WRMA Group EvervProiett Matters w .rmvtomoonles.com CITY OF SANTA ANA I PUBLIC WORKS GEOTECHNICAL ENGINEERING SERVICESI Page 10 25B-138 JULY 12.2018119-1052-P AGREEMENT TO PROVIDE ON-CALL GEOTECHNICAL ENGINEERING SERVICES THIS AGREEMENT is made and entered into on this 20th day of November, 2018 by and between SCST, Inc., a California corporation ("Consultant"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("City"). RECITALS A. On June 14, 2018, the City issued Request for Proposal No. 18-045 ("RFP") by which it sought consultants to provide on-call geotechnical services for the City's Public Works Agency. B. Consultant submitted a responsive proposal that was among those selected by the City. Consultant represents that it is able and willing to provide the services described in the scope of work that was included in RFP No. 18-045. C. In undertaking the performance of this Agreement, Consultant represents that it is knowledgeable in its field and that any services performed by Consultant under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. SCOPE OF SERVICES On an on-call basis, and at the sole discretion of the City, Consultant shall perform the geotechnical services described in the scope of work that was included in RFP No. 18-045 and as more specifically delineated in Consultant's proposal, which is attached as Exhibit A and incorporated in full. 2. COMPENSATION a. City neither warrants nor guarantees any minimum or maximum compensation to Consultant under this Agreement. Consultant shall be paid only for actual services performed under this Agreement at the rates and charges identified in Consultant's Cost Proposal attached as Exhibit B. Consultant is one of three consultants selected to provide geotechnical engineering services on an on-call basis under RFP No. 18-045. The total compensation for services provided by all consultants selected under RFP No. - 18-045 shall not -exceed a total combined aggregate amount of $600,000 during the term of the Agreement, including any extension periods. Page 1 of 8 Exhibit 4 25B-139 b. Payment by City shall be made within forty-five (45) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. 3. TERM This Agreement shall commence on the date first written above and terminate on November 19, 2021, unless terminated earlier in accordance with Section 16 below. The term of this Agreement may be extended for one--2-year period upon a writing executed by the City Manager and the City Attorney. 4. PREVAILING WAGES Consultant is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 16000, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on "public works" and "maintenance" projects. If the services being performed are part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and the total compensation is $1,000 or more, Consultant agrees to fully comply with such Prevailing Wage Laws. Consultant shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. 5. INDEPENDENT CONTRACTOR Consultant shall, during the entire term of .this Agreement, be construed to be an independent contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer-employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Consultant performs the services which are the subject matter of this Agreement; however, the services to be provided by Consultant shall be provided in a manner consistent with all applicable standards and regulations governing such services. Consultant shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 6. OWNERSHIP OF MATERIALS This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Consultant under this Agreement ("Documents & Data"). Consultant shall require all subcontractors to agree in writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subcontractor prepares under this Agreement. Page 2 of 8 25B-140 Consultant represents and warrants that Consultant has the legal right to license any and all Documents & Data. Consultant makes no such representation and warranty in regard to Documents & Data which were provided to Consultant by the City. City shall not be limited in any way in its use of the Documents and Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City's sole risk. 7. INSURANCE Prior to undertaking performance of work under this Agreement, Consultant shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a. Commercial General Liability Insurance. Consultant shall maintain commercial general liability insurance naming the City, its officers, employees, agents, volunteers and representatives as additional insured(s) and shall include, but not be limited to protection against claims arising from bodily and personal injury, including death resulting therefrom and damage to property, resulting from any act or occurrence arising out of Consultant's operations in the performance of this Agreement, including, without limitation, acts involving vehicles. The amounts of insurance shall be not less than the following: single limit coverage applying to bodily and personal injury, including death resulting therefrom, and property damage, in the total amount of $1,000,000 per occurrence, with $2,000,000 in the aggregate. Such insurance shall (a) name the City, its officers, employees, agents, and representatives as additional insured(s); (b) be primary and not contributory with respect to insurance or self-insurance programs maintained by the City; and (c) contain standard separation of insureds provisions. b. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $1,000,000 per occurrence. Such insurance shall include coverage for owned, hired and non -owned automobiles. C. Worker's Compensation Insurance. In accordance with the provisions of Section 3700 of the Labor Code, Consultant, if Consultant has any employees, is required to be insured against liability for worker's compensation or to undertake self- insurance. Prior to commencing the performance of the work under this Agreement, Consultant agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. d. If Consultant is or employs a licensed professional such as an architect or engineer: Professional liability (errors and omissions) insurance, with a combined single limit of not less than $1,000,000 per claim with $2,000,000 in the aggregate. C. The following requirements apply to the insurance to be provided by Consultant pursuant to this section: i. Consultant shall maintain all insurance required above in full force and effect for the entire period covered by this Agreement. ii. Certificates of insurance shall be furnished to the City upon execution of this Agreement and shall be approved by the City. iii. Certificates and policies shall state that the policies shall not be canceled or reduced in coverage or changed in any other material aspect without thirty Page 3 of 8 25B-141 (30) days prior written notice to the City. iv. Where the amounts or coverage provided by the certificates of insurance provides coverage greater than those listed by this Agreement, the amounts provided by the certificates of insurance shall be incorporated by reference into the Agreement. V. Consultant shall supply City with a fully executed additional insured endorsement. f. If Consultant fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the City with required proof that insurance has been procured and is in force and paid for, the City shall have the right, at the City's election, to forthwith terminate this Agreement. Such termination shall not affect Consultant's right to be paid for its time and materials expended prior to notification of termination. Consultant waives the right to receive compensation and agrees to indemnify the City for any work performed prior to approval of insurance by the City. 8. INDEMNIFICATION Consultant agrees to defend, and shall indemnify and hold harmless the City, its officers, agents, employees, contractors, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the negligent operations of the Consultant, its subcontractors, agents, employees, or other persons acting on its behalf which relates to the services described in section 1 of this Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution, judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement. This indemnity and hold harmless agreement applies to all claims for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this Section or by reason of the terms of, or effects, arising from this Agreement. The Consultant further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. Notwithstanding the foregoing, to the extent Consultant's services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant. 9. INTELLECTUAL PROPERTY INDEMNIFICATION Consultant shall defend and indemnify the City, its officers, agents, representatives, and employees against any and all liability, including costs, for infringement of any United States' letters patent, trademark, or copyright infringement, including costs, contained in the work product or documents provided by Consultant to the City pursuant to this Agreement. Page 4 of 8 25B-142 10. RECORDS Consultant shall keep records and invoices in connection with the work to be performed under this Agreement. Consultant shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any services, expenditures, and disbursements charged to the City for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Consultant under this Agreement. All such records and invoices shall be clearly identifiable. Consultant shall allow a representative of the City to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement during regular business hours. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to this Agreement for a period of three (3) years from the date of final payment to Consultant under this Agreement. 11. CONFIDENTIALITY If Consultant receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Consultant agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. "Confidential Information' shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is, through no fault of the Consultant disclosed in a publicly available source; (c) is in rightful possession of the Consultant without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Consultant without reference to information disclosed by the City. 12. CONFLICT OF INTEREST CLAUSE Consultant covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 13. NON-DISCRIMINATION Consultant shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities or in connection with any activities under this Agreement. Consultant affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. Page 5 of 8 25B-143 This Agreement represents the complete and exclusive statement between the City and Consultant, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Consultant. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Consultant or the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which is not embodied herein. 15. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Consultant, Consultant may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other consultants retained by City. 16. TERNIINATION This Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such event, Consultant shall be entitled to receive and the City shall pay Consultant compensation for all services performed by Consultant prior to receipt of such notice of termination, subject to the following conditions: a. As a condition of such payment, the Executive Director may require Consultant to deliver to the City all work product(s) completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Consultant consents to the City's use thereof for such purposes as the City deems appropriate. b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 17. WAIVER No waiver of breach, failure of any condition, or any right or remedy contained in or granted by the provisions of this Agreement shall be effective unless it is in writing and signed by the party waiving the breach, failure, right or remedy. No waiver of any breach, failure or right, or remedy shall be deemed a waiver of any other breach, failure, right or remedy, whether or not similar, nor shall any waiver constitute a continuing waiver unless the writing so specifies. Page 6 of 8 25B-144 18. JURISDICTION - VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 19. PROFESSIONAL LICENSES Consultant shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. Consultant shall notify the City immediately and in writing of its inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 20. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by fax or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 Fax: 714- 647-6956 With courtesy copies to: Executive Director Public Works Agency City of Santa Ana 20 Civic Center Plaza (M-21) P.O. Box 1988 Santa Ana, CA 92702 Fax 714-647-5635: To Consultant: SCST, Inc. Attn: Neal Clements, CEO 1600 Dove St., Ste 400 Newport Beach, CA 92660 25B-145 Page 7 of 8 A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by fax, communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 21. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. b. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year fust above written. ATTEST: Maria D. Huizar Clerk of the Council APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney By: W� 7�'. -f�L John M. Punk Assistant City Attorney FOR APPROVAL: Fuad S. Sweiss, PE, PLS Executive Director Public Works Agency CITY OF SANTA ANA Raul Godinez II City Manager CONSULTANT: By: Title: 25B-146 Page 8 of 8 EXHIBIT A SCOPE OF SERVICES 25B-147 A\ tMAYM REQUEST FOR PROPOSALS (RFP NO. 18-045) GEOTECHNICAL ENGINEERING SERVICES SCST ProposalNo: 18-0308 s!-=-Y7w-:Z �JAME-T- J1, it',Ftj,p �wk � h DESIGNED 1NIT.HIN BUILT ON �j � ; t tc a Sfi�*� j t . am= I i �P Submitted To: CITY OF SANTA ANA Armando Fernandez PublicWorks Agency 20 Civic Center Plaza, • Floor Reception,Ross Annex INN 00 TABLE OF CONTENTS 1. STATEMENT OF QUALIFICATIONS a. Cover Letter b. Contract Agreement Statement c. Firm and Team Experience d. Understanding of Need e. Relevant Project Experience f. References 2. SCOPE OF SERVICES AND SCHEDULE 3. FEE PROPOSAL e in Separate Sealed Envelope 4. FORMS City of Santa Ana RFP No. 18-045, Geotechnical Engineenng Services 2513-149 _ 1 49 SCST Proposal No. 18-0308 ` Rim IN0 1. STATEMENT OF QUALIFICATIONS a. Cover Letter July 12, 2018 City of Santa Ana Attn: Armando Fernandez Public Works Agency 20 Civic Center Plaza, 3rd Floor Reception, Ross Annex Santa Ana, CA 92701 SUBJECT: Dear Mr. Fernandez, SCST, Inc. is pleased to submit our proposal to provide Geotechnical Engineering Services. SCST has been providing geotechnical engineering, and inspection and testing services since 1959. We are a Disabled Veteran Business Enterprise (DVBE) certified through the state of California, and a Service -Disabled Veteran -Owned Small Business (SDVOSB) certified through the Department of Veterans Affairs CVE. Company -wide, we employ over 200 staff members, including licensed geotechnical and professional engineers, engineering geologists, environmental engineers, certified inspectors and testing technicians, and the appropriate support personnel. To save our clients time and money, the majority of our inspectors and technicians are multi - carded by various local and national agencies, including the International Code Council (ICC), American Welding Society (AWS), and American Concrete Institute (ACI), to minimize the assignment of multiple field staff. With the resources of over 60 multi -certified technicians and inspectors in southern California who are SCST fully benefited employees, we have the resources that allow our senior management team to make a commitment to the City that the personnel listed will be available for the duration of the project. SCST's point of contact for this contract will be Isaac Chun, PE, GE. He will serve as SCST's project manager, and is the person responsible in regards to the required services and contractual matters. Isaac can be contacted at ichun@scst.com or via cell phone at 909.957.3448. Our four owned and operated southern California laboratories, including our Pico Rivera laboratory, are certified by the cities of Los Angeles and San Diego, and various regulatory agencies including the AASHTO Material Reference Laboratory (AMRL), Caltrans, Cement and Concrete Reference Laboratory (CCRL), and the US Army Corps of Engineers. Our Newport Beach office is located 8 miles from the City of Santa Ana's offices. SCST has worked on all types of municipal projects, including streets, bridges, highways, pipelines, sewers, storm drains, parks, libraries, and other municipal buildings. We have worked for over 25 municipalities in southern California providing geotechnical engineering and materials testing and inspection services on an on-call basis. SCST will deliver a commitment to the City and a focus on communication, cost, schedule, quality, and safety. We understand the importance of utilizing highly -skilled and efficient technicians and inspectors, who are familiar with the workings of municipal agencies, who know the processes and procedures of on-call and public works projects, and who have the ability to integrate seamlessly into a client's established organizational structure and methods. Our team is able to apply our combined experience with municipal and other public agencies to present the City with a capable and cohesive team who will provide the high level of service the City is accustom to receiving. City of Santa Ana RFP No. 18-045, Geotechnical Engineering Services 25B-1 � 5 _ 1 50 SCST Proposal No. 18-0308 ` Elm ®0 1. STATEMENT OF (QUALIFICATIONS a. Cover Letter SCST'S STRENGTHS AND BENEFITS + The formation of partnerships with numerous city and county agencies based on trust, communication, and our commitment to providing the highest level of service for the best value. + Consistently provide exceptional client service with responsiveness to our clients needs, and have demonstrated an ability to provide the support necessary to ensure projects are delivered successfully. + Has 58 years of knowledge of and experience in the southern California area, giving us the unique ability to understand the conditions and restrictions in the City and surrounding areas, which will aid in the resolution of any issues encountered during construction, and the successful execution of your projects. + Dedication to providing the highest quality services demonstrated by our references. + Our field inspectors are full-time SCST employees and not contract employees. SCST has viewed the questions on the Planetbids website and we acknowledge receipt of Addendum One dated June 28, 2018. FINANCIAL CAPACITY Having been in business since 1959, SCST has proven it's financial strength by surviving several recessions. Our work distribution for the last completed fiscal accounting period is: Government cost -reimbursement type prime contracts and subcontracts $8,492,151 Government fixed-price prime contracts and subcontracts $101,130 Commercial contracts $10,237,007 TOTAL SALES $18,830,288 Total Sales for first and second fiscal years immediately preceding last completed fiscal year: Total Sales for First Preceding Fiscal Year $13,841,930 Total Sales for Second Preceding Fiscal Year $12,231,842 Additional financial information will be available to the City if awarded this contract. As SCST's Owner and CEO, I am the representative authorized to bind the firm contractually. SCST appreciates this opportunity to provide our professional services to the City of Santa Ana. We have considerable experience in successfully providing these services and we are confident thatwe can provide them in a timely and cost effective manner. Should you have any questions or require additional information, you can contact our Client Services Manager, Tiffany Sikora, who is a resident of the City of Santa Ana. Tiffany can be reached at 714.305.9476 or via email at tsikora@scst.com. Respectfully submitted, SCST. Inc. v�N Neal W. Clements, PE Owner/CEO Ti ny I a Client ices Manager City of Santa Ana RFP No. 18-045, Geotechnical Engineering Services 25B-1 5 ✓ _ 151 SCST Proposal No. 18-0308 ` ME 0© 1. STATEMENT OF QUALIFICATIONS Contract Agreement Statement SCST has no concerns regarding the Agreement attached as Attachment 2 in the Request for Proposals for this contract. City of Santa Ana RFP No. 18-045. Geotechnical Engineering Services 25B-1 52 SCST Proposal No. 18-0308 HE mi© 1. STATEMENT OF QUALIFICATIONS c. Firm and Team Experience SCST has 58 years of experience providing materials testing, geotechnical services, and core sample services. Projects have included roads, bridges, sidewalks, pipelines, drainage systems, storm water, parks, libraries, community centers, and other public facilities. We have successfully completed on-call and as -needed contracts on time and within budget for numerous municipal and public agencies, as well as private clients. SCST provided materials testing and special inspection services for the Santa Ana Federal Building Facade in the City of Santa Ana. Additional projects in Orange County in the past five years have included: City of Costa Mesa Fairview Park Relief Storm Drain Improvements City of Costa Mesa Arlington Drive Bioswale and Dry Weather Diversion Project Mesa Water District Finished Water Quality Polishing System, Costa Mesa SCE Luis Substation, Anaheim Platinum Gateway Apartments, Anaheim City of Anaheim Angel Stadium Standing Room Only Project City of Anaheim Tustin Avenue and La Palma Avenue Widening and Intersection Improvements SCE Las Lomas Substation, Irvine ;The Alton Apartments, Irvine SCE Wade Substation, Huntington Beach State of California Crystal Cove State Park Improvements, Laguna Beach Mesa Water District Finished Water Quality Polishing System, Costa Mesa Fullerton Municipal Airport Terminal Expansion, Fullerton SDG&E San Clemente Orange County Corporate Office Pallet Racking System, San Clemente Trabuco Canyon Bridge, Lake Forest SCE Atwood Substation, Yorba Linda P-229 Weapons Surveillance and Test Laboratory and Calibration Laboratory Project, Naval Weapons Station, Seal Beach P-241 Missile Magazines, Naval Weapons Station, Seal Beach Additional projects in Los Angeles County in the past five years have included: City of West Hollywood Melrose Avenue Complete Street Project City of Los Angeles Highland Park Junior Arts Center City of Los Angeles LAG Primary Effluent Equalization Storage City of La Mirada Measure I Phase 3 Street Rehabilitation SDG&E San Clemente Orange County Corporate Office Pallet Racking System, San CI_emente Trabuco Canyon Bridge, Lake Forest SCE Atwood Substation, Yorba Linda P-229 Weapons Surveillance and Test Laboratory and Calibration Laboratory Project, Naval Weapons Station, Seal Beach P-241 Missile Magazines, Naval Weapons Station, Seal Beach City of Santa Ana RFP No. 18-045, Geotechnical Engineering Sennces 25B-1 5 ✓ _ 153 SCST Proposal No. 18-0308 ` Rim M® 1. STATEMENT OF QUALIFICATIONS c. Firm and Team Experience This organizational chart depicts the availability of our team's management, supervisory, field and technical staff for this contract. All of SCST's listed employees are full-time SCST employees, the majority of which are cross - trained and multi -credentialed to save the City time and money. Resumes of key personnel are marked with an asterisk (') and are included on the following pages. Resumes of additional personnel are available upon request. E Z ami Oct F- Z (G)LL CU OM V ~ .0 UL a w of IL t a 0 a LU Li L a rn om o. m N 2 N .o N � rp R U m d Q W W * w v iL a w(7 F LU(9 aow L aIL - w w uj m ya0. a) d a) (L N >~ e d m c W ` ) IMt c a o w m 0 o mctc c�u0) mdM�o acic°aOo�N U o ow Y m mw E 3r ctj )i(� mcr c� ww OrnV ° and o 0omamx° 0)RIxNmd`ma MW �� S 0) O c cZ� ac) U) v_1�0L m y.£� ' mNCn cQc 4) Orn U r U c cn F. w c a� o 0 n iL a`) o M a) 0 N a 0 m w =C N a) N ' v m N W O) r- �. C m al m a) C d WY .N > C al O N Z a- in co =0 '.2 00 m ✓ 0-s a s0 c U N C N N N f0 U) O c a' r J F mM M-0 G m m U m y Q Iq J J m C Y M 7_Na)j,N d ;� rp E w m 0 N O 7 0 0) O E N ° 3 0 �" o��z'aao=m7 a) L Y C v Z ayF� �� a 0 Z,w«P 0 m `• N m m C m mO m` cc '7 a w m' ❑' 0 0 fn M fn � F0.0 -.) — m 0 a a) .2 a r m _ 11 0 C m 0 d N M N FC ' N !6 O o 0) C p O Q O m 0 C 7 n` 0 rp p C 0 3 0`0 w mmCO023 rn o V yy �C7y Qo�almU>o)m (� LU > t EU 'Or"n�'�UM) M m mY mQ F m a u 2 Cityof Santa Ana RFP No. 1M45, Geotechnical Engineering Services 25B-1 � 5 _ 1 54 SCST Proposal No. 18-0308 ` Rim o© 1. STATEMENT OF QUALIFICATIONS c. Firm and Team Experience EDUCATION + California State Polytechnic University, BS, Civil Engineering ILICENSES & CERTIFICATIONS + State of California Professional Engineer #59431 + State of California Geotechnical Engineer #2649 i P i ` MEMBERSHIPS & ASSOCIATIONS + American Society of Civil Engineers (ASCE) ,' (r• i' ! Pn�. + International Code Council (]CC) A __._l EXPERIENCE & RESPONSIBILITIES Isaac has over 20 years of experience in the geotechnical, and testing and inspection industry. His experience includes geotechnical engineering for site characterization, suitability and design; and' managing special inspection and materials testing during construction and post -construction. He has experience as an engineering manager and project manager responsible for oversight and administration of all technical services including supervision of all technical staff, special inspections, and technicians.' Isaac's areas of expertise include seismic design analysis, ground improvement, stabilization, hazard mitigation and remediation, performance analysis, soil percolation studies, and pavement structural sections. He is proficient with AutoCAD, GStabl, All -Pile, Cliq, and SPT Liquefaction analysis. Isaac's duties include review of construction plans and specifications,' attending jobsite meetings, preparation of engineering reports and proposals, and reviewing and reporting test results. +Santa Ana Unified School District Sierra Intermediate School, Santa Ana, CA: Project manager during a geotechnical investigation as well as testing and inspection services for the construction of a two-story classroom building. The project consisted of classrooms, covered walkways, restrooms, sitework, and parking upgrades. +City of Anaheim Angel Stadium Standing Room Only Project, Anaheim, CA: Project manager during a geotechnical investigation for the proposed construction of the Standing Room Only area which will be able to support over 500 occupants. The project will consist of removing the existing pre -cast seating in right field. Other work will include installing new structural slabs for the Standing Room Only area, which will consist of a lower, middle, and upper plaza with concessions stands, walkway ramps and stairways. + City of Anaheim Public Utilities On -Call Contract, Anaheim, CA: Project manager during materials testing and special inspection services for various projects including the Clair Substation, the Hannum Substation 113 Transformer Replacement, CNG Fueling Station Upgrade, Pressure Regulating Station No. 10, and Lakeview Orangethorpe 12kV Relocation Projects. + City of Anaheim Public Works Annual Contract, Anaheim, CA: Project manager during testing and inspection services for various projects including improvements at Tustin and La Palma Avenues, Imperial Highway, Lincoln Avenue, Stoddard Park, and West Anaheim Bike Trail, as well as citywide street rehabilitation and improvements. + City of Garden Grove Twintree Lane and Haster Street Sewer Improvements, Garden Grove, CA: Project manager during a geotechnical investigation for the design of sewer line improvements, including installation of 4,161 feet of 8, 10, and 15 -inch Vitrified Clay Pipe (VCP) sewer mainline; 40 feet of 8 and 16 - inch PVC -900 sewer line; installation of 120 feet of 16 - inch PVC waterlines; and installation of 16 manholes. The project also included demolition of various manholes, removal and abandonment of existing sewer lines, and reconstruction and reconnecting of 60 sewer house connections. City of Santa Ana RFP No. 1&045, Geotechnical Engineering Services 25B-1 � 5 _ 1 55 SCST Proposal No. 18-0308 ` 1. STATEMENT OF QUALIFICATIONS c. Firm and Team Experience EDUCATION + University of Texas, PhD, Geotechnical Engineering + Shiraz University, Shiraz, Iran, MS, Civil Engineering - Geotechnical + University of Mazandaran, Babol, Iran, BS, Civil Engineering LICENSES & CERTIFICATIONS + State of California Professional Engineer #87885 + Nuclear Gauge Operator Certification MEMBERSHIPS & ASSOCIATIONS + American Society of Civil Engineers (ASCE) Geo -Institute EXPERIENCE & RESPONSIBILITIES Reza obtained a doctorate in geotechnical engineering specialized in pavement engineering. Reza published his dissertation work in sustainable recycled asphalt mix designs. His three years of industry experience includes subsurface explorations and logging, in- situ field plate load testing to assess high speed rail embankment construction, pavement and airfield assessment mapping and analysis for repair, field observation and assessment during deep mixed foundations, micropile foundations, drilled pier and soil nail and tieback shored excavations, excavation performance monitoring, assignment and review of laboratory testing programs, load testing of soil nails and anchors, and sampling of construction materials, sand, grout, and shotcrete facing for quality control. Reza is proficient in the preparation of Caltrans geotechnical design and foundation reports, and liquefaction assessment through in-situ tests of SPT, CPT, DMT, and VST, as well as numerical modeling and analytical design of geotechnical problems including shallow and deep foundations, bridge piers, retaining walls, MSE walls, reinforced slopes, deep excavations, braced cuts, sheet piles, buried pipelines, pavements, tunnels, earthen dams, levees, bluffs, and embankments. PROJECT EXPERIENCE + City of West Hollywood Melrose Avenue Complete Street Project, CA: Project manager during a geotechnical investigation for the proposed construction of a complete street along Melrose Avenue as part of the West Hollywood Design District Master Plan. The project will the reconfiguration of the Melrose Avenue and San Vicente Boulevard intersection to shorten crossing distances and improve traffic signal operations, and the reconfiguration of the Melrose Avenue and La Cienega Boulevard to include dual left turn lanes. Other features will include construction of widened sidewalks, sidewalk bulb -out curb extensions with directional pedestrian access ramps at crosswalks, roadway paving with sharrow bicycle route markings, and drought tolerant groundcover. Storm water features including infiltration basins and pervious gutters in compliance with NPDES/MS 4 permit will be incorporated. + LA Metro 1-605 and SR -91 Interchange Project, Santa Fe Springs, CA: Senior engineer during a geotechnical investigation for the Project Approval and Environmental Documentation (PA/ED) phase of the proposed $120 million project. The improvements will include additional freeway mainline capacity leading to westbound SR -91 connector ramp to the northbound and southbound 1-605, improvements to freeway westbound entrance and exit ramps on SR - 91, and operational improvements for the northbound 1-605 at Alondra Boulevard off -ramp. Associated improvements are also anticipated on the arterial streets in the vicinity of the freeway ramp intersections. + City of Carlsbad As -Needed Services Contract, Carlsbad, CA: Senior engineer during testing and inspection services for various projects including the EI Camino Road Widening project and pavement overlay projects. + City of South Pasadena FY 16-17 Street Improvements, South Pasadena, CA: Senior engineer during a geotechnical investigation for the rehabilitation of existing roadway segments at Monterey Road and EI Centro Street. City of Santa Ana RFP No. 18-045, Geotechnical Engineering Services 25B-1 � 5 _ 1 56 SCST Proposal No. 1&0308 ` INN BID 1. STATEMENT OF QUALIFICATIONS c. Firm and Team Experience EDUCATION + University of Arizona, BS, Geological Engineering j LICENSES & CERTIFICATIONS + State of California Geotechnical Engineer #2767 + State of California Professional Engineer #64301 + Nuclear Gauge Operator Certification r MEMBERSHIPS & ASSOCIATIONS + American Society of Civil Engineers (ASCE) + Society of American Military Engineers (SAME) +American Public Works Association (APWA) EXPERIENCE & RESPONSIBILITIES Emil has 20 years of experience providing geotechnical observation and testing services for a wide range of educational projects. He provides oversight and i management of geotechnical and material testing inspection teams during design and construction, projects. His duties include the oversight of geotechnical and forensic evaluations including the. review of field exploratory data to interpret subsurface geologic conditions, geotechnical calculations, review of temporary shoring systems, and the review of, geotechnical reports and distress surveys of slopes, excavations, buildings, pavements, retaining walls and other improvements. During construction, he reviews earthwork compliance, manages special inspection and testing contracts, and provides SCST with quality reviews and technical advice. Emil's duties will consist of aiding in project management duties, including review of construction plans and specifications, attending jobsite meetings, preparation of engineering' reports and proposals, and reviewing and reporting test results. PROJECT EXPERIENCE +Arlington Drive Bioswale and Dry Weather Diversion Project, Costa Mesa, CA: Technical advisor during a geotechnical investigation for the removal of 70,000 SF of asphalt, and the design and construction of a landscaped linear park with a vegetated bioswale, which will be approximately 2,500 linear feet, and decomposed granite multipurpose bike/walking trail, which will be approximately one mile long. The removal of the asphalt will also result in the loss of on -street parking, so the project will also include a street parking study and proposed street parking layouts. The project is funded in part through the Orange County Transportation Authority Measure M2 Environmental Cleanup Tier 2 Grant Program. + LA Metro 1-605 and SR -91 Interchange Project, Santa Fe Springs, CA: Project manager during a geotechnical investigation for the Project Approval and Environmental Documentation (PALED) phase of the proposed $120 million project. The improvements will include additional freeway mainline capacity leading to westbound SR -91 connector ramp to the northbound and southbound 1-605, improvements to freeway westbound entrance and exit ramps on SR - 91, and operational improvements for the northbound 1-605 at Alondra Boulevard off -ramp. Associated improvements are also anticipated on the arterial streets in the vicinity of the freeway ramp intersections. + City of Carlsbad As -Needed Services Contract, Carlsbad, CA: Project manager during geotechnical investigations for pavement overlay projects, replacement of the Simsbury Pipeline, and slope distress on Old Rancho Santa Fe Road. Projects including testing and inspection services included the widening of EI Camino Real, Poinsettia Lift Station Standby Pump Station, construction of the Tri - Agencies Transmission Pipelines Reach 2 Phase 1, and AC conformance testing. + City of National City On -Call Geotechnical, Soils, and Materials Testing Services, National City, CA: Principal engineer during testing and inspection services widening of Plaza Boulevard and North Avenue and upgrades at EI Toyon and Kimball Parks, as well as geotechnical investigations for improvements on 14th Street and Harding Avenue and for the second phase of widening on Plaza Boulevard. City of Santa Ana RFP No. 1M45, Geotechnical Engineering SenAces 25B-1 5 _ 1 57 SCST Proposal No. 1&0308 ` ME ®u 1. STATEMENT OF QUALIFICATIONS c. Firm and Team Experience EDUCATION + Brigham Young University, BS, Civil Engineering LICENSES & CERTIFICATIONS + State of California Professional Engineer #50057 + State of Arizona Professional Engineer #60560 + State of Nevada Professional Engineer #023310 +American Concrete Institute (ACI) Certification Program Examiner + NPDES Regulations and Best Management Practices for the Construction Industry MEMBERSHIPS & ASSOCIATIONS + American Society of Civil Engineers (ASCE) EXPERIENCE & RESPONSIBILITIES Tom is a registered professional engineer with over 25 years of experience. He has extensive experience in geotechnical consulting, and materials testing and special inspection services for public and private schools, public infrastructure including bridges, roads, storm drains, water and sewer systems, military projects, and residential developments. Tom manages these projects on strict budget constraints and careful consideration for accurate invoicing. Tom's duties include project management, review of construction plans and specifications, attending jobsite meetings, selection and supervision of project staff, overseeing implementation of Quality Assurance programs, and reviewing test results. PROJECT EXPERIENCE + LA Metro 1-605 and SR -91 Interchange Project, Santa Fe Springs, CA: Principal engineer during a geotechnical investigation for the Project Approval and Environmental Documentation (PA/ED) phase of the proposed $120 million project. The improvements will include additional freeway mainline capacity leading to westbound SR -91 connector ramp to the northbound and southbound 1-605, improvements to freeway westbound entrance and exit ramps on SR - 91, and operational improvements for the northbound 1-605 at Alondra Boulevard off -ramp. Associated improvements are also anticipated on the arterial streets in the vicinity of the freeway ramp intersections. + 1-10 at Jefferson Street Interchange (Local Federal Aid Project No. STPLN-5956(235) and State Federal Aid Project No. ACNHPI-010-4(064)E), Indio, CA: Project manager during testing and inspection/ observation for construction of the $53 million project which consisted of the a new interchange with standard diamond ramps, loop entrance ramps, and a new eight lane Jefferson Street overcrossing over 1-10. Acceleration and decelerations lanes were constructed on the westbound on-ramp and eastbound off -ramp, and ramp metering was added to the on -ramps. + City of National City On -Call Geotechnical, Soils, and Materials Testing Services, National City, CA: Principal engineer during testing and inspection services widening of Plaza Boulevard and North Avenue, upgrades at EI Toyon and Kimball Parks, the D Avenue Corridor project, A Avenue Green Street project, Division Street traffic calming, and the 8th Street Smart Growth project. + 1-15 and Cajalco Road Interchange Improvements, Corona, CA: Project manager during testing and inspection/observation for construction of the $45 million project. Work consists of the widening of Cajalco Road from a two-lane bridge to a six -lane overcrossing bridge on a new alignment north of the existing bridge. The bridge will include a striped median, outside shoulders, and a sidewalk on the southern side. The existing northbound and southbound ramps will be reconfigured and all existing ramps realigned. The existing northbound on-ramp will be modified to serve the westbound Cajalco Road traffic and a northbound loop on-ramp will be constructed to serve the eastbound Calajco Road traffic. City of Santa Ana RFP No. IM45, Geotechnical Engineering Services 25B-1 � 5 ✓ _ 1 58 SCST Proposal No. 1&0306 ` T 1. STATEMENT OF QUALIFICATIONS c. Firm and Team Experience EDUCATION + University of South Carolina, BS, Civil Engineering LICENSES & CERTIFICATIONS + State of California Professional Geologist #8398 + State of California Certified Engineering Geologist #2591 + Nuclear Gauge Operator Certification MEMBERSHIPS & ASSOCIATIONS + American Society of Civil Engineers (ASCE) EXPERIENCE & RESPONSIBILITIES Andrew has 15 years of experience as an engineering geologist and is well versed in the planning and coordination of geotechnical investigations and implementation of project work plans, safety plans, and permit acquisition. He produces soil exploration logs in accordance with USCS standards utilizing his deep comprehension of subsurface soil conditions. He is skilled in geologic records research for site investigations and reconnaissance, and compiles complex geologic data sets for presentation. During construction Andrew advises on grading cleanouts, keyway, construction, slope reinforcement, backfill operations, and deep foundation operations. His other duties include review of construction plans and specifications, attending jobsite meetings, preparation of engineering reports and proposals, and reviewing and reporting test results. PROJECT EXPERIENCE + Arlington Drive Bioswale and Dry Weather Diversion Project, Costa Mesa, CA: Project geologist during a geotechnical investigation for the removal of 70,000 SF of asphalt, and the design and construction of a landscaped linear park with a vegetated bioswale, which will be approximately 2,500 linear feet, and decomposed granite multipurpose bike/walking trail, which will be approximately one mile long. The removal of the asphalt will also result in the loss of on -street parking, so the project will also include a street parking study and proposed street parking layouts. The project is funded in part through the Orange County Transportation Authority Measure M2 Environmental Cleanup Tier 2 Grant Program. C� + Harris Street Groundwater Seepage Project, La Mesa, CA: Project manager during a geotechnical investigation for the recommendations for shallow groundwater that was affecting streets and residential properties along Harris Street. + LA Metro 1-605 and SR -91 Interchange Project, Santa Fe Springs, CA: Senior geologist during a geotechnical investigation for the Project Approval and Environmental Documentation (PA/ED) phase of the proposed $120 million project. The improvements will include additional freeway mainline capacity leading to westbound SR -91 connector ramp to the northbound and southbound 1-605, improvements to freeway westbound entrance and exit ramps on SR - 91, and operational improvements for the northbound 1-605 at Alondra Boulevard off -ramp. Associated improvements are also anticipated on the arterial streets in the vicinity of the freeway ramp intersections. + City of Del Mar Consultant Agreement, Del Mar, CA: Project manager for various projects including a geotechnical investigation and testing and inspection for the construction of a new City Hall, the 2016 Sewer and Water Group 1 CIP project, and the Anderson Canyon Slope reconstruction project. Additional projects including testing and inspection services for the 2015 Sewer, Water, and Arterial Paving (SWAP) capital project and the construction of a roundabout on Jimmy Durante Boulevard. Additional projects including geotechnical investigations include a slope erosion evaluation on South Camino Del Mar and the Camino Del Mar Streetscape project. City of Santa Ana RFP No. 18-045, Geotechnical Engineering Services 25B-1 � 5 _ 1 59 SCST Proposal No. 18-0308 ` 1. STATEMENT OF QUALIFICATIONS c. Firm and Team Experience i EDUCATION + Long Beach Community College, Program Certificate in Business Management i t i LICENSES & CERTIFICATIONS J + American Concrete Institute (ACI) Concrete Field Testing Technician Grade I, ! Concrete Strength Testing Technician, Concrete Laboratory Testing Technician I Level I, and Aggregate Testing Technician Level 1 #01049477 A + Caltrans Testing Methods t r* I + Caltrans Superpave Testing Methods 1 + First Aid CPR/AED + Nuclear Gauge Operator Certification EXPERIENCE & RESPONSIBILITIES Clint has 12 years of industry experience. He 'began at SCST as a Laboratory Technician, and is now the Director of Laboratory Services. He is responsible for the supervision of all testing to ensure tests are being performed according to standards set by Caltrans, the American Association of State Highway Transportation Officials (AASHTO), the American Society for Testing and Materials (ASTM), the Cement Concrete Reference Laboratories (CCRL) and other regulatory agencies. He is responsible for maintenance and procurement of any equipment required for certifications and/or approval by the various licensing agencies. Clint will provide oversight of all laboratory testing services to' ensure all testing is performed in accordance with all, applicable federal, state, and local specifications and regulations. PROJECT EXPERIENCE +Arlington Drive Bioswale and Dry Weather Diversion Project, Costa Mesa, CA: Laboratory director during a geotechnical investigation for the removal of 70,000 SF of asphalt, and the design and construction of a landscaped linear park with a vegetated bioswale, which will be approximately 2,500 linear feet, and decomposed granite multipurpose bike/walking trail, which will be approximately one mile long. The removal of the asphalt will also result in the loss of on -street parking, so the project will also include a street parking study and proposed street parking layouts. The project is funded in part through the Orange County Transportation Authority Measure M2 Environmental Cleanup Tier 2 Grant Program. + City of South Pasadena FY 16-17 Street Improvements, South Pasadena, CA: Laboratory director during a geotechnical investigation for the rehabilitation of existing roadway segments at Monterey Road and EI Centro Street. + City of Coachella Veterans Memorial Park, Coachella, CA: Laboratory director during the $4.7 million rebuilding of the four -acre park. Features included new landscaping, restrooms, shade structures, irrigation system, sidewalks, walking paths, play areas, and parking lots. A new amphitheater/ stage, arched gateway, a memorial fountain and gardens contain monuments and dedication plaques recognizing area veterans. The construction was funded by a combination of grant funds, development impact fees, and a general fund. + Valley Sanitary District Requa Interceptor, Indio, CA: Laboratory director during the construction of a $12.5 million project, consisting of four miles (22,000 feet) of 10 -inch to 36 -inch gravity flow sewer pipeline and related utility improvements. SCST provided material testing, and special/construction inspection, including observation and testing of subgrade, aggregate base material, asphalt concrete, and utility trenching. + Harris Street Groundwater Seepage Project, La Mesa, CA: Laboratory directors during a geotechnical investigation for the recommendations for shallow groundwater that was affecting streets and residential properties along Harris Street. + City of Del Mar ConsultantAgreement, Del Mar, CA: Laboratory director during the design and construction of various projects including a new City Hall, slope reconstruction, sewer and water line replacements, sidewalks, and drainage and street improvements. City of Santa Ana RFP No. 18-045, Geotechnical Engineering Services 25B-1 � _ 160 SCST Proposal No. 18-0388 ` 1. STATEMENT OF QUALIFICATIONS c. Firm and Team Experience LICENSES & CERTIFICATIONS 1 +American Concrete Institute (ACI) Concrete Field Testing Technician Grade I, Concrete Strength Testing Technician, Concrete Laboratory Testing Technician Level I, and Aggregate Testing Technician Level 1 #00997818 + US Army Corps of Engineers Construction Hazard Awareness Safety Training EM 385-1-1 40 -Hour + OSHA 10 -Hour Construction Safety and Health Certificate + First Aid CPR/AED + Nuclear Gauge Operator Certification MEMBERSHIPS & ASSOCIATIONS Fav +American Concrete Institute (ACI) +Asphalt Pavement Association (APA) EXPERIENCE & RESPONSIBILITIES Ron has 35 years of industry knowledge and a solid base of construction expertise as it relates to materials testing and special inspection services. He started his career with SCST in 1983. Ron is responsible for the oversight of construction projects that include the testing and/or inspection of soils, foundations, reinforced and post -tensioned concrete, masonry, structural steel, fireproofing and asphalt pavement. He provides technical support, monitors project process, performance and budgetary conditions, assists with proposal preparation, and attends project site meetings. PROJECT EXPERIENCE + Valley Sanitary District Requa Interceptor, Indio, CA: Director of field services during testing and inspection for the construction of a $12.5 million project, consisting of four miles (22,000 feet) of 10 - inch to 36 -inch gravity flow sewer pipeline and related utility improvements. + Highway 111 Improvements, Federal Project No. STPL6276 (027), Indio, CA: Director of field services during testing and inspection for the $11.5 million project funded under Measure X to upgrade two miles of Highway 111. The project will include widening of Highway 111 from two lanes to three "through lanes" in each direction, replacing and reconstruction of all existing pavement with new pavement, replacing six traffic signals, drainage improvements to help alleviate flooding around Highway 111 and Monroe, replacing 60 existing driveways with new ADA compliant driveways that also makes ingress and egress to businesses easier, and replacing all access ramps, along with other ADA access improvements, along sidewalks. + 1-10 at Jefferson Street Interchange (Local Federal Aid Project No. STPLN-5956(235) and State Federal Aid Project No. ACNHPI-010-4(064)E), Indio, CA: Director of field services during testing and inspection for construction of the $53 million project which consisted of the a new interchange with standard diamond ramps, loop entrance ramps, and a new eight lane Jefferson Street overcrossing over 1-10. Acceleration and decelerations lanes were constructed on the westbound on-ramp and eastbound off -ramp, and ramp metering was added to the on -ramps. 1-10 was widened to accommodate a future fourth lane. The project increases capacity and improves traffic operations for the foreseeable future + Southbound Indio Boulevard Overhead Earthquake Retrofit, Indio, CA: Director of field services during testing and inspection services for the $3.1 million retrofit which consisted of abutment bolster retrofit, bent retrofit with restrainer columns, cap retrofits, girder splice retrofit, and a new pier protection wall. + City of Coachella Public Library, Coachella, CA: Director of field services during testing and inspection services for this design/build library project consists of a one-story, 15,000 SF building. The library features computer labs, library circulation, study rooms, office space, group meeting rooms, and lab workshop areas. City of Santa Ana RFP No. 18-045, Geotechnical Engineering Services f� _ 1 6 1 SCST Proposal No. 18-0308 ` 1. STATEMENT OF QUALIFICATIONS c. Firm and Team Experience MP EDUCATION + San Diego State University, BS, Environmental Geology and Minor, Geology LICENSES & CERTIFICATIONS + International Code Council (ICC) Soils #8029894 + American Concrete Institute (ACI) Concrete Field Testing Technician Grade 1 #01122492 + OSHA 30 -Hour and 10 -Hour Construction Safety and Health Courses + US Army Corps of Engineers 40 -Hour Construction Hazard Awareness Safety Training EM 385-1-1 + Caltrans Testing Methods + Nuclear Gauge Operator Certification and Radiation Safety Officer EXPERIENCE & RESPONSIBILITIES Steve has 26 years of construction industry experience. His duties include providing technical direction for geotechnical personnel, overseeing scheduling and assisting with soils investigations. He is responsible for the oversight of construction projects that include inspection of mass grading, footings, asphalt and concrete placement, and underground utilities installation. He has experience in verification and plotting of removals, keyways and buttresses. Steve's responsibilities during this contract will include monitoring of geotechnical field personnel, monitoring of budgetary progress, and attending project site meetings. PROJECT EXPERIENCE + City of Coachella Veterans Memorial Park, Coachella, CA: Geotechnical field supervisor during the $4.7 million rebuilding of the four -acre park. Features included new landscaping, restrooms, shade structures, irrigation system, sidewalks, walking paths, play areas, and parking lots. A new amphitheater/ stage, arched gateway, a memorial fountain and gardens contain monuments and dedication plaques recognizing area veterans. The construction was funded by a combination of grant funds, development impact fees, and a general fund. + 1-10 at Jefferson Street Interchange (Local Federal Aid Project No. STPLN-5956(235) and State Federal Aid Project No. ACNHPI-010-4(064)E), Indio, CA: Geotechnical field supervisor during testing and inspection for construction of the $53 million project which consisted of the a new interchange with standard diamond ramps, loop entrance ramps, and a new eight lane Jefferson Street overcrossing over 1-10. Acceleration and decelerations lanes were constructed on the westbound on-ramp and eastbound off -ramp, and ramp metering was added to the on -ramps. 1-10 was widened to accommodate a future fourth lane. + 1-15 and Cajalco Road Interchange Improvements, Corona, CA: Geotechnical field supervisor during testing and inspection/observation for construction of the $45 million project. Work consists of the widening of Cajalco Road from a two-lane bridge to a six -lane overcrossing bridge on a new alignment north of the existing bridge. The bridge will include a striped median, outside shoulders, and a sidewalk on the southern side. The existing northbound and southbound ramps will be reconfigured and all existing ramps realigned. + Carlsbad/Vista Interceptor Sewer, Reaches 11 B-15 and theAgua HediondaSewer Lift Station, Carlsbad and Vista, CA: Geotechnical field supervisor during testing and inspection for construction of a $42.5 million project, which consisted of replacement of the existing wood trestle bridge over the Agua Hedionda Lagoon with a new 140 -foot long steel truss bridge to support the pipeline; and construction of a new sewage lift station to replace the existing station. Other features included the construction of a new parallel force main and gravity sewer to provide increased capacity and reliability to the sewer system. The new gravity sewer was constructed within the right-of-way of Avenida Encinas and a portion of the new sewer required installation by microtunneling. The new force main construction utilized a combination of standard construction methods and Horizontal Directional Drilling to avoid existing utilities. City of Santa Ana RFP No. 18-045, Geotechnical Engineering Services 25B-1 62 SCST Proposal No. 18-0306 1. STATEMENT OF QUALIFICATIONS c. Firm and Team Experience EDUCATION +Addis Ababa University, Ethiopia, BS, Civil Engineering LICENSES & CERTIFICATIONS + American Concrete Institute (ACI) Concrete Field Testing Technician Grade 1 #01077133 + International Code Council (ICC) Soils, Reinforced Concrete, Prestressed Concrete, Structural Masonry, Spray -Applied Fireproofing, Structural Steel and Bolting, Structural Welding, Commercial Building Inspector #5276085 + City of Los Angeles Grading and Concrete #P033241 + County of Los Angeles Concrete, Masonry, and Welding #01859 + County of Riverside Soils, Reinforced Concrete, Prestressed Concrete, Structural Masonry, Spray - Applied Fireproofing, Structural Steel and Bolting, Structural Welding, Commercial Building Inspector #5276085 + Nuclear Gauge Operator Certification EXPERIENCE & RESPONSIBILITIES A.K. has over ten years of experience as a special inspector and a total of 25 years of construction industry experience. He maintains multiple certifications from ICC, ACI and the City of Los Angeles. He has a diverse background working on a variety of project types, which include power plants, infrastructure, fire stations, residential, commercial facilities and large retail chains. A.K. has previously worked as a field engineer, construction monitor and was the principal engineer of his own firm in Eritrea. He can speak and write in three languages. I:JCi6r1X01i� ;J=101=1.[$]=I + Coachella Public Library, Coachella, CA: Grading observation and testing, as well as special inspection of concrete, framing, and structural steel welding during construction of the design/build library project consists of a one-story, 15,000 SF building. Trabuco Canyon Bridge, Lake Forest, CA: Compaction testing during construction of a bridge with a precast, pre -stressed voided concrete slab deck, including cast -in-place concrete abutments and retaining wall, and bridge and approach railings. Other features included construction of a temporary bypass, the removal of an existing concrete low water crossing, dewatering, erosion control, installation of riprap, roadway realignment and construction, aggregate base, asphalt concrete paving, and the design and construction of stream restoration in the vicinity of the bridge. When the bridge was completed, the temporary bypass road was removed. + City of Blythe Broadway Street Improvements from 14th Avenue to Hobsonway and From Barnard Street to Station 8+87.73, Blythe, CA: Asphalt concrete and subgrade observation and testing during the $1 million improvement project consisting of cold planing of existing pavement existing pavement, the removal and disposal of various existing sections of curb and gutter, sidewalk, crossgutters, driveways and handicap curb returns, the grade adjustment of various utility appurtenances, the crack sealing of the roadway, the placement of a stress absorbing membrane interlayer (SAMI) over the roadway, the installation of new sections of curb and gutter, sidewalk, handicap ramps, spandrels, crossgutters and driveways and the installation of a 2 -inch thick layer of new asphalt concrete over the entire roadway. + Whittier Narrows Operation Unit, Whittier, CA: Grading observation and testing during construction of a new combined treated potable water storage tank and Chlorine Contact (CCT), and treated water pump station at the existing groundwater treatment plant. The plant supplies disinfected treated water to the San Gabriel Valley Water Company potable water distribution system. The project is under the jurisdiction of the Environmental Protection Agency, Region 9, under Response Action Contract 3 Full Service (RAC 3 FS). + Hawthorne Municipal Airport North Side Development, Hawthorne, CA: Structural steel welding inspection and observation and testing of grading and utility trenching during construction of this $9 million project. Facilities include three new hangars and parking expansion in support of the on-going development of 190,000 SF of new hangar space. City of Santa Ana RFP No. 18-045, Geotechnical Engineering Services 25B-1 � _ 163 SCST Proposal No. 1&0308 ` 1. STATEMENT OF QUALIFICATIONS c. Firm and Team Experience LICENSES & CERTIFICATIONS + American Concrete Institute (ACI) Concrete Field Testing Technician Grade 1 #01269929 + Caltrans Testing Methods Nos. 125 -AC, 125-AGG 216, 226, 231, 375, 504, 518, 523, 533, 539, 540, 556,557 + Nuclear Gauge Operator Certification EXPERIENCE & RESPONSIBILITIES Tyler has 10 years of experience in the construction field. His prior experience includes a position as shop manager and head fabricator for commercial shop welding, machining, fabrication and CAD design. His is familiar with compaction, grading, over excavation, sub-Geogrid gravel baskets, building pads, footings, shoring, keying materials, utility trenching, caisson pile inspection, concrete field sampling, concrete batch plant inspection and epoxy dowel pull testing. PROJECT EXPERIENCE + City of Carlsbad As -Needed Services Contract, Carlsbad, CA: Observation and testing of asphalt concrete, subgrade, backfill, aggregate base material, and utility trenching for the widening of EI Camino Real, and the extension of Recycled Water Phase 3 Pipeline Segments 1A and 7. + 1-10 at Jefferson Street Interchange (Local Federal Aid Project No. STPLN-5956(235) and State Federal Aid Project No. ACNHPI-010-4(064)E), Indio, CA: Observation and testing of asphalt concrete and wall backfill, as well as batch plant inspection and Caltrans testing during construction of the $53 million project. Work included a new interchange with standard diamond ramps, loop entrance ramps, and a new eight lane Jefferson Street overcrossing over 1-10. Acceleration and decelerations lanes were constructed on the westbound on-ramp and eastbound off -ramp, and ramp metering was added to the on -ramps. 1-10 was widened to accommodate a future fourth lane. The project increases capacity and improves traffic operations for the foreseeable future. + 1-15 and Cajalco Road Interchange Improvements, Corona, CA: Observation and testing of asphalt concrete, aggregate base material, and wall backfill, as well as batch plant inspection and Caltrans testing construction of the $45 million project. Work consists City of Santa Ana RFP No. 18-045, Geotechnical Engineering Services SCST Proposal No. 18-0308 of the widening of Cajalco Road from a two-lane bridge to a six -lane overcrossing bridge on a new alignment north of the existing bridge. The bridge will include a striped median, outside shoulders, and a sidewalk on the southern side. The existing northbound and southbound ramps will be reconfigured and all existing ramps realigned. The existing northbound on- ramp will be modified to serve the westbound Cajalco Road traffic and a northbound loop on-ramp will be constructed to serve the eastbound Calajco Road traffic. + Veterans Memorial Park, Coachella: Concrete quality control during the $4.7 million rebuilding of the four -acre park. Features included new landscaping, shade structures, irrigation system, sidewalks, play areas, and parking lots. A new amphitheater, arched gateway, a memorial fountain and gardens contain monuments and dedication plaques recognizing area veterans. The construction was funded by a combination of grant funds, development impact fees, and a general fund. + Rancho California Water District Camino Sierra Road Pressure Zone Conversion, Temecula, CA: Utility trenching observation and testing during construction of 8,200 linear feet of 12 -inch and 8 -inch diameter water distribution pipeline to convert an area of low service pressures (2070 PZ) to the adjacent 2350 PZ to improve water pressure along Camino Sierra Road and De Portola Road. + Lemon Grove Avenue Realignment Project, Lemon Grove, CA: Concrete quality control during construction of a $6.3 million project consisting of the realignment and reconstruction of the off ramp from State Route (SR) 94 leading directly to North Avenue, construction of additional travel lanes, and work at the trolley/railroad crossing. The purpose of the project is to provide traffic safety and congestion relief. The project is partially funded through a SANDAG grant. Features of the project include new sidewalks built in accordance with ADA requirements to create a clear pathways; water efficient landscaping with drought - tolerant plants; improved stormwater treatment, where rainwater can be captured to water new trees and reduce irrigation costs, and will filter runoff through grass to remove pollutants; and the undergrounding of power lines. 25B-164 1. STATEMENT OF QUALIFICATIONS LICENSES & CERTIFICATIONS + American Concrete Institute (ACI) Concrete Field Testing Technician Grade 1 #01057819 + Caltrans Testing Methods Nos. 304, 308, 309, 366, 370, 382, 504, 518, 523, 523.2, 524, 533, 539, 540, 556,557 + OSHA 10 -Hour Construction Safety and Health + Nuclear Gauge Operator Certification + Courses in Fall Protection; Scaffold User Hazard Awareness Training; Boom Lifts, Scissor Lifts, and Reach Forklifts EXPERIENCE & RESPONSIBILITIES Tony has been in the construction industry for 18 years. He has provided soils and materials testing on many of SCST's projects, including numerous transportation projects throughout southern California. Tony is familiar with the standards set by OSHPD and DSA, as well as by the Cement Concrete Reference Laboratories' (CCRL), American Society for Testing and Materials' (ASTM), Caltrans, and the American Association of State Highway Transportation Officials (AASHTO). He provides observation and testing of all aspects of earthwork, as well as concrete testing and inspection, in accordance with project plans and specifications, and all federal, state, and local regulatory agencies. + City of Carlsbad As -Needed Services Contract, Carlsbad, CA: Observation and testing of asphalt concrete, subgrade, utility trenching, and aggregate base material, as well as concrete quality control during construction of the widening of EI Camino Real, the Ocean Street beach access project, Pine Avenue Park Community Center and Gardens, Tri -Agencies Transmission Pipelines Reach 2 Phase 1, and various overlay and slurry seal projects. +City of National City On -Call Geotechnical, Soils, and Materials Testing Services, National City, CA: Observation and testing of subgrade, aggregate base material, backfill, utility trenching, asphalt concrete, and grading, as well as concrete inspection for various projects including the widening of Plaza Boulevard and North Avenue, citywide alleyway improvements, upgrades at EI Toyon and Kimball Parks, pedestrian midblock crossing enhancements, and Division Street traffic calming. c. Firm and Team ce + 1-10 at Jefferson Street Interchange (Local Federal Aid Project No. STPLN-5956(235) and State Federal Aid Project No. ACNHPI-010-4(064)E), Indio, CA: Asphalt concrete observation and testing, as well as concrete quality control and concrete inspection during construction of the $53 million project. Work included a new interchange with standard diamond ramps, loop entrance ramps, and a new eight lane Jefferson Street overcrossing over 1-10. Acceleration and decelerations lanes were constructed on the westbound on-ramp and eastbound off -ramp, and ramp metering was added to the on -ramps. 1-10 was widened to accommodate a future fourth lane. + 1-15 and Cajalco Road Interchange Improvements, Corona, CA: Observation and testing of asphalt concrete, backfill, and aggregate base materials, as well as concrete quality control during construction of the $45 million project. Work consists of the widening of Cajalco Road from a two-lane bridge to a six -lane overcrossing bridge on a new alignment north of the existing bridge. The bridgewill include a striped median, outside shoulders, and a sidewalk on the southern side. The existing northbound and southbound ramps will be reconfigured and all existing ramps realigned. The existing northbound on-ramp will be modified to serve the westbound Cajalco Road traffic and a northbound loop on-ramp will be constructed to serve the eastbound Calajco Road traffic. + Rancho California Water District Camino Sierra Road Pressure Zone Conversion, Temecula, CA: Observation and testing of utility trenching and backfill during construction of 8,200 linear feet of 12 -inch and 8 -inch diameter water distribution pipeline to convert an area of low service pressures (2070 PZ) to the adjacent 2350 PZ to improve water pressure along Camino Sierra Road and De Portola Road. + City of Vista South Santa Fe Avenue Streetscape Improvements, Vista, CA: Observation and testing of utility trenching during construction of $8.4 million improvements from Ocean View Drive to Terrace Drive including sewer, water, and storm drains; undergrounding of overhead utilities; and streetscape improvements consisting of curb and gutter, BMP's, and other surface improvements. Work from Terrace Drive to Civic Center Drive included construction of R sewer, water and storm drains. 8-0 City of Santa Ana RFP No. 145, Geotechnical Engineering Services 25B-1 � 5 ✓ _ 165 SCST Proposal No. 18-0308 ` ON min 1. STATEMENT OF QUALIFICATIONS c. Firm and Team Experience LICENSES & CERTIFICATIONS + American Concrete Institute (ACI) Concrete Field Testing Technician Grade 1 #01152494 + Caltrans Testing Methods Nos. 125 -AC, 125-AGG, \ 216, 226, 231, 275 + OSHA 10 -Hour Occupational Safety and Health Training Course + Nuclear Gauge Operator Certification EXPERIENCE & RESPONSIBILITIES Anthony has 20 years of experience. He is responsible for performing day-to-day testing in the laboratory, including sieve analysis, consolidation, direct shears, R -value, and LA abrasion testing. He runs all tests according to standards set by the Cement Concrete Reference Laboratories (CCRL), American Society for, Testing and Materials (ASTM), Caltrans, Division of the State Architect (DSA), and the American Association i of State Highway Transportation Officials (AASHTO). Anthony also provides earthwork observation and , testing, as well as concrete sampling, testing, and inspection. PROJECT EXPERIENCE + Valley Sanitary District Requa Interceptor, Indio, CA: Observation and testing of utility trenching, asphalt concrete, backfill, grading, and subgrade for the construction of a $12.5 million project, consisting of four miles (22,000 feet) of 10 -inch to 36 -inch gravity flow sewer pipeline and related utility improvements. + Veterans Memorial Park, Coachella: Observation and testing of grading, asphalt concrete, and aggregate base material, as well as concrete quality control for the $4.7 million rebuilding of the four -acre park. Features included new landscaping, shade structures, irrigation system, sidewalks, play areas, and parking lots. Anew amphitheater, arched gateway, a memorial fountain and gardens contain monuments and dedication plaques recognizing area veterans. The construction was funded by a combination of grant funds, development impact fees, and a general fund. + Coachella Valley Water District Avenue 62 Trunk Sewer, Thermal, CA: Observation and testing of utility trenching and subgrade during the $22.9 million design/build project. Work included the construction of 7,500 feet of 42 -inch gravity sewer line with new Fiberglass Reinforced Pipe (FRP) using open trench excavation methods. Other work included rehabilitation of 16,100 feet of Cured -in -Place pipe (CIPP) of existing 42 -inch VCP pipe, and the rehabilitation of 5,560 feet of CIPP of existing 33 -inch VCP pipe. The project enabled the decommissioning of several lift stations, alleviated demands off the mid -valley force main system, and allowed the system to accommodative increased customers within the service area. + Highway 111 Improvements, Federal Project No. STPL6276 (027), Indio, CA: Observation and testing during aggregate base material, asphalt concrete, subgrade, utility trenching, backfill, and grading as well as concrete quality control during construction of the $11.5 million project funded under Measure X to upgrade two miles of Highway 111. The project will include widening of Highway 111 from two lanes to three 'through lanes" in each direction, replacing and reconstruction of all existing pavement with new pavement, replacing six traffic signals, drainage improvements to help alleviate flooding around Highway 111 and Monroe, replacing 60 existing driveways with new ADA compliant driveways that also makes ingress and egress to businesses easier, and replacing all access ramps, along with other ADA access improvements, along sidewalks. + 1-10 at Jefferson Street Interchange (Local Federal Aid Project No. STPLN-5956(235) and State Federal Aid Project No. ACNHPI-010-4(064)E), Indio, CA: Observation and testing backfill and subgrade, as well as batch plant inspection and Caltrans testing during construction of the $53 million project which consisted of the a new interchange with standard diamond ramps, loop entrance ramps, and a new eight lane Jefferson Street overcrossing over 1-10. Acceleration and decelerations lanes were constructed on the westbound on-ramp and eastbound off -ramp, and ramp metering was added to the on -ramps. 1-10 was widened to accommodate a future fourth lane. The project increases capacity and improves traffic operations for the foreseeable future. City of Santa Ana RFP No. 18-045, Geotechnical Engineering Services _ 166 SCST Proposal No. 1&0308 25B-1 1. STATEMENT OF QUALIFICATIONS c. Firm and Team Experience LICENSES & CERTIFICATIONS + American Concrete Institute (ACI) Concrete Field Testing Technician Grade 1 #01068541 + International Code Council (ICC) Reinforced Concrete, Prestressed Concrete, Structural Masonry, Spray -Applied Fireproofing #5274303 + Nuclear Gauge Operator Certification EXPERIENCE & RESPONSIBILITIES Michael has ten years of experience. His prior, experience includes work as a customer service; representative and order selector, which included quality control and safety coordination. Michael provides special inspection of concrete, masonry, and fireproofing in accordance with project plans and specifications, and with regulatory agency requirements. PROJECT EXPERIENCE + Coachella Public Library, Coachella, CA: Cast - in -place concrete and framing inspection during construction of the design/build library project consists of a one-story, 15,000 SF building. The library features computer labs, library circulation, study rooms, office space, group meeting rooms, and lab workshop areas. + 1-10 at Jefferson Street Interchange (Local Federal Aid Project No. STPLN-5956(235) and State Federal Aid Project No. ACNHPI-010-4(064)E), Indio, CA: Concrete inspection during construction of the $53 million project which consisted of the anew interchange with standard diamond ramps, loop entrance ramps, and a new eight lane Jefferson Street overcrossing over 1-10. Acceleration and decelerations lanes were constructed on the westbound on-ramp and eastbound off -ramp, and ramp metering was added to the on -ramps. 1-10 was widened to accommodate a future fourth lane. The project increases capacity and improves traffic operations for the foreseeable future. + Hawthorne Municipal Airport North Side Development, Hawthorne, CA: Cast -in-place concrete inspection during construction of this $9 million project. The facilities include three new hangars and parking expansion in support of the on-going development of 190,000 SF of new hangar space on the airport's north side. + Veterans Memorial Park, Coachella: Concrete quality control for the $4.7 million rebuilding of the four -acre park. Features included new landscaping, shade structures, irrigation system, sidewalks, play areas, and parking lots. A new amphitheater, arched gateway, a memorial fountain and gardens contain monuments and dedication plaques recognizing area veterans. The construction was funded by a combination of grant funds, development impact fees, and a general fund. + City of Carlsbad As -Needed Services Contract, Carlsbad, CA: Cast -in-place concrete inspection during the widening of EI Camino Real. + Whittier Narrows Operation Unit, Whittier, CA: Masonry inspection during construction of a new combined treated potable water storage tank and Chlorine Contact (CCT), and treated water pump station at the existing groundwater treatment plant. The plant supplies disinfected treated water to the San Gabriel Valley Water Company potable water distribution system. The project is under the jurisdiction of the EPA, Region 9, under Response Action Contract 3 Full Service (RAC 3 FS). + John J. Benoit Detention Center, Indio, CA: Masonry, reinforced concrete, batch plant, and fireproofing inspection during construction of a $330.3 million, 516,000 square -foot Type II concrete, masonry, and steel detention center and a 990 stall post -tension concrete parking structure adjacent to the new detention center for the County of Riverside EDA. The new detention facility, located on 6.5 acres, consists of a three level support building, with one level underground, which contains a public lobby, intake/transfer/release area, medical and dental clinic, administrative space, and the extension of the underground tunnel that connects to the existing Larson Justice Center. The housing building consists of a four-story structure with a total of eight housing units containing 1,626 beds. Support areas include classrooms, medical units, interview rooms, administrative space and storage. The project is designed to achieve LEED Silver certification, and is funded by AB 900, state grants, and a county general fund. City of Santa Ana RFP No. 18-045, Geotechnical Engineering Services 25B-1 � _ 167 SCST Proposal No. 1 &0308 ` ®© ®0 1. STATEMENT OF QUALIFICATIONS c. Firm and Team Experience LICENSES & CERTIFICATIONS + American Concrete Institute (ACI) Concrete Field Testing Technician Grade 1 #00039898 + International Code Council (ICC) Reinforced Concrete, Structural Masonry, Prestressed Concrete, Structural Steel and Bolting, Structural Steel and Welding Inspector #5230739 + Nuclear Gauge Operator Certification EXPERIENCE & RESPONSIBILITIES Joe has over 39 years of construction industry; experience. He worked for 19 years as a concrete estimator and general construction estimator in the Inland Empire. Other experience includes work for a concrete construction company as a cement' mason and concrete form carpenter. His skills include estimating, proposal preparation, purchasing, dispatch, field support and operations coordination. As a special inspector, Joe's responsibilities include inspection of concrete, masonry and structural steel welding and bolting. PROJECT EXPERIENCE + Mesa Water District Finished Water Quality Polishing System, Costa Mesa, CA: Cast -in-place concrete inspection during installation of a sodium bisulfite (SBS) storage and feed system at the Mesa Water Reliability Facility (MWRF) for finished water aesthetic improvements, installation of a degasifier Clean in Place (CIP) system, modifications to the existing 20,000 PPD carbon dioxide system, and improvements to post treatment chloramination controls. + Whittier Narrows Operation Unit, Whittier, CA: Concrete quality control during construction of a new combined treated potable water storage tank and Chlorine Contact (CCT), and treated water pump station at the existing groundwater treatment plant. The plant supplies disinfected treated water to the San Gabriel Valley Water Company potable water distribution system. The project is under the jurisdiction of the Environmental Protection Agency, Region 9, under Response Action Contract 3 Full Service (RAC 3 FS). + City of Del Mar City Hall, Del Mar, CA: Cast -in- place concrete inspection during construction of the new $17.8 million city hall consisting of an 8,855 SF City of Santa Ana RFP No. 18-045, Geotechnical Engineering Services SCST Proposal No. 180308 City Hall for administrative functions and a 3,104 SF Town Hall with a seating capacity for up to 250 people and a 934 SF breezeway. The project also features a single story, 35,859 SF parking structure for 96 vehicles which supports the two on -deck buildings. Other elements include a 15,000 SF public plaza with trellises, pavers, planters, landscaping, and irrigation; a CMU wall; retaining walls; surface parking for an additional 45 vehicles; metal gates; and off-site street improvements. The project also includes a solar and battery energy system that will provide nearly all the facility's power when the sun is shining. + Carlsbad/Vista Interceptor Sewer, Reaches 116- 15 and the Agua Hedionda Sewer Lift Station, Carlsbad and Vista, CA: Cast -in-place concrete and structural steel welding inspection during construction of the $42.5 million project which included a new 33 gallon per day sewage lift station to replace the existing station, which was the City of Carlsbad's largest lift station, as well as the replacement of an existing wood trestle bridge over the Agua Hedionda Lagoon with a new 140 -foot long steel truss bridge to support the pipeline. Other features included the construction of a new parallel force main and gravity sewer to provide increased capacity and reliability to the sewer system. The new gravity sewer was constructed within the right-of-way of Avenue Encinas and a portion of the new sewer required installation by microtunneling. The new force main construction utilized a combination of standard construction methods and Horizontal Directional Drilling to avoid existing utilities. The new sewer bridge was designed to accommodate the occasional maintenance vehicle and is suitable for use by the Coastal Rail Trail project as necessary. + Coachella Public Library, Coachella, CA: Structural steel welding inspection during construction of the design/build library project consists of a one-story, 15,000 SF building. The library features computer labs, library circulation, study rooms, office space, group meeting rooms, and lab workshop areas. 25B-168 ON so© 1. STATEMENT OF QUALIFICATIONS c. Firm and Team Experience Company -wide, we employ over 200 staff members, including licensed geotechnical and professional engineers, engineering geologists, environmental engineers, certified inspectors and testing technicians, and the appropriate support personnel. EMPLOYEE NAME Percent • Availability Isaac Chun, PE, GE Project Manager/Principal 50 20 Agent Reza Saeedzadeh, PhD, PE Alternate Project Manager 25 4 Emil Rudolph, PE, GE Technical Advisor/Principal 20 24 Engineer Thomas B. Canady, PE Principal Engineer 20 27 Andrew Neuhaus, PG, CEG Senior Geologist 20 15 Clint Adkins Laboratory Director 10 12 Ron Baudour Director of Field Services 25 ; 37 Stephen Ward Geotechnical Field Services 10 28 A.K. Estifanos Field Technician/Special 100 25 Inspector Tyler Garrison Field Technician 100 10 Tony Stewart Field Technician 100 18 Anthony Wiant Field Technician 100 20 Michael Geriminsky Special Inspector 100 10 Joe Kjolsrud Special Inspector 100 39 City of Santa Ana RFP No. 18-045, Geotechnical Engineering Sermes 25B-1 _ 169 SCST Proposal No. 18-0308 L ®© WN 1. STATEMENT OF QUALIFICATIONS d. Understanding of Need SCST understands that the City of Santa Ana is seeking to engage geotechnical engineering consultants on an as -needed basis. The work will consist of geotechnical engineering services for city projects. We understand that funding sources for each project may vary. SCST will comply with any funding agency's requirements. We will assist the City during this contract to provide the required services, using our in-house fully benefited staff. SCST will provided the following services on an as - needed or on-call basis: PC, + Soil Classification and Analysis + Material Testing + Ground Water (Dewatering and Seepage Control Analysis) + Seismic Stability + Soil Liquefaction + Slope Stability and Protection + Construction Inspection + Open and Braced Excavations (Shallow) + Grading and Site Clearing + Pavement Design + Foundation Design + Retaining Structures - Submerged and Partially Submerged + Fill Compaction + Special Inspections + Subsurface Geotechnical Investigation + Field Exploration + Laboratory Testing + Other Studies or Engineering Tasks rmninpai vrolects manager City of Carlsbad Other services or items that may be required include, but are not limited to: + Research existing records of utility companies and agencies and coordinate with the involved parties. + City may opt to receive only PDF versions of the plans, reports, and studies for reviewing purposes. If so, the Consultant team will provided plans and/ or specifications accordingly. + The Consultant shall monitor the project progress, maintain project files, and control the quality of the work performed by in-house staff and/, or sub -consultants. Incomplete (not meeting targeted completion) or poor quality work will not be accepted. The Consultant shall revise the documents within a revised schedule set by the City, which may require overtime. No additional compensation necessary for the consultant to complete this work to the satisfaction of the City shall be approved by the City for the required revisions. It is the responsibility of the Consultant to produce a professional -level quality of work product. + If included in the on-call project scope, attend meetings with the City staff as required. + If included in the on-call project scope, the Consultant shall coordinate permits and any other' issues with the City, other Agencies, and all utility companies as required. At the direction of the City, the Consultant shall be the liaison with affected agencies. + If included in the on-call project scope, the Consultant shall be responsible for reviewing and approving addenda and clarifications. All services will be in compliance with the latests editions of the City of Santa Ana Municipal Code (SAMC), and professional standards established by the City, and other federal, state and local guidelines established in the project. Progress review meetings will be held at intervals deemed appropriate by the City. SCST routinely has project management control procedures in place for all work in accordance with the requirements of an Agreement. We will provide a detailed management plan which will include information and coordination with other agencies to ensure compliance and completion of the tasks. The plan will include all milestones and task breakdowns City of Santa Ana RFP No. 18-045, Geotechnical Engineering Services _ O SCST Proposal No. 18-0308 T 1. STATEMENT OF QUALIFICATIONS for each included tasks and subtasks. The project management plan will be submitted to the City's project manager for review within 15 calendar days of the issued Notice to Proceed (NTP). In case of conflict, ambiguities, discrepancies, errors, or omissions, we will submit the matter to the City for clarification. If requested by the City, SCST can also provide a Work Plan, which will include a detailed schedule of the assigned project prior to the issuance of NTP and/ or Task Order (TO). Specific TOs with NTPs will be provided for a project at the discretion of the City. All work required with each TO will comply with the scope of services and additional provisions within each TO and the agreement. A more detailed scope of work will be provided when/if a specific project or TO proposal is requested. All TOs will include the staff title, hours, hourly rate, and totals for the project. d. Understanding of Need Laboratory Testing and Engineering Analysis: Our team's project engineer will develop a geotechnical engineering laboratory test program customized for each project based on project needs, budget, and subsurface conditions encountered during the field exploration program. The analysis and laboratory testing will be overseen by a California registered professional engineer. Preparation and Submittal of Deliverables: SCST will present the City with a report that has been thoroughly reviewed and checked for quality, consistency, and accuracy by our project manager and technical quality reviewer. A draft version of the report is submitted for review and comment by the City so that recommendations can be fine-tuned if necessary. Our experience with municipal agencies has shown us the importance of this step as communication with the project team is streamlined. ANTICIPATED APPROACHINECESSARY TASKS Our general field services approach consists of: Our general engineering approach and tasks utilized to complete a project consists of: Review of Background Documents: Reviewing available relevant geologic and geotechnical engineering information as it pertains to the project site which aids in planning more efficient geotechnical investigations, and can lead to a reduction in the number of borings, test pits, or other types of subsurface exploration techniques. Field Exploration: Preparation of a workplan for submittal to the City and project team prior to the start of field exploration. This will help identify specific site accessibility requirements or challenges on-site, to minimize the potential for encountering subsurface structures and utilities. Upon satisfactory clearance of exploration locations, the subsurface/geotechnical investigation will be performed under the direction of one of our state of California licensed engineers or engineering geologists, who will remain in close contact with the field team to ensure a smooth execution of the field exploration program. Assigning and Scheduling of Staff: We will provide the City full-time SCST employees who are multi -carded inspectors and technicians whenever possible. SCST utilizes Agile Frameworks MetaField® V2.6 software for efficient scheduling and managing of Feld, laboratory, and office personnel if necessary. The daily schedule on MetaField is available to all personnel, enabling us to maximize staff utilization and avoid duplication. Our technicians and inspectors will be available within 24 hours of a request from the City. City of Santa Ana RFP No. 18-045, Geotechnical Engineering Services f� _ 1 7 1 SCST Proposal No. 1&0306 ` 1. STATEMENT OF QUALIFICATIONS d. Understanding of Need Testing, Field Work, and Reporting: The assigned inspector or technician will report to the appropriate on-site contact and sign -in if necessary. We will provide Caltrans certified personnel when applicable. The inspector or technician will meet with the City's designated representative to review the approved plans and specifications, and to assure that these documents are clearly understood and the City's needs are being fully addressed. The inspector or technician will perform the required inspection and/or testing service in accordance with the approved project drawings and specifications. Any required samples will be procured, labeled, electronically logged, and scheduled for pickup. Our Feld representative will document findings or test results with a report of their daily activities and the status of compliance with project requirements and present the report or results to the City's designated representative for a signature. The signing representative, SCST's project manager and pertinent project team members will then automatically receive an email copy of the report or results. Notification of any non-compliant work will be noted and clearly reported to the City's designated representative. SCST also utilizes Agile Frameworks MetaField® V2.6 for our field reporting and testing, which allows us to upload daily reports and testing results to a central database from the field via cell phone where they are reviewed by the project manager. Information is then digitally signed and forwarded to the client, or accessed by the client via a customer facing portal via the cloud. Field inspection reports are typically available the same day Samples are delivered to our - laboratory and are scheduled a "_^°,'..ax�m� a "_0_ ca r for testing at required dates by the appropriate testing methods. Test results are forwarded using MetaField to SCST's project manager for review and distribution. Should testing result in non- compliance, the designated City representative is notified immediately and a log of non- ; conformance is automatically I ff tracked per project using i MetaField. Laboratory Testing and Engineering Analysis: Our team's project engineer will develop a geotechnical engineering laboratory test program customized for each project based on project needs, budget, and subsurface conditions encountered during the field exploration program. The analysis and laboratory testing will be overseen by a California registered professional engineer. Preparation and Submittal of Deliverables: SCST will present the City with a report that has been thoroughly reviewed and checked for quality, consistency, and accuracy by our project manager and technical quality reviewer. A draft version of the report is submitted for review and comment by the City so that recommendations can be fine-tuned if necessary. Our experience with municipal agencies has shown us the importance of this step as communication with the project team is streamlined. NO DallyFleld Report n r�mxwn mmaomu .a�+agcuo,m 1z>.su, n+v+roa Co49. nxOC4Md 1m..mnxmam s.. o.c,.uemu ��a:mar.. w n,nxm.ln osnrm ro.+x,�:.mem.xo.ow TRMtLiO,ey+IVL RM om:o)ntmis Aa Jp ft AW, moosr, 6911rb412. o5s.ypu,wom.,cm:m E.n.4{4atn401axY:e om.. Mn1N Vb,:BM, aLrlln•WAO uen..:lsw im M..sFam aam n+ac sm,mu mrr..m a e„ma x n � 1v ea..um w n,. SFb esmO wrtemma: npur 1.,.eo, VO\N,vCbO LWM,M A. W,1Yd.Ia.1Cv4MYv mYhe191 o.� v,arc.ayaw,,,,e.a,,..., ro..w.aumamauxrn�svxna<.+,ar.y,.re..:weaaroluwm .am.ncm,ammes..vnu.m,v:,muu.c.,ev. rx - aucwc.c®0 o®a. venmq..wxnw row...n,ay. osa�,.e000u.mure vmm.venxyumamwmmm wn a.Rooa�m.aa.avµ....naa�aur., VbMtlInNSVTY,gn,nao.amrm�..an W OSngpmOPemaN4Na om.ru> ro :m.mr++nsm.urrow,.row..oaom.xm+mnwrm.x eq., a1 City of Santa Ana RFP No. 18-045, Geotechnical Engineering Services SCST Proposal No. 18-0308 25B-1 ©© ®0 1. STATEMENT OF QUALIFICATIONS d. Understanding of Need SCST will take complete responsibility for the accuracy and completeness of any submitted information. Deliverables will include geotechnical reports, mix design review reports, close-out/final reports, test results, field daily reports, and non-compliance logs. Geotechnical considerations affecting proposed developments throughout the city will be the presence of liquefiable soils and shallow groundwater. Liquefaction is a process in which soil grains in a saturated deposit lose contact after the occurrence of earthquakes or other sources of ground shaking. The soil deposit temporarily behaves as a viscous fluid; pore pressures rise, and the strength of the deposit is greatly diminished. Based on our review of the California Geologic Survey's available seismic hazards maps, a large portion of the city is in a liquefaction potential zone. In addition, shallow groundwater should be expected throughout the city. Any assumptions and/or exclusions used in preparation of a scope of work and associated fee estimated will be included with the proposal for each requested TO or project. SCST has a long established Quality Assurance Program (QAP) in place to ensure our team members perform work accurately and in conformance with all project specific codes, requirements,and standards. As partofSCST's QAP procedures, an SCST professionally licensed engineer is responsible for reviewing all reports prior to submission. This includes field testing, analyses, subcontractor's work products, and the transmittal of laboratory test results. Our experienced technical reviewer staff members review data collection, calculations, analysis, interpretation, and reporting. Our project manager reviews cost control, conformance with task expectations, and documentation for contractual obligations. SCST maintains a system of checks and balances to ensure our projects are of the highest quality. SCST's laboratory participates in the AMRL and CCRL proficiency -sampling program to confirm our team provides accurate reporting of laboratory tests. SCST is recognized for high quality test results. Careful chain of custody is managed by Agile Frameworks MetaField® V2.6 software. Samples are logged and assigned testing electronically from the field at the time of sampling, delivered to SCST's laboratory and are immediately scheduled for testing at required dates by the appropriate testing methods. Test results are managed and forwarded also using Agile Frameworks MetaField® V2.6 to SCST's Project Manager for review and distribution. Should testing result in non-compliance, the designated District representative is notified immediately and a log of non-conformance is automatically tracked per project using the MetaField® V2.6 system. SCST's principals and project managers are committed to our Quality Assurance Program (QAP). They are not only responsible, but take pride in the quality of our services and overall compliance, accuracy, and thoroughness of our reporting methods. SCST is structured to provide QA oversight on a continuing basis and to monitor performance and adjust or modify resources when necessary to improve a program or project. To provide QA oversight on a continuing basis, we empower staff assigned specifically to monitor quality and safety. We hold regular meetings with our technical staff to maintain their familiarity with QA/QC standards. Our Feld supervisors visit with our field inspectors and technicians on-site on a regular basis to check and confirm quality procedures. SCST continues to maintain and keep our QAP current, and will do so throughout the duration of this contract. City of Santa Ana RFP No. 78-045, Geotechnical Engineering Services 25B-1 � _ 173 SCST Proposal No. 1&0306 ` H ,$W 1. STATEMENT OF QUALIFICATIONS e. Relevant Project Experience The project will consist of the removal of 70,000 SF of asphalt, and the design of a landscaped linear park with a vegetated bioswale, which will be approximately 2,500 E. linear feet, and decomposed granite multipurpose bike/walking trail, which will be J approximately one mile long. The removal of asphalt will eliminate runoff caused by the impervious roadway. The vegetated swale will treat the runoff through filtering by the vegetation in the channel, filtering through a subsoil matrix, and/or inflitration into the underlying soils. The swale will trap particulate pollutants, promote infiltration and reduce the flow velocity of stormwater runoff. The removal of the asphalt will also result in the loss of on -street parking, so the project will also include a street parking study and proposed street parking layouts. The project is funded in part through the Orange County Transportation Authority Measure M2 Environmental Cleanup Tier 2 Grant Program. Services included soils classification and analysis, material and laboratory testing, and subsurface geotechnical investigation. The geotechnical report included recommendations for site preparation; earthwork; temporary excavation and shoring; slopes; exterior slabs -on -grade; pipeline support, bedding, backfill, and dewatering; infiltration; and pavement section recommendations. YEAR COMPLETED: 2015 CONTACT PERSON: Leah Kabbara CLIENT NAME: Kabbara Engineering PHONE NUMBER: 714.744.9771 Geotechnical investigation for the recommendations for shallow groundwater that was affecting streets and residential properties along Harris Street. SCST researched available geologic literature, previously published well reports, and other pertinent documents related to the shallow groundwater in the area; submitted a scope and fee; and met with the City to review findings before executing the fieldwork. Once fieldwork was completed, the findings were reviewed with City representatives and additional fieldwork was planned. After fieldwork, a drainage plan was sketched and recommended for the Civil Engineer to design. YEAR COMPLETED: 2017 CLIENT NAME: Snipes -Dye Associates YEAR COMPLETED: 2017 CONTACT PERSON: Bill Snipes PHONE NUMBER: 619.697.9234 Construction of a $12.5 million project, consisting of 4 miles (22,000 feet) of 10 -inch to 36 -inch gravity flow sewer pipeline and related utility improvements. SCST provided material testing, and special/ construction inspection, including observation and testing of subgrade, aggregate base material, asphalt concrete, and utility trenching. CLIENT NAME: Valley Sanitary District City of Santa Ana RFP No. 18-045, Geotechnical Engineering Services SCST Proposal No. 18-0308 CONTACT PERSON: Ron Buchwald PHONE NUMBER: 760.238.5400 25B-174 o ® 1. STATEMENT OF QUALIFICATIONS e. Relevant Project Experience ;� FFiiJJ The project consisted of the $4.7 million rebuilding of the four -acre park. Features included new landscaping, restrooms, shade structures, irrigation system, sidewalks, walking paths, play areas, and parking I U r lots. A new amphitheater/stage, arched gateway, a memorial fountain and gardens contain monuments and dedication plaques recognizing - area veterans. The construction was funded by a combination of grant funds, development impact fees, and a general fund. SCST provided materials testing and special/construction inspection of grading, asphalt y_ • concrete, compaction testing, shop and field structural steel welding, p`,.,.•.,;;,, and concrete quality control. YEAR COMPLETED: 2016 CONTACT PERSON: Gordon Fisher CLIENT NAME: City of Coachella PHONE NUMBER: 760.501.8121 Q) o SCST performed a geotechnical investigation for rehabilitation of existing roadway segments at Monterey Road and EI Centro Street. Services included markout of core locations, preparation and submittal of traffic control plans to the City, traffic control for fieldwork, and coring of existing pavement and excavation of four exploratory test pits. The borings were logged and samples taken for laboratory testing. Calculations were performed for traffic indices from city provided average daily traffic and pavement structural sections, and a report was prepared with our findings, conclusions, and recommendations for appropriate pavement rehabilitation. YEAR COMPLETED: 2017 CONTACT PERSON: Leah Kabbara CLIENT NAME: Kabbara Engineering PHONE NUMBER: 714.744.9771 SCST performed a geotechnical investigation for the Project Approval and Environmental Documentation (PA/ED) phase of the proposed $120 million project. The improvements will include additional freeway mainline capacity leading to westbound SR -91 connector ramp to the northbound and southbound 1-605, improvements to freeway westbound entrance and exit ramps on SR -91, and operational improvements for the northbound 1-605 at Alondra Boulevard off -ramp. Associated improvements are also anticipated on the arterial streets in the vicinity of the freeway ramp intersections. With site reconnaissance, researching archived resources, and previous experience with similar geologic conditions, SCST prepared a Preliminary Geotechnical Design Report (PGDR) to characterize the pertinent geotechnical conditions at the site and provide recommendations. The PGDR was prepared in accordance with the Caltrans (2013a) Guidelines for Preparing District Preliminary Geotechnical Reports. YEAR COMPLETED: 2018 CONTACT PERSON: Eric Spangler CLIENT NAME: Michael Baker International PHONE NUMBER: 949.855.3657 City of Santa Ana RFP No. 18-045, Geotechnical Engineering Services ^ 5-17 5 SCST Proposal No. 18-0308 L ®n M0 1. STATEMENT OF QUALIFICATIONS f. References SCST has been working with the City for 10 years providing materials testing and inspection services, as well as geotechnical engineering. Projects have included: + El Camino Real Road Widening: $8.9 million project, which includes the widening of EI Camino Real from Tamarack Avenue to Chestnut Avenue, providing three lanes of travel in each direction. Features included new drilled solider beam and shotcrete retaining walls, slope reconstruction, bike lanes, a raised median, new curbs and gutters, and upgrades to the traffic signals along EI Camino Real at both intersections to enhance mobility and connectivity for all modes of travel. + Dove Library: Testing and inspection during the $6.3 million improvement project to enhance the location as a community gathering space and make it easier for patrons to use the library as a working, collaborative space. Features included creating a 'living room' feel by adding seating for patrons, a new patio and cafe with expanded food and drink options, a redesigned courtyard, additional study rooms, a new tech lab, a dedicated teen area, a Friends of the Library bookstore, as well as enhanced technology, WiFi connectivity, and power access. The Ruby G. Schulman Auditorium, located in the library, was remodeled to improve accessibility and enhance visibility of the stage. Video production and audio-visual equipment was upgraded to digital technology. + Recycled Water Phase 111 Pipeline Expansion Segment 9: Testing and inspection during the $1 million installation of 3,170 linear feet of 8 -inch, C-900, PVC, DRI 8; 1,460 linear feet of 6 -inch, C-900, PVC, DR18; and nine recycled water services with all valves and appurtenances. The project also included asphalt overlay, pavement striping, and markers. + Tri -Agencies Water Transmission Pipelines Reach 2, Phase 1: Testing and inspection during construction of this $1.2 million project consisting of 1,860 feet of 18 -inch potable water steel pipe and a pressure reducing station. + Coastal Rail Trail (CRT) Reach 1: The project will improve pedestrian and bicycle access, safety and connectivity by constructing a multi -modal trail with bike lanes in both directions on the west side of Carlsbad Boulevard, and a sidewalk on the east side of the road, across from the Buena Vista Lagoon. The existing road will be reduced to one lane in each direction to accommodate the bike lanes and sidewalk. A roundabout will be constructed at the intersection of Carlsbad Boulevard and State Street to enhance mobility. Sharrow lanes will be installed on State Street to connect the roundabout at the intersection with the existing CRT Reach 2. SERVICES: REFERENCE: Soils Classification and Analysis Material Testing Special/Construction Inspection Subsurface Geotechnical Investigation Pavement Design Reports Containing RecommendationE for Seismic Stability, Soil Liquefaction, Slope Stability and Protection, Excavations, Grading and Site Clearing, Retaining Structures, and Fill Compaction Scott Fisher, Municipal Projects Manager 760.814.7226 / scott.fisher@carlsbadca.gov City of Santa Ana RFP No. 18-045, Geotechnical Engineenng Services ^ _ 1 76 SCST ProL Proposal No. 18-0308 FS T 1. STATEMENT OF QUALIFICATIONS f. References CC SCST has been working with the City for seven years providing materials testing and inspection services, as well as geotechnical engineering. Projects have included: r � ] Nk ! � + 8th Street Smart Growth Revitalization Project: Testing and n inspection during the extension of the National City Streetscape project that ties together the City's redevelopment efforts. The western portion of the project, between the 8th Street Trolley Station to National City Boulevard, includes new lighting with historic banners, way finding signs, trees, Class II bicycle lanes, lighting for the freeway underpass, medians and ADA improvements. The eastern portion, between National City Boulevard and Highland Avenue, narrows that segment of 8th Street to one lane in each direction, with left turn lanes at intersections, corner bulb -outs for traffic calming, enhanced crosswalk signing and striping, lighting with historic banners, bike racks, landscaping, ADA improvements, medians and angled parking on the south side of the street. The project also includes a new "Market Square" on AAvenue and 8th Street for farmers markets and street festivals. + Avenue A Green Street: Testing and inspection services during the $3.7 million project which consisted of the implementation of low -impact development (LID) infiltration measures along portions of "A" Avenue between East 8th Street and Kimball Park to treat urban storm water runoff prior to entering the storm drain system and discharging into Paradise Creek. Other improvements included enhanced crosswalks with pedestrian refuge islands and corner bulb -outs for traffic calming, pedestrian actuated flashing crosswalk signs, and high intensity signing and striping; new sidewalks and pedestrian curb ramps forADAcompliance; decomposed granite walking paths through Kimball Park; a new gateway plaza with permeable pavers adjacent to National City Public Library; and an educational creek -themed art wall. SCST provided soils and concrete testing and inspection services. + Plaza Boulevard Widening Phase l: Phase I of the project includes widening Plaza Boulevard to construct a six lane regional arterial, utility undergrounding, and the widening of Plaza Boulevard between Palm Avenue and Interstate 805 including new travel lanes to expand roadway capacity and improve traffic flow, traffic signal modifications for safety and operations, and pedestrian / ADA enhancements. + Division Street Traffic Calming: Construction of traffic calming, as well as pedestrian, bicycle, and Safe Routes to School enhancements on Division Street between Highland Avenue and Euclid Avenue. Improvements included ADA pedestrian curb ramps, high intensity signing and striping, and buffered bike lanes. Traffic calming measures included converting four travel lanes to three travel lanes with a two-way left -turn center lane, buffered bike lanes, and on -street parking. Subsurface Geotechnical Investigation Soil Classification and Analysis • Pavement Design SERVICES: Material Testing • Special/Construction Inspection • Reports Containing Recommendations for Seismic Stability, Soil Liquefaction, Slope Stability and Protection, Excavations, Grading and Site Clearing, Retaining Structures, and Fill Compaction REFERENCE: Jose Lopez, Assistant Engineer 619.336.4380 / jlopez@nationalcityca.gov City of Santa Ana RFP No. 1M45, Geotechnical Engineering Services SCST Proposal No. 18-0308 25B-1 1. STATEMENT OF QUALIFICATIONS f. References N_ _ SCST has been working with the City of Del Mar for seven years providing materials testing and inspection services, as well as FLy�lr�iyl geotechnical engineering. Projects have included: J, • ' + City Hall: Testing and inspection, as well as geotechnical engineering for a new $17.8 million city hall consisting of an 8,855 SF City Hall for administrative functions and a 3,104 SF Town Hall with a seating capacity for up to 250 people and a 934 SF breezeway. The project also features a single story, 35,859 SF parking structure for 96 vehicles which supports the two on -deck buildings. Other elements include a 15,000 SF public plaza with trellises, pavers, planters, landscaping, and irrigation; a CMU wall; retaining walls; surface parking for an additional 45 vehicles; metal gates; and off-site street improvements. The project also includes a solar and battery energy system that will provide nearly all the facility's power when the sun is shining. + Jimmy Durante Boulevard and Camino Del Mar 2015 Street and Drainage: The $1.3 million project consisted of roadway improvements, curb and gutter, sidewalks, pedestrian ramps, grinding and asphalt -overlay, signing and striping, grading, retaining walls and storm drain improvements along Camino Del Mar from L'Auberge to Jimmy Durante Boulevard, and along Jimmy Durante Boulevard from Camino Del Mar to San Dieguito Drive. + 2016 Sewer and Water Group 1 CIP. Testing and inspection during the design and construction of a 6 -inch high density polyethylene (HDPE) water line to replace the existing above -ground steel pipeline. The pipeline installation utilized horizontal directional drilling (HDD) techniques. + 2015 Sewer, Water, and Arterial Paving (SWAP) Capital Project: Testing and inspection during construction of roadway improvements, curbs, gutters, sidewalks, pedestrian ramps, grinding and asphalt overlay, signing and striping, grading, retaining walls, storm drain improvements, sewer force main, recycled water mains, and irrigation system modifications. +Anderson Canyon Slope Reconstruction: Testing and inspection, as well as geotechnical engineering for slope reconstruction due to a slope failure after rain storm events. The failed slope is approximately 85 feet high. A portion of the slope failure extends under the Camino Del Mar roadway causing the south bound lane to be closed to traffic and existing utilities, including a storm drain pipe to be temporarily rerouted. The project consisted of the design and reconstruction of the slope and replacement of the storm drain on the slope with an inclination of approximately 1%:1 (horizontal to vertical). Subsurface Geotechnical Investigation Soil Classification and Analysis Pavement Design Foundation Design SERVICES: Material Testing • Special/Construction Inspection Reports Containing Recommendations for Seismic Stability, Soil Liquefaction, Slope Stability and Protection, Excavations, Grading and Site Clearing, Retaining Structures, and Fill Compaction REFERENCE: Joe Bride, Deputy Director of Public Works 858.755.3294 / jbride@delmar.ca.us City of Santa Ana RFP No. 18-045, Geotechnical Engineering Services _ SCST Proposal No. 18-0308 2. SCOPE OF SERVICES AND SCHEDULE Communication plays a major role in the success of a project. We understand how various project delivery methods influence project collaboration and interaction. SCST is in daily communication with each of our project teams. We know that a lack of or insufficient communication between team members can lead to costly mistakes and we are committed to help the City avoid these issues. We are dedicated to transparency and cooperation with all stakeholders, including architects, designers, engineers, construction managers, contractors, and other project team members to successfully deliver our services with a continuous focus on quality, cost, and schedule. At SCST, we apply time -tested methods to assure the high quality, dependable services our clients have come to expect. Because every project is different, we will work with the City and project team to understand the project objectives and to tailor the best approach to successfully complete each specific project. As demonstrated by our project experience and references listed in this submittal, we have the experience, staff, systems, and safeguards in place to deliver services for this contract with diligence and in a cost-effective manner to serve the best interests of the City. In addition, we have all the proper equipment necessary to perform the required services. Selecting the appropriate inspector or technician for a project is one of SCST's highest priorities. SCST will provide the City with full-time, multi -carded inspectors or technicians whenever possible, enabling us to maximize staff utilization and avoid duplication. Our technicians and inspectors will be available within 24 hours of a request from the City. Once a request is made by the City, Jeanine Watson, SCST's dispatcher, schedules field staff via Agile Frameworks MetaField® V2.6 software, which allows for efficient scheduling and managing of field and laboratory service. When an inspector or technician is scheduled, an email alert is sent from MetaField to the individual with the date of service, time of arrival, project address, on-site contact person and their phone number, the assigned inspection or testing to be performed, and additional notes. The daily schedule is available to all SCST personnel, enabling the field staff to view their project schedules, and enabling our project management team to ensure that we are effectively providing the correct staff members to perform the requested services. Both our C: project manager and dispatcher will be available to the City 24 hours a day and will be able to resolve any questions or problems that arise during a project. SCST can utilize the same project team that performed engineering work, aiding in the capacity to make quick and effective decisions in the field relating to the original geotechnical engineering assumptions. Our inspectors and technicians are well versed in the implementation of construction inspection and testing requirements, and are experienced with a wide variety of materials used in construction. Once a project begins, it is tracked using Ajera, our internal accounting software, giving us paperless system capacities. The software maintains real-time accounting of resources used on the project and displays this graphically to each project manager's desktop. The project management component of the software gives our project manager the ability to review scheduling and budgeting at any time, expediting communication between our project manager and the City, without the need for additional analysis. Our practice is to closely monitor the frequency of your dispatch and diligently manage the budget on all our projects to keep the City alerted of any anticipated budgeting issues. Once we have reached 70% of the individual line -item budget authorizations, we will schedule a meeting with the City and any other designated representatives to compare the remaining work with the construction schedule, and provide you with a cost -to -complete in an effort to avoid additional authorizations. We will not exceed the authorized budget without specific orders from you or your City of Santa Ana RFP No. 18-045, Geotechnical Engineering Services f� _ 1 79 SCST Proposal No. 18-0308 ` T 2. SCOPE OF SERVICES AND SCHEDULE authorized representative. The success of this program comes from cost control measures that provide you with early accounting and foresight into the progress of our services. SCST's geotechnical philosophy is reinforced by our seasoned staff who have a wide range of expertise with different types of projects. The philosophy focuses on providing creative and thoughtful recommendations that best support and protect the City. Our knowledge includes the different types of soil, formational materials and rocks, and their engineering characteristics that can be expected within the City, enabling us to provide timely responses to design and construction issues. Our typical approach to a City TO/project consists of: Review of Background Documents: SCST will review available relevant geologic and geotechnical engineering records, drawings, data, and other information as it pertains to the project site. This review and research process will aid in planning more efficient geotechnical investigations, and can lead to a reduction in the number of borings, test pits, or other types of subsurface exploration techniques. Field Exploration: SCST will prepare a workplan for submittal to the City and the project team prior to the start of field exploration work. In addition to the establishment of important working relationships between project team members, this will help identify specific site accessibility requirements or challenges on-site, to minimize the potential for encountering subsurface structures and utilities. Upon satisfactory clearance of exploration locations, the subsurface/geotechnical investigation will be performed under the supervision and direction of one of our state of California licensed engineers or engineering geologists, who will remain in close contact with the field team to ensure a smooth execution of the field exploration program. The field program may include coring pavements, coring rock and soil, drilling and sampling borings or backhoe pits, setting piezometers, collecting seismic refraction data, mapping cut slopes, and field testing for resistivity or infiltration characteristics. Geotechnical Laboratory Testing and Engineering Analyses: Our team's project engineer will develop a geotechnical engineering laboratory test program that will be customized for each project based on project needs, budget, and the subsurface conditions encountered during the field exploration program. The engineering analyses will be performed based upon the specific needs of the project as established during the development of the specific scope of services for the project. Preparation and Submittal of the Deliverables: SCST will present the City with a report that has been thoroughly reviewed and checked for quality, consistency, and accuracy by our project manager. Reports will include recommendations for corrective actions, design recommendations for repairs, and recommendations for development of design changes. With the deliverables, we will provide copies of design calculations, including documentation of computer generated calculations and final reports, where applicable. The typical turn around time for design deliverables is five weeks. A draft version of the report can be submitted for review and comment by the City so that recommendations can be fine- tuned if necessary. Our experience with municipal agencies has shown us the importance of this step as communication with the project team is streamlined. WiE�EK$ from Not ice to Proceed (NTP) ENGINEERING SERVICES7 2 3 4 5 Develop Task Authorization Review of Available Background Documents and Information, Performance of Field Exploration TM s Geotechnical Laboratory Testing and Engineering Analysis . Draft and Final Report Preparation City of Santa Ana RFP No. 18-045, Geotechnical Engineering Services _ O SCST Proposal No. 18-0308 pill ® 2. SCOPE OF SERVICES AND SCHEDULE When an on-call engagement is requested for a project in SCST's project manager will prepare a comprehensive, detailed scope of services, and a cost estimate/budget for the project based on the project schedule, and the plans and specifications. We will work with the City to develop realistic and responsible solutions for each specific project's needs. In order to conform to a project budget, SCST's project manager provides individuals working on a specific task with the expected time allotted for that task. By establishing a budget and communicating the project expectations for our services at the beginning of a project to all individuals involved, SCST can complete tasks efficiently and maintain the estimated project budget. Additionally, our professional staff is involved with the project fieldwork and report preparation, providing continuity and efficiency during a project. Our specific approach to services consists of: Assigning and Scheduling of Staff: Selecting the appropriate inspector or technician for a project is one of SCST's highest priorities. As stated above, SCST will provide City with multi -carded inspectors or technicians whenever possible. We utilize Agile Frameworks MetaField® V2.6 software for efficient scheduling and managing of field, laboratory, and office personnel. The daily schedule is available to all personnel, enabling us to maximize staff utilization and avoid duplication. Our technicians and inspectors will be available within 24 hours of a request from City. Testing, Field Work, and Deliverables/Reporting: The assigned inspector or technician will report to the appropriate on-site contact and sign -in if necessary. They will meetwith the City's designated representative to review the approved plans and specifications, and to assure that these documents are clearly understood and the City's needs are being fully addressed. The inspector or technician will perform the required inspection and/or testing service in accordance with the approved project drawings and specifications. Any required samples will be procured, labeled, electronically logged, and scheduled for pickup. Our field representative will document findings or test results with a report of their daily activities and the status of compliance with project requirements, and present the report or results to the City's designated representative for a signature. The signing representative, SCST's project manager and any pertinent project team members will then automatically receivean email copy of the report or results. Notification of any non-compliant work will be noted and clearly reported to the City's designated representative. SCST also utilizes Agile Frameworks MetaField® V2.6 for our field reporting and testing, which allows us to upload daily reports and testing results to a central database from the field via cell phone where they are reviewed by the project manager. Information is then digitally signed and forwarded to the client, or accessed by the client via a customer facing portal via the cloud. Field inspection reports are typically available the same day. Samples are delivered to SCST's laboratory and are scheduled for testing at required dates by the appropriate testing methods. Test results are forwarded using Agile Frameworks MetaField(D V2.6 to SCST's project manager for review and distribution. Should testing result in non-compliance, the designated City representative is notified immediately and a log of non-conformance is automatically tracked per project using the MetaField® V2.6 system. Final Report/Deliverables/Closeout: As the construction contract enters the completion phase, SCST's team will work with the City to develop a functional closeout plan. We will use our experience to identify remaining inspection requirements, and submit final reports in a timely manner. In order to expedite the final reports, our field daily reports and laboratory test results are automatically filed and reviewed throughout the duration of the project. Typically, SCST can prepare these reports within three days of the completion of our work, depending on the size and scope of the project. Daily reports and all laboratory test results are compiled into a Final Construction Quality Assurance report that displays all field inspection reports, batch plant inspection reports, laboratory testing reports, and a summary of the field density tests performed on the project. The final report can include any information requested by the City, such as inspector's names, certifications, or laboratory certifications. City of Santa Ana RFP No. 18-045, Geotechnical Engineering Services 81 SCST Proposal No. 1&0308 25B-1 2. SCOPE OF SERVICES AND SCHEDULE An example of a typical timeline for testing and inspection for an approximately five month project, based on our experience with similar projects, includes: FIELD SERVICES Develop Task Authorization WEEKS from Notice to, Proceed 1 2 3-20 21-22 i Project Background Data Review and Materials Attend Pre -Construction Meeting On -Site and Laboratory Observation, Inspection, and Testing3 Final Report Preparation z. SCST has a long established Quality Assurance Program (QAP) in place to ensure our team members perform work accurately and in conformance with all project specific codes, requirements,and standards. As part of SCST's QAP procedures, an SCST professionally licensed engineer is responsible for reviewing all reports prior to submission. This includes field testing, analyses, subcontractor's work products, and the transmittal of laboratory test results. Our experienced technical reviewer staff members review data collection, calculations, analysis, interpretation, and reporting. Our project manager reviews cost control, conformance with task expectations, and documentation for contractual obligations. SCST maintains a system of checks and balances to ensure our projects are of the highest quality. SCST's laboratory participates in the AMRL and CCRL proficiency -sampling program to confirm our team provides accurate reporting of laboratory tests. SCST is recognized for high quality test results. Careful chain of custody is managed by Agile Frameworks MetaField® V2.6 software. Samples are logged and assigned testing electronically from the field at the time of sampling, delivered to SCST's laboratory and are immediately scheduled for testing at required dates by the appropriate testing methods. Test results are managed and forwarded also using Agile Frameworks MetaField® V2.6 to SCST's Project Manager for review and distribution. Should testing result in non-compliance, the designated District representative is notified immediately and a log of non-conformance is automatically tracked per project using the MetaField® V2.6 system. SCST's principals and project managers are committed to our Quality Assurance Program (QAP). They are not only responsible, but take pride in the quality of our services and overall compliance, accuracy, and thoroughness of our reporting methods. SCST's corporate structure assigns appropriate levels of responsibility for fulfilling quality assessment roles. These roles and responsibilities are distributed within the project management activities and the QA group. SCST is structured to provide QA oversight on a continuing basis and to monitor performance and adjust or modify resources when necessary to improve a program or project. To provide QA oversight on a continuing basis, we empower staff assigned specifically to monitor quality and safety. We hold regular meetings with ourtechnical staff to maintain their familiarity with QA/QC standards. Our field supervisors visit with our field inspectors and technicians on-site on a regular basis to check and confirm quality procedures. SCST continues to maintain and keep our QAP current, and will do so throughout the duration of this contract. PR(-),IFCT INV(-)iCIN(- SCST will submit invoices monthly or at any other interval requested by the City. Invoices can be sorted by agency specific Task and Project Numbers, and we can also provide any additional level of detail regarding billing and invoicing to meet the City's needs, including the description of the work completed, a summary of any outstanding issues, or any problem areas and/or important issues that could affect project progress or costs. City of Santa Ana RFP No. 18-045, Geotechnical Engineering Services _ SCST Proposal No. 18-0308 4. FORMS Appendix ATTACHMENT 3-1: NON -COLLUSION AFFIDAVIT CERTIFICATIONS NON -COLLUSION AFFIDAVIT (Title 23 United States Code Section 112 and Public Contract Code Section 7106) To the CITY OF SANTA ANA DEPARTMENT OF PUBLIC WORKS In accordance with Title 23 United States Code Section 112 and Public Contract Code 7106 the BIDDER declares that the bid is not made in the interest of or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation; that the bid is genuine and not collusive or sham; that the BIDDER has not directly or indirectly induced or solicited any other BIDDER to put in a false or sham bid, and has not directly or indirectly colluded, conspired, connived or agreed with any BIDDER or anyone else to put in a sham bid, or that anyone shall refrain from bidding; that the BIDDER has not in any manner, directly or indirectly, sought by agreement, connmunication, or conference with anyone to fix the bid price of the BIDDER or any BIDDER, or to fir any overhead, profit, or cost element of the bid price, or of that of any other BIDDER, or to secure any advantage against the public body awarding the contract of anyone interested in the proposed contract; that all statements contained in the bid are true; and, further, that the BIDDER has not, directly or indirectly, submitted his or her bid price or any breakdown thereof; or the contents thereof, or divulged information or data relative thereto, or paid, and will not pay, any fee to any corporation, partnership, company association, organization, bid depository, or to any member or agent thereof to effectuate a collusive or sham bid. Note: The above Non -collusion Affidavit is part of the Proposal. Signing this Proposal on the signature portion thereof shall also constitute signature of this Non -collusion Affidavit. BIDDERS are cautioned that making a false cer ifica ' n ay subject the c if to criminal prosecution Signed 607 State of California County of San Diego Subscribed and sworn to (or affirmed) before me on this 10th day of JuIV 201§ by Neal W. Clements, PE , proved to me on the basis of satisfactory evidence to be the person(s) who appeared before me. VERONICA A, WADA COMM. #2121833 a Notary Public • California o z San Diego County Comm. Entres Am. 1, 2019 Notary Public Seal City of Santa Ana RFP Page A3-1 City of Santa Ana RFP No. 18-045, Geotechnical Engineering Services 25B-1 ^ _ 183 SCST Proposal No. 18-0308 La 0308 A notary public or other officer completing thls certificate verifies only the Identity of the Individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of San Diego ) CALIFORNIA ALL-PURPOSE CERTIFICATE OF ACKNOWLEDGMENT On July 10, 2018 before me, Veronica A. Tabada, Notary Public (here Insert name and title of the officer) personally appeared Nealwondsn„ClrmPntc who proved to me on the basis of satisfactory evidence to be the person(t) whose name(%)tare subscribed to the within instrument and acknowledged to me thati to ske/Okey executed the same in (rerAlleir authorized capacity(ies), and that by(Skefl0iek signature($) on the instrument the person(g), or the entity upon behalf of which the person(%) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNE Signature 25B-184 VERONICA p.TABADA COMM. #2121833 Notary Public • Calitarnia c z San Diego County Comm. E><Pires Au .1,2019 (Seal) Rim MU 4. FORMS Appendix ATTACHMENT 3-2: NON -LOBBYING CERTIFICATION CERTIFICATIONS The prospective participant certifies, by signing and submitting this bid or proposal, to the best of his or her knowledge and belief, that: 1. No federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any federal contract, the making of any federal grant, the making of any federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any federal contract, grant, loan, or cooperative agreement. 2. If any funds other than federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence any officer or employee of any federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this federal contract, grant loan, loan or cooperative agreement, the undersigned shall complete and submit a "Disclosure of Lobbying Activities". This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352, Title 31, U. S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. The prospective participant also agrees by submitting his or her bid or proposal that he or she shall require that the language of this certification be included in all lower tier subcontracts, which exceed $100,000 and that all such sub recipients shall certify and disclose accordingly. Firm SCSI, Inc. Signed and Printed Name: Title Owner/CEO Date July 12, 2018 City of Santa Ana RFP City of Santa Ana RFP No. 18-045, Geotechnical Engineering Services 20-185 � 2 5 1 8 5 SCST Proposal No. 18-0308 Rim 01® 4. FORMS Appendix ATTACHMENT 3-3: NON-DISCRIMINATION CERTIFICATION CERTIFICATIONS The undersigned consultant or corporate officer, during the performance of this contract, certifies as follows: 1. The Consultant shall not discriminate against any employee or applicant for employment because of race, color, religion, sex, or national origin. The Consultant shall take affirmative action to ensure that applicants are employed, and that employees are treated during employment without, regard to their race, color, religion, sex, or national origin. Such action shall include, but not be limited to, the following: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Consultant agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. 2. The Consultant shall, in all solicitations or advertisements for employees placed by or on behalf of the Consultant, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, or national origin. I The Consultant shall send to each labor union or representative of workers with which he/she has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers' representatives of the Consultant's commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. 4. The Consultant shall comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. 5. The Consultant shall furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his/her books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation, to ascertain compliance with such rules, regulations, and orders. 6. In the event of the Consultant's non-compliance with the nondiscrimination clauses of this contract or with any of the said rules, regulations, or orders, the contract may be canceled, terminated, or suspended in whole or in part and the Consultant may be declared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in Execution Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulations, or order of the Secretary of Labor, or as otherwise provided by law. 7. The Consultant shall include the portion of the sentence immediately preceding paragraph (1) and the provisions of paragraphs (1) through (7) in every subcontract or purchase order unless exempted City of Santa Ana RFP City Santa Ana RFP No. 18-045, Geotechnical Engineering Services 25aLA3-3 SCST Proposal No. 18-0308 5 K/ 18 V Rim fill 4. FORMS by rules, regulations, or orders of the Secretary of Labor issued pursuant to Section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontract or purchase order as the administering agency may direct as means of enforcing such provisions, including sanctions for noncompliance; provided, however, that in the event the Consultant becomes involved in, or is threatened with, litigation with a sub -consultant or vendor as a result of such direction by the administering agency, the Consultant may request that the United States enter into such litigation to protect the interests of the United States. 8. Pursuant to California Labor Code Section 1735, as added by Chapter 643 Stats. 1939, and as amended, No discrimination shall be made in the employment of persons upon public works because of race, religious creed, color, national origin, ancestry, physical handicaps, mental condition, marital status, or sex of such persons, except as provided in Section 1420, and any consultant of public works violating this Section is subject to all the penalties imposed for a violation of the Chapter. Signed: a&) Title: Neal W. Clements, PE, Owner/CEO Finn: SCST, Inc. Date: July 12. 2018 City of Santa Ana RFP City of Santa Ana RFP No. 18-045, Geotechnical Engineering Services A P��E�A3-¢ SCST Proposal No. 18-0308 L iVV� a 111 EXHIBIT B COMPENSATION Fee Proposal including hourly rates if applicable 25B-188 3, FEE PROPOSAL TECHNICAL STAFF TITLE Principal Engineer/Geologist HOURLY RATE $174.00 Senior Engineer/Geologist $155.00 Project Engineer/Geologist $115.00 Associate Staff Engineer/Geologist $96.00 Senior Soil Technician - Lab Only/Non-Prevailing Wage $68.00 Soil Technician - Lab Only/Non-Prevailing Wage $60.00 CADD Technician $77.00 Group 1 - Prevailing Wage $98.00 Group 2 - Prevailing Wage $102.00 Group 3 - Prevailing Wage $106.00 TITLE HOURLY RATE Office Assistant $55.00 Billino Administrator $55.00 City of Santa Ana RFP No. 18-045. Geotechnical Engineering Services 25B-1 _ 189 SCST Proposal No..18.0308 ` Rim SCST, INC. 12® SCHEDULE OF FEES FOR PROFESSIONAL SERVICES California Prevailing Wage - Orange Effective January 1, 2018 PROFESSIONAL SERVICES Professional (Engineering, Geology, Environmental) Principal Professional........................................................................ Senior Professional...........................................................................� Project Professional........................................................................... StaffProfessional.............................................................................. Drafter................................................................................................ Project Management Senior Project Manager................................................................ ProjectManager.......................................................................... Administrative Assistant.............................................................. Travel and Miscellaneous ............................... $174 .................................155 .................................115 ................................... 96 ................................... 77 .............................................................................................. $68 ................- .............................................................................. 60 ................................................................................................ 82 ................................................................................................98 ..............................................................................................102 ........................................................................................................106 ..............................................................................................126 .............................................................................. $156 ................................................................................124 .................................................................................. 55 PickUp........................................................................................................................................................................................ $66/trip TravelTime......................................................................................................................................................................... Hourly Rate Per Diem (variable, depending on location)................................................................................................................................... Quote Prevailing Wage Hourly Surcharge for Technicians and Inspectors per California Labor Code §720, et Seq .............................. Quote Overtime and Saturday Rate..........................................................................................................................1.5 x Regular Hourly Rate Sunday and Nationally Recognized Holiday Rate (including the day after Thanksgiving).................................2 x Regular Hourly Rate RushSurcharge.................................................................................................................................................... normal rate plus 50% LABORATORY TESTS Soil and Aggregate Absorption Coarse Aggregate (Cal 206, ASTM C127) ........................................................ Absorption Fine Aggregate (Cal 207, ASTM C128)............................................................. California Bearing Ratio includes Max Density Method C (ASTM D854) ............................ CaliforniaImpact (Cal 216).................................................................................................. Chloride Ion Testing (Cal 422)............................................................................................. Clay Lumps in Aggregate/Per Size (ASTM C142)............................................................... Cleanness Value —1' and Smaller (Cal 227)...................................................................... Cleanness Value — Larger than 1' (Cal 227)........................................................................ Consolidation (ASTM D2435).............................................................................................. Corrosivity Testing (Soluble Chlorides and Sulfates, pH and Resistivity) ............................. Crushed Particles/Size (Cal 205, ASTM D693)................................................................... Direct Shear (ASTM D3080)................................................................................................ Durability Factor (Cal 229, ASTM D3744)........................................................................... 25B-190 SCSI, INC. SCHEDULE OF FEES FOR PROFESSIONAL SERVICES CONT. Soil and Aggregate - Continued Durability Index (Cal 229, ASTM D3744).......................................................... Expansion Index (ASTM D4289)...................................................................... Fine Aggregate Angularity (AASHTO T304) ..................................................... Fineness Modulus (ASTM C136)..................................................................... Flat 8 Elongated Pieces/Size (ASTM D4791) .................................................. Light Weight Pieces (ASTM C123).................................................................... Liquid Limit (Cal 204, ASTM 04318)................................................................. Los Angeles Abrasion — larger than 1 in" (Cal 211, ASTM C535) ..................... Los Angeles Abrasion —1 in" and smaller (Cal 211, ASTM C131) ................... Maximum Density Check Point (ASTM D698/D1557)....................................... Maximum Density/Optimum Moisture - 4" (ASTM D1557) ................................. Maximum Density/Optimum Moisture - 4" (ASTM D698) ................................... Maximum Density/Optimum Moisture - 6" (ASTM D1557) ................................. Maximum Density/Optimum Moisture - 6" (ASTM 0698) ................................... Minimum Density (ASTM D1556)....................................................................... Moisture Content (Cal 226, ASTM C566, ASTM D2216) ................................... Natural Density —Chunk Sample (ASTM D2937) ............................................... Natural Moisture/Density Ring or Core Sample (ASTM D2937) ........................ Organic Impurities (Cal 213, ASTM C40).......................................................... Organic Matter (ASTM D2974).......................................................................... Percent Finer than #200 (ASTM C117, ASTM Of 140) ...................................... Permeability Remold Sample includes Maximum Density (ASTM D2434) ........ Permeability Remold Sample includes Maximum Density (ASTM D5084) ........ Permeability Undisturbed Sample (ASTM D5084) ............................................ Petrographic Analysis (Cal 215, ASTM C295) ................................................... pH 8 Resistivity (Cal 643, ASTM G51).............................................................. Plastic Limit (Cal 204, ASTM D4318)................................................................ Plasticity Index (Cal 204, ASTM 4318).............................................................. Potential Reactivity (ASTM C289)..................................................................... Residual Shear (ASTM D6467)......................................................................... Rock Correction (ASTM D4718)......................................................................... R -Value (Cal 301, ASTM D2844)...................................................................... Sand Equivalent (Cal 217, ASTM D2419)......................................................... Sieve Analysis (Cal 202, ASTM C136, ASTM D422) ........................................ Sieve Analysis Pit Sample (Cal 202, ASTM Of 36) ............................................ Sieve Analysis with Hydrometer (Cal 203, ASTM D422) ................................... Soil Cement Compression Strength (Cal 312, ASTM D1633) ........................... Soil Cement Cylinder Fabrication (Cal 312, ASTM D1632) ............................... Soluble Chlorides (Cal 422)............................................................................... Soluble Sulfate (Cal 417)................................................................................... Soundness 5 Cycles/Size (Cal 214, ASTM C88) ............................................... Specific Gravity Coarse Aggregate (Cal 206, ASTM C127) .............................. Specific Gravity Fine Aggregate (Cal 207, ASTM C128) ................................... Triaxial Shear Consolidated -Undrained (ASTM D4767) .................................... Triaxial Shear Unconsolidated -Undrained (ASTM D2850) ................................ Triaxial Staged Consolidated -Undrained (ASTM D4767) .................................. Triaxial Staged Unconsolidated -Undrained (ASTM D2850) .............................. Unconfined Compression (ASTM D2166)......................................................... Unit Weight Aggregate (Cal 212, ASTM C29) ................................................... Asphalt Concrete .................................... $224 ......................................177 ....................... 74 .......................35 .......................41 .......................35 .................. I.... 90 ....................... 75 ....................... 70 .....................400 Asphalt Conformance Testing Full (inc. % Bitumen, SA Extracted, (2) Hveem, Maximum Theoretical, (2) Stabilometer Value) ...$833 Asphalt Conformance Testing Modified (inc. % Bitumen, SA Extracted, (2) Hveem)........................................................................465 Asphalt Core Specific Gravity (Cal 308, ASTM D2726).......................................................................................................................58 Asphalt Core Specific Gravity Waxed (Cal 308, ASTM D1188)..........................................................................................................74 EmulsionContent (CTM 382)...........................................................................................................................................................178 FilmStripping (Cal 302)....................................................................................................................................................................178 Gyratory Compacted Plug (AASHTO T312).....................................................................................................................................133 Hamburg Wheel -Plant Produced HMA (AASHTO T324/Cal-Trans Section 39)...............................................................................900 Hveem — Maximum Bulk Specific Gravity (Cal 308).........................................................................................................................133 25B-191 SCSI, INC. SCHEDULE OF FEES FOR PROFESSIONAL SERVICES CONT. Asphalt Concrete - Continued Hveem& Stabilometer Value (Cal 366)..........................................................................................................................................$168 $27 Ignition Oven Correction Factor (AASHTO T308)...........................................................................................................................500 Marshal Density, Stability 8 Flow (ASTM D6927) per plug...............................................................................................................168 MarshalDensity (ASTM D6926) per plug.........................................................................................................................................133 Moisture Content of Asphalt Mixtures Using Microwave (Cal 370).....................................................................................................50 Moisture Vapor Susceptibility (Cal 307)............................................................................................................................................259 ...................... 1,040 OptimumBitumen Content (Cal 367)............................................................................................................................................3,100 Percent Bitumen Asphaltic Concrete (Cal 382, ASTM D6307)..........................................................................................................183 Residue by Evaporation (Cal 331)....................................................................................................................................................178 Rice - Maximum Theoretical Specific Gravity AC (Cal 309, ASTM D2041)......................................................................................133 Sieve Analysis — Extracted Aggregate (Cal 382, ASTM D5444)........................................................................................................89 Stabilityand Flow (ASTM D1559)....................................................................................................................................................147 StabilometerValue (Cal 366)...........................................................................................................................................................147 qua Superpave Aggregate Qualities (Standard Cal -Trans Section 39 Requirements)..........................................................................1,050 Superpave Mix Design -No RAP testing or Aggregate Qualities (AASHTO R35/Cal-Trans Section 39) .........................................6,700 Superpave RAP Testing -Fractionated (ASTM D2172/AASHTO T308/Cal-Trans Section 39)........................................................5,700 Superpave RAP Testing -Not Fractionated (ASTM D2172/AASHTO T308/Cal-Trans Section 39) .................................................2,850 Swell Asphalt Concrete (Cal 305, ASTM 01561).............................................................................................................................147 Tensile Strength Ratio -Plant Produced HMA (AASHTO T283)........................................................................................................900 Wet Track Abrasion (ASTM D3910).................................................................................................................................................285 Concrete 2X2Cube Compression.................................................................................................................................................................. $27 Concrete Core Compression (ASTM C42).........................................................................................................................................59 Concrete Cylinder Compression (Cal 521, ASTM C39)......................................................................................................................27 Flex Beam Modulus of Rupture (Cal 523, ASTM C78).......................................................................................................................74 Modulus of Elasticity (Cal 522, ASTM C469)....................................................................................................................................261 ShotcreteMockup Panel (ASTM C1140) ....................... .......................................................................................... ...................... 1,040 Shotcrete Panel, 3 Cores —Compression (CBC).............................................................................................................................290 Shrinkage -Hardened Concrete (ASTM C157 - Modified).................................................................................................................371 Split Tensile, Concrete Cylinder (ASTM C496)..................................................................................................................................74 Timeof Set (ASTM C403)................................................................................................................................................................200 TrialBatch Beam (Cal 523, ASTM C192)...........................................................................................................................................69 Trial Batch Concrete Cylinder (Cal 521, ASTM C192).......................................................................................................................38 Trial Batch Fabrication (ASTM C192) qua ............................................................................ Unit Weight, Hardened Concrete (ASTM C642)............................................................ Unit Weight, Lightweight Concrete (ASTM C567)......................................................... Masonry Absorption Block (ASTM C140)...................................................................................................... CompressionAdobe...................................................................................................................... Compression Block, Standard (ASTM C140)................................................................................. Compression, Brick (ASTM C67)................................................................................................... EfflorescenceBlock......................................................................................................................... Efflorescence, Brick (ASTM C67).................................................................................................... Grout Prism Compression (ASTM C1019)...................................................................................... Masonry Core Compression (ASTM C42)....................................................................................... Masonry Core Shear (CBC 2105A.4)............................................................................................... Masonry Prism Compression (ASTM E447)..................................... ............................................... Mortar Bond Strength — Pull Test (ASTM C482)............................................................................. Mortar Cylinder Compression........................................................................................................... Mortar Shear Strength (ANSI 118).................................................................................................. Relative Mortar Strength (Cal 515).................................................................................................. Shrinkage — Masonry Block (ASTM C426)...................................................................................... Trial Grout Prisms (ASTM C942)..................................................................................................... Water Retention and Air Content (ASTM C270).............................................................................. 25B-192 SCST, INC. SCHEDULE OF FEES FOR PROFESSIONAL SERVICES CONT. Bend Test, Reinforcing Steel (ASTM A615) ............................... Bend Test, Structural Steel (ASTM A370) .................................. Bolt Assembly — Hardness Test ................................................. Bolt Assembly —Tensile & Proof Load Test ............................... Modulus of Elasticity (Steel)....................................................... Post -Tension Tendon Tensile Testing ......................................... Tensile Strength #3 - 98 Bar (ASTM A615/A706) ....................... Tensile Strength #9 - #11 Bar (ASTM A615/A705) ..................... Tensile Strength #14 - #18 Bar (ASTM A615) ............................ Tensile Strength - Mechanical Splices #9 and Smaller (Cal 670) Tensile Strength - Mechanical Splices #10 to #14 (Cal 670) ...... Tensile Strength - Mechanical Splices #18 (Cal 670) ................. Tensile Strength, Structural Steel (ASTM A370) ........................ Fire Proofing Density Test (ASTM E605) .................... Fiber Reinforced Polymer, Tensile (ASTM D3039) ...., Rebound Hammer Calibration .................................... Material Preparation................................................... Relative Humidity Test (ASTM F2170) ....................... Concrete Vapor Emission Kits (ASTM F1869) ........... Test Chamber and Water Spray Rack (ASTM E1105) Miscellaneous Charges .............................................. Default Expense.......................................................... Metal Miscellaneous ............... $45 TERMS AND CONDITIONS All field services will be charged from portal to portal with the following minimum charges: • A Mro-hour show -up charge win be applied to any service canceled the same day of service. • A two-hour minimum charge will be applied to all field services. • A four-hour charge will be applied to all field services requiring between two and four hours of work. • A six -hour charge will be applied to all field services requiring between four and six hours of work. • An eight-hour charge will be applied to all field services requiring between six and eight hours of work. • Work in excess of eight hours up to twelve hours in a single day, will be charged in one-hour increments at 1.5 times the standard rale. • Work In excess of twelve hours In a day will be charged in one-hour Increments at 2.0 times the standard rate. Work performed by field or laboratory personnel outside of normal business hours (6:30 AM — 5:00 PM) will be charged a premium on a case-by-case basis. Reimbursables: SCST reserves the right to charge for services outside of the contract in the tone of relmbumables. These Items Include, but are not limited to the following consumables: magnetic particle powder, ultrasonic copulent, concrete cylinder cans, etc. The following are also Included: mileage, travel time, equipment rental,administrative time utilized for photocopying, distribution lists, express mailing, archive searches, etc. Subcontracted services that are included on the Fee Schedule will be charged at those rates. Subcontracted services not included in our Fee Schedule will be charged at cost plus 20 percent. Per Diem charges will be applied to projects outside a 50 -mile radius of our office. Mileage will be charged at the rale of 50 cents per mile for distances over 50 miles from the location of dispatch. Invoices for all services completed or in progress will be submitted monthly. These invoices are due in full upon presentation to the client. Invoices outstanding over 30 days will be considered past due. A finance charge will be computed at the rate of 1.5 percent per month, which is an annual rate of 18 percent and charged on all past due accounts. If legal action is brought on delinquent accounts, the prevailing party shall be entitled to recover its reasonable attorney's fees and other costs of collection. Our professional engineering, geology, and Inspection services are performed in accordance with the current standards of practice in the industry. No other warranty or representation, express or implied, is made or Intended. Should any services provided by SCST for this project become subject to state or federal prevailing wage requirements, SCST will be compensated for those services at prevailing wage rates, from the date these requirements become effective through completion of the project. Serving Southern California Since 1959 25B-193 25B-194 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: NOVEMBER 20, 2018 TITLE: APPROVE AN AGREEMENT WITH TEXAS A&M ENGINEERING EXTENSION SERVICES FOR EMERGENCY OPERATIONS CENTER (EOC) OPERATIONS TRAINING (STRATEGIC PLAN NOS. 1&6) CITY ANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: 061TAO ❑ As Recommended ❑ As Amended ❑ Ordinance on 1s' Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Authorize the City Manager and Clerk of the Council to execute the attached agreement with Texas A&M Engineering Extension Service for the period of November 20, 2018 through March 31, 2019, to provide one Emergency Operations Center (EOC) Operations and Planning for All -Hazards Events training course in an amount not to exceed $65,064 subject to non -substantive changes approved by the City Manager and City Attorney. DISCUSSION The United States Department of Homeland Security has developed the Urban Areas Security Initiative (UASI) funding program. UASI is designed to address the unique planning, equipment, training, and exercise needs of high -threat, high-density urban areas and provides funds to local emergency first responders that assist in building an enhanced and sustainable capacity to prevent, protect, respond to, mitigate and recover from acts of terrorism. The grant specifically provides funding for anti -terrorism equipment, planning, training, exercises and technical assistance. Santa Ana has been designated as an Urban Area Core City since 2003. As such, for selected grant years, Santa Ana is the fiduciary for the region and manages projects which include, providing training and procuring equipment utilized by the 34 jurisdictions in Orange County. On September 7, 2018, the Police Department issued a request for proposals (RFP #18-075) for an Emergency Operations Center (EOC) Operations Training Course. On October 15, 2018, the City received proposals from two firms, Texas A&M Engineering Extension Service and Chloeta Fire, LLC. An evaluation committee consisting of representatives the Anaheim/Santa Ana Urban Area (ASAUA) reviewed and rated the two proposals based on established evaluation criteria outlined within the RFP. 25C-1 Texas A&M Engineering Extension Service Agreement November 20, 2018 Page 2 The results of the RFP evaluation are as follows: Vendor Score Texas A&M Engineering Extension Service 97 Chloeta Fire, LLC 60 100 point max Texas A&M Engineering Extension Service (TEEX) was the most responsive and capable respondent. TEEX brings valuable expertise and knowledge in EOC operations training and planning for large-scale emergency situations and disasters. The requested training course will be delivered to participants from multiple agencies within the Anaheim/Santa Ana Urban Area utilizing a customized scenario with a strong nexus to terrorism that incorporates large-scale emergency situations and elements relevant to the designated location. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal # 1 Community Safety, Objective #6, (enhance Public Safety integration, communications and community outreach). FISCAL IMPACT Funds in the amount of $65,064 are available in the FYI UASI Grant Program fund accounts (no. 12514491-62300-17424001187-3492). Santa Ana Police Department APPROVED AS TO FUNDS AND ACCOUNTS: Kafhryn Do ns, CPA o kiAms7 Executive Director Finance and Management Services Agency Exhibit. 1. Agreement with Texas A&M Engineering Extension Service 25C-2 AGREEMENT TO PROVIDE EMERGENCY OPERATIONS CENTER TRAINING THIS AGREEMENT is made and entered into this 20 day of November, 2018 by and between Texas A&M Engineering Extension Service ("TEEX" or "Consultant"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("City"). RECITALS A. On September 7, 2018, the City issued Request for Proposal No. 18-075, by which it sought a Consultant having special skill and knowledge in the field of Emergency Operations Center (EOC) training for large-scale emergency situations and disasters. B. The City, acting through the Santa Ana Police Department in its capacity as a Core City for the Anaheim/Santa Ana Urban Area under the FYI Urban Areas Security Initiative, has applied for, received and accepted as a subrecipient to the grant from the U.S. Department of Homeland Security, Federal Emergency Management Agency, through the State of California, Office of Emergency Services, to enhance security and overall preparedness to prevent, protect, mitigate, respond to, and recover from acts of terrorism, hereinafter referred to as "the Grant." C. Consultant submitted a responsive proposal on October 15, 2018, and represents that it has the necessary skills and experience to train participants from multiple agencies in planning for and responding to a terrorism or large-scale emergency incident from the Emergency Operations Center (EOC). D. In undertaking the performance of this Agreement, Consultant represents that it is knowledgeable in its field and that any services performed by Consultant under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. SCOPE OF SERVICES Consultant shall perform during the term of this Agreement, the tasks and obligations including all labor, materials, tools, equipment, and incidental customary work required to fully and adequately complete the services described and set forth in Scope of Work, attached hereto as Exhibit A, and incorporated by reference. 2. COMPENSATION a. City agrees to pay, and Consultant agrees to accept as total payment for its services for City, the rates and charges identified in Exhibit B. The total amount to be expended under this Agreement shall not exceed $65,064- 25C-3 b. In the event funding is not allocated for this project during the annual budget approval process, the City shall notify the provider of such occurrence in writing at least thirty (30) days before the end of the current fiscal period, and contract shall terminate on the last day of current fiscal period without penalty or expense to the City. c. Payment by City shall be made within thirty (30) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. Payment need not be made for work which fails to meet the standards of performance. 3. TERM This Agreement shall commence on the date first written above and continue until March 31, 2019, with the option for the City to grant an extension to this Agreement, exercisable by a writing by the City Manager and the City Attorney, unless terminated earlier in accordance with Section 16, below. 4. INDEPENDENT CONTRACTOR Consultant shall, during the entire term of this Agreement, be construed to be an independent contractor and not an employee of the City. This Agreement is not intended norshall it be construed to create an employer-employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Consultant performs the services which are the subject matter of this Agreement; however, the services to be provided by Consultant shall be provided in a manner consistent with all applicable standards and regulations governing such services. Consultant shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. Neither party may enter into any agreement on behalf of the other. Furthermore, neither party may make any statements on behalf of the other party or attribute statements to the other party. 5. OWNERSHIP OF MATERIALS Consultant will be providing a customized FEMA course with a scenario customized specifically for the City of Santa Ana. Consultant shall grant to City a non-exclusive and perpetual license for the customizations and City -specific scenario Consultant prepares under this Agreement ("Customizations"). Consultant represents that Consultant has the legal right to license any and all Customizations. Consultant makes no such representation in regard to documents & data which were provided to Consultant by the City. City shall not be limited in any way in its use of the Customizations at any time, provided that any such use not within the purposes intended by this Agreement shall be at City's sole risk. 6. INSURANCE. City acknowledges that, because Consultant is an agency of the State of Texas, liability for 25C-4 the tortious conduct of the agents and employees of Consultant or for injuries caused by conditions of tangible state property is provided solely by the provisions of the Texas Tort Claims Act (Texas Civil Practice and Remedies Code, Chapters 101 and 104), and that Workers' Compensation Insurance coverage for employees of Consultant is provided by Consultant as mandated by the provisions of Chapter 502, Texas Labor Code. Consultant shall have the right, at its option, to (a) obtain liability insurance protecting Consultant and its employees and property insurance protecting Consultant's buildings and contents, to the extent authorized by Section 51.966, Texas Education Code, or other law, or (b) self -insure against any risk that may be incurred by Consultant as a result of its operations under this Agreement. 7. INDEMNIFICATION To the extent permitted by the Constitution and the laws of the State of Texas and without waiving sovereign immunity, Consultant agrees to defend, and shall indemnify and hold harmless the City, its officers, agents, employees, contractors, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the negligent operations of the Consultant, its subcontractors, agents, employees, or other persons acting on its behalf which relates to the services described in section 1 of this Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution, judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement. This indemnity and hold harmless agreement applies to all claims for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this Section or by reason of the terms of, or effects, arising from this Agreement. The Consultant further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. Notwithstanding the foregoing, to the extent Consultant's services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant. 8. INTELLECTUAL PROPERTY INDEMNIFICATION To the extent permitted by the Constitution and the laws of the State of Texas and without waiving sovereign immunity, Consultant shall defend and indemnify the City, its officers, agents, representatives, and employees against any and all liability, including costs, for infringement of any United States' letters patent, trademark, or copyright infringement, including costs, contained in the workproduct or documents provided by Consultant to the City pursuant to this Agreement. 25C-5 9. RECORDS Consultant shall keep records and invoices in connection with the work to be performed under this Agreement. Consultant shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any services, expenditures, and disbursements charged to the City for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Consultant under this Agreement. All such records and invoices shall be clearly identifiable. Consultant shall allow a representative of the City to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement during regular business hours. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to this Agreement for a period of three (3) years from the date of final payment to Consultant under this Agreement. 10. CONFIDENTIALITY Notwithstanding any provision of this Agreement to the contrary, disclosure required by an order of a court of competent jurisdiction, or an opinion of the Attorney General of Texas pursuant to a request under the Texas Public Information Act will not be considered a breach of this Agreement. If Consultant receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Consultant agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. "Confidential Information" shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is, through no fault of the Consultant disclosed in a publicly available source; (c) is in rightful possession of the Consultant without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Consultant without reference to information disclosed by the City. 11. CONFLICT OF INTEREST CLAUSE Consultant covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified underthis Agreement. 12. NON-DISCRIMINATION Consultant shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities. Consultant affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 25C-6 13. EXCLUSIVITY AND AMENDMENT This Agreement and Consultant's Addendum represents the complete and exclusive statement between the City and Consultant, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Consultant. The parties agree that any terms or -conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Consultant or the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which is not embodied herein. 14. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Consultant, Consultant may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other consultants retained by City. 15. TERMINATION This Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such event, Consultant shall be entitled to receive and the City shall pay Consultant compensation for all services performed by Consultant prior to receipt of such notice of termination, subject to the following conditions: a. As a condition of such payment, the Executive Director may require Consultant to deliver to the City all work product(s) completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Consultant consents to the City's use thereof for such purposes as the City deems appropriate. b. Payment need not be made for work which fails to meet the standard of performance specified in Exhibit A. 16. WAIVER No waiver of breach, failure of any condition, or any right or remedy contained in or granted by the provisions of this Agreement shall be effective unless it is in writing and signed by the party waiving the breach, failure, right or remedy. No waiver of any breach, failure or right, or remedy shall be deemed a waiver of any other breach, failure, right or remedy, whether or not similar, nor shall any waiver constitute a continuing waiver unless the writing so specifies. 25C-7 17. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement. b. Exhibits A -C and the attached Addendum referenced herein, and attached hereto, shall be incorporated as if fully set forth in the body of this Agreement. 18. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by fax or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 Fax: 714- 647-6956 With courtesy copies to: Chief of Police City of Santa Ana 20 Civic Center Plaza (M-97) P.O. Box 1988 Santa Ana, California 92702 Fax: 714-245-8007 To Consultant: R. Charles Todd Associate Agency Director/CFO/Interim Agency Director Texas A&M Engineering Extension Service ("TEEX") 200 Technology Way College Station, Texas 77845-3424 A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by fax, communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on the transmission report issued by the 25C-8 transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: Maria D. Huizar Clerk of the Council APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney A By: U 0/1 UIWIVJ v Tamara Bogosian Assistant City Attorney RECOMMENDED FOR APPROVAL: DAVID VALENTIN Chief of Police CITY OF SANTA ANA Raul Godinez II City Manager CONSULTANT: R. Charles Todd Associate Agency Director / CFO / Interim Agency Director 25C-9 TEXAS A&M ENGINEERING TiTEEXContract EXEENSION SERVICE bf�J Texas A&M Eniigneeringp Extension Service - TEEX Addendum to Customer's Contract Customer Name: City of Santa Ana ("Customer') Date: November 20, 2018 1 I20 Civic Center Plaza M-97 P.O.Box 1988 Santa Ana CA 92702 Texas A&M Engineering Extension Service ("TEEX") and the Customer are this day entering into a contract and, for their mutual convenience, the parties are using the standard contract and/or purchase order form provided by the Customer (referred to hereafter as the "Customer's Contract Form"). This Addendum ("Addendum"), duly executed by the parties, is incorporated into the Customer's Contract Form dated November 20, 2014and made an integral part thereof. This Addendum and the Customer's Contract Form shall be referred to hereafter collectively as the "Agreement." The Customer's Contract Form is, with the exceptions noted herein, generally acceptable to TEEX. Nonetheless, because certain standard clauses that may appear in the Customer's Contract Form cannot be accepted by TEEX because of its status as an agency of the State of Texas and in consideration for the convenience of using provisions in the Customer's Contract Form instead of negotiating a separate contract document, the parties agree that none of the provisions listed below, if they appear in the Customer's Contract Form, shall have any effect or be enforceable against TEEX: 1. Requiring TEEX to maintain any type of insurance either for TEEX's benefit or forthe Customer's benefit. 2. Releasing or waiving the Customer or any other entity or person from its legal liability, or limiting liability, for unlawful or negligent conduct or failure to comply with any duty recognized or imposed by applicable law. 3. Requiring any total or partial compensation or payment for lost profit or liquidated damages by TEEX if the Agreement is terminated before the end of the contract term. 4. Changing the time period within which claims can be made or actions can be brought under the laws of the State of Texas. 5. Binding TEEX to any arbitration provision or to the decision of any arbitration board, commission, panel or other entity. 6. Obligating TEEX to pay costs of collection or attorneys' fees. 7. Requiring TEEX to provide warranties. 8. Granting the Customer a security interest in any property of TEEX or subjecting any property of TEEX to a statutory, contractual, or constitutional lien. 9. Requiring payments or assessing interest other than in accordance with the Texas Prompt Payment Act, Chapter 2251, Texas Government Code. 10. Requiring that the Agreement be "accepted" or endorsed by the home office or by any other officer of Customer subsequent to execution by an official of TEEX before the Agreement is considered in effect. 11. Prohibiting TEEX from recovering its lawful damages incurred as a result of a breach of the Agreement. 12. Permitting unilateral modification of the Agreement by Customer. 13. Limiting the liability of Customer or any other entity or person for property damage or personal injury. Miscellaneous Provisions: Indemnification: Customer agrees to indemnify and hold harmless TEEX from any claim, damage, liability, expense or loss to the extent arising out of Vendor's negligent or willful errors or omissions under this Agreement. Loss of Funding: Performance by TEEX under the Agreement may be dependent upon the appropriation and allotment of funds from federally -funded programs and/or by the Texas State Legislature (the "Legislature"). In the event a curtailment of federally -funded programs occurs, or in the event state appropriations are unavailable, then TEEX will issue written notice to the Customer and TEEX may terminate the Agreement without further duty or obligation hereunder. The Customer acknowledges that appropriation of funds is beyond the control of TEEX. TEEX CS -8 OGC APPROVED May 2017 Page 1 of 2 25C-10 TEEX Contract Non -Waiver. The Customer expressly acknowledges TEEX is an agency of the State of Texas and nothing in the Agreement will be construed as a waiver or relinquishment by TEEX of its right to claim such exemptions, privileges, and immunities as may be provided by law. Confidentiality: Customer acknowledges that TEEX is obligated to strictly comply with the Public Information Act, Chapter 552, Texas Government Code, in responding to any request for public information pertaining to this Agreement. Representations and Warranties: If Customer is a corporation or a limited liability company, Customer warrants, represents, covenants and agrees that it is duly organized, validly existing and in good standing under the laws of the state of its incorporation or organization and is duly authorized and in good standing to conduct business in the State of Texas, that it has all necessary power and has received all necessary approvals to execute and deliver the Agreement, and the individual.executing the Agreement on behalf of Customer has been duly authorized to act for and bind Customer. Use of Purchase Orders: To the degree that either or both of the parties hereto find it convenient to employ their standard forms of purchase order or acknowledgment of order in administering the terms of this Agreement, it or they may do so but none of the terms and conditions printed or otherwise appearing on such form shall be applicable except to the extent that it specifies information required to be furnished by either party hereunder. The terms proposed by any such form are specifically objected to and shall not be used as a basis for any contract. Force Majeure: Neither party is required to perform any term, condition, or covenant of the Agreement, if performance is prevented or delayed by a natural occurrence, a fire, an act of God, an act of terrorism, or other similar occurrence, the cause of which is not reasonably within the control of such party and which by due diligence it is unable to prevent or overcome. Savings Clause: If a court of competent jurisdiction finds any provision of this Addendum and the Customer's Contract Form illegal, ineffective or beyond contractual authority of either party, then the offending provision will be stricken and the remainder of the agreement between the parties will remain in effect. ( TEEX CS -8 OGC APPROVED May 2017 Page 2 of 2 25C-11 EXHIBIT A SCOPE OF WORK 25C-12 Exhibit A Scope of Work As a primary training partner of DHS/FEMA, TEEX offers a DHS -certified simulation - based Emergency Operations Center (EOC) training known as the MGT -346, Emergency Operations Center (EOC) Operations and Planning for All -Hazards Events course. The MGT -346 course has been vetted through a rigorous DHS course review process and meets the exact needs of the City of Santa Ana and the Anaheim/Santa Ana Urban Area (ASAUA) region. The MGT -346 course is three (3) days in length and focuses on the core functions, processes and best practices necessary to ensure effective and repeatable performance of an emergency operations center at any level. The core functions and processes are reviewed and demonstrated via facilitated discussion and a series of interrelated activities and exercises supported by a state-of-the-art computer simulation system and are coached by instructors who have extensive emergency operations and management experience. In delivering this training, TEEX will provide ASAUA regional members with the skills necessary to plan for and manage a large-scale incident by applying and implementing an all -hazards, multi -disciplinary management team approach as described in the National Incident Management System (NIMS). The course places specific emphasis on the planning, resource, and information management processes. Working as a team, the ASAUA regional members will learn from the effects of incident decisions while working in an EOC and will further develop their knowledge, skills and abilities in the operation of an EOC. This training will allow ASAUA participants to meet the course objectives identified in the RFP as well as provide them with the opportunity to gain a better understanding of the requirements, interactions, and functions necessary to effectively coordinate and support response and recovery activities and provide the continuity of government operations needed during a large-scale event. Course Topics include: • MACS Overview • Roles "Of' and "Within" an EOC • Common EOC Organization Models • Resource Management • Information Management • EOC Operations Management • The Planning Process • Developing and EOC Action Plan (EOC-AP) • Continuity of Operations The TEEX project team will collaborate with ASAUA stakeholders on the development of the culminating exercise scenario. The exercise scenario will 25C-13 incorporate a terrorism incident and will be based on threats and hazards that could be experienced in the ASAUA region within Orange County, CA. To ensure the ASAUA participants get the most out of their training, TEEX recommends that all course participants have an intermediate level of understanding of the Incident Command System (ICS) and some experience in incident management. 25C-14 EXHIBIT B COMPENSATION Fee Proposal including hourly rates if applicable 25C-15 EXHIBIT B CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR EMERGENCY OPERATIONS CENTER (EOC) OPERATIONS TRAINING COURSE PROPOSERS CERTIFICATION and PROPOSAL ITEM PRICING Certification - I certify that I have read, understand and agree to the terms and conditions of this Request for Proposals. I have examined the Scope of Services (Exhibit A) and am familiar with the scope of work locations. I am familiar with all the existing conditions and limitation that may impact work requests. I understand and agree that I am responsible for reporting any errors, omissions or discrepancies to the City for clarification prior to the submission of my proposal. Proposal Item Price - Pricing shall be based on the scope of services described in Exhibit A. Cost proposal shall include all costs for delivery of an EOC operations training course for up to forty (40) participants. LINE DESCRIPTION QUANTITY UNIT UNIT UNIT EXTENDED - QUANTITY PRICE TOTAL PRICE 1 Custom Scenario Development for EOC Operations forAll-Hazards Events $21,996.00 $21,996.00 Delivery of MGT -340, EOC Operations and 2 Planning for All -Hazards Events, with custom 7 cwrse 7 $43,067.34 $43,067.34 developed scenarlo for 40 participants Total Extended Cost (Add Lines 1 and 2): $65,063.34 Texas A&M Engineering Extension Service Phone: 979-458-6805 Fax: 979458-6822 LEGAL NAME OF COMPANY PHONE AND FAX NUMBERS 200 Technology Way College Station, Texas 77845 BUSINESS ADDRESS R. Charles Todd Acting Director; Chief Financial Officer CW ;' /01 /2 -lFf Charley.Todd@teextamu.edu AGENT DATE E-MAIL ADDRESS 74-2270626 FEDERAL ID NUMBER (IF APPLICABLE) CONTRACTOR LICENSE NUMBER (IF APPLICABLE) I Nis FURM MUST BE COMPLETED AND INCLU 4LS THAT DO NOT CONTAIN THIS FORM WILL City of Santa Ana RFP- 18-075 for EOC Training Operations Course At' l 6 EXHIBIT C CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR EMERGENCY OPERATIONS CENTER (EOC) OPERATIONS TRAINING COURSE FEDERAL GRANT CONTRACT PROVISIONS CERTIFICATIONS a. Debarment and Suspension — Contractor will comply, and all its contractors will comply, with applicable federal suspension and debarment regulations including, but not limited to, Executive Orders 12549 and 12689, and 2 Code of Federal Regulations (CFR) §200.212 and codified in 2 CFR Part 200. b. Section 504 of the Rehabilitation Act of 1973 (Handicapped) - All recipients of federal funds must comply with Section 504 of the Rehabilitation Act of 1973 (The Act). Therefore, the federal funds recipient pursuant to the requirements of The Act hereby gives assurance that no otherwise qualified handicapped person shall, solely by reason of handicap be excluded from the participation in, be denied the benefits of or be subject to discrimination, including discrimination in employment, in any program or activity that receives or benefits from federal financial assistance. The Contractor agrees it will ensure that requirements of The Act shall be included in the agreements with and be binding on all of its contractors, subcontractors, assignees or successors. C. Americans with Disabilities Act of 1990 - (ADA) Contractor must comply with all requirements of the Americans with Disabilities Act of 1990 (ADA), as applicable. d. Lobbying and Political Activity - None of the funds, materials, property, or services provided directly or indirectly under this agreement shall be used for any partisan political activity, or to further the election or defeat of any candidate for public office, or otherwise in violation of the provisions of the "Hatch Act". e. Contractor will comply with all applicable lobbying prohibitions and laws, including those found in United States Code Title 31, § 1352, et seq., and agrees that none of the funds provided under this award may be expended by the Contractor to pay any person to influence, or attempt to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with any federal action concerning the award or renewal of any federal contract, grant, loan, or cooperative agreement. f. Contractor will comply, and all its contractors will comply, with all requirements of the Byrd Anti - Lobbying Amendment (31 U.S.C. 1352), as applicable. g. Non -Discrimination and Equal Opportunity - Contractor will comply, and all its contractors will comply, with Title VI of the Civil Rights Act of 1964, as amended; Section 504 of the Rehabilitation Act of 1964, as amended; Subtitle A, Title II of the Americans with Disabilities Act (ADA) (1990); Title IX of the Education Amendments of 1972; the Age Discrimination Act of 1975, as amended; Drug Abuse Office and Treatment Act of 1972, as amended; Comprehensive Alcohol Abuse and Alcoholism Prevention, Treatment and Rehabilitation Act of 1970, as amended; Section 523 and 527 of the Public Health Service Act of 1912, as amended; Title VIII of the Civil Rights Act of 1968, as amended; Department of Justice Non -Discrimination Regulations, 28 CFR Part 42, Subparts C, D, E, and G; and Department of Justice regulations on disability discrimination, 28 CFR Part 35 and 39. In the event a Federal or State court, Federal or State administrative agency, or the Contractor makes a finding of discrimination after a due process hearing on the grounds of race, color, religion, national origin, sex, or disability against a recipient of funds, the Contractor will forward a copy of the findings to CITY which will, in tum, submit the findings to the Office of Civil Rights, Office of Justice Programs, U.S. Department of Justice. h. Contractor will comply, and all its contractors will comply, with all requirements of the Executive Order 11246 of September 24, 1965, entitled "Equal Employment Opportunity," as amended by of Santa Ana RFP- 1 Course Executive Order 11375 of October 13, 1967, and as supplemented in Department of Labor regulations (41 CFR chapter 60), as applicable. i. Contractor will comply, and all its contractors will comply, with all requirements of the California Public Contract Code Section 10295.3, as applicable. j. Contractor will comply, and all its contractors will comply, with all requirements of the Copeland "Anti -Kickback" Act (18 U.S.C. 874) as supplemented in Department of Labor regulations (29 CFR Part 3), as applicable. k. Contractor will comply, and all its contractors will comply, with all requirements of the Davis -Bacon Act (40 U.S.C. 276a to 276a-7) as supplemented by Department of Labor regulations (29 CFR Part 5), as applicable. - 1. Contractor will comply, and all its contractors will comply, with all requirements of Sections. 103 and 107 -of the Contract Work Hours and Safety Standards Act (40 U.S.C. 3701-3708) as supplemented by Department of Labor regulations (29 CFR Part 5), as applicable. In. Contractor will comply, and all its contractors will comply, with all applicable standards, orders or requirements issued under Section 306 of the Clean Air Act (42 U.S.C. 1857(h)), Section 508 of the Clean Water Act (33 U.S.C. 1368), Executive Order 11738, and the Environmental Protection Agency regulations (40 CFR part 15), as applicable. n. Contractor will comply, and all its contractors will comply, with all requirements of the Energy Policy and Conservation Act (Pub. L. 94-163, 89 Stat. 871), (53 FR 8078, 8087, Mar. 11, 1988, as amended at 60 FR 19639, 19645, Apr. 19, 1995), as applicable. o. Contractor will comply, and all its contractors will comply, with all requirements of Section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act, as applicable. P. Contractor will comply with the Federal Water Pollution Control Act (33 U.S.C. 1251-1387) as applicable. q. Contractor agrees that the Department of Homeland Security shall have the authority to seek patent rights for any process, product, invention or discovery developed and paid for with funding through this Agreement based on the requirements of 37 CFR§ 401, as applicable. r. Pursuant to 2 CFR section 200.315, Contractor may copyright any work that is subject to copyright and was developed, or for which ownership was acquired, under a Federal award. The Federal awarding agency reserves a royalty -free, nonexclusive and irrevocable right to reproduce, publish, or otherwise use the work for Federal purposes, and to authorize others to do so. The Federal government has the right to: (1) Obtain, reproduce, publish or otherwise use the data produced under a Federal award; and (2) Authorize others to receive, reproduce, publish, or otherwise use such data for Federal purposes. Contractor will provide information pursuant to 2 CFR section 200315(e) for response to a Freedom of Information Request when applicable. City of S. Contractor will comply with the provisions of 2 C.F.R. section 200.315 regarding the use of intangible property. t. Contractor will comply with all applicable federal statutes, codes and regulations regarding the use of federal grant funds and property acquired with this grant funds. U. If the product is defective, does not function as represented or advertised, City is entitled to either a full refund of the purchase price or replacement of the product for a new product at the City's election. City 25C-20 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: NOVEMBER 20, 2018 TITLE: APPROVE AN AGREEMENT WITH ENERGY RETROFIT CO. TO INSTALL ENERGY-EFFICIENT LIGHTING FIXTURES AND CONTROLS IN THE ROSS ANNEX PARKING GARAGE (RFP NO. 18-070) AND EXECUTE THE ON -BILL FINANCING AGREEMENT (STRATEGIC PLAN NOS. 4,3D; 6,2A) Cl*ANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 15' Reading ❑ Ordinance on 2ntl Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER 1. Authorize the City Manager and Clerk of the Council to execute an agreement with Marketing Power, Inc. (dba Energy Retrofit Co.), for the term beginning December 3, 2018 through March 29, 2019, to provide and install advanced energy-efficient lighting fixtures and controls in the Ross Annex Parking Garage, in an amount not to exceed $39,928, inclusive of a 5% contingency in the amount of $1,901, subject to nonsubstantive changes approved by the City Manager and City Attorney. 2. Authorize the City Manager and Clerk of the Council to execute an agreement with Southern California Edison to provide a $13,536 no -interest On -Bill Financing and $1,979 in incentives to fund RFP No. 18-070, subject to nonsubstantive changes approved by the City Manager and City Attorney. DISCUSSION As part of the City's ongoing efforts to identify potential cost-saving energy projects across City facilities, the Building Maintenance Division commissioned energy audits for the Police Department Administration building, Corporate Yard facilities (administration and maintenance buildings), Ross Annex parking garage, and the City's libraries (Main Library, Newhope Library, and McFadden Learning Center). The energy audits were completed at no cost to the City by The Energy Network, a nonprofit program funded by California utility ratepayers through the California Public Utilities Commission. Based on the energy audit findings, Building Maintenance staff applied for and secured approved funding from Southern California Edison (SCE) to retrofit all facilities mentioned above. The retrofits to the Newhope and Main libraries, and the McFadden Learning Center were completed in 2017 and 2018. Retrofit funding applications for the Police Department Administration building, Corporate Yard facilities and Ross Annex parking garage have been reviewed and approved by 25D-1 Approve Agreement to Install LED Lights and Controls Ross Annex Parking Garage, On -Bill Financing November 20, 2018 Page 2 SCE. City staff, with the assistance of The Energy Network, has selected a contractor for both the Police Department Administration Building and Corporate Yard Facilities lighting projects; and installation of improvements are well underway, with a scheduled completion date at the end of November 2018. At this time, staff is requesting Council approval to implement the Ross Annex Parking Garage lighting retrofit project. The Scope of Work consists of new light fixtures (replace fluorescent units with energy-efficient light -emitting diode [LED] lights) and light controls (install occupancy sensors and connect to lighting and Building Management systems). Project benefits include improved illumination similar to the adjacent Civic Center Parking Garage; an annual reduction of 10,546 kWh in electric usage; annual electric bill savings of $1,354, and annual greenhouse gas reductions equivalent to eliminating almost 2 vehicles from driving a combined 19,237 miles (EPA Greenhouse Gas Equivalencies Calculator). Project funding of $15,515 has been approved by SCE, and includes cash incentives of $1,979, and zero interest On -Bill Financing (OBF) of up to $13,536. An innovative feature of this SCE program is that the City will have no upfront costs and will incur no new debt. All payments are made from the savings realized on the utility bill. Any lighting upgrades not included in the project specifications but authorized by the City will be paid separately by the City. Through the OBF program, the awarded contractor finances the cost of the project. SCE pays the contractor directly with the cash incentives (which are grants and do not need to be repaid by the City) and the OBF proceeds that SCE has approved for the project. Once the retrofits are completed and inspected, the Ross Annex Parking Garage will realize lower utility charges on their electric bill. However, the bill will have a new, separate line delineating the monthly OBF payment. Once the OBF payments are made in full (10 years), SCE will discontinue the OBF repayment charge. Staff requests the City Council approve the funding process for this project, and authorize the City Manager and Clerk of the Council to execute an OBF agreement with SCE. The SCE Notice of Approval for incentives and OBF proceeds (Exhibits 1 and 2) and an example OBF agreement form (Exhibit 3) are attached. On August 6, 2018, staff posted the Request for Proposal (RFP) for the Ross Annex Parking Garage Energy Lighting Retrofit (Exhibit 4) on the City's website and online bid management and publication system. Three proposals were received and opened on September 20, 2018. The proposals were evaluated and ranked by a review committee comprised of staff from the Public Works Agency and Building Maintenance. The ranking criteria included the experience of the firm and team, relevant project experience, understanding of the scope of work, the work plan, references, schedule, and fee. The ranking of the three firms is as follows: 25D-2 Approve Agreement to Install LED Lights and Controls Ross Annex Parking Garage, On -Bill Financing November 20, 2018 Page 3 Firm Score Energy Retrofit Co. 91.0 Baker Electric 81.3 J. Kim Electric 63.7 Staff recommends executing an agreement with Energy Retrofit Co., as their proposal is responsive to the specifications and meets the City's requirements. Contractor has experience with similar work with government entities through SCE, and submitted the most competitive pricing. The proposal contains a clear path toward achieving City goals and objectives as required by the RFP. The total agreement compensation is in the amount not to exceed $39,928 (Exhibit 5). STRATEGIC PLAN ALIGNMENT Approval of this item supports City efforts to meet Strategic Plan Goal #4 — City Financial Stability, Objective 3 (achieve a structurally balanced budget) Strategy D (explore innovative revenue and cost recovery strategies) and Goal #6 — Community Facilities & Infrastructure, Objective 2 (address deferred maintenance on City buildings and equipment) Strategy A (prepare a Deferred Maintenance Plan that assesses safety, adequacy, and liability implications, and estimates repair costs to be programmed in the responsible agency's future budget). ENVIRONMENTAL IMPACT In accordance with the California Environmental Quality Act, the recommended actions are exempt from further review. A Notice of Exemption will be filed for this project. FISCAL IMPACT There is a total of $39,928 in funding available for this project from a combination of SCE - approved OBF proceeds and estimated SCE Incentives ($15,515), and City funding ($24,413). Source Description Fiscal Year Amount SCE Approved OBF Proceeds 2018-2019 Feb. - Apr. 2019 $ 13,536 SCE Estimated Cash Incentives 2018-2019 Feb. —Apr. 2019 $ 1,979 City Building Maintenance 2018-2019 Feb. —Apr. 2019 $ 24,413 Total $ 39,928 The amount of up to $39,928 will be paid from these funds in the following manner: After installation is complete and an Installation Report is finalized, SCE will directly pay the contractor, Energy Retrofit Co., for the covered improvements. After applying credit for the 25D-3 Approve Agreement to Install LED Lights and Controls Ross Annex Parking Garage, On -Bill Financing November 20, 2018 Page 4 project incentives ($1,979), the final OBF amount (not to exceed $13,536) and repayment schedule will be established. • Any remaining project costs for City authorized lighting improvements not covered by SCE's program will be paid from City funds in an amount not to exceed $24,413. Funding is budgeted for expenditure in FY 2018-19 in the Building Maintenance — Contract Services expenditure account (No. 07310100-62300), and comprises of $22,512 in project costs, and $1,901 for contingencies. $13,536 in OBF repayments to SCE is budgeted and available for monthly payments beginning FY 2018-19 in the Building Maintenance, OBF Loan Payment account (No. 07310100-67003). Subsequent fiscal years' payments will be budgeted in the same account, in accordance with the following estimated repayment schedule: Fiscal Year Description I Amount Assumes total OBF amount is utilized and repayment begins March 2019 120 Monthly Payments: $112.80 2018-19 4 Monthly Payments $451.20 2019-20 through 2027-28 108 Monthly Payments 9 Years $1,353.60 annual) $12,182.40 2028-29 8 Monthly Payments $902.40 ._ ,A _ __ _ __ _Total $13,536.00 C% Fuad SSeiss, PE, PLS Executive Pirector Public Wo ks FSS:JA:CK:SS APPROVED AS TO FUNDS AND ACCOUNTS: Kathryn Downs, CPA Executive Director Ido Finance and Management Services Agency Exhibits: 1. SCE Notice of Approval — Incentives 2. SCE Notice of Approval — OBF Program 3. OBF Agreement — Sample Form 4. RFP 18-070 5. Contract Agreement 25D-4 SOUTHERN CALIFORNIA SEND TO: Southern California Edison, Business Incentives E D I S O N® P.O. Box 800, Rosemead, CA 91770.0800 An EDISON INTERNATIONAL® Company E-mail: Businesslncentives@sce.com i Fax: 626.633.3243 May 3, 2018 Project Number: 361-17-0501007913 Project: Customized Solutions Approach Customer Ref.: Ross Annex Parking Garage Lighting Trade Professional Information: Customer Information: Taylor Chamberlin John Aguilar The Energy Coalition City of Santa Ana 47 Discovery Ste. 250 20 Civic Center Plaza Irvine, CA 92618 Santa Ana, CA 92701 RE: NOTICE OF CUSTOMIZED SOLUTIONS CONTRACT AND INCENTIVE APPROVAL SA # 3-000-133540 Dear Taylor Chamberlin and John Aguilar: Thank you for submitting your Energy Management Solutions Incentive Application ("Application") for the Customized Solutions Program ("Program"). Your Application for incentives for the Project(s) described in your application has been reviewed and approved. Funds reserved are based on SCE approved savings estimate set forth below; however, the actual incentive payments will be made based on verified and actual savings' amounts: SCE Final Approved Savings SOLUTIONS DESCRIPTION and Incentive Code Estimate kWh kW Therms $Incentive Amount Interior LED fixture replacement (utilizing approved luminaries) LT -17492 382.2 0.08 0.00 $ 76.98 Interior LED parking garage luminaires LT -47463 10,163.8 1.16 0.00 $ 1,901.84 Total Approved Savingsllncentive Estimates 10,546.0 1.24 0.00 $ 1,978.93 Project Cost Adjustment $ (-) Total Estimated Incentive $ 1,978.82 10% Measurement and verification Adder (if applicable) If you do not concur with the energy savings and incentive amounts shown above, you have 30 days from the date of this letter to notify SCE, so that we can attempt to resolve your concern(s). If you do not notify us of any concerns within 30 days of this letter, the savings/incentive estimates set forth above will be deemed correct. If you agree with the estimates, you may proceed to purchase and install the above solution code(s) at any time. This Project Approval incorporates by reference the Application, including the Applicant Agreement regarding Program Terms and Conditions. Checkout www.sce.coml To selm�p�qti fy for the Comprehensive Bonus. (Rev. April 201.7) Exhi lura -1 - - After your project is completely installed, operational, and meets all requirements of the Program, which is described in detail in the Customized Statewide Procedures Manual for Business and at www.sce.com/customized—solutions: • Complete, sign and submit the enclosed Customized Solutions Installation Report • Submit final invoices and/or documentation to support project cost, clearly detailing all costs associated with the project (equipment, labor, tax, etc.). • Submit complete engineering calculations to demonstrate energy savings and documentation, if applicable (including archival diskette, CD, etc.). • Submit schematic drawings and/or manufacturer specification sheets, if applicable. • Operating Report, if measurement and verification is required. • Submit Pump Curve (if applicable) • Submit Permit Closure for HVAC measures (if applicable) NOTE: As a reminder, the deadline for the project to be completely installed and operational is 24 months from the date of this Project Approval letter. Please submit the completed Installation Report within 30 days after installation and prior to the two year deadline. Payments of Incentives will be made only after all Program requirements are met by the Customer to SCE's sole satisfaction. 1. All Projects and/or solutions must be completely installed and fully operational within 24 months from the date the Project(s) is approved by SCE to be eligible for Incentive payments. SCE reserves the right to cease making Incentive payment(s), require the return of the total or prorated Incentive payment(s) and/or terminate this Agreement if the Project(s) is not completely installed and fully operational within such 24 month period, unless an installation extension is granted by SCE, in SCE's sole discretion, in writing. Any extension that is granted shall not exceed 6 months. 2. Prior to any extension being granted, SCE will reassess the Project(s) viability and the Customer must provide reasonable assurance(s), at SCE's direction and in SCE's sole discretion that the Project is progressing toward installation and fully operational status. Assurances include, but are not limited to: (1) proof that the equipment was ordered; (2) a copy of the commissioning agent contract (when applicable); (3) project implementation schedule; (4) written confirmation provided by the Customer or Customer's Trade Professional that the project will be completed within the requested extension of time. Additionally, after the initial 24 month period from SCE's approval of the Project, changes impacting savings calculations or solution eligibility, such as Title 24, CPUC Energy Division direction, etc., may cause SCE to revise the energy savings and Incentive amounts for which the Customer is eligible. 3. SCE retains sole discretion to determine the appropriate baseline values and energy savings calculations used to determine Incentive payments. Incentives shall only be paid on Projects that meet or exceed the baseline performance standards applicable when this Agreement is signed. SCE reserves the right to modify or cancel the Incentive amount if the actual solution installed (or the actual energy savings resulting from such solution) differs from the installation as set forth in this Agreement. Check out www.sce.coml To see 2,gl -lg for the Comprehensive Bonus. (Rev. April 2017) 4. Energy savings for which Incentives are paid cannot exceed the actual electric usage for each SCE customer service account for which Incentives are being requested. Non -SCE supply, such as cogeneration or deliveries from another commodity supplier, does not qualify as usage from SCE (with the exception of Direct Access customers or customers paying departing load fees for which SCE collects PPP surcharges). Upon SCE review and approval of your completed Installation Report and supporting cost documentation, you will be notified in writing. Thereafter, SCE will process the incentive check or SCE utility bill credit, as applicable. If SCE is unable to approve your incentives based on the information provided, SCE may require you to submit other documents related to the Project, Project site, solutions, energy savings, or any other documents it requires, in its sole discretion, to make a decision on your Application. If you have any questions, please contact your SCE Account Representative. You may also call us at (626) 635-6015 Monday through Friday, from 8:00 a.m. to 5:00 p.m., or send an e-mail to BusinessIncentives@sce.com. Please have your project number available for reference when you call and include it in any e-mail correspondence. Business Incentives Team Southern California Edison Checkout www.sce.coml Toseejimo y_aljfyfortheComprehensiveBonus. (Rev. April 2017) CONTAINS CONFIDENTIAIAND,OR PROPRIETARY INFORMATION OF SCE ANDIOR ITS CUSTOMERS OR CONTRACTORS, AND IS PROVIDED PER CPUC CODE §583 G.O. MD§3A, AND SUPPORTED BY DECIARATION PER D.17-00028 tVRR/UPN/Senke 0.2 lD 361-1)-05030D)913 Review Campletion Date 03/20/18 if Teehriml Review Engineer Sriharsha Kandla Consullingfirm Places, Inc 25D-8 1 2 Status Approved with changes Approved with changes Required Future Data: Required future Data: Approval Additional Comments ' Speafiotlons sheets for installed equipment -Itemized, paid invoices for materials and labor for -Spedflcations sheets forirntalled equipment -Itemized, paid invoices for materials and labor for each ni a me. each measure. Submitted LT -17492 LT47463 Solution Coda Description Interior LED fixture replacement (utilizing approved luminaries) Interior LED parking garage luminaires Approved LT47492 LT -47463 Desvlptlon Interior LED figure replacement(utlBting approved luminaries) Interior LED parking garage luminalres Submitted 1200 12,00 EUL Approved! 1200 6.70 Source Iltg-CamLLOfu-SOOOOhr Iltg-CannLEDfx-50000hr Submitted N/A N/A RUL Approved N/A N/A Source N/A N/A Submitted ROB ROB Install Type Approved ROB ROB Assessment Approved as submitted Approved as submitted (35)LL T84ft 32W 41WK figures in parking garage Submitted annex, (13) 2L 78 4f 32W 41WK figures in parking Project Baseline Technology (2) 2L IS 4R 32W 4100K Futures in meter shop &(30) garage annex,&(2) 4L T84ft 32W 41NK figuresin 2118 fit 32W 41WK figures In building main show parking garage mechanical roam. Approved (12) 59W F411LL figures located in meter shop and building main shop. (35) 90W F"WLL flgure;(10) 501Y F42WLL figures,&(5) SAW 2L led tube figures (2) 23W CREE Linear suspended mount LED (1 251.- (a) Skyler SKF -JK -11-00-41( figures in parking garage Submitted 40K -IDV) figures In meter shop &(10)23W GREE same,(16)Skyler SKTJK-IL-4"K figures in parking Project Measure Technology Linear suspended mount LED (11t251.40K-10V) figures in building main shop. garage annes,&(2)Soler SKF -IK -11-4021( firtures In parking garage mechanical room. (12)23W GREE IED IInear ambient figures (DEC Approved model R Lf4-25L-4DK-10V-xilocated In meter (62) 40W LED Ilnearambient firtures(DEC model shop and building mal. shop. Skvler SKTd6LLd64K1. Approved Easy Ughtlng Calculator V3.0 Easy Ughting Calculator V3.0 Other Other Charges ..do eLC 3.1, which is a SCE preferred tool, is used for the eLC 3.1, which is a SCE preferred tool, is used for the savings cilcvlatians. savings calculations. The following major changes were made "a The following major changes were made by the CAA W the Originally submitted PA savings calculations: to the originally submitted PA savings calculations: •The baseline figure counts, and wattages are , Me baseline from counts, and wattages are Uimlation Methodology, revised based on site inspection findings, • The originally submitted savings calculations did net revised based on site inspection findings. • The mlglnally submitted savings calculations did no amount far the ballast factor while estimating figure account for the ballast factor while estimating figure Additional Comments wattages. The baseline figure wattages were revised to amount for the ballast factor. wattages. The baseline fixture wattages were revised W amount for the ballast factor. Please Mer to the spreadsheah'361-1)- Please refer to the spreadsheets '351-1)- 05010W919- PA Cilmxlsr" &'361-1)-0501OOT913. 050IW7913-PA Czlaalee &'361-1A05010W913- PACaIa sup.shoa for the energy savings PA CaIc 4ap.xlse for the energy savings calculations, calculmions. Sit Period kWh Savings 382.20 30,163.80 1st Period kW Saving 0.080000 1.16000D ProjectSavings bed Period kWh Savings 2nd Period kW Savings limits Therms Indirect Let Period Nd Period N/A N/A Approved lst Baseline $ 3.859.18 $ 19,827.08 Approved 2nd Baseline $ Project Cart Basis Cort Documentation(6MQ Cast Estimate Reference Cog Erilmate Reference Cast Documentation(IMC) Cort Estimate Reference Cost Estimate Reference Early Retirement Cost JERE) $ $ bOnsite Generation Present at this customer site? mere is no onsite generation at this customer site. There is no onsite generation at this customer site load Shifting employed at this customer Sita? No load sbiRtng grategive ere employed at N6 cugomershe. No load shifting strategies are employed at this customer site. Customer site enrolled in Demand Response Piagnms? This agomer site is not enrolled in any demand r.—.,.nrogr.nmwith SCE. This. stomer site is not enrolled in any demand responseprograms with St Does Equipment Operste 2 -SPM During DEER Peak Periods] I Yes I Yes Is the Submitted M&V Plan Approved? I Not Required I Net Required 25D-8 $OUIItf R'4 CAUFORMA Energy Management Solutions Incentives ED I S O N' Application for Business Customers -S VA7710YetCustomized Installation Report An U)FSOR INTI UPN#: ;361-17-0501007913SA#: _ 3-000-1335-40 _ Customer Ref.: Ross Annex Parking Garage Lighting , - -- - - - - ---- - Customer Name: City of Santa Ana Trade Professional: IThe Energy Coalition After your project is Installed and operational, Input the project installation commencement and completion dates in the fields provided in Section 3. Review the Information from yourAppllcatiun Approval Letter. If nothing has changed, and the information in Customized Solutions and Energy Savings incorrect, complete and sign Section 8 on page 2 of this Installation Report (IR) Form. If any Information differs from Section 1 of this page or your Application Approval Letter, use Section 4 on page 2 of this IR Form to Indicate the change. Then, mark the appropriate check box in section 8 on page 2 of this IR Form. If any Payment Information differs from Section 2 on page 1 of this IR Form, complete Section 5 on page 2. Review Sections 6 and 7 on page 2 of this IR Form and complete if applicable. Sign and return both pages to SCE at one of the addresses below. Business Incentives E-mail: Businesslncentives@sce.com Southern California Edison Fax: (626) 633-3243 P.O. Box 800 Questions: Contact your Account Manager Rosemead, CA 91770-0800 or call (626) 635-6015 NOTE; If submitting more than 5 Solutionscompleteand attach the Custon¢ed Sdufiw pagefrom the MulfipL Silerolution Worksheetatx ..wenrmeapp.cao Lineg Solution Baseline Installed- Approved Incentive Project Code Usage Usage Savings Rate Cost Incentive Amount 828.4 ,kWh 4462 kWh 3822 kWhf$ 017-- 1 LT 17492 018 kW 01 _ kW 0.08 k—W--tt($ 15009 I $ 4783.44 _.. $ 76.98 _ �___ _LThm _ _.. i That _ 0.00 1 Thm t FALSE ___i92 266299 1 kWh 18466.1 kWh , 10163.8 , kWh $ 0.17 2 LT -47463 3.27 _ , kW -2.11 i kW 1.16 kW �$ 150.09 $ 23,878.88 $ 1,901.95 Thm ,; Thm ! 0.00 Than , FALSE T j kW kWW� kW 3 -'--- -- — Thm_!_ _ ^Thm j kWh j kWh kWh -[- 4 kW - - _,. kW i _ ._ kW : a Thm,-"Thm{ `Thm i IkWh! _ kW ) 5 kW i Thm - Thm 1 Thm j——d Total Approved" Total Approved 10,546.00 1.24 Energy Savings (kWh): _ _ _ _ On -Peak Reduction (kW): i _ . - _ _ _ _ --, J Total Project Cost ($): $28,662.32Calculated Savings Incentive: .$1,978.82 'includes Project Call Adjustment(IhVchcable) �_ _ _ NOTE: For projects requiring M&V, attach any required basegne or postinstallation measurements and analysis, as specified your approved M&V plan. Section 2 - Payment Information: (As indicated on the Application) A. Form of Payment: _ _ Check to Customer B. Payee Information: IcmamcsWm0.it4l;k IrChi,binna>®yj- - City of Santa Ana- PryesGabnetlew5ewxememlm�Iti,Nwe�titewamama>tieal rh _ _ ... _ _ __ � - .. __ . 20 Civic Center PI, M+11 � Santa An CA i 92701 CmpeqBmNmaraplfina MNess C,y amm Zµ Cola 714-647-5008 lazuilar@saota-ana.org CmtaiRmeNUMe, Lmmq ELalAE6® C. Tax Iden00cation Type: Federal Tax ID 956000785 _ _ _Tax _M .. reEaelTa iNEm4biTrm NmAe(Eeryaotivl Seann NwnEerls5N7 Wm4fimAm NumEer Tevs.auNe D. Utility BIII Credit: 3. , 2-.... _aemmcnoom,xunae sevieti®:nx,mde; InstallationDates: Comptete both dates: Installation Commencement Date: Installation Completion Date: 2 J U _3o RmAp02017 NOTE: If submitting more than 5 Solutions complete and attach the Custnnlhed Solution page from the Multiple Site/Solutnn Worksheet at www.seeonlineappoom Solution Baseline Installed Incentive Project Line# Code Usage Usage Savings Rate Cost Incentive Amount kWh _ _ kWh kWh d i kW 1 kW Than I kWh kWh j - - -- i kWh _ 2 kW _ kW kW� That i Thm Thm l kWh kWh I kWh � 4 kW� jkW ' - kW Than Thm Thm , �� f kWh kWh 5 kW I,— kW I ___ kW Thm Total Energy Savings (kWh): Total On -Peak Reduction (kW): Total Project Cost ($): Calculated Savings Incentive; NOTE: For projects requiring M&V, attach any required baseline or post -Installation measurements and analysis, as specified in your approved MV plan. A. Form of Payment: B. Payee Information: (cream cwmmar, teak mT,xkP vRed RM P") PrywC,¢bnttl Buvmp Name PIIenEon blmlY arNui,Mbmpuma ma. a,eel Td em,pe,ry/eus'maaM'fn9AEEms city 54b Zp Lode CmrslPl,maNumrer Cmhd EiAiA6lres C. Tax Identification Type: Fe lTax I Mmpbyer In Nunta(anySatitl Seanry Nwn (SSN) ftO.rvNxrder TU St. F�enplRersm D. Utility Bill Credit: 3• y. £wYxlmAnlNwEe cn..AmASIN.v Attach the following supporting documentation with this Installation Report: ❑ Verification data as evidence of implementation, ❑ Updated savings calculations, where applicable. ❑ Copies of invoices(orimplementagon, as proofof the Customers implementation costs. ❑ RCx Training Completion Fan, including the training agenda, training materials, list of attendees, and measure persistence strategies. See the RCx Program Guidelines for more information on these items. Section 7 � To be completed only if you are i:ec;ru9s'tlng,bn HVAC Rebate: t. HVAC Permit fif reauired). If a permit and/or proof of permit closure is required for HVAC installationlreplacement, I have provided the permit number and/or permit closure documentation. (If no permit is required, leave this section blank) Permit # Agency 2 Contractor Cerfification. If a Contractor or Trade Professional was used for any HVAC installation/replacement. this section must be completed by the contractor. ❑ By checking this box, I ceNfy I am a licensed contractor and have followed applicable permitting requirements and, if required, that the HVAC permit information above is correct S5,u0vedLaOe]m Nmneiobse Pmrl dei Installationldpeiatioin, Sthterill and Signature: Check appropriate boxes: ❑ No changes to the proposed solutions have been made since the Project Application Review and Approval, and the Customer or Trade Professional verifies that the Application approved savings calculations are correct. ❑ Due to changes to the proposed measures, appropriate adjustments in the savings calculations have been made. For measures with changes made during installation, use this section, and Sections 4 an page 2, to calculate the revised installed energy usage, energy savings, peak demand reduction, and incentives. Attach the appropriate calculation backup: the output from the Estimation Software, Calculated Energy Savings Total or the calculation sheets that document the engineering calculations. I, the Customer or Trade Professional below, certify that (1) the Energy Efficiency Solutions have been completely installed, functionally tested and proven capable of operating and being maintained to perform in conformity with their design intent, and (li) that a licensed contractor was used, where applicable, and all applicable permitting requirements for this installation were followed. The installation date of operation of the Energy Efficiency Solutions and any required monitoring data collection per approved M&V plan, are also certified. slg..s w �pk P^^n T& Dara 2 5 b _ 10 a..AP,n amt _ kWh _ 3 _kWh I kW � kW Thm Thm I —__ rkW Than kWh kWh I kWh � 4 kW� jkW ' - kW Than Thm Thm , �� f kWh kWh 5 kW I,— kW I ___ kW Thm Total Energy Savings (kWh): Total On -Peak Reduction (kW): Total Project Cost ($): Calculated Savings Incentive; NOTE: For projects requiring M&V, attach any required baseline or post -Installation measurements and analysis, as specified in your approved MV plan. A. Form of Payment: B. Payee Information: (cream cwmmar, teak mT,xkP vRed RM P") PrywC,¢bnttl Buvmp Name PIIenEon blmlY arNui,Mbmpuma ma. a,eel Td em,pe,ry/eus'maaM'fn9AEEms city 54b Zp Lode CmrslPl,maNumrer Cmhd EiAiA6lres C. Tax Identification Type: Fe lTax I Mmpbyer In Nunta(anySatitl Seanry Nwn (SSN) ftO.rvNxrder TU St. F�enplRersm D. Utility Bill Credit: 3• y. £wYxlmAnlNwEe cn..AmASIN.v Attach the following supporting documentation with this Installation Report: ❑ Verification data as evidence of implementation, ❑ Updated savings calculations, where applicable. ❑ Copies of invoices(orimplementagon, as proofof the Customers implementation costs. ❑ RCx Training Completion Fan, including the training agenda, training materials, list of attendees, and measure persistence strategies. See the RCx Program Guidelines for more information on these items. Section 7 � To be completed only if you are i:ec;ru9s'tlng,bn HVAC Rebate: t. HVAC Permit fif reauired). If a permit and/or proof of permit closure is required for HVAC installationlreplacement, I have provided the permit number and/or permit closure documentation. (If no permit is required, leave this section blank) Permit # Agency 2 Contractor Cerfification. If a Contractor or Trade Professional was used for any HVAC installation/replacement. this section must be completed by the contractor. ❑ By checking this box, I ceNfy I am a licensed contractor and have followed applicable permitting requirements and, if required, that the HVAC permit information above is correct S5,u0vedLaOe]m Nmneiobse Pmrl dei Installationldpeiatioin, Sthterill and Signature: Check appropriate boxes: ❑ No changes to the proposed solutions have been made since the Project Application Review and Approval, and the Customer or Trade Professional verifies that the Application approved savings calculations are correct. ❑ Due to changes to the proposed measures, appropriate adjustments in the savings calculations have been made. For measures with changes made during installation, use this section, and Sections 4 an page 2, to calculate the revised installed energy usage, energy savings, peak demand reduction, and incentives. Attach the appropriate calculation backup: the output from the Estimation Software, Calculated Energy Savings Total or the calculation sheets that document the engineering calculations. I, the Customer or Trade Professional below, certify that (1) the Energy Efficiency Solutions have been completely installed, functionally tested and proven capable of operating and being maintained to perform in conformity with their design intent, and (li) that a licensed contractor was used, where applicable, and all applicable permitting requirements for this installation were followed. The installation date of operation of the Energy Efficiency Solutions and any required monitoring data collection per approved M&V plan, are also certified. slg..s w �pk P^^n T& Dara 2 5 b _ 10 a..AP,n amt SOI1111EItN CALWORNI.A ri EDISON An MI SON INIIR,NATIO.\'AL • C'nuNn) May 03, 2018 Customer Information: SEND TO: Southern California Edison, Business Incentives — OBF Program P.O. Box 800, Rosemead, CA 91770.0600 E-mail: Businesslncentives@sce.com I Fax: 626.633-3243 Questions? (866) 635-6015 Trade Professional Information John Aguilar Taylor Chamberlin City Of Santa Ana The Energy Coalition 20 Civic Center Plaza 47 Discovery Ste 250 Santa Ana, CA 92701 Irvine, CA 92618-3206 RE: NOTICE OF ON -BILL FINANCING (OBF) APPLICATION APPROVAL AND FUNDING RESERVATION PROJECT NUMBER: 361-17-0501007913 SAM 3.000-133540 Dear John Aguilar and Taylor Chamberlin: Your On -Bill Financing Application has been reviewed and approved, and funding for your On -Bill Financing (OBF) Loan has been reserved. An OBF Loan Reservation for this project has been established in the amount of -$13,536.00 and is subject to the following terms and conditions. Terms and Conditions of Loan Reservation: 1. The reserved amount has been calculated based on the results of the review and approval of your Energy Efficiency Project Application, and according to the provisions and methodology of the OBF Loan Term Calculation [LTC]. Since the loan reservation amount is based on an approved project proposal, it is an estimate of what the actual loan amount may be. 1a. An OBF Loan Term Calculation [LTC] is attached. 2. The actual loan amount will be calculated based on the results of the review and approval of your Energy Efficiency Project Installation Report, and according to the provisions and methodology of the OBF Loan Term Calculation [LTC]. Therefore, the actual amount of the OBF Loan may differ from the reserved amount presented above. 2a. The actual amount of the OBF loan may be less than the reserved amount presented above. 2b. The actual amount of the OBF loan shall not exceed the reserved amount presented above. 3. The expiration of the loan reservation shall be consistent with that of the project incentive. Next Steos: • You submit the completed Installation Report [IR] to SCE according to the instructions received from the incentive program, and SCE will review it. • SCE Will calculate the actual final loan amount, based on the results of the IR approval, and the LTC provisions. • SCE will issue 2 copies of the OBF Loan Agreement to you. • You will sign, and have notarized, the Agreements and return to SCE. • SCE will counter -sign the Agreements. • SCE will provide you with 1 copy of the fully -executed Loan Agreement and will process the loan proceeds. If you have any questions, please contact your SCE Account Representative. You may also call us at (866) 635-6015 Monday through Friday, from 8:00 a.m. to 5:00 p.m., or send an e-mail to Businesslncentives@SCE.com. Please have your Project Number available for reference when you call, or include it in your e-mail. Sincerely, Delia Williams Program Manager- On Bill Financing Southern California Edison Company Notice: The Federal Equal Credit Opportunity Act prohibits creditors from discriminating against credit applicants on the basis of race, color, religion, national origin, sex, marital status, age (provided the applicant has the capacity to enter into a binding contract); because all or part of the applicant's income derives from any public assistance program; or because the applicant has in good faith exercised any right under the Consumer Credit Protection Act. The federal agency that administers compliance with this law concerning SCE is the Federal Trade Commission, Equal Credit Opportunity, Washington DC 20580. EXhiND-11 On -Bill Financing Program - Preliminary Loan Term Calculation (LTC1) Completion DateTme: 5/1/20181:22 PM LTC1 Reserved Amount is $13,536.00 "• LTC1 Project Number: 361-17-0501007913 First month payment is $112.80 Market Segment: Service Account: 3-000-1335-40 119 subsequent monthly payments $112.80 ACTUAL TERMS WILL BE CALCULATED 1 Customer Number: 1-0-000-7130 From Approved Project Application BASED ON FINAL REVIEW AND VERIFICATION Customer Account Number: 2-22-264-5319 Estimated Annual kWh Savings x Average Rate =$ savings (B.1 x A) OF THE PROJECT INSTALLATION REPORT OBF Application Receipt Date: 9/19/2017 PROJECT ECONOMIC SUMMARY $ LTC1 Reserved Amount is $13,536.00 Project Types) : Customized First month payment is $112.80 Market Segment: Government and Institutions 119 subsequent monthly payments $112.80 Business Name: SANTA ANA, CITY OF From Approved Project Application Reference Name: OBF ROSS ANNEX PARKING GARAGE LT Estimated Annual kWh Savings x Average Rate =$ savings (B.1 x A) Address: 20 CIVIC CENTER PLZ Estimated Monthly $ Savings (B.2/ 12) City, CA Zip: SANTA ANA, CA 92701-4058 PROJECT ECONOMIC SUMMARY $ EXPLANATION_ A. AVERAGE ELECTRIC BILLING RATE —past 12 months (Cents/kWh) $ 012835 Based on Billing History B. ENERGY EFFICIENCY PROJECT SAVINGS $ 1,978.82 B.1. Estimated Annual Kilowatt Hour Savings (kWh) 10.546.0 From Approved Project Application B.2. Estimated Annual Dollar(S) Savings $ 1,353.58 Estimated Annual kWh Savings x Average Rate =$ savings (B.1 x A) B.3. Estimated Monthly Dollar($) Savings $ 112.79 Estimated Monthly $ Savings (B.2/ 12) C. COSTS C.1. Estimated Total Project Cost $ 28,662.32 C.2. Excess Project Cost $ - C.3. Estimated Total Rebate/Incentive $ 1,978.82 CA. Other $ exception analysis below) C.5. Estimated Potential Loan Amount (Gross Amount) $ 26,683.50 C.6. LTCi Reserved Amount $ 26.683.50 C.7. LTC2 Reserved Amount From Approved Project Application Based on 20% Basic Lighting Cap Rule From Approved Project Application (C.1) - (C.2) - (C.3) - (C.4) From LTC1 calculation following Approved Project Application D.I. Gross Amount for Potential Financing $ 26,683.50 Lesser of (C.5) or (E.1.2) or (E.2.3) or other rules apply D.2. Monthly Loan Repayment Amount $112.80 (B.3) D.3. Actual loan tens (Months) 237 Time required to repay loan in months (subject to exception analysis below) D.4. Actual loan term (Years) 19.8 Time required to repay loan in years: (D.3) /12 E. LOAN LIMIT TESTS E.1. Market Segment Amount of Loan Test (Min/Max Loan Amount) E.1.1. Market Segment Minimum Loan Amount $ 5,000 Minimum Loan Amount per Service Account or Bundle E.1.2. Market Segment Maximum Loan Amount Facility Com,Ind,Ag=$100,000, G&I, Multifamily =$250,000 E.1.3. Within Market Segment Limit? Y Is D.1 within loan amount limits Y/N? E.2. Customer Loan Limit Test (Previous Loans for this Service Account E.2.1. Service Account Loan Amount Limit $ 1,000,000 (E.1.2) or $1 M for G&I Facility E.2.2. Previous Loans Reserved for this Service Account $ 550.240.90 Total of previous OBF loans+ reservations E,2.3. Estimated Amount Eligible for Loans $ 449.759.10 (E.2.1) - (E.2.2), If <0, then 0. E.2.4. Within Available Amount? Y Is D.1. < E.2.3. Y/N? E.3. Length of Loan Test E.3.1. Loan Length Limit (months) 120 CIA= 60 months, G&I, Multifamily = 120 months E.3.2. Within Loan Length Limit? N Is D.3 within limit Y/N? E.4. Expected Useful Life (EUL)- Loan Length Limit Test E.4.1. Applicable Measure ELL (months) 144 EUL in months of measure with greatest kWh contribution E.4.2. Within EUL Loan Length Limit? Y Is D.3 within limit Y/N? E.5. EXCEPTION ANALYSIS (If any E.1 thru E.4. yields a "No") Exception Analysis Loan Minimum Requirement Test E.5.1. First Payment Amount $ 112.80 E.5.2. Subsequent Monthly Loan Repayment Amount $ 112.80 E.5.3. Subsequent Monthly Payments 119 E.5.4. Net Amount for Financing $ 13;536.00 -Eayecled U.1 l Lite (EUL)'. nec meewm 1. .,..d to pmlmm e.1.fi cbnly I, a ped. oltime. M EUL lo, e.en.W 06ncymeemnl.a igned eyNe CaOlomie Ennpy CommMe (CEC} Does the loan amount from Exception Analysis meet the $5K loan minimum requirement? YES 25D-12 LTC ID: 1"M On -Bill Financing Agreement This On -Bill Financing Agmeriont ('OBF Agreement') is entered Into on 20 , (the "EHective Data') by and between the undersigned customer atoms an Soul rem California Edison Company ('SCE°) (each a'Party; collectively the 'Parlles'). 1. Customer and SCE entered Into the Energy Managamont Solutlons Inoenthms Apel c2a-llq or 2. Customer owns, leases or rants e y th property Ilstod to the EMS Agrasment ao the Sitemp and malnlalns a serNce axouR(s wgr SCE for slecldo serAca, uotomer has completed Installation of eligible energy Want aqulpmen) MWPman7) al the Site as set forth In the . EMS Agroament and has anergy the equipment as being operational and In good worWng order, 3. In Decision 09-00.047, the California PNbllo U011ges Commission authorized SCE to provide zero orcent interest financingg for the installation of cartaln energy efficient aqui meat, which Is to be repaid over a speolfiad period through the Cgstcmees electric uglily bfil(s) (On -0111 Financing"), 4, Customer dsalres, to enter Into this OBF Agreement In. order to pargd ate in SCE's .Dn•Bilf Financing prymm and Customer agmoe to repay SCE the Amount Financed (es dogned under "Loan Terms", below) throunh Ifie Customor's SC0 uUllhr biil(e) pursuant to the terms NOW. THEREFORE, In consideration of the mutual promises and covenants contained herein, the Porges agree as follows: Terms and Conditions Defined Terms: Exceppt as the context otherwise mgulres capitalized terms used In this OBF Agreement without dentition shall have the same mean}ngs as are set forth In the ELVIS Agreement Amount Financed: Within thhty (201 days after the Effective Date. SCE wfil provide at payment for a Loan Terms: Dunt Financed VAmount Flanted : Interest ate: 0 Fees: Months to per. First onPayment Rametning on symen s: Mv—loa Account to ee os firs r - arty ayae an face o es tineInlro- e payee: or ' If mons than one Service Account will be billed. Information regarding the SoMce Account number and monthly payment Is Included In Schedule A attached. Form 14-702 0812012 Exhibit 3 25D-13 1 Promise to Pay: Customer promises to pay SCE trio Amount Financed In equal monthly Installments as set forth In the sgcton above and/or Schedule A (Customer's "Loan Obllgallon'). The first Monthly Payment of Customer's Loan Obligation will appear within sixty (80) days from the Effective We on Customoes SCE utility bill(s) for the Service Account(s) listed above. Manner of Paymahtt Customer's Monthly Payment amount will appear as a Vria Item labeled °EUOSF Installment Charge" on the monthly SCE utility bllf(s) for Customer's Service Account($), Customer may pay the Loan Obligation In the. monthly Installments or pr9•pay the Loan Obligation In one lump sum without penally, but pro-paymenta for less than the remaining balance will not be allowed, Customer's Loan Ohllgatlon will appear on Customer's monthly SCE utility bill(s) for the number of months set forth above, or until the Loan Obligator(bgeld in full by Customer, whichever occurs first Customer shall make payments to SCE as dlracted in the SCE u911ty bill(&). Partial payments: If Customer Is unable to make a full payment of the Loan Obligation In any given month, payment arrangements may be made at SOS's able discretion. Any partial payments will be applied In equal proportion to the everggy ch oe and thq Loan Obligallon,.and Customer wlll be eonaldersd to be dellnquen(snd In delault of both Ilia energy bill and the Loan Obligafan. Late Payments: i to lata payment charges cr Inl9fest will be assessed for delinquent payments on the Loan Obligation, However, SCE may assess lale payment charges for delinquent payment& of energy charg'aq pursuant to SCE's Rule 0 which Is Incorporated haralo by reference. Returned Payments: SCE may require payment of a $10.00 Returned Check Charge for any check returned tram Customer's financial Inelltutlaq whbald. The Ralurhed Check Charge will also appy to any forms of payment that are subsequently dlshonared. 01scontlnuanco of Service; Mounts due under this OSP Agreementwtil be amounts deemed due under each SCE utility big to the Customers Sorvlce Account(s), and a detach under this OeF Agreement vAll be heated as a default under the Customers Service Acccunt(s). Customers Loan Obligation is subject to the discontinuance previsions of SCE's Rule 11, Discontinuance and Restoration or Service, Section S, Nonpayment of 81119 or Summary Bills which is Incorporatod herein by reference. Breach and Acceleration: Any breach by Customer under the EMS Agreement or this 06F Agreement shall constitute a breach under all of the above referenced agreements, For purposes herein. SCE may determine the OBP Agreement to be breached and Customer to be In default If Customer. (i) sells, assigns or otherwise transfers ownership, possession or fits of the Site or the Equipment (2) falls to pay the Monthly Payment amount when due, (3) closes, discontinues or otherwise causes the termination of the Servlce Acceunt(e), or (4) olherxfsa broaches this OBF Agreement and/or the EMS Agreement, and the broach Is not oured as specified therein, Notwithstanding anything to the contrary. In the EMS Agreement, a breach and default as set fodh In this section shall not be oub)aot to any additional auto period, Following a breach es set forth In this stiction, SCE shalt have the. right to declare the entire unpaid balance of the Loan Obilgatun immediately duo and payable, Purohaso Money Securlty interest: Customer hereby egress that SCE may, but is not obligated to, file o UCC -1 ("Financing Statement') against the Equipment to secure Customers obligation to repay the Amount Rnancad, Customer agrees to execute any and all documents N connection with the Financing Statement In order for SCE to perfect Its security Interest in tha EqulpmedL Cuatamer agrees that SCE Is not waiving any or Its rights of recovery as against the Customer should SCE elect to file a Financing Statement Form 14-702 0512012 25D-14 Confession of Judgment; Customer Irrevocably authorizes and empowers SCE and SCE's attorneys, upon breach and default by Customer as dsecribed In the preceding section, to appear In any slate or Federal court In Loa Mgoloa County, Cal!farnls, as Custamsre allamoyyandact and confess ]ud men against Customer 6y entry of a confessfon of Judgment pursuant to Qode of Civil Precodure ' 1132 et seq„ or by any other oppropriata means, for the full amount duo plus all coals of ccllocllon, (nciudfng whhout hmltetlon court coals and reasonable allomoys' loos. No single exercise of the fora0 tna power to confess Judgment will be deemed to exhaust the power, whether ar not any euolt oxem a shall he held by any court to be Invalid, voidable or void; but the power w01 continue widMWshed.and may bo exercised from time to time as SCE may elect until an a'mWnts raving under 0 8 OBFggmement have bean paid in full, Modification; Any change to this OBF Agreement must be In writing and ofgned by Customer and SCE; except that during any Divan month, 11 Customer Is unable 5 make full payment an the Loan ONallan, payment ormngemenle may be made at SOS's sale dlsorstion without modl�ng this OBF Agreement in writing, Any wrltten modification of amendment will notbe effective unless and unUl signed by SCE or such condition 15 waived by SCE In Its sole and absolute discretion. Term and Termination: It Is the Partiaa Intent that the term of this OBF Agreement and the EMS Agreement run concurrently. Therefore, the OBF Agreement shall continue In effect until the Loan Obligation Is paid in full. Aselgnmgrih Notwithstanding anything to the contrary In this OBF Agreement, Customer may not assign Its rights or delegate Its duties under the Agreement. Additional Representations: 2eah perean eigning this OBF Agreement represents and warrants that he or she Is duly authorized and has the [ego] capacity to execute and deliver this OBF Agreement on behalf of Customer, and to parfamr their obligations under this OBF Agreement, Customer further represents and warrants that If It Is a legal entity, It Is in good standing in Its'stats of fomhatlon. Miscellaneous: Except as otherwise speolfIcally provided herein, all terms, provisions, covenanta, representations, warranties, agreements and condlilons of the EMS Agroomentahall remain unchanged and In full force and effect. Should a conflict exist botvreen nits OBF Agreement, the EMS Agreement and the documents Incorporated by rafarance, this OBF Agreement shall control. Thfs OBF Agreement shall be construed and Interpreted In accordance with, and shall be governed and enforced In all respects according to, the lays of the State of California. This OBF Agreement may be executed In one or more counterparts, each of which alien be deemed an original but all of which shall constitute one and the same Instrument If any one or more of the provisions contained In this OBF Agreement shall for any reason be held to be Invalid. Illegal or unenforceable In any respect, then this OBF Agreement shall be construed am If such'Invalid, Illegal pr unenforceable tern orproviaten had never been contained hardin and all other provlslcns of Vile OBF Agreement shall Go conobved to remain fully valid, enforceable and binding on tha parties. The Recitals sot forth above am hereby Incorporated heroin by reference. (Remainder of page Intentionally left blank] Form %782 08/2012 25D-15 Ib 'Ili IT`I°55 VIHEREOF the Parries hale exucuted qas 03° Agreement as at the e'ffacUw Date Customer Authorized Rapresentative Title: Signature: Date: Business Address, Tsiephone No. Fax No. Southern California Edison Company: Authorized Representative Title: Signature, Date: Business Address: Telephone No. Fax No E -Mail Address: E -Mail Address: RECOMMMED FOR APPROVAL ATTEST Francisco Gutierrez, Exec. DIr. Maria D. Huizar, Cleric of Council APPROVED AS TO FORM:..(for purposes of sample form only; Wil need re -approval upon completion) �t4 & T"- FIN M. FUNK Assistant City Attorney Form 14-914 04/2016 25D-16 4 SCHEDULE A Customer Name: OBF Loan Number, 91to Service Account Number OBF Billing Repayment 9erNca Account Numbed ly ZOOF n Romalnlnp Monthly OBF Loan Payments X•XXX• XXXX•XX X• XXXX•XX $permonthfarXmonths Total Mont ly RepaymentIIXXXXJIXrxj—tos month Form 14-702 00/2012 25D-17 25D-18 REQUEST FOR PROPOSALS (RFP) FOR ROSS ANNEX PARKING GARAGE ENERGY LIGHTING RETROFIT RFP NO.: 18-070 FOR THE CITY OF SANTA ANA Santa Ana Public Works Agency 20 Civic Center Plaza, M-21 Santa Ana, CA 92701 John Aguilar / Christy Kindig Project Manager (714) 647-5008 Office laeuilarrrsanta-ana.org ckindig(ti).santa-ana.org for 0 v I Fuad Sweiss Ex utive Director Publicr rks Agency KEY RFP DATES (Subject to change at discretion of City): Issue Date: Monday, August 6, 2018 Job Walk/Pre-Proposal Meeting Monday, August 13, 2018 at 10:00 a.m., Meet at front of City Hall Deadline for Requests for Information: Proposal Due Date: Projected Award Date: Project Completion Date Invoice Submittal Date by flag poles Wednesday, August 15, 2018 Monday, August 20, 2018 at 4:00 p.m. Tuesday, September 4, 2018 Thursday, November 29, 2018 Wednesday, December 5, 2018 City of Santa Ana RFP 18-070 NOTICE INVITING PROPOSALS NOTICE IS HEREBY GIVEN that proposals will be received from qualified firms for this On -Bill -Financed LED Lighting Retrofit. Responses to this Request for Proposals (RFP) will be accepted until August 20, 2018 at 4:00 p.m. Proposals received after this date/time will not be considered. It is the responsibility of the proposer to ensure that any proposals submitted have sufficient time to be received by the City of Santa Ana prior to this proposal due date and time. Proposals shall be enclosed in a sealed envelope and marked clearly with the following information, formatted as follows: "SEALED PROPOSAL FOR RFP NO. 18-070 ROSS ANNEX PARKING GARAGE ENERGY LIGHTING RETROFIT IN THE CITY OF SANTA ANA DO NOT OPEN WITH REGULAR MAIL." City of Santa Ana Attn.: John Aguilar Public Works Agency; 20 Civic Center Plaza; 4th Floor Reception, Ross Annex Santa Ana, CA 92701 Proposals shall be mailed, hand delivered, or sent by courier service. Proposals shall NOT be sent via telegraphic, electronic or facsimile. All notifications, updates and addenda will be posted on the City's RFP Bid page at www.santa-ana.org/bids-rips. Proposers shall be responsible for monitoring the site to obtain information regarding this solicitation. Failure to respond to required updates may result in a determination of a nonresponsive proposal. City of Santa Ana RFP 18-070 25'Vi X20 CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR ROSS ANNEX PARKING GARAGE ENERGY LIGHTING RETROFIT RFP NO.: 18-070 TABLE OF CONTENTS I. GENERAL II. PROPOSAL TERMS AND CONDITIONS III. INSTRUCTIONS TO PROPOSERS A. CITY RESPONSIBILITIES B. PROPOSER RESPONSIBILITIES C. REQUEST FOR INFORMATION OR CLARIFICATION D. ADDENDA E. LICENSES & PERMITS F. INSURANCE G. PAYMENT INFORMATION PACKET H. PRE -PROPOSAL MEETING I. CITY RIGHT TO REJECT J. PROTESTS IV. SUBMITTAL REQUIREMENTS A. GENERAL B. PROPOSAL CONTENTS 1. STATEMENT OF QUALIFICATIONS 2. SCOPE OF SERVICES & SCHEDULE 3. FEE PROPOSAL 4. CERTIFICATIONS V. PROPOSAL REVIEW (CONSULTANT SELECTION) A. EVALUATION AND RATING B. SELECTION VI. AWARD OF AGREEMENT A. REQUEST FOR COUNCIL ACTION B. EXECUTION OF AGREEMENT VII. IMPLEMENTATION A. KICK-OFF MEETING B. NOTICE TO PROCEED VIII. PUBLIC RECORDS LY. APPENDIX ATTACHMENT 1: SCOPE OF WORK ATTACHMENT 2: STANDARD AGREEMENT ATTACHMENT 3: CERTIFICATIONS ATTACHMENT 4: ADDITIONAL PROVISIONS City of Santa Ana RFP 18-070 2UL X11 0 CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR ROSS ANNEX PARKING GARAGE ENERGY LIGHTING RETROFIT RFP NO.: 18-070 I. GENERAL Nature of Work: The City of Santa Ana is seeking an experienced energy lighting contractor. A detailed Scope of Work is included in the Appendix of this RFP as Attachment 1. Number of Proposals and Signature: Three hard copies and one (1) digital file on labeled USB Flash Drive (or equivalent) of your proposal shall be signed by a company official with the power to bind the company and submitted to the City of Santa Ana. One (1) copy of your Fee Proposal shall be submitted. Proposal Evaluation and Rating: The criteria for evaluating the proposals submitted will take the following items into consideration: • Firm/Team Experience 25% • Understanding of Need 20% • Relevant Project Experience 20% • Schedule 15% • References 10% • Fee 10% The City has established a proposal review committee to evaluate proposers based on the response to the RFP, which includes adherence to outlined directions and format, and the City evaluation criteria set forth above. A final score will be calculated for each submitted proposal and used to rank the proposers. II. PROPOSAL TERMS AND CONDITIONS By submitting a Proposal, the Proposer acknowledges that it has thoroughly examined and accepts the Terms and Conditions of this RFP as described below: A. EXAMINATION: Proposer represent that it has thoroughly examined and become familiar with the services and responsibilities required by this RFP and that it is capable of effectively and efficiently performing quality work to achieve the City's objectives. Any attachments referenced herein or any interpretations, clarifications or amendments subsequently posted in relation to this RFP are fully incorporated. B. EXECUTION OF AGREEMENT: The City and the selected Proposer will enter into an Agreement similar to that as shown in Attachment 2, in the Appendix of this RFP. If a Proposer is unwilling or unable to execute an Agreement within thirty (30) days after being notified of City of Santa Ana RFP 18-070 26422 selection under this RFP, the City reserves the right to select the next most qualified Proposer or call for new Proposals, whichever the City deems most appropriate. C. PROPOSAL VALIDITY: Services, pricing and warranties indicated in a respondent's Proposal must be valid for a period of 120 days after the submission of the Proposal. D. PRE -CONTRACTUAL EXPENSES: Santa Ana shall not, in any event, be liable for any pre- contractual expenses incurred by Proposers in the preparation of its proposal. E. JOINT OFFERS/SUBCONSULTANTS: Where two or more Proposers desire to submit a single Proposal in response to this RFP, they should do so on a prime-subconsultant basis. The City intends to contract with a single firm and not with multiple firms doing business as a joint venture. Should the use of subconsultants be offered, the Proposer shall provide the same assurances of competence for the subconsultant plus the demonstrated ability to manage and supervise the subcontracted work. Subconsultants shall not be allowed to further subcontract with others for work under the Agreement. The provisions of the Agreement shall apply to all subconsultants in the same manner as the Proposer. A. CITY RESPONSIBILITIES The City will provide information in its possession relevant to preparation of required information in RFP. The City will provide only the staff assistance and documentation specifically referred to herein. B. PROPOSER RESPONSIBILITIES Point of Contact: The selected proposer will assume responsibility for all services in its proposal. The selected proposer shall identify a sole point of contact with the greatest knowledge in regard to the required service operations and contractual matters, including payment of any and all charges resulting from the Agreement. Evidence of Financial Capacity: Proposer may be requested to submit its most recent audited financial statement, evidencing proposer's financial capacity to fully perform the required services, including provision of equipment and personnel expenses over a ninety (90) day period. If said financial statement does not reflect full ninety (90) day operational capacity, proposer may include a letter of credit as evidence of supplemental capacity. C. REQUEST FOR INFORMATION OR CLARIFICATION All questions or requested clarifications shall be made in writing via e-mail to the Project Manager (contact information as noted on the cover page to this RFP) by or before the "Deadline for Requests for Information" date noted on the cover page of this RFP. No verbal requests or responses will be accepted. Significant interpretations or clarifications will be addressed via addenda to this RFP, as indicated in Section III.D. D. ADDENDA Any changes in RFP from the date of release to date of submittal will result in an addendum or amendment. Notification of such addendum or amendment shall be posted on City's website, www.santa-ana.org/bids-dys. City of Santa Ana RFP 18-070 2SBP23 E. LICENSES & PERMITS The selected Proposer shall be required to obtain a City of Santa Ana Business license within ten (10) business days of selection and must provide a copy to the City Project Manager or designee prior to commencing any work in Santa Ana. Additionally, Proposer will be responsible for obtaining any licenses/permits required by the Scope of Work. F. INSURANCE The selected Proposer shall provide the required evidence of insurance coverage as set forth in the standard agreement within ten (10) business days after receipt of notice of award. G. PAYMENT INFORMATION PACKET The selected Proposer shall return a completed payment information packet within ten (10) business days after the successful Proposer has received notice that the agreement has been awarded. The packet is available on the City's website: www.santa-ana.ore/bids-rfps. H. PRE -PROPOSAL MEETING A pre -proposal meeting, if scheduled, will occur on the date, time and location identified on the cover page of this RFP. The meeting will include discussion of the project scope and a question - and -answer session. It is highly recommended that the Proposer's key team members attend this meeting, however, this meeting is not mandatory. Significant interpretations or clarifications will be addressed via addenda to this RFP, as described above in "Section III.D: Addenda". I. CITY RIGHT TO REJECT The City reserves the right to reject any or all proposals submitted and no representation is made hereby that any agreement will be awarded pursuant to this RFP or otherwise. The City reserves the right to accept or reject the combined or separate components of this proposal in part or in its entirety or to waive any minor inconsistency, informality or technical defect in the proposal. The City reserves the right to reject, replace and approve any and all subcontractors. All subcontractor(s) shall be identified in the response to the RFP. Subcontractors shall be the responsibility of the successful Proposer and the City shall assume no liability of such subcontractors. J. PROTESTS Proposers with concerns or rebuttal of any staff determination of non -responsiveness or non - responsibility may submit, in writing within five (5) business days, to the Project Manager, any concerns regarding the RFP process or staff determination. Such writing shall be considered by the City Manager or his designated representative, and may be acted upon within five (5) business days. If no action is taken within such time, there shall be no change to the staff determination. The exercise by Proposer of its right to submit written concerns shall be a condition precedent to seeking judicial review of any award of a contract hereunder. City of Santa Ana RFP 18-070 267624 IV. SUBMITTAL REQUIREMENTS A. GENERAL Number of Copies and si ng ature: Refer to Section I: General. 2. Deadline: Proposals are due to the City of Santa Ana, at the date, time, and location set forth above in the Notice Inviting Proposals. B. PROPOSAL CONTENTS A responsive proposal shall contain the following documentation: 1. STATEMENT OF QUALIFICATIONS The Statement of Qualifications shall be limited to a MAXIMUM of (10) DOUBLE -SIDED PAGES (excluding front and back covers, section dividers and attachments such as resumes, forms). Font size shall be minimum 11 -point Arial. Proposal exhibits shall be maximum 11" x 17". The Statement of Qualifications includes the following: a. Cover Letter: Proposals shall include a letter signed by a principal or authorized representative who can make legally binding commitments for the entity. Include type of business entity. b. Agreement Statement: Proposal shall include a statement outlining your concurrence or concerns with any and all provisions as contained in the standard agreement attached as Attachment 2, in the Appendix of this RFP. c. Firm and Team Experience: Proposal shall include a profile of the firm's experience. Include resumes of project team/sub-contractors that outline their technical and design experience. At a minimum, this should include the project manager/principal agent, associates in charge when project manager/principal agent is unavailable, key personnel, firm size, and an organization chart identifying only those who will perform work for the proposed project and the percentage of each individual's time devoted to this project. The project manager/principal agent shall be the primary contact person to represent your firm. d. Understanding of Need: Proposal shall include an outline which demonstrates the firm's understanding of the scope of work. This outline should include anticipated approach, tasks necessary for successful completion, and suggestions or special concerns that the City should be made aware of. e. Relevant Proiect Experience: Proposal shall include a list of projects which your firm or personnel have completed within the last 5 years, including significant work with public agencies. Project information should include project description, year completed, client name, along with a person to contact and their telephone number. Proposer shall also provide a summary of the last 15 relevant projects that identifies the municipality that the work was performed for, time period work was performed, and hauler recommended by proposer. f. Schedule: Proposal shall include a detailed schedule, with a written statement which provides information on current workload and how this project would be accommodated. City of Santa Ana RFP 18-070 2StY25 g. References: Proposal shall include a listing of relevant projects with references for three public entities for which Proposer has performed similar work within the past five (5) years h. Fee: Fees shall be included as part of evaluation criteria. Refer to 'T GENERAL", and IV. SUBMITTAL REQUIREMENTS, B.3 FEE PROPOSAL, below. (this item not part of page limit) 2. SCOPE OF SERVICES & SCHEDULE Proposal shall include a Scope of Services and Schedule which details the work phases to be completed, the tasks to be accomplished, the deliverables to be provided, and the schedule / timeline to complete the project, based upon the requested Scope of Work, detailed in Attachment 1, which is included in the Appendix of this RFP. 3. FEE PROPOSAL: Proposer's fee proposal shall be submitted concurrently with the technical proposal, but in a separately sealed envelope, clearly labeled as "Fee Proposal." This shall include the firm's Standard Hourly Fee Schedule, and/or a Project Fee Schedule where applicable and as outlined in the Scope of Work. Where fees are NOT included as part of evaluation criteria, the fee proposal will not be opened until the proposals have been evaluated by the proposal selection committee. The City will select the consultant based on qualifications, and then negotiate a contract price based on available funding. Where fees ARE included as part of the evaluation criteria, the fee proposal will be opened and reviewed concurrently with the proposal, and weighted per the percentage identified in 'T GENERAL". 4. CERTIFICATIONS: The following forms, included in Attachment 3 in the Appendix of this RFP shall be signed and included as part of the proposal submittal package: • Attachment 3-1: Non -Collusion Affidavit • Attachment 3-2: Non -Lobbying Certification • Attachment 3-3: Non -Discrimination Certification V. PROPOSAL REVIEW (CONSULTANT SELECTION) A. EVALUATION AND RATING Refer to Section I, General. B. SELECTION The committee may interview the top ranking proposers. The City will recommend award of the agreement to the proposer who will provide the best quality and value to the City. City reserves the right to begin negotiations and enter into an agreement without interview or further discussions. City of Santa Ana RFP 18-070 2SU $26 VI. AWARD OF AGREEMENT A. REQUEST FOR COUNCIL ACTION Following evaluation and rating by the proposal review committee, the Executive Director will recommend award of an agreement to the proposer providing the best quality and value to the City. B. EXECUTION OF AGREEMENT A standard agreement is included as Attachment 2, in the Appendix of this RFP. "Proposer" will hereinafter be referred to as "Consultant' in standard agreement. The term of the agreement will begin after the agreement is fully executed, and all required bonds, insurance documents and contents of the payment information packet have been received and approved. VII. IMPLEMENTATION A. KICK-OFF MEETING A kick-off meeting will be held after award of contract. Consultant and its team will meet with City of Santa Ana staff to conduct introductions, discuss scope of services, and implementation process. B. NOTICE TO PROCEED Following the kick-off meeting, a formal Notice to Proceed (NTP) may be issued after the agreement is fully executed, and all insurance documents and contents of the Payment Information Packet have been received and approved. VIII. PUBLIC RECORDS All responses to the RFP shall become property of the City, and proposals will become public record after award of agreement. Proposer information identified as proprietary information shall be maintained confidential, to the extent allowed under the California Public Records Act. City of Santa Ana RFP 18-070 25B►'27 Appendix ATTACHMENT 1 SCOPE OF WORK CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR ROSS ANNEX PARKING GARAGE ENERGY LIGHTING RETROFIT RFP NO.: 18-070 Lighting Contractor Scope of Work City of Santa Ana — Ross Annex Parking Garage The Energy Network Project ID: A38CLT9 Provided by: TRC Energy Services Scope of Work Developed by: John Baffa, PE July 25, 2018 25D-28 A Project Supported by The Energy Network The Energy Network, administered by Los Angeles County, was authorized by the California Public Utilities Commission to help eligible public agencies in Southern California harness their collective action, save energy, reduce operating costs and protect precious resources. To expand public agency participation in utility energy efficiency programs, The Energy Network is offering a range of free energy efficiency services to assist public agencies with accelerating energy retrofits. The lighting retrofit of the City of Ross Annex Parking Garage is being supported by The Energy Network. The services provided as Construction Management Support are defined on a separate documented titled Roles and Responsibilities for Construction Management Support. Please refer to this document to better understand the relationship and role of The Energy Network Project Manager and assigned Energy Consultant. Participation of The Energy Network is entirely at the discretion of the City of Santa Ana and The Energy Network may modify or terminate its services based on funding availability. 25D-29 Summary of Scope of Work Background The City of Santa Ana is pursuing a number of lighting retrofits at several of their facilities. This document focuses on the proposed lighting fixture and controls scope of work for the Ross Annex Parking Garage, which is a 37,210 square foot underground parking garage that is city owned and operated. The parking garage is underground, and therefore receives no daylight. As such, the lighting fixtures in the parking garage operate 24/7, creating an opportunity for significant energy savings. In addition to the parking garage, some additional rooms in the facility are included in this scope. Additional supporting documentation can be found in the following appendices: • Appendix A: Ross Annex Lighting Inventory Ross Annex Parking Structure The following items and requirements should be clearly listed in any provided contractor bid: General LED Product Requirements All LED products used in this project shall meet the following requirements: a) All LED fixtures shall be found on the DLC qualified product list. All LED lamps shall be found on the Energy Star product list. b) LED Fixtures shall have correlated color temperatures (CCT) of 4000K. LED Lamps shall have CCTs of 5000K c) Products shall be specified such that they can operate correctly based on the applicable circuit service voltages and with applicable mounting requirements. d) Parking Garage fixtures shall have ingress protection (IP) ratings of 65 or better. Parking Garage • Replace the existing (33) 4 Lamp T8 32W 4100K, (10) 2 Lamp T8 32W 4100K, (5) 2 Lamp 4ft TLED, and (2) 120W LED Surface Mount Fixtures with up to (62) new 4ft 40W Skyler parking garage fixtures with integrated smart sensor. The contractor is to determine the necessary fixture layout to achieve satisfactory and uniform lighting levels based on Agency discretion. This is not expected to be a 1 for 1 replacement. Fixture locations shall be added or changed as needed in order to achieve satisfactory lighting levels. Any new or relocated fixtures shall have appropriate conduit and electrical connections to match the existing system. The contractor shall furnish the appropriate Skyler Remote in order to commission the 25D-30 newly installed fixtures. The contractor shall commission the fixtures such that: 1. All fixtures are zoned together to ensure proper occupancy sensor functionality. 2. Light level tuning of the fixtures shall be done with a customer representative present, such that lighting levels and uniformity meet customer satisfaction. Parking Garage Mechanical Room • Replace the existing (2) 4 Lamp T8 32W 4100K with (2) new 4ft 40W Skyler parking garage fixtures with integrated smart sensor. This is a 1 for 1 replacement. Meter Shop & Building Main Shop • Replace the existing (12) 2 Lamp T8 32W 4100K with (12) new 4ft 25W Cree linear fixtures. This is a 1 for 1 replacement. Blower Room • Replace the existing (2) 18W CFLs with (2) new 8.5W CREE LED A19 5000k lamps. This is a 1 for 1 replacement. General Requirements The following should be clearly stated in and/or provided with all bids: a) Contractor shall provide copies of a valid California C-10 Electrical license at a minimum. b) Prevailing wage labor costs to be used for project implementation. c) Contractor shall commit to project construction completion and delivery by November 29th, 2018. Project invoices must be provided to City Project Managers by December 5, 2018 at 3:00 pm at City Hall, in the form attached as. Any work not completed by that date, is not guaranteed to receive payment, any exception to this completion date must be in writing and can only be provided by Santa Ana city staff. d) All scheduling of work shall be done through the City's project contact. e) All work performed shall meet or exceed any applicable electrical code requirements, including the installation of emergency powered fixtures in applicable areas. f) Any existing electrical code violations relevant to systems being retrofitted shall be brought to the attention of the City once discovered. g) Clean-up, removal of old equipment, and/or recycling fees are to be included. h) Contractor must meet appropriate insurance and bond requirements outlined by the City. 25D-31 i) The chosen contractor will be required to register with Southern California Edison as a Trade Professional (Trade Pro). Directions to register can be found at: hftps://sceonlineapp.com/CAASupi)ort/Default.aspx. Please note that contractor will NOT be required to produce a Project Feasibility Study or Energy Efficiency Project Influence Job Aid. j) Any other cost of business fees/expenses associated with performing City work are to be included in the bid. k) Provide factory start up and training (if necessary) to ensure proper functionality of new lighting equipment and controls. 1) All work shall be warranted against defects in material and workmanship for a period of one year from the date of acceptance. Any applicable warranty information beyond this should be stated and provided upfront. m) The contractor is required to provide a detailed and itemized invoice that clearly states the quantity of each fixture installed. Additionally, the invoice shall show a breakdown of material, labor, tax, shipping, and any other applicable project costs. n) It is the Contractor's responsibility to submit a final version of the Lighting Inventory, Attachment A in parallel with the submittal of the Cost Proposal. Any revisions required to the Scope of Work must be clearly indicated in the final Lighting Inventory and reflected in the Cost Proposal. The final Lighting Inventory Table serves to inform the Agency. o) Contractor will be compensated for work performed and fixtures installed. Any increase on the Base Price due to larger inventory will require written approval by the Agency and will follow procedures set forth for change orders. Any decrease on Base Price due to smaller inventory will result in a lower Base Price to the Contractor. p) The Contractor shall conduct all work between in the time window established after the contract is awarded. q) The Contractor shall comply with safety requirements and practices as outlined in accordance with Agency requirements and California Occupational Health and Safety Administration (Cal/OSHA). r) The Contractor shall do all that is necessary to maintain a safe working environment for Contractor's employees, Agency and facility employees and the general public present. s) The Contractor shall work with the Agency facility staff to understand and abide by any site specific security procedures. 25D-32 t) The Contractor shall clean up any construction dust, dirt and debris from work surfaces or equipment after work is completed each day and prior to occupancy. u) The Contractor shall be very careful to leave the facility with no damage to its structure, contents, existing finishes, and with no evidence of cutting or patching, and with all fixtures and lenses cleaned. v) The Contractor is responsible for securing all necessary permits, including Title 24 energy code documentation and compliance permit, and shall abide by local laws and regulations. w) Prior to ordering of equipment and fixtures, Contractor is to verify fixture quantities, types and installation needs, including specifying equipment that complies with existing electrical service. Final project invoice price will be based upon the quantity of each fixture type installed multiplied by the unit price for that fixture. 25D-33 SCE Sample Invoice - Customized Solutions VerdorNeme 8 Address Cuslamertlame 8 Address Itemized bat of equ'ipmentwith Ouan2y, Model, Make,TeA Description& Unit price ImportulNoles: e HCustomer is not Payee (ndide is drededto Vardar at other Id Peftl'k Payment Release Authorization Me 8 of application mud be completed 8 contain Oudiences signature. a Multiple acceuntdndallation locations: Attach the Y. u¢pleAttam/Spreadshee7 available for download on lme d wxx.soernndbusinesslenlsizppdovmbadhtn 25D-34 Indicate Basecase (Old Equ'pnent) (oraffarhon separate sheet) blveriderla Rebefeluayee, TelalRebde Amount deducted fiem sales prix Marked paid car carol inTelms Joe Smtlh Compalry 123 East Main Street Anytown, CA WOOD Tel: 123.476.7898 Esc 123.456.7899 Sold To: Invoice: Name IlerihveSmplm Cents Dale: 245110 Address: 1561vett Jhdnsenl Invoke A: 13315 Cq/S WZJJp: Anynhen; CA 9}M9 contact Jdm Fwun elOaeia Mae Dmftpftn Uvent TOW 30 RPJIJ576 (imamlhit R'4.1ampT)lntHiShBay hittuve(21611) 1W.00 pooiia 80 1`51T5r8111 Ommal Inca. T5 lmnlu tin HO Bag FWurea(SFA1 10.00 SWOO HO'ALTO 20 RJR -2553 Omcral Inc. Mielafur lfightlayratas 40.00 800.00 5 Q345 -B62 Oenaol int. Ccmpad 7lameseadFixhw(2411) 60.00 300.00 +es - kfeamreW16: Replace 6' 2.lmpT13 Vay Hull Output F7uarFidman (130 Wan, %Wa e145645In fnnrel Inc) - Moment 4C:: R�plax tmsndcecent realm ( 151) Materials sgW.W Tax 486,73 Installation InvokeTrialLess Edison Rehrte MOI. Total After Rebate PAID ImportulNoles: e HCustomer is not Payee (ndide is drededto Vardar at other Id Peftl'k Payment Release Authorization Me 8 of application mud be completed 8 contain Oudiences signature. a Multiple acceuntdndallation locations: Attach the Y. u¢pleAttam/Spreadshee7 available for download on lme d wxx.soernndbusinesslenlsizppdovmbadhtn 25D-34 Indicate Basecase (Old Equ'pnent) (oraffarhon separate sheet) blveriderla Rebefeluayee, TelalRebde Amount deducted fiem sales prix Marked paid car carol inTelms Lighting Inventory Slte009cd0adn - Etlstwo ugafing System Proposed Liphanp System - Ti0e2111mumments DEUa II0e21Arsa Stlmbn WCode f4ture0escrlptlpn PI.fAL SntWv Word propoae4 facture DeurpOon• Pmp. Poop PM cows LPD? Occupancy Dominant DarSp0lhft Type Cade Ory, ht Idw Na Dry trivia Told kW Sectors? Controls? 1 Parking Counts LT47463 PUSUSG 4LampTS4032W33 073 412 Skyler4a40u9PaMnO(inam W. 0.04 1.76 Integrated SmanSensor Y Y Y N 4100K pb3ne 2 Permit Canada, LTd7d63 f42SU&G 2Lemp T64032W iD 0.08 ON SkpBN640W Penang Canada 11' 0.04 0.61 Imagraledgman Sensor Y Y Y N 4100K Fable 3 ParldnilGarede LT47463 p44SUSG 4LampTS4n32W 2 0.13 026 911116,1140V Parking Corona 2 0.04 0.06 OnepmledgmartSensor Y Y Y N 41ODK May 4 Pandnp Garage LT47463 LED42611 4n2 lamp LED surface, 5 0.04 022 SWU4240NVParting Garapa 5 not 020 Integrated Smad Sensor Y Y Y N moum22Wlam Nina 5 Paddnp Campo RA LIDSU LEDSunanw Uount 2 0.12 024 SiverIS4MYPalalg Garage 2 0.01 0.06 IrdepralBASmanSBnear Y Y Y N tourist NNre 6 UeNMaNt LT -17492 Pd25U ILamp Tg4A32W 2 0.08 0.13 2519 CREE Wider Suspended 2 002 0.05 We0 SN71N Y N N N 4100K UNFRLED 7 DeWLlaint LT -0T192 f12&US 2Lemp T64n3IW 10 0.06 0.61 25W CREE Later Suspended 70 0.02 023 WaO Switch Y N N N 4100K lioum LED S Iedullom Uldstrum C'N16SU 16W CSL 2 0.02 0.041 Crul EDAII)MV5000t 2 0.01 0.02 Wall swkh Y N N N 'These proposed counts are estimates. The contractor Is to work with the city to determine necessary number of fixtures and layout to achieve saWocwyTdle 24 code compliant lighting levels. This is not expected to be a 1 for 3 replacement. Future counts and locations will be added or changed as needed In urderto achieve satisfactory lighting levels. 25D-35 Responsibility Matrix T s!t Construction ut*a RE PM Agency Consultant Co tracto Secures Construction Permit S P Prepares Construction Schedule R/A P Perform Construction P Submittals/CDs and RFIs S R/A R P Review & Approve Invoices P Process Invoices P Inspection of Work P Supplemental Work/Change Orders S P/A S P/A Prepare Meeting Agendas/Minutes P Attend Project Meetings S P S P Develop Punch Lists S P R Correct Punch List Items R/A P 0&M Manuals and Training S R/A S/R P Final Inspection P/A P Acceptance P/A Lighting/Mechanical As -Built S R/A S/R P Commissioning Startup Checklists R R/A S/R P Functional Performance Test Procedures R R/A S/R P Startup Documentation R R/A S/R P Functional Performance Tests R R/A S/R P Systems Manual R R/A S/R P P = Prim-ary, 5 = S p ort; R - Rev'ew, A =FAPprova SoCaIREN RM = So -a RE s Project Man ger Agency -Enrolled Pub is Agency SoCaIREN Gonsultan =Eng ee ing Cons I an on contract to oCaIREN Con .a tor =Construction Firm 25D-36 Appendix ATTACHMENT 2 STANDARD AGREEMENT CONSULTANT AGREEMENT CITY OF SANTA ANA THIS AGREEMENT is made and entered into this day of , 201_ by and between 'a [insert type of business: sole ownership entity, LLP, etc], (hereinafter "Consultant"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California (hereinafter "City"). RECITALS A. The City desires to retain a consultant having special skill and knowledge in the field of energy efficiency lighting services. B. Consultant represents that Consultant is able and willing to provide such services to the City. C. In undertaking the performance of this Agreement, Consultant represents that it is knowledgeable in its field and that any services performed by Consultant under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: I. SCOPE OF SERVICES Consultant shall perform those services as set forth in Exhibit A to this Agreement. 2. COMPENSATION This project is funded by Southern California Edison (SCE) cash incentives and On Bill Financing. By submitting a bid, the bidder agrees, if awarded the contract, to finance the cost of the project and to be paid directly by SCE. If the final cost of the project exceeds the total of SCE payments, the City shall pay the difference to the awarded contractor. 3. TERM This Agreement shall commence on the date first written above and terminate on , 201X, unless terminated earlier in accordance with Section 15, below. The term of this Agreement may be extended upon a writing executed by the City Manager and the City Attorney. 4. INDEPENDENT CONTRACTOR Consultant shall, during the entire term of this Agreement, be construed to be an independent 25D-37 contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer-employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Consultant performs the services which are the subject matter of this Agreement; however, the services to be provided by Consultant shall be provided in a manner consistent with all applicable standards and regulations governing such services. Consultant shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 5. OWNERSHIP OF MATERIALS This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Consultant under this Agreement ("Documents & Data"). Consultant shall require all subcontractors to agree in writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subcontractor prepares under this Agreement. Consultant represents and warrants that Consultant has the legal right to license any and all Documents & Data. Consultant makes no such representation and warranty in regard to Documents & Data which were provided to Consultant by the City. City shall not be limited in any way in its use of the Documents and Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City's sole risk. 6. INSURANCE Prior to undertaking performance of work under this Agreement, Consultant shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a. Commercial General Liability Insurance. Consultant shall maintain commercial general liability insurance naming the City, its officers, employees, agents, volunteers and representatives as additional insured(s) and shall include, but not be limited to protection against claims arising from bodily and personal injury, including death resulting therefrom and damage to property, resulting from any act or occurrence arising out of Consultant's operations in the performance of this Agreement, including, without limitation, acts involving vehicles. The amounts of insurance shall be not less than the following: single limit coverage applying to bodily and personal injury, including death resulting therefrom, and property damage, in the total amount of $1,000,000 per occurrence, with $2,000,000 in the aggregate. b. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $1,000,000 per occurrence. Such insurance shall include coverage for owned, hired and non -owned automobiles. C. Worker's Compensation Insurance. In accordance with the provisions of Section 3700 of the Labor Code, Consultant, if Consultant has any employees, is required to be insured against liability for worker's compensation or to undertake self-insurance. Prior to commencing the performance of the work under this Agreement, Consultant agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. 25D-38 d. If Consultant is or employs a licensed professional such as an architect or engineer: Professional liability (errors and omissions) insurance, with a combined single limit of not less than $1,000,000 per claim with $2,000,000 in the aggregate. e. The following requirements apply to the insurance to be provided by Consultant pursuant to this section: (i) Consultant shall maintain all insurance required above in full force and effect for the entire period covered by this Agreement. (ii) Certificates of insurance shall be famished to the City upon execution of this Agreement and shall be approved by the City. (iii) Certificates and policies shall state that the policies shall not be cancelled or reduced in coverage or changed in any other material aspect, by consultant, without thirty (30) days prior written notice to the City. (iv) Consultant shall supply City with a fully executed additional insured endorsement. f. If Consultant fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the City with required proof that insurance has been procured and is in force and paid for, the City shall have the right, at the City's election, to forthwith terminate this Agreement. Such termination shall not affect Consultant's right to be paid for its time and materials expended prior to notification of termination. Consultant waives the right to receive compensation and agrees to indemnify the City for any work performed prior to approval of insurance by the City. 7. INDENMFICATION Consultant agrees to and shall indemnify and hold harmless the City, its officers, agents, employees, consultants, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the negligent operations of the Consultant or its contractors, subcontractors, agents, employees, or other persons acting on their behalf which relates to the services described in section 1 of this Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution, judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement. This indemnity and hold harmless agreement applies to all claims for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this Section or by reason of the terms of, or effects, arising from this Agreement. The Consultant further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. Notwithstanding the foregoing, to the extent Consultant's Services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant. 25D-39 8. INTELLECTUAL PROPERTY INDEMNIFICATION Consultant shall defend and indemnify the City, its officers, agents, representatives, and employees against any and all liability, including costs, for infringement of any United States' letters patent, trademark, or copyright infringement, including costs, contained in the work product or documents provided by Consultant to the City pursuant to this Agreement. 9. RECORDS Consultant shall keep records and invoices in connection with the work to be performed under this Agreement. Consultant shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any services, expenditures, and disbursements charged to the City for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Consultant under this Agreement. All such records and invoices shall be clearly identifiable. Consultant shall allow a representative of the City to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement during regular business hours. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to this Agreement for a period of three (3) years from the date of final payment to Consultant under this Agreement. 10. CONFIDENTIALITY If Consultant receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Consultant agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. "Confidential Information" shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is, through no fault of the Consultant disclosed in a publicly available source; (c) is in rightful possession of the Consultant without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Consultant without reference to information disclosed by the City. 11. CONFLICT OF INTEREST CLAUSE Consultant covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified in Certifications, Exhibit C, attached hereto and incorporated in this Agreement by reference. 12. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by fax or other telegraphic communication in the manner provided in this Section, to the following persons: 25D-40 To City: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 Fax 714- 647-6956 With courtesy copies to: Exec. Director Public Works Agency City of Santa Ana 20 Civic Center Plaza (M-) P.O. Box 1988 Santa Ana, California 92702 Fax 714- 647-XXXX City Attorney City Attorney's Office City of Santa Ana 20 Civic Center Plaza (M-29) P.O. Box 1988 Santa Ana, California 92702 Fax 714-647-6515 To Consultant: A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by fax, communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 13. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Consultant, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Consultant. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Consultant or the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein. 25D-41 14. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Consultant, Consultant may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other consultants retained by City. 15. TERMINATION This Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such event, Consultant shall be entitled to receive and the City shall pay Consultant compensation for all services performed by Consultant prior to receipt of such notice of termination, subject to the following conditions: a. As a condition of such payment, the Executive Director may require Consultant to deliver to the City all work product completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Consultant consents to the City's use thereof for such purposes as the City deems appropriate. b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 16. DISCRIMINATION Consultant shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities. Consultant affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations and as further specified in Certifications, Exhibit C, attached hereto and incorporated in this Agreement by reference. 17. JURISDICTION - VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that maybe brought or arise out of, in connection with or by reason of this Agreement. 18. PROFESSIONAL LICENSES Consultant shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. Consultant shall notify the City immediately and in writing of its inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 25D-42 19. MISCELLANEOUS PROVISIONS a. Additional provisions, if any are identified as Additional Provisions, Exhibit D, attached hereto and incorporated into this Agreement by reference. b. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. b. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: Maria D. Huizar Clerk of the Council APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney By: Name of Attorney Assistant City Attorney RECOMMENDED FOR APPROVAL: Name Executive Director — (Agency) CITY OF SANTA ANA Raul Godinez II City Manager CONSULTANT: (name) (title) Tax IDD 25D-43 EXHIBIT A SCOPE OF SERVICES 25D-44 EXHIBIT B FEE PROPOSAL, including hourly rates 25D-45 EXHIBIT C CERTIFICATIONS 25D-46 APPENDIX ATTACHMENT 3-1: NON -COLLUSION AFFIDAVIT CERTIFICATIONS CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR ROSS ANNEX PARKING GARAGE ENERGY LIGHTING RETROFIT RFP NO.: 18-070 NON -COLLUSION AFFIDAVIT (Title 23 United States Code Section 112 and Public Contract Code Section 7106) To the CITY OF SANTA ANA DEPARTMENT OF PUBLIC WORKS In accordance with Title 23 United States Code Section 112 and Public Contract Code 7106 the BIDDER declares that the bid is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation; that the bid is genuine and not collusive or sham; that the BIDDER has not directly or indirectly induced or solicited any other BIDDER to put in a false or sham bid, and has not directly or indirectly colluded, conspired, connived or agreed with any BIDDER or anyone else to put in a sham bid, or that anyone shall refrain from bidding; that the BIDDER has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the bid price of the BIDDER or any BIDDER, or to fix any overhead, profit, or cost element of the bid price, or of that of any other BIDDER, or to secure any advantage against the public body awarding the contract of anyone interested in the proposed contract; that all statements contained in the bid are true; and, further, that the BIDDER has not, directly or indirectly, submitted his or her bid price or any breakdown thereof, or the contents thereof, or divulged information or data relative thereto, or paid, and will not pay, any fee to any corporation, partnership, company association, organization, bid depository, or to any member or agent thereof to effectuate a collusive or sham bid. Note: The above Non -collusion Affidavit is part of the Proposal. Signing this Proposal on the signature portion thereof shall also constitute signature of this Non -collusion Affidavit. BIDDERS are cautioned that making a false certification may subject the certifier to criminal prosecution. Signed State of California County of Subscribed and sworn to (or affirmed) before me on this day of , 20, by proved to me on the basis of satisfactory evidence to be the person(s) who appeared before me. Notary Public Signature Notary Public Seal 25D-47 APPENDIX ATTACHMENT 3-2: NON -LOBBYING CERTIFICATION CERTIFICATIONS CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR ROSS ANNEX PARKING GARAGE ENERGY LIGHTING RETROFIT RFP NO.: 18-070 The prospective participant certifies, by signing and submitting this bid or proposal, to the best of his or her knowledge and belief, that: 1. No federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any federal contract, the making of any federal grant, the making of any federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any federal contract, grant, loan, or cooperative agreement. 2. If any funds other than federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence any officer or employee of any federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this federal contract, grant loan, loan or cooperative agreement, the undersigned shall complete and submit a "Disclosure of Lobbying Activities". This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352, Title 31, U. S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. The prospective participant also agrees by submitting his or her bid or proposal that he or she shall require that the language of this certification be included in all lower fier subcontracts, which exceed $100,000 and that all such sub recipients shall certify and disclose accordingly. Signed and Printed Name: Title Date 25D-48 APPENDIX ATTACHMENT 3-3: NON-DISCRIMINATION CERTIFICATION CERTIFICATIONS CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR ROSS ANNEX PARKING GARAGE ENERGY LIGHTING RETROFIT RFP NO.: 18-070 The undersigned consultant or corporate officer, during the performance of this contract, certifies as follows: The Consultant shall not discriminate against any employee or applicant for employment because of race, color, religion, sex, or national origin. The Consultant shall take affirmative action to ensure that applicants are employed, and that employees are treated during employment without, regard to their race, color, religion, sex, or national origin. Such action shall include, but not be limited to, the following: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Consultant agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. 2. The Consultant shall, in all solicitations or advertisements for employees placed by or on behalf of the Consultant, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, or national origin. 3. The Consultant shall send to each labor union or representative of workers with which he/she has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers' representatives of the Consultant's commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. 4. The Consultant shall comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. 5. The Consultant shall furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his/her books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation, to ascertain compliance with such rules, regulations, and orders. 6. In the event of the Consultant's non-compliance with the nondiscrimination clauses of this contract or with any of the said rules, regulations, or orders, the contract may be canceled, terminated, or suspended in whole or in part and the Consultant may be declared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in Execution Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulations, or order of the Secretary of Labor, or as otherwise provided by law. 7. The Consultant shall include the portion of the sentence immediately preceding paragraph (1) and the provisions of paragraphs (1) through (7) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to Section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontract or purchase order as the 25D-49 administering agency may direct as means of enforcing such provisions, including sanctions for noncompliance; provided, however, that in the event the Consultant becomes involved in, or is threatened with, litigation with a subconsultant or vendor as a result of such direction by the administering agency, the Consultant may request that the United States enter into such litigation to protect the interests of the United States. 8. Pursuant to California Labor Code Section 1735, as added by Chapter 643 Stats. 1939, and as amended, No discrimination shall be made in the employment of persons upon public works because of race, religious creed, color, national origin, ancestry, physical handicaps, mental condition, marital status, or sex of such persons, except as provided in Section 1420, and any consultant of public works violating this Section is subject to all the penalties imposed for a violation of the Chapter. Signed: Title: Firm: Date: 25D-50 ADDITIONAL PROVISIONS 25D-51 MAYOR Miguel A. Pulido MAYOR PRO TEM Michele Martinez COUNCILMEMBERS P. David Benavides Vicente Sarmiento Jose Solorio Sal Tinajero Juan Villages August 16, 2018 CITY OF SANTA ANA 20 Civic Center Plaza • P.O. Box 1988 Santa Ana, California 92702 vmrvw.santaana.org ADDENDUM NOA CITY MANAGER Raul Godinez II CITY ATTORNEY Sonia R. Carvalho CLERK OF THE COUNCIL Maria D. Huizar RFP NO. 18-070 ENERGY LIGHTING RETROFIT AT THE ROSS ANNEX PARKING GARAGE DATE DUE: AUGUST 20,2018,4:00 PM QUESTIONS & ANSWERS 1. What percentage bid bond do we have to provide with the bid? Bid bond not required on this project. 2. Looking for any existing electrical plans and clarification on the location and number of emergency fixtures in the scope. See attached 3. With regards to this project ENERGY RETROFIT SANTA ANA, would you be willing to entertain bids from LED lighting suppliers that don't do labor and are LA based? Labor needs to be included, as the City does not have resources to install. 4. We would like to submit luminaire equals for the above referenced project. The specifications have included the details required for the luminaires, and we would like to propose another LOCAL manufacturer in our equipment submittals, exceeding the performance of the referenced luminaires. The purpose of this is to avoid unnecessary costs related to a sole sourced product with no competition. The city does not to appear to have standardized on a manufacturer. Allowing a substitute fixture along with supporting specification sheet may be proposed for consideration, the City Engineering team will review the proposed alternate fixture selection and deem whether it is acceptable. ALL OTHER TERMS, CONDITIONS AND SPECIFICATION REMAIN UNCHANGED. I acknowledge I have read this addendum: Authorized Signature Company Name THIS NOTICE MUST BE SIGNED AND INCLUDED WITH THE PROPOSAL. PROPOSALS WITHOUT THIS FORM MAY BE CONSIDERED NON-RESPONSIVE. SANTA ANA CITY COUNCIL Miguel 0. Polido Mi ela Martinez Vicente Samdento Jose Solari. P. David Benavides Juan Villages Sal Tinajero Mayor Mayor Pro Tem, Ward 2 Ward Ward Ward Ward =ufd,9Da,rlaana.orq trimaNnezOsanta-ana oro vsannientolasanta�ana.ra dbenavides(dsantaanaom ivilleoas(,ilsantaana.am sbnaierolasantaaeaom AGREEMENT FOR ENERGY LIGHTING RETROFIT OF THE CITY OF SANTA ANA ROSS ANNEX PARKING GARAGE THIS AGREEMENT is made and entered into this 20th day of November, 2018 by and between MarketingPower, Inc. dba Energy Retrofit Co. ("Contractor"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("City"). RECITALS A. On August 6, 2018, the City issued Request for Proposal No. 18-070, by which it sought a contractor to provide and install advanced energy-efficient lighting fixtures and controls at the Ross Annex Parking Garage. B. Contractor submitted a responsive proposal that was selected by the City. Contractor represents that it is able and willing to provide the services described in the scope of work that was included in RFP No. 18-070. C. In undertaking the performance of this Agreement, Contractor represents that it is knowledgeable in its field and that any services performed by Contractor under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional contracting firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. SCOPE OF SERVICES Contractor shall perform the services that were described in the scope of work that was included in RFP No. 18-070 and as more specifically delineated by Contractor's proposal (Option A), which is attached as Exhibit A and incorporated in full. 2. COMPENSATION a. Contractor agrees to accept as total payment for its services under this Agreement, the rates and charges identified in Exhibit B. The total sum to be expended under the term of this Agreement, including any extension periods, shall not exceed $39,928. This sum is comprised of (1) the Contractor's estimated project cost of $38,027 and (2) a 5% contingency in the amount of $1,901 for additional services at the City's sole discretion. b. Contractor agrees to accept partial payment for services under this Agreement through the (1) "On -Bill Financing" Program and (2) Energy Management Solutions Incentive that have been separately established and approved between the City and Southern California Edison. The payment obligations established through these means are intended to and shall survive expiration of this Agreement. Page 1 of 8 Elt* 53 3. TERM This Agreement shall commence on December 3, 2018, and terminate on March 29, 2019, unless terminated earlier in accordance with Section 17. The term of the Agreement may be extended for up to six months upon a writing executed by the City Manager and City Attorney. 4. PREVAILING WAGES Contractor is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 16000, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on "public works" and "maintenance" projects. If the services being performed are part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and the total compensation is $1,000 or more, Contractor agrees to fully comply with such Prevailing Wage Laws. Contractor shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. 5. INDEPENDENT CONTRATOR Contractor shall, during the entire term of this Agreement, be construed to be an independent contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer-employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Contractor performs the services which are the subject matter of this Agreement; however, the services to be provided by Contractor shall be provided in a manner consistent with all applicable standards and regulations governing such services. Contractor shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 6. OWNERSHIP OF MATERIALS This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Contractor under this Agreement ("Documents & Data"). Contractor shall require all subcontractors to agree in writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subcontractor prepares under this Agreement. Contractor represents and warrants that Contractor has the legal right to license any and all Documents & Data. Contractor makes no such representation and warranty in regard to Documents & Data which were provided to Contractor by the City. City shall not be limited in any way in its use of the Documents and Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City's sole risk. Page 2 of 8 25D-54 INSURANCE Prior to undertaking performance of work under this Agreement, Contractor shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a. Commercial General Liability Insurance. Contractor shall maintain commercial general liability insurance naming the City, its officers, employees, agents, volunteers and representatives as additional insured(s) and shall include, but not be limited to protection against claims arising from bodily and personal injury, including death resulting therefrom and damage to property, resulting from any act or occurrence arising out of Contractor's operations in the performance of this Agreement, including, without limitation, acts involving vehicles. The amounts of insurance shall be not less than the following: single limit coverage applying to bodily and personal injury, including death resulting therefrom, and property damage, in the total amount of $1,000,000 per occurrence, with $2,000,000 in the aggregate. Such insurance shall (a) name the City, its officers, employees, agents, volunteers and representatives as additional insured(s); (b) be primary with respect to insurance or self-insurance programs maintained by the City; and (c) contain standard separation of insureds provisions. b. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $1,000,000 per occurrence. Such insurance shall include coverage for owned, hired and non -owned automobiles. C. Worker's Compensation Insurance. In accordance with the California Labor Code, Contractor, if Contractor has any employees, is required to be insured against liability for worker's compensation or to undertake self-insurance. Prior to commencing the performance of the work under this Agreement, Contractor agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. d. If Contractor is or employs a licensed professional such as an architect or engineer: Professional liability (errors and omissions) insurance, with a combined single limit of not less than $1,000,000 per claim with $2,000,000 in the aggregate. e. The following requirements apply to the insurance to be provided by Contractor pursuant to this section: (i) Contractor shall maintain all insurance required above in full force and effect for the entire period covered by this Agreement. (ii) Certificates of insurance shall be famished to the City upon execution of this Agreement and shall be approved by the City. (iii) Certificates and policies shall state that the policies shall not be cancelled or reduced in coverage or changed in any other material aspect, by Contractor, without thirty (30) days prior written notice to the City. Page 3 of 8 25D-55 (iv) Contractor shall supply City with a fully executed additional insured endorsement. f. If Contractor fails or refuses to produce or maintain the insurance required by this section or fails or refuses to fiumish the City with required proof that insurance has been procured and is in force and paid for, the City shall have the right, at the City's election, to forthwith terminate this Agreement. Such termination shall not affect Contractor's right to be paid for its time and materials expended prior to notification of termination. Contractor waives the right to receive compensation and agrees to indemnify the City for any work performed prior to approval of insurance by the City. 8. INDEMNIFICATION Contractor agrees to defend, and shall indemnify and hold harmless the City, its officers, agents, employees, consultants, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the negligent operations of the Contractor or its subcontractors, agents, employees, or other persons acting on their behalf which relates to the services described in section 1 of this Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution, judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement. This indemnity and hold harmless agreement applies to all claims for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this Section or by reason of the terms of, or effects, arising from this Agreement. Contractor further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. Notwithstanding the foregoing, to the extent Contractor's services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise of, pertain to, or relate to the negligence, recklessness, or willful misconduct of Contractor. 9. INTELLECTUAL PROPERTY INDEMNIFICATION Contractor shall defend, indemnify and hold harmless the City, its officers, agents, representatives, and employees against any and all liability, including costs, and attorney's fees, for infringement of any United States' letters patent, trademark, or copyright contained in the work product or documents provided by Contractor to the City pursuant to this Agreement. Page 4 of 8 25D-56 10. RECORDS Contractor shall keep records and invoices in connection with the work to be performed under this Agreement. Contractor shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any services, expenditures, and disbursements charged to the City for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Contractor under this Agreement. All such records and invoices shall be clearly identifiable. Contractor shall allow a representative of the City to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement during regular business hours. Contractor shall allow inspection of all work, data, documents, proceedings, and activities related to this Agreement for a period of three (3) years from the date of final payment to Contractor under this Agreement. 11. CONFIDENTIALITY If Contractor receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Contractor agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. "Confidential Information" shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is, through no fault of the Contractor disclosed in a publicly available source; (c) is in rightful possession of the Contractor without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Contractor without reference to information disclosed by the City. 12. CONFLICT OF INTEREST CLAUSE Contractor covenants that it presently has no interest and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 13. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by fust class or certified mail, postage prepaid, or sent by fax or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M-30) Page 5 of 8 25D-57 P.O. Box 1988 Santa Ana, CA 92702-1988 Fax 714- 647-6956 Executive Director Public Works Agency City of Santa Ana 20 Civic Center Plaza (M-21) P.O. Box 1988 Santa Ana, CA 92702 Fax 714-647-5635 To Contractor: Energy Retrofit Co. 27363 Via Industria Temecula, CA 92590 A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by fax, communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these timeframes, weekends, federal, state, County or City holidays shall be excluded. 14. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Contractor regarding the subject matter herein, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Contractor. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Contractor or the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein. 15. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Contractor, Contractor may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other contractors retained by City. Page 6 of 8 25D-58 16. WAIVER No waiver of breach, failure of any condition, or any right or remedy contained in or granted by the provisions of this Agreement shall be effective unless it is in writing and signed by the party waiving the breach, failure, right or remedy. No waiver of any breach, failure or right, or remedy shall be deemed a waiver of any other breach, failure, right or remedy, whether or not similar, nor shall any waiver constitute a continuing waiver unless the writing so specifies. 17. TERMINATION This Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such event, Contractor shall be entitled to receive compensation for all services performed by Contractor prior to receipt of such notice of termination, subject to the following conditions: a. As a condition of such payment, the Executive Director may require Contractor to deliver to the City all work product completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Contractor consents to the City's use thereof for such purposes as the City deems appropriate. b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 18. NON-DISCRIMINATION Contractor shall not discriminate because of race, color, creed, relation, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities or in connection with any activities under this Agreement. Contractor aff=s that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 19. JURISDICTION -VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 20. PROFESSIONAL LICENSES Contractor shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Page 7 of 8 25D-59 Santa Ana and all other governmental agencies. Contractor shall notify the City immediately and in writing of its inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 21. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. b. All exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: MARIA D. HUIZAR Clerk of the Council APPROVED AS TO FORM SONIA R. CARVALHO City Attorney By:�� fj�hn M. Funk Assistant City Attorney RECOMMENDED FOR APPROVAL Fuad S. Sweiss, PE, PLS Executive Director Public Works Agency CITY OF SANTA ANA RAUL GODINEZ II City Manager CONTRACTOR Name: Title: FOR APPROVAL Kathryn Downs, CPA Executive Director Finance and Management Services Agency Page 8 of 8 25D-60 EXHIBIT A 0 r 11"ENERGY RETROFIT CO. Sao:o) Errryy Sarin) Manef 25D-61 Table of Contents I. Cover Letter and Company Overview......................:..........................................................2 It. Important Company Facts...................................................................................................3 III. Agreement Statement .......... ..........................................................................................:3 IV. understanding' of Need..............................................:.........................................................3 V. Profile of Services (Firm and Team Experience).......................................................:.......4 A. Audit Services, .. ........................ rr..r,rrr...r.r..r.r..r...r..r....r.r..rr..,.....r..r.......................................4 Br Lighting Design .....r.. ... .....r............r..r.r..r.............r.........r...r...........r..r..r..r......rrrrrr............................5 C. Installation. r.r........r.r......rrr.r..........r...rr......r....r..r..................................... r..r....r....................,...........6 D. ManagementofUtilityincentives.r...r..r..r.......r..rr.........r.......r...............r..rr..r..r................................7 E. System Maintenance ......rr....r...r.......rr.r...rr..........r....rr.r..r...............rr.rr.rr..r...r..rr.............................7 VI. Key Executives & Technical Staff........................................................:.................:....:.......6 A. Chris Kirehwehm, President ...r...rrr..rr.........................r..r..r..,r.............................. ................8 B. Erica Inderwlck, Senior Vice President r..r..................r.r........r.r......r....r....r......r...............................8 Cr Matt Klrchwehm, Operations &.Sales Support er.r..r..r........r......,....r.........r.......................................8 Dr Craig Kilby, VP of Sales, Business Development .r....r...r........r.....:..r........rr....................................a E. Ben Van Etter, Senior Project Manager— Northern California;.,.r...............r.r................................9 F. Ray Walker, Senior Project Manager— Southern California .rrr..........rr...r......r ......................I...I...A VII. Safety ...................................................................................................:.......,.........................9 VIII. Awards ..................................................................................................................................9 IX.._RelevantPloject Experlence..............w.s s ................_. Error!_ Bookmark not defined.0 X. Project Case Studies.................................................:......................................................111.. XI. Schedule ....................................................................................................................115 XII, References........................................................................................................................115 LMgS yrY+exN.mnm 25D-62 I. Cover Letter and Company Overview Attached you will Lind our bid and submittal package for your RFP No. 18.070 Ross Annex Parking Garage Energy Lighting Retrofit project. Since 2008, Energy Retrofit Cc ('.EW). has provided design, engineering, construction, and maintenance of fighting systems for commercial, institutional, industrial, municipal, agricultural, health care, educational, and food and beverage processing faclilfles. ERC is a memberof the DLC Energy Consortium end US Green Building Counsel and is a licensed California Electrical and General contractor, We are also California Title 24 Acceptance Testing Certified. We take pride in our reputation for providing quality work and service. We have installed projects for over 10,000 different customers throughout the state of California, Our highly trained and skilled staff operates as a team: from Job-dedioated Project Managers, Estimators, and construction crews, to Certified Energy Managers, LEER Professionals, Title 24 Certified Inspectors.. Our technicians are company employees, not subcontractors — assuring that you will receive the very highest level of quality and control on yourJob. We are driven to provide our customers with lighting solutions that optimize energy savings at the very lowest possible -cost Our business philosophy promotes quality, honesty, value and teamwork, We create a proven team approach throughout the design and construction process on every project. Our experience has demonstrated thatthis process Increases eommunicatlon and improves productivity and quality of construction, while saving our customers both time and money. ERC prides Itself on the numerous awards that It has received from CalffomWs top utility companies, and we are proud of our top-rated safety program, and our industry-leading sustainabliity Initiatives. Selecting a qualified lighting services contractor Is an important decision for any customer, since the project they produce will be in service for years to come, As you evaluate potential contractors, you may begin to think that all firms are the same,. Weare confident that if. you look closely you wlll.conclude that ERC Is the most qualified, while also offering the very best pricing In the Industry. Sincerely, Chris Klrchwehm President Marketing Power Inc dba Energy Retrofit Co. Business Entity: S Corp S+.+F.tigv➢fv..nP Nm�y 25D-63 Ii. Important Company Facts Legal Name & Address Marketing Power Inc. dba Energy Retrofit Cc (ERC) 27363 Via Industria Temecula, CA 92592 Contractor Licensing California — Class C110 (Electrical) and Class B (General) License #924719, Expiration. 2019 Insurance Coverage Umbrella Liability Umbrella Liability General Liability General Liability Workers Compensation Automobile Liability Bonding Ability Individual Project Total Bonding Capacity $5,000,000 (Each Occurrence) $5,000,000 (Aggregate) $1,000,000 (Each Occurrence) $2,000,000 (Aggregate) $1,000;000 $1,000,000 $25,000,000 $100,000,000 Certifications California Certified Lighting Acceptance Technician —TC -A813924 LEED AP ID&C Small Business ELBE / SLBE — Supplier No.1792774 Lighting Design AG132 Experienced ._Souihem Californ(a Edison Midstream SuppiierApproved, Registered Trade Professional Pacific Gas & Electric—Midstream Supplier Approved, Registered Trade Professional San Diego Gas & Electric—Registered Trade Professional III. Agreement Statement We concur with all provisions as contained in the standard agreement attached. IV. Understanding of Need See attached Scope of Work Letter in Exhibit A ^EmERGY REnmm C. a.�a:�m, s.nwuw 2501-64 V. Profile of Services — Firm and Team Experience Most facilities have lighting systems that were Installed based predominately on 'lowest upfront costs" versus 1118 -cycle costs." While this might help make a building fess expensive to build, these systems are generally very inefficient and expensive to operate, Over time, many facilities have upgraded their lighting systems to newer, more efficient systems that, at one time, featured the latest and greatest fluorescent lighting technology. These systems offered energy saving Improlvements overlhe old system, but they still had a relatively short rated life and required expensive maintenance. The greatnews is that Ilghting technology has advanced rapidly in the past few years, New solid-state LED fighting, together with innovative sensors and controls, make for a no-brdiner improvement at almost every facility. Dramatic product price drops combined with extreme advances in Industry technology allow most facilities to find a lighting solution that actually for itself. The economics of a new LED lighting solution has reached the point where walling for further advancements actually decreases the potential lifetime savings, The biggestohallenge for most customers is navigating all of the possible solutions to find the best lighting system fortheirfacllity, Making an Incorrect decision can lead to sacrificed light levels or low•qualitylights that were cheap to purchase, but expensive to maintain in the long nm. With over 10;000 projects under our bah, we know fighting —thaPs all we do, Our award-winning team can analyze your facility and prepare a:proposal that will give you a state4-the-art lighting system that Is designed for maximized energy savings, the absolute longest life, and improvedlIghting levels for your facility, Our step- by-step process for reaching this goal Is described below. A. Audit Services The service we provide frequently begins with an energy audit of the facility. This service. includes the following: • One of our experienced lighting auditors visits the site and conducts a physical inspection of the facility. The accuracy.and compfatenessofthe.infonnation.collected during this phase is crucial to assist our design team in developing accurate energy calculations and scope of work. • The facility type and utility program may determine specific auditing guidelines, but Inmost cases the following information is collected during the audit phase: o Itemized counts of all existing fixture types and wattages o Pictures of each fixture and lamp types for existing fixtures o Equipment requirements for safe Installation (ladders, lifts, etc.) o Electrical company, current kWh rate, and demand charges o Existing lighting controls, dimming, and emergency backup systems o Current and projected operating hours for each area to be upgraded o Any additional pertinent information noticed during the audft— this may vary from building to building • Finally, our auditors will consult with representatives from the facility to determine the cilenfs goals and expectations, We. will educate the client on diverse options and capabilities of the latest in LED Lighting technology. Ea.f�azrsr R�rez®Fir �. 2501-65 8, Lighting Design Ourcompany offers lighting design services forevery project. This step of the process is critical and features the following; • Our design team will thoroughly review the information collected by our auditor so that we can better understand the existing lighting system, • Upon review, we will prepare a proposal to provide the client with a detailed financial analysis and our recommended LIED lighting & controls to be installed. Our team will design one or more options based on the following general guide0nes and/or goals for each facility; o Match or improve current light quality and output o Specify LED retrofit kits where possible and new LED fixtures when retrofit kits are not the desired option. o if operating hours are extremely low, or the fixture cannot economically be replaced with a new fixture or retrofit kit, we will typically specify 'Type A° TLED lamps with new ballasts. Our process includes design of the proper lighting controls technology. This step is frequentlyoverlooked by many competitors, but it has been shown that when properly designed and Installed, lighting controls can reduce buildings' energy use by an additional 24.38%. Our process Includes the use of occupancy, daylight, and dimming controls when appropriate. We have our own in-house CALTCP certified Acceptance Technician to ensure that the system complles with state or localenergy codes, if customer has specific -Illumination standards that must be met, we have in-house ability todesign a system based upon accurate photometric predictions for light levels. o ERC's certified lighting designerufilizes AGI32 Lighting Software, the industrystandard for accurately calculating both interior and-extedoriightieveis, o The customers existing lighting fixture schedule along with CAD drawings are collected, and the Information is then input Into the AGI32 software, The software allows our designer to simulate the new illumination levels with the proposed LED fixture. Our designer can then select the appropriate LED fixture that produces the Customer's required foot candle measurements, • Value Engineering is a key componentof our process. We believe there Is always great opportunity In the LED lighting to Identify materials and construction techniques to reduce project cost without compromising the quality, -aesthetics, or reliability of the new LED system. Our design team works ENFRGY REMUFrr CQ. 25D-66 closely with purchasing to ensure we are recommending the most efficient LED lighting technology from proven suppliers. Prior to completion, aur design team will review the final proposal to ensure that the following details have been clearly articulated; o Total project cost for a lum•key° LED upgrade. o Utllily company rebates and incentive amount where applicable. o Existing and New fixtures wattages, and annual energy costs. o Annual energy & maintenance savings calculations for each individual fixture type and fixture location throughout the facility. o Return on Investment (ROI), as an annual return on capital Invested. o Lighting Service Agreement (LSA) payment and cashilow calculations. • A meeting will be scheduled to review the final proposal (a), and adjustments can be made to complete the orient's project requirements and objectives. C. Installation We always offer a turnkey installation process with every project. With over 10,000 projects Installed to date, we know how to safely Install a project In every type of selling. Ourgoal Is always to Install the project Without the customer ever knowing we were even there. Our process for Installation Includes the following: o Pre-Installaton Process • Upon receipt of the Notice to Proceed from the customer,. we will hold a planning meeting to ensure that the project is set up for success right from the start. This planning meeting will include final notes from the audit, information gathered from the customer, for example - best time to perform work, where materials can be stored, building priority, rules for working at the facility, etc. • The fixtures Will be ordered, and our plan will be clearly communicated to the site contact We will send several emalls detailing when the fixtures are expected, when we plan to install, where we Vi1I be starting, etc. o installation Process • Our technicians will work inteams-of two to. four per team...Eac4.team will make sure that all fixtures and sensors are operational prior to leaving the room. Our techniciansare-companyemployees and not subcontractors; • The work will be performed during off shift hours at whatever time Is best fi the customer, • The crew will clean as they go and It will be their plan to leave each room without evidence of having been in the space. They are detailed and thorough in their cleaning of the space prior to moving on to the next room! • The Interior areas will all be completed before starting the Exterior fixtures. o Post- installation • After the Installation has been completed, we will ask the customer to conduct a post installation verification walk with the lead supervisor. During this time, both the customer and ERC representative can Identify whether or not a punch list is required andlor if the project can be signed off as complete. if a punch list Is required, our team will work diligently to complete these action Items and report back to the customer once they have been wrapped up. 7' EmERSY iETgI7}Tr CO. uMsf�.�reaw,m 2501-67 • After all punch work Is complete, our Supervisor will provide a detailed hands -en Training Session for the customer so that everyone understands how the system works, and how to modify settings on the Sensor Controls. • Our Supervisor wilt also leave behind copies of warranty and Installation instructions for each of the different fixtures and sensors that have been Installed on the project. D. Management of Utility Incentives ERC Is a registered Trade Professional with each of California's Utility companies and has dedicated personnel on staff to manage the various utility rebate and Incentive programs that are available throughout the state. ERC. is familiar with such programs and the rules and requirements for each —this Is critical as these program roles are constantly changing and can dramatically affect the rebate that is obtained (or lost) for a given project. Our team will work closely with the utility company to review all product details, such as verifying that all products comply with the appropriate.qualifying list (DLC, Energy Star, PAL, etc.) for the rebate program In the area, We will also ensure the rebate paperwork is collected and tilled out properly and that submittals are made in a timely manner. In addition to the local rebate and incentive programs, ERC has a dedicated staff that Is available for On -Bill Financing processing. This includes, but Is not limited to, completing the OBF applications and OBF supplemental worksheets, having knowledge of customer eligibility, understanding loan limits and terms, and most importantly — knowing how to navigate the utility company process for these OF loans. ERC Is the recognized leader In California for knowledge of rebates, incentives, and OBF loans, This knowledge is critical as it can lead to 'found money"for projects, where no rebate was thought to exist. Equally important, the expertise is critical to ensuring that every customer receives the full rebate that is available for alighting project being planned. E. System Maintenance We provide warranty service for every project we install, and our team is always ready to provide this service should a client find that a fixture has failed, We typically provide 48-hour service for these warranty issues. We can also provide a quote for a plan that features an extended warranty -for any customer that ... prefers to.never have to worry about lighting maintenance In..the future.. This approach allows the customer to focus on the more pressing areas of their business, while we ensure their lights are always working, Em -Roy REYnDFir cr. 2501-68 VI. Key Executives & Technical Staff A. Chris Kirchwehm, President Bachelor of Arts, UC Irvine American Lighting —VP Sales &.Marketing 2003.2008 Energy Retrofit Co. 2008 -Present a President andPdncipai o Overseas all aspects of sales and operations o Responsible for lighting retrofit projects In excess of $30M o Intimate knowledge of CPUC guidelines for energy projects and all CA incentive programs o Actively maintains relationships with wide variety of manufacturers for CA utility qualified LER products o Maintains product standards for ERC In compliance with Title 24,.DLC, Lighting Facts and Energy Star requirements B. Erica Inderwick, Senior Vice President Bachelorof Science, Azusa Pacific American Lighting — VP Operations 2001.2018 Energy Retrofit Co. 2015 -Present o Senior Vice President o Responsible for complying with all udiity program requirements o Ensure compliance with all safety and installation requirements o Provide customer interface for Job scheduling, warranty Issues and general customer satisfaction o Maintains a clear understanding of prevailing wage requirements in accordance with 2015 CA DIR standards o Manage rebate process and ensure highest possible rebate is obtained C. Matt Kirchwehm, Operations & Sales Support • MBA, University of Phoenix _....... . Bachelorof Arts, Business, UCSD • CoStar Commercial Real Estate • Energy Retrofit Co. 2008 -Present o Operations & Sales Support o LEED Green Associate o Title 24 Certified ATT o Works with suppliers and customers to ensure all technical requirements are met D. Craig Kilby, VP of Sales, Business Development Bachelor of Science, Electrical Engineering =Virginia Tech 25 Years Sales & Management Experience -10 Years In F1000 Companies Energy Retrofit Co. 2011 -Present o Manage Sales Team of 12.15 Outside Sales Reps o Intimate knowledge of Lighting Applications & Custom Solution Development o Responsible for Sales Enablement, Training, and Sales Processes o Manage eCommerce Operation O ENEasy RE;ns 3RT Com. 25D-69 E. Ben Van Etten, Senior Project Manager- Northern California American Lighting, VP Operations 2001.2008 o Responsible for all crews and all large projects City of Bakersfield, Lead Electrical Tech 2009.2017 o Led effortto Install 15,0DO City Street Lights Energy Retrofit Co. 2017 -Present o Certified Journeyman Electrician o Leads & supendse large scale projects with focus on Schools & Government jobs o Extremely familiar with all aspects of electrical wiring and electrical code requirements o Extensive experience with Public Works and Government code projects F. Ray Walker, Senior -Project Manager— Southern California Energy Retrofit Co, 2008 -Present o Certified Journeyman Electrician o Leads and supervises large scale projects o Extremely familiar with all aspects of electrical wiring and electrical code requirements o Extensive experience working on public works projects specifically K-12 and higher education facilities including IDSA Inspections o Familiar with all types of lighting applications VII. Safety ERG's staff are fullytralned in all aspects of safety principles. The company has implemented an Injury Illness Prevention Plan (IIPP) concerning daily work activities and potential hazards for all company employees. The corporate:IIPP manual provides 811 employees with.detalled descriptions of typical scopes of work, instructions to safely carry out each task associated with individual work assignments, and preventive measures necessary to complete the work assignments.in a. productive and safe manner. Safety for Its employees is one of ERG's sore concerns. With a comprehensive and detailed safety plan(IIPP), job -site safety meetings, a policy of rewarding employees for continued safety training and our requirement that all core foremen receive 30 hours of OSHA training, ERVs.safety policies are realized from the top down. ERC Is proud of its current EMR rate of .76. VIII. Awards The company has a long and proud history of success in California. ERC has received numerous awards from California's top Utility Companies. A partial list of these awards Includes the following: • Southern California Edison: 0 V Place — Highest kWh and kW Energy Savings Contractor o Greatest Number of Controls Installed • Pacific Gas & Electric: o Top Performer — Total _kW & kWh Savings—Area 2 o Top Performer — Total M&kWh Savings— Large Commercial Office o Top Performer— Total kW & kWh Savings — Fabricatlon o Outstanding Achievement—Total kW & kWh Savings - Overall PGE Territory o Outstanding Achievement — Total kW & kWh Savings — Areas 1, 5, & 6 o Outstanding Achievement — Total kW & kWh Savings — Fabricatlon <ENeaxdv H MWOFYr G®. 2501-70 IX. Relevant Project Experience jpkT WENERGY RETROnT Ca. AndManyOfhon ....... 2501-71 10 RM NDUSTAW7 Z, MOL, VAR -PHOOL.. Commonwealth Audi Canon USA Poway USD Meroadel of San Diego General Atomics San Lorenzo USD Lqxus Escondido Under Armour San Bruno USD Kearney Mesa Acura FedEx Rialto USD Newport Beach Lexus CBRE Pajaro USD Penske Aut INne Company Jones Lang LaSalle Robert Half International Orangewood Elementary Edison Middle School Calvin Christian School �Gloy R 1Nv&,vQN10l California Highway Patrol Buena Park Library Lockheed Martin St Joseph High School Anaheim Convention Center Trane Corporation Escondido Christian Cit of Temecula Sierra Pacific Properties Frito-Lay Penske Automotive MarIn.Countyfligh School Foothills Christian High School Saint Joseph Academy 7 ' Hyatt Aventine Oakland Airport Hilton Trader Joe's Christ Lutheran Elementary Palm Springs Marriott Poll Development DoverElementery Sacramento Double Tree by Hilton Electrolux Sierra Charter Wyndham.— Irvine Goodyear Richland USD Hilton Arden West General Mills Bishop O'Dowd High School Y alrCenterMall Hitachi Sutter Home Quaker Oats River Delta USD Bellermine College Prep Coleman University HOSP ITALS,,&NEALTROAR Scripps Health Sharp Community Medical Group Del Monte Santa Sophia School Abbott Laboratories Hitachi Son Bruno USD Or Leads Dentist ING Pottery Barn San Diego Zoo Cottonwood Charter Coast USD River Delta USD 10ITM Solana Beach Presbyterian Sunbelt Parking Lot North San Diego Association of Durham USD West Pointe Shopping M411 Realtors KIPP College Prep River View Sperry Commercial Santa Rosa Junior College Winepress Wilsons Creek Winery UCSF Neurosclances-Instituts- ..RaInIn Instrumental Nanosys Inc. Oak Manor Elementary Rabobank Huntie-iindustries Loney College Fitness itnoss Evolution Atlantic Power Corp Antelope Valley School District World Gym Pqperwork Industries University of Phoenix Storage West I - I American Sports Center Del Mar Pines jpkT WENERGY RETROnT Ca. AndManyOfhon ....... 2501-71 10 X. Project Case Studles Poway Unified School District 37Y6 Annual Energy Savings PROJECT DESCRIPTION This project was installed for the Poway Unified School District in Poway, California from 2014.2016. ERC worked as a subcontractor for Barnham Construction and together the companies won a bid RFP that was valued at $1.6M. The project featured funding from California Prop 39, as well as significant rebates from SDG&E: SCOPE OF WORK Prooect Images ✓ Designed and Installed new LED lighting fortwo elementary and two high schools in the PUSD. ✓ The retrofit solution included the replacement of all HID and Fluorescent technology with LED. ✓ CREE LED troffer fixtures. CREE 81 -Level wall packs, LED Can retrofit kits, LED Type A Tubes with new ballasts, and CREE Area Lights. ✓ Installation of low voltage 0.10V dimming controls in all classrooms and offices. . _Overall redtictlon of 3i% Iq energy use... _ ✓ Overall project cost= $11.15M. PROJECT CHALLENGES 8 SOLUTIONS ✓ The. District stated it was Important that the now dimming controls teohnology.be easy to use by the school room teachers and the school staff. ✓ Our Team designed a Lighting Controls Solution that Included occupancy sensors, controls, and dimming technology that were easy to use by the staff. ERC offered a.commissioning process which featured both training for the staff as well as system Setup In each room. ✓ Low Voltage 0.10V dimming controls were designed to ensure that dimming circuit #1.controlled the two fixtures directly in front of the classroom projector screen, whereas the balance of the futures in the classroom were controlled by dimming circuit #2. .r. T ENERGY REMOFM Cm. v�.:na.�swmv� 25D-72 11 UTC Aerospace 55% Annual Energy Savings PROJECT DESCRIPTION UTC Aerospace awarded a deslgn-build contract to Install new LED lighting to improve safety In the °high traffic" areas surrounding the -exterior areas on their 18 -acre Riverside campus. Because of the dramatic improvement In exterior llght{ng, UTC management requested that ERC perform additional upgrades in critical interior work environments, including the Airbus airplanes assembly building. Project Images SCOPE OF WORK ✓ Designed & installed new LED lighting throughout the campus. ✓ The retrofit exterior solution included the replacement of all High -Pressure Sodium fighting with LED ✓ Lighting design software (AGI32) was used to ensure that new fighting would be significantly improved in all areas • New LED High Day fixtures were Installed to replace T5 Fluorescent in the Airbus assembly building ✓ Overall reduction of 55% in energy use. ✓ Total project cost = $550,000 (additional work ongoing) PROJECT CHALLENGES A SOLUTIONS The outdated High -Pressure Sodium lighting offered poor tight quality and coverage. UTC management had deemed the roadways on the property to be -unsafe for employees. ✓ New LED Area lights, Flood lights, and Wall packs were installed throughout the campus dramatically Improving light output and coverage, Improving overall visibility and safety. ✓ Our Team designed a High Bay LED solution for the Airbus assembly area to both improve light levels and Incorporate 0.10V dimming technology to allow the assembly technicians to dim the lighting during a process that.requirea the use of lasers to guide them when assembling critical components of the aircraft. FwERSY Rt=MDFW CE. x..m6my.arw,s.owm• 25D-73 12 Aromas - San Juan Schools 65% Energy Reduction PROJECT DESCRIPTION The Aromas / San Juan Unified School District posted a competitive-bld, Request For Proposal for a lighting upgrade project to be performed at schools in their district, The bids were reviewed by the District and the contract was awarded to ERC. The project was completed ahead of schedule, under budget, and with no change orders, The project featured rebates that weremanaged by ERC,. and Prop 99 funding as well, Project Images SCOPE OF WORK ✓ The project featured over 1 300 new LED fixtures for the interior areas of two schools. ✓ The project also featured extensive use of motion controls for all the lights on the project. ✓ The project was installed during the school year, while school was in session.. ✓ Overall.project cost= $215K. CUSTOMER TESTIMONIAL "I am writing to recommend Energy Retrofit Company for any electrical Installation that you might have, Their crew was nothing but professlona/ and courteous. The team was on time, worked clean and would work around any events that we had going on at the school. l have no doubt Energy Retrofit Company would be a value to any organization that would choose to use them. I give my highest recommendation. If 1 can provide any further assistance, do not hesitate to contact me." - Daniel Carrillo 'ENEROY RErROFM GGA. 25D-74 13 Anaheim Convention Center $360,347Annuai Energy Savings PROJECT DESCRIPTION Anaheim Convention center awarded Energy Retrofit Co. a contract toseplace their outdated T12 Fluorescent HO fixtures. After the initial contract was completed, the facilities staff requested ERC to design -build additional work to complete the exterior lighting, office lighting, andparking garage lighting. The additional lighting work was done as e "change order" to the Initlai contract and was paid for using a combination of U.S, Department of Energy's Energy Efficiency and Conservation Block Grant.(EECBG) Program and Anaheim Utility Rebates. Protect images SCOPE OF WORK ✓ Replaced over 2000 T12 fluorescent fixtures with new low wattage fixtures with bl-level occupancy controls In the parking garage. ✓ Retrofitted all interior office lighting and all common areas with new tow watta9e system. ✓ Energy savings exceeded, $360K per year. ✓ Overall project cost = $785K, PROJECT CHALLENGES & SOLUTIONS The cofiVention center and parking garege were extremely busy— operating 24 hours per day, everyday of the year, with no down time for an installation to be scheduled. ✓ The ERC installation team worked closely with facilities management to coordinate product delivery and Installation between convention. center event dates; ✓ The ERC Installation team worked double shifts to ensure that all 2,000+ convention center hall fixtures were safely installed In under 45 days, with no Impact to the center's schedule of events. ENERGY REfROST Cra. 25D-75 14 XI. Schedule Our Company will work closely with the City of Santa Ana to ensure the project is completed on or ahead of schedule. We have Installed similar projects for other public agencies and have had tremendous success with ineeting Customer expectations for project Completion, The initial plan for project scheduling Is shown below (dates will change, based upon approvals from the City). Our current workload and backlog allow for us to Accept this project and have a dedicated Project Manager and Electrical Supervisor to oversee the onsite crew, XII, References Anaheim Convention Center • Kelli Tunnicliff, Purchasing Director, 562.209.0037 City of Temecula • Bruce Wedeking, Faolllty Maintenance Superintendent, 951-699.1403 City of Roseville • Charles Aycock, EIM Systems Coordinator, 916.746.1836 ErwEROr 12EFFnRr Com. '!++•pmnil. n. n..Fem� 25D-76 1s Project Activity Milestone Date Award of Contract/ Notice to Proceed NTP September 4, 2018 OrderMaterlals September 4, 2018 SltePre oration and Pre -Ins ectlons Se ten*er23,2019 8e Inlnstallation September 25,2018 Complete Installation October 5, 2018 Commissioning/ Punchwork October 6, 2018 Project Complete October i3 2018 XII, References Anaheim Convention Center • Kelli Tunnicliff, Purchasing Director, 562.209.0037 City of Temecula • Bruce Wedeking, Faolllty Maintenance Superintendent, 951-699.1403 City of Roseville • Charles Aycock, EIM Systems Coordinator, 916.746.1836 ErwEROr 12EFFnRr Com. '!++•pmnil. n. n..Fem� 25D-76 1s ENERGY Vi City of Santa Ana Public Works Attn: John Aguilar/ Christy Kindig 714-647-5008 Scope of Work — Ross Annex Parking Garage Option A (Skyler Parking Garage Fixture 40W) - $36,986.50 Estimated SCE Midstream Rebate - $1,040 (not Included In project cost) RE T'R13 T C®. SeAv orgy Sarirg .MMW Based on the review of this project, Option A includes the requested Skyler Parking Garage Fixture 40W with. Integrated smart sensor. • The base bid Includes removing and recycling all parking garage fixtures and Installing new Skyler Parking Garage Fixtures. • Twelve fixtures will be added to the overall total, which includes all new wiring and j boxes. • Per Title 24 requirements, occupancy sensors will be commissioned on all Skyler Fixtures. • Title 24 -certification forms MRCC-LTI will be followed and engineered by a CALTCP Technician for this project. Option B (J21Park 5 Parking Garage Fixture 33W) • $21,367.40 Estimated SCE MidstPeam Rebate - $780 (not Included In project cost) Based on the review of this project, Option B Includes the 121Park 5 Fixture 33W with Integrated sensor. • The base bid Includes removing and recycling all parking garage fixtures and installing new J2 IPark 5 fixtures. • Twelve fixtures will be added to the overall total, which Includes all new wiring and) boxes. • Per Title 24 requirements, occupancy sensors will be commissioned on all J2 Fixtures. • Title 24 certification forms NRCC-LTI will be followed and engineered by a CALTCP Technician for this prosect. p I co M WAON-61, 9t - AON - zt - E WAON -go oI at -400 4 88 at *100 . zz et -100 -S& Ell et -ioo - go 0&-100. to et -des - Pz to des -.At EM et -des -at 9 t - do$ - to ejeldwoo sk(3 94ea BUIMJOM al, eleldWqC) Ut (SAOC) u011e p I co M - E oI 25D-78 M E Ell 25D-78 E OVERVIEW SKYLER LED lighting system which automatically adjusts preset Illuminance of each LED light through detecting the illuminance around each light can reduce electricity consumption up to averagely 75% compared to fluorescent lights. In addition, SKYLER LED lighting system doesn't need to have any additional equipment separately for the network communication and all the functions of SKYLER LED lighting system can be easily controlled by only remote control SKYLER provides without experts' help. °o®®FC LaTEs PROJECT NAME. CATALOG NO FIXTURE SCNEUULE COMMENTS. FEATURE & SPECIFICATION • Occupancy& Daylight Sensor • Network communication by infrared without additional devices • Easy replacement by retrofit Installation • Maximum brightness with minimal Unified Glare Rating(UGR) • Lighting product MADE IN KOREA • Life to 70% lumen maintenance -50,000 hours • 5 -Year Limited Warranty • Remarkable energy saving -70% • Input Voltage: AC 10012M, 50/60Ha • Power Consumption: 40W Beam Angle 13W • Operating Temperature: -20`40'C/•4 -122'F Weight 7.5 lb • Without Sensor (optional) DIMENSION - ------ ---14kTM---- - - MOUNTING DATA romm ;i io: 1 1� nvrurn I ......._._._... LIGHTING DATA 17_ — I 25D-79 o `, 'SPECIFICAT16N 4----_� T .I(TWATT.'�� J k LUMEN i� CRI Ljs INPUT,-" �'-rBEAM ip ItM) (LNVWJ _(RAJ,,1, LVOLTAGE(V) BANGLE !l, COLOR (K) SKT 1K LL.40-3K °; 40 �J 4000' 7 300! 280`3 120.277 '' 120'i1'�{ y ' i J?x,3000 Ir.J.-.Remote.Contml SIR 1K '' .1 1Ly40'4Kc j 4400 1101 2 y 120-277v:; ,i "-.1 20 ¢ Remote Cop4olt ,65 PWM DIM, ` �� SKT JK LLO SK'' '`40 ! 4800 j,._=' 280 irid120•.�277 Remote Control M_,f E65'.(I PWM ID DIMENSION - ------ ---14kTM---- - - MOUNTING DATA romm ;i io: 1 1� nvrurn I ......._._._... LIGHTING DATA 17_ — I 25D-79 INTRODUCTION The iPaRK 5T11 luminaire Is a lighting fixture designed to replace HID and Fluorescent products in stairwell and parking garage lighting applications. The iPaRK 5m features provide highly efficient low glare lighting, extreme power savings, along With low installation and maintenance costs. The sleek profile, flexible design features, and simple mounting process make the iPaRK 5T' a perfect choice for engineers, contractors, and end users. ALUMINUM CONSTRUCTION Extremely robust extruded aluminum core optical mounting platform and heat sink also provides structural rigidity and allows precision placement of critical optical components for wide throw optics. Sheet aluminum die formed housing gives open access for easy installation to facility structure as well as core optical and lens fixation. Die formed tool -less sensor mounting and access panel. LOW GLARE VOLUMETRIC OPTICS The iPaRK 5TM' optical assembly consists of highly reflective specular aluminum die formed reflector along with semi -diffuse highly efficient PMMA Injection molded lens. Light distribution is optimized to achieve high angle brightness on walls and between vehicles while maintaining visual comfort. For higher ceiling applications, downward throw optics are available. Contact manufacturer for availability. MOUNTING Unimol' Universal Mounting Bracket Included, to make installation simple and efficient. The UnimoT" is suitable for surface mounting on or off of electrical junction boxes or pendent mounting from conduit. S�® ROHS C US ISO 9001: 2008 LIGHT`' PERFORMANCE fPaRK 5'u luminaires offer>115 Lumens/Watt @ 1201277V & 1201347V; CRI >80; THD <101o; PF >99. Projected life beyond 100,000 hours. LED modules and drivers are offered with a standard 5 -year warranty based on performance under normal conditions (consult warranty for details). FLEXIBLE ELECTRICAL Standard Features: ' 1201277V U.S. & 1201347V Canada 0.10V Dimming Standard Disconnect provided on input power wires CONTROLS Dimming Occupancy Sensor included. COMPLIANCE The iPaRK 5TM' is cCSAus listed for damp locations and 400C to +400C ambient environments. RoHS compliant, and LED modules comply with IESNA LM -79 and LM -80 standards. NOTE: Specifications subject to change without notice. MODEL SIZE LUMENS I WATTS I VOLTS 15S7KC 2FT 7000 51 1201347V Contact your local supplier or representative or call J2 Light Inc. direct at: 1.866.GREEN.16 (473.3616)12 LIGHT.com EFFICI ENT.CLEAN.AFFOR DABLE. 2501-80 LUMEN & POW:ER TAB STOP P APPENDIX ATTACHMENT 3-1: NON -COLLUSION AFFIDAVIT CERTIFICATIONS CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR ROSS ANNEX PARKING GARAGE ENERGY LIGHTING RETROFIT I2FP NO,; 18-070 NON -COLLUSION AFFIDAVIT (Title 23 United States Code Section 112 and Public Contract Code Section 7106) To the CITY OF SANTA ANA DEPARTMENT OF PUBLIC WORKS In accordance with Title 23 United States Code Section 112 and Public Contract Code 7106 the BIDDER declares that the bid is not made in the interest of, or on behalf of any undisclosed person, partnership, company, association, organization, or corporation; that the bid is genuine and not colt usive or sham; that the BIDDER has not directly or indirectly Induced or solicited any other BIDDER to put in a false or sham bid, and has not directly or indirectly colluded, conspired, connived or agreed with any BIDDER or anyone else to put in a sham bid, or that anyone shall refrain from bidding; that the BIDDER has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the bid price or BIDDER or any BIDDER, or to fix any overhead, profit, or cost element of the bid price, or of that ofany other BIDDER, or to secure. any advantage against the public body awarding the contact of anyone interested in the proposed contact; that all statements contained in the bid are true; and, further, that the BIDDER has not, directly or indirectly, submitted. his or her bid price or any breakdown thereof, or the contents thereof, or divulged information or data relative thereto, or paid, and will not Pay, any fee to any corporation, partnership, company association, organization, bid depository, or to any member or agent thereof to effectuate a.collusive or sham bid. Note; The above Non -collusion Affidavit is partofthe Proposal. Signing this proposal on the signature portion thereof shall also constitute signature ofthis Non -collusion Affidavit. BIDDERS are cautioned that making a false ceitification may subjectt e cylifier to criminal proseculion. .. ... ...-.Signed _ -_(.._y State oFCal ifornia County orfjVJsjC• Subscribed and sworn to (or affirmed) before moon this Zo day of h1L . USi; 20I byChV1S SYIAtt)f11L1 vL�l� r f to me on the basis Ofsatisfactot) evidence to be the persons) who appeared bcrore me. Pr ved A01yub is Signau re Notary Public Seal 37 of 41 25D-82 CHRISTINA LYNN HENRICKSEN Notary public -California Itiversldetcunty i Commission C 2252147 My Comm. ExplresAu2 2, 2022 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE § 1189 LtoAnotary public or other officer completing this certificate verifies only the Identity of the Individualwho sighedthe document which this certificate Is attached, and not the truthfulness, accuracy, or validity of that document, State of California , County of J} 4, t V On ,91AAI&S 2,01'] DI � before me,mls—hyliq - niAck-yut):71�� i���ic, pate Here Insert Name and Title of the 'Ofrcer personally appeared Name(s) of Signer(s) who proved to me on the basis of satisfactory evidence'to be the person(s) whose name(s) Is/are subscribed to the within Instrument and acknowledged to me that he/sheithey executed the same In hls/her/their authorized capaclty(les), and that by his/her/their slgnature(s) on the Instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. GHrvSTINA LYNN NENRICNSEN Notary vubut • Callfornia eRlvarldsCounty commisslon # 22521d2a22 •L My Comm, ExplresAu 2, Place Notary Seal and/or Stomp Above I certify under PENALTY OF PERJURY under the laws of the State,of California that the foregoing paragraph Is true and correct. WITNESS my hand and official seal. 'Signature . _ J`S A 1 Signature of Notary public W r I wrvrar. Completing this information can deter alteratlon of the document or fraudulent reattachment of this form to an unintended document. Description of Attached Document Title or Type of Document Document Date: Number of Pages; Signer(s) Other Than Named Above: Capacity(les) Claimed by Slgner(s) Signer's Name: D Corporate Officer — TRIe(s): El Partner— D Limited D General D Individual ❑ Attorney In Fact 13 Trustee ❑ Guardian of Conservator 11 Other: Signer Is Representing: Signer's Name: 0 Corporate Officer — Tltle(s)_ ❑ Partner— ❑ Limited 17 General ❑ Individual 17 Attorney In Fact ❑ Trustee ❑ Guardian of Conservator ❑ Other. Signer is Representing: ___ .._.. ...... ... .. ...,,:. ... •a:,. x.::,.vv,sx.'...,. ,: v.�. .. �,. N�3a r.;r,...':..or.3n.e-n :. I,�:I ri.:.f�.e.da 4#s, .:'.eS 02017 25D-83 APPENDIX ATTACHMENT3-2: NON -LOBBYING CERTIFICATION CERTIFICATIONS CITY OF SANTA ANA REQUEST I'OR PROPOSALS POR ROSS ANNEX PARKING GARAGE ENERGY LIGHTING RETROFIT RFP NO.: I8-070 The prospective pirlicipatn certifies, by signing and submitting this bid or proposal, to the best nl'his or her knowledge and heliel: that: I. No federal appropriated finds have leen paid or %%i II be paid. by or on behalf of the undersigned, to any Pelson for influencing or attempting to in0ucnce an officer orentployce ofany federal agency, it member of Congress, an ole icer or employee of Congress, or an employee of a \leather of Congress in connection with the awarding ofany federal contract, the staking of any Icdertl ;rant. the making ol'mty federal loan, rile entering into ofany coupemike agreement, and file extension, continuation, renewal. amendment, or modification ofany lWeml contract, grant• luau, or cooperative agreement. 2. If any funds other than federal appropriated fiords have been paid or will be paid to tmyyperson for influencing or altcmpfina to influence any officer or employee orally federal agency, a Member of Cong=rens• an officer or employee of Congress, 01 -nn employee ofa ��\4entber of Congress in connection with this federal contract, grant loan, loan or cooperative agreement. the undersfgne 1$1x11 complete anti submit a Disclosure of Lobbying Activities". I his certification is a material representation of fact upon which reliance was Placed when this transaction ttas made or enterexf into. Submission of this certification is a prerequisite fir making or entering into this transaction imposed by Section 1352. Title 31, U. S. Code. 1\11% person who fails to ffle the required certification shall be subject to a civil pemda' ofnot less than S 10.000 and not more than S 100.000 for each such (ailuro. The Prospective participant also agrees by submitting his or her bid or proposal that he or she shall require that the language of this cerfifrcation be included in all lower tier subcontracts• which exceed 5100,000 and that all such sub recipients shall certify and dkelose accordin.-ly. Firm Marketing Power Inc dba Energy Retrofit Co Signed and Printed Name: Chris Kirchwehm Tide President Date 08!20!2018 —_--- --- 38 of 41 25D-84 APPENDIX --i ATTACHMENT 3-3: NON-DISCRIMINATION CERTIFICATION CERTIFICATIONS I CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR ROSS ANNEX PARKING GARAGE ENERGY LIGIITING RETROFIT RFP NO.: 15-070 The undersigned consultant or corporate oflicer, during the performance ofthis contract, califies as rollo%%s: 'rhe Consultant shall not discriminate against any employee or applicant for employment because of race, color, religion. sex, or national origin. 1'he Consultant shall take affirmative action to ensure that applicants are employed. and that eniployces are treated during emplo)inent without. regard to their race, color, religion. sex, or national origin. Such action shall include, but not be limited to, the following: employment, upgrading, demotion. or transfer: recruitment or recruit ierlt advertising: la\offor termination: rates ofpay or other rorms of compensation: and selection for training, including apprenticeship. The Consultant agrees to post in conspicuous places, available to employees and applicants for employment g notices to be provided selling forth the provisions of this nondiscrimination clause. ` 2. 111C Consultant shall, in all solicitations or advert isenienis for employees placed by or on behalf of the Consultant. state that all qunlirred applicants will receive consideration fOr eniploynient \%41101.11 regard to race, color. religion. sex, or national origin, -i. The Consultant shall send to each labor union or representative of workers with which he/she has a collective bargaining agreement or other contract or understanding. a notice to be provided advising the said labor union or workers' representatives of tic coil suhant's commitments under this section. and shall post copies orthe notice in conspicuous places available to employees and applicants I'or employment. 4. "rhe Consultant shall comply with all provisions or Executive Order 11246 of September 24, 1965. and orthe rules, regulations, and relevant orders of the Sccrctan of Labor. 5. The Consultant shall lurnish alf inrornialion and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretin of Labor, or pursuant thereto. and %g ill permit access to his/her books, records• and accounts by the administering ngency and the Secretary or Labor tier purposes of investigation, to ascertain compliance with such rules, regulations, and orders. 6. In the event or the Consultant's non-conipliance with the nondiscrimination clauses of this contract or with any orthe said rules, regulations. or orders, the contract may be canceled, tcrniinated, or suspended in whole or in pan and the Consultant may he declared ineligible for lirrther Government contracts or federally assisted construction contracts in accordance with procedures authorized in Execution Order 11246 of September 24. 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24. 1965, or by rule. regulations, or order orthe Secretary of Labor. or as otherwise provided by lav%. 1. The Consultant shall include the portion of the sentence immediately preceding paragraph (1) and the Provisions of paragraphs (1) through (7) in every subcontract or purchase order unless exempted by rules. regulations, or orders of the Secretan of Labor isxred pursuant to Section 204 of Fxeculive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontract or purchase order as the 39 of 41 25D-85 administering agency may direct as means of enlbrcing such provisions, including sanctions Rte noncompliance; provided, however, that in the event the Consultant becomes involved in, or is threatened with, litigation with a subconsultant or vendor as a result of such direction by the administering agency, the Consultant may request that the United States enter into such litigation to protect the interests of the United States, 8. Pursuant to California Labor Code Section 1735, as added by Chapter 643 Stats. 1939, and as amended, No discrimination shall be made in the employment of persons upon public works because of race, religious creed, color, national origin, ancestry, physical handicaps, mental condition, marital status, or sex ofsuch persons, except as provided in Section 1420, and any consultant ofpublic works violating this Section is subject to all the penalties imposed for a violation of the Chapter. Signed: Chris Kirchwehm — Title: President Pit'm: Marketing Power Inc dba Energy Retroftco . Date; 08/20/2018 40 of 41 25D-86 August 16, 2018 CITY OF SANTA ANA 2a We Center Plaza . P.O. Box 1988 Santa Ana, Calfbmga 92702 vay.santa-afsa.om ADDENDUM NOA RFP NO. 18-070 ENERGY LIGHTING RETROFIT AT THE ROSS ANNEX PARKING GARAGE DATE DUE: AUGUST 20, 2018,4= PM QUESTIONS & ANSWERS 1. What percentage bid bond do we have to provide with the ,bid? Bid bond not required on this project. 2. Looking for any existing electrical plans and clarification on the location and number of emergency fixtures In the scope. See attached 3. With regards to this project ENERGY RETROFIT SANTA ANA, would you be willing to entertain bids from LED lighting suppliers that don't do labor and are LA based? Labor needs to be included, as the City does not have resources to install. 4, We would like to submit luminaire equals for the above referenced project. The specifications have Included the details required for the luminaires, and we would like to propose another LOCAL manufacturer In our equipment submittals, exceeding the performance of the referenced luminaires. The purpose of this is to avoid unnecessary costs related to a sole sourced product with no ---- competition, The city does not to appear to have standardized on a manufacturer. Allowing a substitute fixture along with supporting specification sheetMoy be proposed for consideration, the City Engineering team will review the proposed alternatefixture selection and deem whether it is acceptable. ALL OTHER TERMS, CONDITIONS AND SPECIFICATION REMAIN UNCHANGED. I ack gwledge I have read th Is addendum: ( iP HrAe_f_�-&16 &EL Aut odzed Signature Company Name Zh takiy Cc e-aj -r e0 , THIS NOTICE MUST BE SIGNED AND INCLUDED WITH THE PROPOSAL. PROPOSALS WITHOUT THIS FORM MAY BE CONSIDERED NON-RESPONSIVE. SPIN TAXCA C n V CmirLM= p1up� PJlitla UIF?mam',aN:me 6Ts 2e9aa,ItaaGa nm5rltrlm P. $ID M4 IAsayo,PaBavq,4nasd3 V,d69 WAvm3 Wmd4 'VJ2rtl5 Nta96 mm.Mlet�earlln`+:vvem nrNmtfw'[eltaylaa vama csartniaHla@aavmomnm IOcafda£STInICaaeuN'n dCwaarhEleal:ARmbAmma mHAeaauMx'ertG:nvneaa atl JQm�"'mmpaw:vm 25D-87 EXHIBIT B ENERGY FEE PROPOSAL RETRoFrr Co. Saving &15-gy sarara :Mamay The Standard Hourly Fee Schedule for Marketing Power Inc. dba Energy Retrofit Co. is as follows: Description of Work Hourly Rate Electrician: Inside Wireman (Journey Level) $84,08 electrician: Maintenance Electrician (Journey Level) $59.35 Electrician: Inside Wireman (Apprentice) $30.27 Site Auditor $35.00 Project Manager $70.00 The Scope of Work pricing is as follows: Option, Price Option k Skyler Parking Garage Fixture 40 Watts $36,986.50 Option B: J2 [Park 5 Parking Garage Fixture 33 Watts $21,367.40 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: NOVEMBER 20, 2018 TITLE: APPROVE AN AGREEMENT BETWEEN THE CITY AND EASTCOM CORPORATION TO DEFER THE PAYMENT OF THE RESIDENTIAL DEVELOPMENT FEE PURSUANT TO ARTICLE IV, SECTION 35-111 OF THE SANTA ANA MUNICIPAL CODE FOR THE PROPERTY LOCATED AT 888 N. MAIN STREET (STRATEGIC PLAN NOS. 5,3) v RECOMMENDED ACTION *1111A K01 111111111.1-1 =to] N -:• o ❑ As Recommended ❑ As Amended ❑ Ordinance on 1s' Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Authorize the City Manager, City Attorney, and Clerk of the Council to execute an agreement with Eastcom Corporation (the "Owner') to defer the payment of the Residential Development Fee pursuant to Article IV, Section 35-111 of the Santa Ana Municipal Code (SAMC) subject to non - substantive changes approved by the City Manager and City Attorney for the property located at 888 N. Main Street. DISCUSSION Owner Request and Project Background: The City received a request from the Owner of the property located at 888 N. Main Street (the "Property') to defer the collection of the Residential Development Fee (the "RDF") for the residential adaptive reuse project occurring on the Property. The requested deferral is for the collection of the RDF by the City to occur prior to occupancy permit issuance instead of at the time of building permit issuance as stipulated by ordinance. The Owner stated reason for the request is due to a financial hardship as a result of seismic retrofitting cost overrides and the various unanticipated project delays to date. Additionally, the request will also enable the Owner to timely complete the adaptive reuse project and put the new rental residential units into service. The Owner, since 2016, has been working on an adaptive reuse project to convert the existing outdated 10 -story office building on the Property to residential -commercial mixed use, with live/work and commercial space on the ground floor and residential units on the upper floors (the "Project"). The Project will also include a gym, common areas and storage spaces for residents, and a roof deck with residential amenities. A total of 148 residential rental units are being 25E-1 Eastcom Corporation Agreement November 20, 2018 Page 2 proposed. The Owner is the process of obtaining building permits to finalize the conversion of the building on the property. Salient Issues of the Agreement: Under the Proposed agreement, the City and the Owner would agree to the following salient issues: • Fee Deferral and Amount. The deferred collection of the RDF in the estimated amount of approximately five hundred two thousand dollars ($502,000). • Deferral Period. The RDF will be deferred until prior to the final inspection or issuance of a certificate of occupancy for Project, or one (1) year from the date of issuance of the building permits for the Project, whichever comes first. • Extension. An extension of the Agreement may only be granted by the City Council. • Accrual of Interest. The amount of fee not paid at the time of building permit issuance shall be subject to accrual of interest at the annual rate of interest that the City normally eams on its investment of pooled funds. • Payment Security. Payment of fee is a personal obligation of the Owner, or any successor secured by the Property, and if left unpaid, shall be collected as a special assessment against the property. • Recordation of Agreement and Lien Against Property. Upon the execution, the Agreement will be recorded in the Official Records of the County of Orange and the Agreement shall contractually bind Owner to pay the RDF and shall constitute a lien against the Property. Supporting Facts for Approving the Request: The intended goal of the collection of City fees at the time of building permit issuance is to ensure that payment of the fees is completed prior to the vesting of development rights by a project proponent. City fees for development projects include customary fees to defray costs for the City to provide development services under the permit, outside agency fees as applicable, and established development impact fees. While deferral of collection of City fees is not a routine practice, the City, in the past, has authorized deferral of certain development impact fees on a broader basis under temporary ordinance during periods of economic downturn. The most recent deferral action was approved by the City Council in 2012 for a twelve-month period. At this time, it is not recommended for the City Council to consider or implement a broad deferral ordinance but rather, reserve the right to consider such requests based on the merits and the extenuating circumstances of a project through an agreement process. Relating to this request, the Owner is one of the first to initiate a significant adaptive reuse project within the City since the City's adaptive reuse ordinance became effective in 2014. The Property is located within the Adaptive Reuse Incentive Area and is an Eligible Building, as defined in the Adaptive Reuse Ordinance. The Property is located within the Midtown Specific Plan (SP -3) area and has a General Commercial (GC) land use designation. The intent of the ordinance is to 25E-2 Eastcom Corporation Agreement November 20, 2018 Page 3 incentivize and encourage the adaptive reuse of eligible outdated commercial buildings through regulatory reliefs and reducing the high cost of retrofitting of these outdated buildings to meet current design, engineering, environmental, and procedural standards. In addition to the high costs associated with retrofitting, adaptive reuse projects also have a higher degree of unanticipated design and engineering challenges and delays because of the unknown preexisting conditions of the building can only be revealed once the actual work is underway. The collection of the RDF fee for a new residential development is to fund planned acquisition and development of parks and open space within the City to mitigate the impacts that new developments will have on the demand for parks and open space within the City. While the request will defer the collection of the RDF fee to a later time in the development process, it will not waive or prevent the City from collecting the fee through protections and securities provided to the City under the agreement. Furthermore, fee will be paid prior to the actual impact as no residents will be allow to occupy the building on the Property prior to payment. The deferral will not negatively impact the fiscal benefits to the City as the proposed deferral will accrue customary interest similarly earned under the City's established investment policies. The deferral will not establish an unintended precedent as this request would promote and demonstrate the ability to economically retrofit and convert an existing outdated 10 -story commercial office building on property that is located within the Adaptive Reuse Incentive Area and is an Eligible Building, as defined in the Adaptive Reuse Ordinance. STRATEGIC PLAN ALINGMENT Approval of this item supports the City's efforts to meet Goal No. 5 Community Health, Livability, Engagement and Sustainability, Objective No. 3 (facilitate diverse housing opportunities and support efforts to preserve and improve livability in Santa Ana neighborhoods). FISCAL IMPACT The total estimated fee to be deferred for the Project is estimated not to exceed $501,888.56 and is as detailed in the table below. Parks Residential Acquisition Fee FY18-19 Type Qty. Fee per Unit Fees Due Studio 86 $3,331.28 $286,490.08 1Bd 54 $3,331.28 $179,889.12 213d 8 $4,438.67 $35,509.36 TOTAL 148 $501,888.56 The final fee amount to be deferred will be determined at the time of permit issuance. The proposed deferral is for a twelve (12) month period or prior to issuance of the Occupancy Permit, whichever is first. 25E-3 Eastcom Corporation Agreement November 20, 2018 Page 4 During the deferral period, interest will accrue for the unpaid amount equal to the rate the City receives on its pooled funds. There is no negative fiscal impact as the deferred amount will be paid to the City with interest. However, it should be noted that the FY18-19 deferred amount may be received in FY19-20. The Parks Residential Acquisition Fee will be deposited into Residential Development District 2 Miscellaneous Receipts account (No. 31213002-57991) and the interest will be deposited into account (No. 31213002-58000). 0 Minh Thai Executive Director Planning and Building Agency Exhibit: 1. Agreement APPROVED AS TO FUNDS AND ACCOUNTS: Kathryn Downs, CPA 66)L ExecutiveDirector Finance and Management Services Agency 25E-4 RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: City of Santa Ana 20 Civic Center Plaza Santa Ana, CA 92702 Attention: City Clerk SPACE ABOVE THIS LME FOR RECORDER'S USE EXEMPT FROM RECORDING FEES PURSUANT TO GOV. CODE § 6103 l7 �C�faTR1)�1��i\Y r IU (�1:��71 r ��l � 7 �1 y �I�i til rlieitl �l aJ�%1�llYy between THE CITY OF SANTA ANA a charter city and municipal corporation of the State of California and [INSERT ENTITY] [Dated as of 1 -- 25E-5; _ ---- ----; DEVELOPMENT IMPACT FEE DEFERRAL AGREEMENT 1. PARTIES AND EFFECTIVE DATE. This Development Impact Fee Deferral Agreement ("Agreement") is entered into on this day of , 20_, by and between the City of Santa Ana, a charter city and municipal corporation of the State of California ("City"), and fINSERT ENTITY) ("Owner"). City and Owner are sometimes individually referred to herein as "Party" and collectively as "Parties." 2. RECITALS. 2.1 Owner is the owner of that certain real property in the City of Santa Ana, California, which is more particularly described inithibit "A' attached hereto and incorporated herein by this reference ("Property"). Ownerursued under the City's Adaptive Reuse Ordinance to convert an outdated ® square foot, story office building to XR.market-rate residential rental units on the Property. Owner has received City approval and is the process of obtaining the building permits; 2.2 Prior to issuance of any building permits, the City currently requires the payment of various development impact fees for all market -rate residential projects to help address the impacts of new development; 2.3 On November, 2018, Owner submitted a written request outlining financial challenges and hardships the project is facing due to the seismic retrofitting requirements for the Property and is requesting for the City Council to allow for the deferral of certain development impact fees for the Property; and, 2.4 City and Owner desire to execute this Agreement to defer certain development impact fees applicable to the Property and either place a lien on the Property or provide an irrevocable letter of credit from the Owner to secure payment of these fees, pursuant to the terns and conditions set forth herein. 3. TERMS. 3.1 Deferral of Development Impact Fees. 3.1.1 Deferral of Development Impact Fee. City and Owner agree that the development impact fees ( "Subject Fee(s)") and amount as shown in zhibit_"B', for Property will be deferred until prior to the final inspection or issuance of a certificate of occupancy for any new residential units on the Property, or one (1) year from the date of issuance of the building permits for the Property, whichever comes first ("Deferral Period"). City and Owner acknowledge and agree that the City Council may, in its sole and absolute discretion and during a regular, regular adjourned, or special meeting of the City Council, extend the deadline for payment of the Subject Fees to any period greater than twelve (12) months without obtaining the approval of Owner or an amendment or modification of this Agreement. Any extension granted by the City Council pursuant to this Section 3. 1.1 shall automatically be deemed to be part of the Deferral Period for purposes of this Agreement. 2 25E-6 -- ---- -- 3.1.2 Payment of Subject Fee. Owner, or its successor in interest to the Property or any portion thereof, shall be liable for the payment of the Subject Fees pursuant to this Agreement. The Subject Fees for a residential building constructed on the Property shall be due and payable at the termination of the Deferral Period. No certificate of occupancy shall be issued for the building, any portion, or any residential units thereof on the Property unless and until all Subject Fees have been paid in full. Notwithstanding any other provision to the contrary, any deferred development impact fees not paid at the time of building permit issuance shall be subject to interest on unpaid fees at the annual rate of interest that the City earns on its investment of pooled fonds, which shall accrue from the date of issuance of the initial building permit until the deferred development impact fees and all accrued interest is paid. 3.1.3 Subject Fee Amount. Except as may otherwise be provided for by a statutory development agreement for the Property, as approved by the City, the amount of the Subject Fee for each residential unit to be developed on the Property shall be determined according to the rate of the Subject Fee adopted by the City and in effect on the date when the building permit for the residential building is issued by the City. Upon issuance of each building permit, the City shall complete and attach the form set forth in xhibiY, "B' to this Agreement to reflect the amount of the Subject Fee applicable at the time of issuance of that building permit and attach a copy of the building permit, which shall collectively thereafter be incorporated as part of this Agreement. 3.1.4 Obligation for Payment of Subject Fee. Owner hereby acknowledges and agrees that Owner's obligation to pay the Subject Fees shall continue and remain an obligation of Owner, as well as (jointly and severally) any successors in interest of Owner, including, without limitation, any successor in interest to the Property or any portion of the Property. Without limiting the nature of the foregoing, any Subject Fees that remain unpaid following the time that they are required to be paid may be collected by the City as a personal obligation of the Owner, or any successor of Owner, as a special assessment against the property (collected at the same time and in the same manner as ad valorem property taxes), or by any combination of the foregoing. 3.2 Covenant of Owner. Owner covenants that he, she or it is eligible to enter into this Agreement and has fulfilled the requirements for approval of deferral of the Subject Fees. Should Owner and/or the Property be deemed at any time prior or subsequent to execution of this Agreement to be ineligible for a deferral of Subject Fee regardless of whether Owner intentionally or unintentionally misrepresented to the City that Owner was eligible for a deferral of Subject Fee, City may terminate this Agreement and require all Subject Fees to be immediately paid in full. 3.3 Recordation of Agreement. Upon the execution of this Agreement, the City shall cause this Agreement to be recorded in the Official Records of the County of Orange, California. All costs assessed by the County of Orange for recordation of this Agreement shall be paid by the Owner. 3.4 Lien against Property. From and after its execution, this Agreement shall contractually bind Owner to pay all Subject Fees as provided in this Agreement, and shall constitute a lien against the Property in an amount equal to the total Subject Fees, pursuant to 3 25E 7--- - Government Code section 66007(c)(2). Upon payment to City of the total amount of the Subject Fees for the Property, City shall, at the request of the Owner, execute and record in the Official Records of the County of Orange, California, a release of the lien from the Property in substantially the form of xhibit ' which is attached hereto and incorporated herein by this reference. At the request of the Owner, the City shall deliver a copy of the executed and recorded release of the lien to Owner. 3.5 Covenants Run With Land. Notwithstanding Section 3.6, each and all of the promises, covenants and conditions of this Agreement and all liens against the Property subject to this Agreement shall, as provided in Government Code section 66007, run with the Property and shall be binding upon all parties having or acquiring any right, title or interest in or to the Property or any portion thereof. 3.6 Sale of Property. Pursuant to Government Code section 66007(c)(3), Owner shall notify City in writing within two (2) business days of the opening of any escrow for the sale or transfer of all or any portion of the Property. Owner additionally covenants and agrees to provide a written copy of the escrow instructions to City stating that the Subject Fees shall be paid from the sale proceeds of the Property held in escrow prior to disbursement of the sale proceeds to the new owner of the Property. 3.7 Invalidity of Lien. The invalidity or unenforceability of any lien provided for under this Agreement shall not affect the contractual obligation of Owner to pay any and all Subject Fees for the Property, nor shall the sale, lease or any encumbrance of the Property release the Owner of this contractual obligation. 3.8 Rights Not Granted Under Agreement. This Agreement is not, and shall not be construed to be, an approval or a granting of any right or entitlement (vested or otherwise) by City concerning any development on the Property, or any other project, development or other construction by Owner within the City. This Agreement does not, and shall not be construed to, exempt Owner from paying any fees for any entitlements, permits, licenses or other approvals that may be required by the City or other public entity with jurisdiction over the Property at the time required by the City or other public entity with jurisdiction over the Property, or any other project development or other construction by Owner. This Agreement does not, and shall not be construed to, exempt Owner from any requirement to obtain permits or other discretionary or non -discretionary approvals as may be necessary for the development, maintenance or operation of the development on the Property or any other project, development or other construction by Owner within the City. This Agreement does not, and shall not be construed to, exempt Owner or the Property from the application or exercise of the City's or any of its related agencies' power of eminent domain or its police powers, including, but not limited to, the regulation of land uses, and the taking of any actions necessary to protect the health, safety and welfare. 3.9 Cumulative Remedies. The rights or remedies of the City, as provided in this Agreement, or pursuant to any applicable laws, rules or regulations, may be pursued singly, successively, together or otherwise against the Property, Owner or its transferees, at the sole discretion of the City. The City's failure to exercise any such right or remedy shall in no event be construed as a waiver or release of such rights or remedies, or of the right to exercise them at any later time. 4 26E 8 3.10 Indemnification. Owner agrees to indemnify, defend and hold harmless the City, its elected officials, officers, agents and employees from and against all claims, demands, costs, damages, liabilities and obligations of any kind or nature arising out of the deferral provided by the Development Impact Fee Deferral Ordinance to Owner, this Agreement, or both, including without limitation, all costs of collection, including actual attorneys' and expert witness fees. 3.11 Successors and Assigns. Owner may not assign this Agreement, in whole or in part, without the prior written consent of the City, which may be given, withheld or conditioned in the City's sole and absolute discretion. Any attempt to assign this Agreement without the City's prior written consent shall be null and void. This Agreement shall be binding on any and all permitted successors and assigns of Owner. 3.12 Governing Laws. This Agreement shall be governed by the laws of the State of California, without regard to the conflict of laws principles. The Superior Courts of the State of California in the County of Orange, California, shall have exclusive jurisdiction of any litigation between the City and Owner arising out of this Agreement. Owner hereby expressly waives the provisions of any federal or state law providing for a change of venue to any other state court or to federal district court, due to any reason whatsoever, including, without implied limitation, the fact that the City is a party to this Agreement, due to any diversity of citizenship between the City and Owner, or due to the fact that a federal question may be involved. Without limiting the generality of the foregoing, Owner expressly waives, to the maximum legal extent, the benefit of California Code of Civil Procedure Section 394 and all other state and federal statutes and judicial decisions of similar effect. 3.13 Notices. All notices required to be delivered under this Agreement or applicable law shall be delivered by personal delivery, express mail or by United States mail, certified, postage prepaid. Notices personally delivered or delivered by express mail shall be deemed received upon receipt. Notices delivered by certified mail shall be deemed received the earlier of three (3) days following deposit of such notice with the United States Postal Service or actual receipt. Notices shall be sent as follows: To City: City of Santa Ana c/o Clerk of the Council 20 Civic Center Plaza P.O. Box 1988 Santa Ana, CA 92702-1988 With copy to: Executive Director of PBA City of Santa Ana 20 Civic Center Plaza P.O. Box 1988 Santa Ana, California 92702 and City Attorney City of Santa Ana 5 _.. 25E-9 20 Civic Center Plaza (M-29) P.O. Box 1988 Santa Ana, California 92702 To Owner: XXXXXX 3.14 Attorneys' Fees and Costs. Should the City or Owner bring any action or proceeding against the other, and if such action or proceeding is related to the interpretation or enforcement of this Agreement or in any way relates to or arises due to the existence of this Agreement, then the prevailing party in that action or proceeding shall be entitled to recover from the non -prevailing party, in addition to all other relief to which the prevailing party may be entitled, its actual litigation costs and -attorneys' and expert witness fees. The "prevailing party" shall be as determined by the court in accordance with the provisions of California Code of Civil Procedure Section 1032. Recoverable litigation costs and attorneys' fees include those incurred by the prevailing party in the enforcement of any judgment or other judicial order, and during the defense of any appeal taken from such underlying judgment or other judicial order. 3.15 Entire Agreement. This Agreement constitutes the entire agreement of City and Owner and supersedes all previous agreements, oral or written, on the subject matter of this Agreement. 3.16 Modification. This Agreement may be amended or modified only by an agreement in writing signed by each of the parties hereto. 3.17 Headings. Section headings contained in this Agreement are for convenience only, and shall not impact the construction or interpretation of any provision. 3.18 Severability. If any provision or clause of this Agreement or any application of it to any person, firm, organization, partnership or corporation is held invalid, such invalidity shall not affect any other provision of this Agreement, and the Agreement shall be construed as if such provisions or clauses did not exist. 3.19 Time is of the Essence. Time is of the essence in this Agreement. 3.20 No Third Party Beneficiaries. This Agreement and the performance of the City's and Owner's obligations hereunder are for the sole and exclusive benefit of the City and Owner. No person or entity who or which is not a signatory to this Agreement shall be deemed to be benefited or intended to be benefited by any provision hereof, and no such person or entity shall acquire any rights or causes of action against either the City or Owner hereunder as a result of the City's or Owner's performance or nonperformance of their respective obligations under this Agreement. [Signatures on Following Page] 6 25E-10 IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: MARIA D. HUIZAR Clerk of the Council APPROVED AS TO FORM: SONIA R. CARVALHO City Attgrpey By: SONIA City Ati ALHO RECOMMENDED FOR APPROVAL: MINH THAI Executive Director — PBA CITY OF SANTA ANA RAUL GODINEZ II City Manager xxxxx xxxxx [NAME] [Title] 7 25E-11 EXHIBIT "A" TO DEVELOPMENT IMPACT FEE DEFERRAL AGREEMENT Legal Description of Property Exhibit A 25E-12 EXHIBIT `B" TO DEVELOPMENT IMPACT FEE DEFERRAL AGREEMENT Subject Fee for Building Permit No. The following development impact fee imposed upon the Property or portion thereof by the City of Santa Ana upon issuance of City of Santa Ana Building Permit No. shall be deferred pursuant to the terns and conditions of this Agreement: (1) Residential Development Fee in the amount of $ Exhibit B 25E-13 EXHIBIT "C" TO DEVELOPMENT IMPACT FEE DEFERRAL AGREEMENT Form Release of Lien [Attached behind this cover page] C-1 25E-14 RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: City of Santa Ana 20 Civic Center Plaza Santa Ana, CA 92702 Attention: City Clerk SPACE ABOVE THIS LINE FOR RECORDER'S USE EXEMPT FROM RECORDING FEES PURSUANT TO GOV. CODE § 6103 RELEASE OF LIEN FOR PAYMENT OF DEVELOPMENT IMPACT FEES The City of Santa Ana, a charter city and municipal corporation of the State of California, does hereby release that certain real property, as further described in Exhibit 1 attached to this Release, from the lien for payment of certain development impact fee as created by the Development Impact Fee Deferral Agreement entered into on , by and between the City of Santa Ana and <XXXXX , which was recorded on , as Document Serial No. Official Records of the County of Orange, California ("Agreement"). This release pertains only to the property described above and does not extend to any other property(ies). This release of lien is executed and recorded pursuant to the provisions. of California Government Code section 66007. Dated: Attest: City Clerk CITY OF SANTA ANA M City Manager C-2 25E-15 STATE OF CALIFORNIA COUNTY OF On before me, (here insert name and title of the officer), personally appeared who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under penalty of perjury under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal Signature C-3 25E-16 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: NOVEMBER 20, 2018 TITLE: APPROVE AGREEMENT WITH PLACEWORKS FOR CONSULTING SERVICES FOR THE GENERAL PLAN AND ENVIRONMENTAL IMPACT REPORT (STRATEGIC PLAN NOS. 3,2A; 5, 6) RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: UT= 1 • y :4 ❑ As Recommended ❑ As Amended ❑ Ordinance on 15' Reading ❑ Ordinance on 2ntl Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Authorize the City Manager and Clerk of the Council to execute an agreement effective from November 20, 2018 through June 30, 2020 with Placeworks in the amount of $607,884 for the preparation of the General Plan and Environmental Impact Report for the City of Santa Ana, subject to non -substantive changes approved by the City Manager and City Attorney. DISCUSSION Staff is preparing a draft General Plan policy framework for City Council consideration in December 2018. Based on the community outreach efforts and the General Plan Advisory Group (GPAG) work, the policy document will include a vision statement, goals, policies, and land use map focus areas. The following are key milestones and next steps towards completion of the General Plan: • Second Outreach Effort (First Quarter 2019) • Technical Studies (Winter 2018/Spring 2019) • EIR Complete (Spring 2020) • Adoption of General Plan Update (Spring 2020) In August 2018, the City of Santa Ana requested proposals for technical studies and associated environmental documents required under the California Environmental Quality Act (CEQA) from the City's list of previously approved planning and environmental consulting firms. A City staff Interagency Proposal Review Team (Planning Division and Public Works Agency) was created and reviewed the four submitted proposals submitted by Placeworks, AECOM, Rincon Consultants and De Novo Planning Group. Interviews were conducted for the top two scoring consulting firms, AECOM and Placeworks. The top two firms were further evaluated on experience, proposal responsiveness, experience with Santa Ana, proposed work plan, thoroughness, staffing, and budget. Placeworks was selected to provide the required services 25F-1 Placeworks Consultant Agreement November 20, 2018 Page 2 because their experience with preparing environmental documents for comprehensive general plan updates allowed them to create a scope of work that best addressed the City's needs. The firms were scored as follows: Proposer Average Score Placeworks 93.44 AECOM 83.8 STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's effort to meet Goal #3 - Economic Development, Objective #2 (Create new opportunities for business/job growth and encourage private development through new General Plan and Zoning Ordinance policies), Strategy A (Complete a comprehensive update of the City's General Plan including the development of policies and implementation measures that directly relate to equitable economic development); and Goal #5 - Community Health, Livability, Engagement & Sustainability, and Objective #6 (Focus projects and programs on improving the health and wellness of all residents). FISCAL IMPACT Funds are budgeted and available in the following Planning and Building expenditure account for FY 2018/19. The FY 2019/20 allocation will be included in the proposed budget. AIU ACCOUNT FY2018/19 FY2019120 TOTAL 05016019 62300 Minh Thai Executive Director Planning and Building Agency JA:fg S:RFCA\11-20-18\PBA Placeworks Consultant Agreement 11.20.18 $364,730.40 $243,153.60 $607,884.00 Exhibit: 1. Agreement with Placeworks $607,884.00 APPROVED AS TO FUNDS AND ACCOUNTS: Executive Director Finance and Management Services Agency 25F-2 AGREEMENT TO PROVIDE ENVIRONMENTAL SERVICES FOR THE GENERAL PLAN UPDATE THIS AGREEMENT is made and entered into on this 20th day of November, 2018 by and between PlaceWorks, Inc., a California corporation ("Consultant"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("City"). RECITALS A. In August 2018, the City of Santa Ana requested proposals for technical studies and associated environmental documents required under the California Environmental Quality Act (CEQA) from the City's list of previously approved planning and environmental consulting firms previously submitted to the City Council in October 2017. A City staff Interagency Proposal Review Team (Planning Division and Public Works Agency) was created and reviewed four submitted proposals. B. Consultant submitted a responsive proposal evaluated on experience, proposal responsiveness, experience with Santa Ana, proposed work plan, thoroughness, staffing, and budget. The Consultant was selected to provide the required services because their experience with preparing environmental documents for comprehensive general plan updates allowed them to create a scope of work that best addressed the City's needs. C. Consultant represents that Consultant is able and willing to provide such services to the City. D. In undertaking the performance of this Agreement, Consultant represents that it is knowledgeable in its field and that any services performed by Consultant under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional contracting firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. SCOPE OF SERVICES Consultant shall perform during the term of this Agreement, the tasks and obligations including all labor, materials, tools, equipment, and incidental customary work required to fully and adequately complete the services described and set forth in Exhibit A, attached hereto and incorporated by reference. Consultant's proposal is incorporated by reference as though fully set forth herein. 2. COMPENSATION a. City agrees to pay, and Consultant agrees to accept as total payment for its services Page 1 of 10 25F-3 for City, the rates and charges identified in Exhibit B. The total amount to be expended under this Agreement shall not exceed $607,884 during the term of this Agreement, including any extension periods as detailed below. b. Payment by City shall be made within forty-five (45) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals and Scope of Work, which may reasonably be expected by City. 3. TERM This Agreement shall commence on the date first written above and continue for a two (2) year term until November 19, 2020, unless terminated earlier in accordance with Section 16, below. The term of this Agreement may be extended upon a writing executed by the City Manager and the City Attorney. 4. INDEPENDENT CONTRACTOR Consultant shall, during the entire term of this Agreement, be construed to be an independent contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer-employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Consultant performs the services which are the subject matter of this Agreement; however, the services to be provided by Consultant shall be provided in a manner consistent with all applicable standards and regulations governing such services. Consultant shall pay all salaries and wages, employer's social security faxes, unemployment insurance, and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 5. OWNERSHIP OF MATERIALS This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Consultant under this Agreement ("Documents & Data"). Consultant shall require all subcontractors to agree in writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subcontractor prepares under this Agreement. Consultant represents and warrants that Consultant has the legal right to license any and all Documents & Data. Consultant makes no such representation and warranty in regard to Documents & Data which were provided to Consultant by the City. City shall not be limited in any way in its use of the Documents and Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City's sole risk. Page 2 of 10 25F-4 6. INSURANCE Prior to undertaking performance of work under this Agreement, Consultant shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a. Commercial General Liability Insurance. Consultant shall maintain commercial general liability insurance naming the City, its officers, employees, agents, volunteers and representatives as additional insured(s) and shall include, but not be limited to protection against claims arising from bodily and personal injury, including death resulting therefrom and damage to property, resulting from any act or occurrence arising out of Consultant's operations in the performance of this Agreement, including, without limitation, acts involving vehicles. The amounts of insurance shall be not less than the following: single limit coverage applying to bodily and personal injury, including death resulting therefrom, and property damage, in the total amount of $1,000,000 per occurrence, with $2,000,000 in the aggregate. Such insurance shall (a) name the CITY, its officers, employees, agents, volunteers and representatives as additional insured(s); (b) be primary with respect to insurance or self-insurance programs maintained by the CITY; and (c) contain standard separation of insureds provisions. b. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $1,000,000 per occurrence. Such insurance shall include coverage for owned, hired and non -owned automobiles. C. Worker's Compensation Insurance. In accordance with the California Labor Code, Consultant, if Consultant has any employees, is required to be insured against liability for worker's compensation or to undertake self-insurance. Prior to commencing the performance of the work under this Agreement, Consultant agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. d. If Consultant is or employs a licensed professional such as an architect or engineer: Professional liability (errors and omissions) insurance, with a combined single limit of not less than $1,000,000 per claim with $2,000,000 in the aggregate. e. The following requirements apply to the insurance to be provided by Consultant pursuant to this section: i. Consultant shall maintain all insurance required above in full force and effect for the entire period covered by this Agreement. ii. Certificates of insurance shall be furnished to the City upon execution of this Agreement and shall be approved by the City. iii. Certificates and policies shall state that the policies shall not be canceled or reduced in coverage or changed in any other material aspect without thirty (30) days prior written notice to the City. iv. Where the amounts or coverage provided by the certificates of insurance provides coverage greater than those listed by this Agreement, the amounts Page 3 of 10 25F-5 provided by the certificates of insurance shall be incorporated by reference into the Agreement. V. Consultant shall supply City with a fully executed additional insured endorsement. f. If Consultant fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the City with required proof that insurance has been procured and is in force and paid for, the City shall have the right, at the City's election, to forthwith terminate this Agreement. Such termination shall not affect Consultant's right to be paid for its time and materials expended prior to notification of termination. Consultant waives the right to receive compensation and agrees to indemnify the City for any work performed prior to approval of insurance by the City. 7. INDEMNIFICATION Consultant agrees to defend, and shall indemnify and hold harmless the City, its officers, agents, employees, consultants, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the negligent operations of the Consultant or its Consultants, subcontractors, agents, employees, or other persons acting on their behalf which relates to the services described in section 1 of this Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution, judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement. This indemnity and hold harmless agreement applies to all claims for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this Section or by reason of the terms of, or effects, arising from this Agreement. The Consultant further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. Notwithstanding the foregoing, to the extent Consultant's services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant. 8. INTELLECTUAL PROPERTY INDEMNIFICATION Consultant shall defend, indemnify and hold harmless the City, its officers, agents, representatives, and employees against any and all liability, including costs, and attorney's fees, for infringement of any United States' letters patent, trademark, or copyright contained in the work product or documents provided by Consultant to the City pursuant to this Agreement. Page 4 of 10 25F-6 9. RECORDS Consultant shall keep records and invoices in connection with the work to be performed under this Agreement. Consultant shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any services, expenditures, and disbursements charged to the City for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Consultant under this Agreement. All such records and invoices shall be clearly identifiable. Consultant shall allow a representative of the City to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement during regular business hours. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to this Agreement for a period of three (3) years from the date of final payment to Consultant under this Agreement. 10. CONFIDENTIALITY If Consultant receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Consultant agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. "Confidential Information" shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is, through no fault of the Consultant disclosed in a publicly available source; (c) is in rightful possession of the Consultant without an obligation of confidentiality;. (d) is required to be disclosed by operation of law; or (e) is independently developed by the Consultant without reference to information disclosed by the City. 11. CONFLICT OF INTEREST CLAUSE Consultant covenants that it presently has no interest and shall not have interests, direct or indirect, which would conflict in any manner with performance of services. 12. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by fax or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Page 5 of 10 25F-7 To Consultant: Santa Ana, CA 92702-1988 Fax: 714- 647-6956 Executive Director Planning and Building Agency City of Santa Ana 20 Civic Center Plaza (M-21) P.O. Box 1988 Santa Ana, CA 92702 Fax: 714-647-5897 P1aceWorks, Inc. Attn: Contracts Manager 3 MacArthur Place, Suite 1100 Santa Ana, CA 92707 Fax: 714-966-9221 A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by fax, communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 13. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Consultant regarding the subject matter herein, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Consultant. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Consultant or the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein. 14. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Consultant, Consultant may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement Page 6 of 10 25F-8 shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other consultants retained by City. 15. WAIVER No waiver of breach, failure of any condition, or any right or remedy contained in or granted by the provisions of this Agreement shall be effective unless it is in writing and signed by the party waiving the breach, failure, right or remedy. No waiver of any breach, failure or right, or remedy shall be deemed a waiver of any other breach, failure, right or remedy, whether or not similar, nor shall any waiver constitute a continuing waiver unless the writing so specifies. 16. TERMINATION This Agreement may be terminated by the City upon thirty (30) days written notice of termination. hi such event, Consultant shall be entitled to receive and the City shall pay Consultant compensation for all services performed by Consultant prior to receipt of such notice of termination, subject to the following conditions: a. As a condition of such payment, the Executive Director may require Consultant to deliver to the City all work product completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Consultant consents to the City's use thereof for such purposes as the City deems appropriate. b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 17. NON-DISCRIMINATION Consultant shall not discriminate because of race, color, creed, relation, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities or in connection with any activities under this Agreement. Consultant affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 18. JURISDICTION -VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. Page 7 of 10 25F-9 19. PROFESSIONAL LICENSES Consultant shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. Consultant shall notify the City immediately and in writing of its inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 20. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terns of this Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. b. All exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: MARIA D. HUIZAR Clerk of the Council APPROVED AS TO FORM SONIA R. CARVALHO City Attorney By: 6 Lisa Storck Assistant City Attorney RECOMMENDED FOR APPROVAL MINH THAI Executive Director Planning and Building Agency CITY OF SANTA ANA RAUL GODINEZ II City Manager CONSULTANT By: Title: Page S of 10 25F-10 EXHIBIT A SCOPE OF SERVICES Page 9 of 10 25F-11 SCOPE OF SERVICES City of Santa Ana General Plan Update EIR and Technical Studies Updated 10/17/18 TASK 1. TECHNICAL STUDIES FOR THE GENERAL PLAN UPDATE The City is requesting specific studies and plans to be completed as part of the General Plan Update. Additionally, other technical components of the General Plan will require updating, such as preparation of a new noise contour map. All work will meet the standards fortechnical supporting documents for a General Plan and Environmental Impact Report. Per the RFP, specific studies and plans that the City is requesting are: • Traffic Analysis • Air Quality/GHGAnalysis • Cultural Heritage Resource Study • Noise Analysis • Hydrology, Water Quality, and Infrastructure • Potable Water and Sanitary Sewer • Service Level Study for Fire and Police • Geology, Soils, and Natural Hazards • Biological Resources The following details our scope for preparing these technical studies. 1.1 Traffic Analysis IBI Group will evaluate existing and forecast future traffic conditions for designated study intersections and study roadway segments for the General Plan update. IBI's ongoing work for the Circulation Element presents an opportunity for efficiencies in effort and cost associated with the data collection and existing conditions analysis. The traffic analysis scope assumes that the traffic impact study will include level of service analyses for both intersections and roadways, consistent with the City's current traffic impact analysis guidelines. We have also included in the scope an analysis of vehicle miles traveled (VMT) to provide consistency with the requirements of SB 743. Project Kick-off IBI Group staff will attend a project kick-off meeting at Santa Ana City Hall. This meeting will allow the IBI Group team to learn more about the land use changes proposed as part of the General Plan update and to meet the consultants selected by the City to prepare other technical studies. Meetings IBI Group will attend project update meetings during the term of the contract as requested by the City. For budgeting purposes, IBI Group has assumed attendance at up to six in-person meetings with City staff and an additional six conference -call meetings. Additional meetings would be conducted on a time -and -materials basis. IBI Group staff will attend one Planning Commission meeting or study session, one Planning Commission hearing, and one City Council hearing. October 17, 2018 25F-12 Page 1 Analysis for Existing Traffic Conditions After obtaining the pertinent traffic data, the level of service (LOS) of traffic operations at study intersections and roadway segments will be analyzed for the existing conditions and existing -with -project conditions. The LOS analysis for both intersections and roadway segments will be performed in accordance with City guidelines. IBI Group has assumed that this work scope and analysis would be initiated following City adoption of new VMT thresholds and analysis procedures, which would reduce or eliminate the intersection LOS analysis required for the EIR. Instead, intersection analysis would be focused on areas with greater forecast land use changes to facilitate city planning for roadway improvements as part of the city's traffic fee program. Based on this assumption, IBI Group has scoped to analyze up to 40 study intersections and 60 study roadway segments for this analysis. For purposes of the development of the scope of work and budget for the traffic study, data collection has been assumed to be needed on up to 50 roadway segments (24-hour traffic counts) and 30 intersections (2 -hour AM and 2 - hour PM peak period turning movement counts) for the typical weekday. It is assumed that some of the traffic count data from the Circulation Element work can be reused. IBI Group will work with City staff to determine specifically when and where new counts should be completed, as well as the availability of count data for other locations to be included in the analysis IBI Group will also develop estimates of VMT based on existing land uses. This effort will be developed in part using the OCTA or SCAG regional travel demand models. At the outset of the assignment, IBI Group will work with the city and OCTA to determine the most appropriate model to use for developing VMT forecasts. As part of the VMT analysis, daily VMT forecasts will be developed for the existing -no -project conditions. The Existing Conditions Analysis will be conducted for the No Project, With Project, and Modified Project Alternative scenarios. Forecast Buildout Trak Volumes and Circulation Using the land use forecasts for General Plan buildout conditions provided by the City, IBI Group will develop future traffic forecasts for the city's roadway network. Future traffic forecasts will be developed using the latest available version of the OCTA regional model, in coordination with OCTA staff. IBI Group will provide model inputs for new socio- economic data that would correspond to the planned land use changes in order for OCTA to conduct model runs. The model forecasts will be used to generate traffic volume forecasts along major roadways within the study area and to identify changes to VMT fortrips generated within the city for use in the environmental review. We have assumed that all modeling efforts will be completed using OCTAM 4.0, OCTA's regional travel demand model and that modeling will be completed by OCTA. Should OCTA decline to conduct model runs and require IBI to conduct the modeling effort, revisions to this scope and the associated budget would be required to account for this effort. This scope of work also does not assume the development of a city -specific travel demand model as part of this effort. All modeling efforts will be conducted using OCTAM. It is assumed that the following land use and roadway network scenarios would be modeled forthe traffic study: • Year 2040 No Project— Existing General Plan/Socio-Economic Forecasts • Year 2040 With Project • Year 2040 With Modified Project Alternative This task will involve a complete description of the proposed land use changes in the General Plan for the Project and Modified Project Alternative, including any special transportation needs or considerations. The anticipated land use October 17. 2018 Page 2 25F-13 changes will be used to develop socio-economic data forecasts to incorporate into the OCTA model to develop project trip generation forecasts for the weekday peak hour and daily trip volumes. The model forecasts will be used to account for mode split and interaction between adjacent land uses. For both alternatives, IBI Group will post -process forecast intersection volumes using a procedure based on the Transportation Research Board methodology to generate forecast turning movements at intersections. Post -processing refines the model link level forecasts to produce reasonable turning movement volumes at the intersections. VMT forecasts for the General Plan buildout condition and no -project buildout condition will be developed using the OCTA regional model. IBI Group will also provide PlaceWorks with the socio-economic data from the model used in the development of the traffic and VMT forecasts for TAZs in the City of Santa Ana. If the information is available from the regional model, IBI Group will also provide fleet mix for the VMT results. Analysis for Future Forecast Traffic Conditions After obtaining the pertinent traffic data, the level of service (LOS) of traffic operations at the 40 study intersections and 60 roadway segments will be analyzed for the buildout traffic condition. The peak hour and daily volumes, lane configurations, and controls will be presented graphically in the study report. The results of a level of service analysis based on existing lane geometry and peak hour volumes for the existing -no -project and existing -with -project conditions will be tabulated in the report. Intersection analysis will be conducted using the ICU methodology for intersections under City jurisdiction. The appropriate methodology for other agency intersections (e.g., Caltrans) will conform to those agencies' requirements. This scope of work does not assume analysis of future traffic conditions on Caltrans -operated freeway segments. Should Caltrans identify the need to analyze traffic conditions for freeway segments within or near the vicinity of Santa Ana, this scope and budget would need to be amended to incorporate this work effort. Traffic volumes for the three analysis scenarios identified above will be forecast for buildout year analysis. The future peak hour and daily volumes will be presented graphically, and the results of the level of service analysis will be tabulated in the report. Locations, if any, where the project is forecast to create significant impacts will be identified based on the appropriate agency's thresholds. At locations with identified significant impacts, IBI Group will identify specific mitigation measures to address these impacts. The intersections will be field reviewed to verify the preliminary feasibility of the proposed mitigation measures, and the resulting level of service at the impacted locations will be quantified in the report. VMT forecasts developed using the OCTA model will be analyzed consistent with OPR guidelines and any established City of Santa Ana VMT analysis guidelines. Administrative Draft Traffic Study IBI Group will prepare an administrative draft of the traffic study that will be submitted to the City for review and comment. Following receipt of comments from Citystaff, IBI Group will revise the document. Draft Traffic Study The draft traffic study will incorporate comments received from the City on the administrative draft and will be the draft document issued for the 45 -day public review as part of the Draft EIR. October 17, 2018 Page 3 25F-14 Final Traffic Study Following the completion of the 45 -day EIR review period, IBI Group will assist PlaceWorks in reviewing and responding to public and agency comments received on the Draft EIR. IBI Group has assumed up to five hours for preparing responses to comments. IBI Group will also incorporate any updates, additions, or refinements to the traffic study for inclusion in the Final EIR. Deliverable(s). — 5 hard -copy administrative drafts of the Traffic Impact Analysis Technical Report — 1 hard -copy final draft (and electronic version) — 1 electronic file, as noted in the RFP, of final public technical report. GIS shapefiles for all mapping to be included as applicable 1.2 Air Quality/GHG Analysis PlaceWorks will prepare an air quality and greenhouse gas (GHG) emissions analysis for the City of Santa Ana General Plan Update and EIR. The analysis will be based on the current methodology of the South Coast Air Quality Management District (SCAQMD) for projects in the South Coast Air Basin (SoCAB). The results of the technical analyses described belowwill be compiled into the EIR, and model outputs will be included as an appendix. Communitywide Emissions Inventories and Forecasts (Existing and General Plan Buildout) PlaceWorks' will estimate existing and future community -wide criteria air pollutant and GHG emissions associated with the proposed General Plan Update. The prepared inventory will be consistent with ICLEI's U.S. Community Protocol for Accounting and Reporting of Greenhouse Gas Emissions (2012) for the following sectors. • On -Road Transportation. Buildout of the General Plan would generate criteria air pollutant and GHG emissions from an anticipated increase in trips and VMT by passenger vehicles and trucks. VMT will be modeled using the California Air Resources Board's (CARB) latest emissions factor model (EMFAC) based on data provided by IBI Group. • Energy. Buildings in the City consume electricity and natural gas. -Activity data provided by Southern California Edison (SCE) and the Southern California Gas Company (SoCal Gas) will be used to compile the criteria air pollutant and GHG emissions inventory. GHG emissions from electricity use will be based on the latest carbon intensity available from SCE. • Water Use/WastewaterGeneration. Electricity is used to transport and treat water for indoor and outdoor purposes. Additionally, treatment of wastewater generates fugitive GHG emissions. GHG emissions from this sector will be based on data available from the Santa Ana Water Utility (e.g., urban water management plan). • Solid Waste Disposal. Disposal of municipal solid waste generates indirect GHG emissions from decomposition of organic materials. This sector will be based on data available from CalRecycle for the City of Santa Ana and modeled using CARB's latest landfill gas model. • Other Applicable Sources. Use of off-road equipment in the City, such as in construction activities, also generates criteria air pollutant and GHG emission. Potential regional localized air quality impacts from construction activities associated with implementation of the General Plan will be described qualitatively. An emissions inventory will be generated from the existing inventory of land uses on the ground and future buildout statistics generated for the proposed land use plan at the General Plan Horizon year. PlaceWorks will use the recent emissions inventory compiled for the Climate Action Plan (CAP) to obtain activity data for the baseline emissions inventory year, to the extent practicable. Because activity data may be outdated for the CEQA baseline, PlaceWorks will October 17, 2018 Page 4 25F-15 coordinate with the City's water utility and other utility providers (e.g., SCE and SoCal Gas) to establish the baseline emissions inventory. The City's 2015 CAP identified that the City would re -inventory GHG emissions for year 2017 in year 2018. If this has not been initiated, PlaceWorks will compile the CEQA baseline emissions inventory so that it can be readily used by the City for the CAP monitoring. Air Quality Management Plan Consistency The SoCAB is designated in nonattainment of the National and/or California ambient air quality standards for ozone, nitrogen dioxide, and particulate matter (PMro and PM2.5). The project's regional emissions will be evaluated for consistency with SCAQMD's air quality management plan. The air quality impact analysis will also describe land uses in the City that have the potential to generate nuisance odors. Buffer distances and/or control measures for sources listed in the SCAQMD's guidelines will be incorporated. Consistency with GHG Reduction Plans The EIR will include a discussion of the GHG reduction targets of Assembly Bill 32 (AB 32), Senate Bill 32 (SB 32), SB 375, and Executive Order 5-03-05. The GHG impact analysis will identify GHG emissions from buildout of the General Plan Update. CARB has adopted the 2017 Scoping Plan Update to address the state's GHG reduction targets under AB 32 and SB 32. Project consistency with the Southern California Association of Governments' (SCAG) 2016 Regional Transportation Plan/Sustainable Communities Strategy will also be reviewed, in accordance with CEQA requirements. The GHG section in the EIR will discuss the City's commitment to reducing GHG emissions in accordance with the GHG reduction goals of AB 32, SB 32, SB 375, and Executive Order 5-03-05. The City of Santa Ana adopted its CAP in December 2015. The CAP identifies GHG measures to achieve a 15 percent reduction in GHG emissions by 2020 and a nearly 30 percent reduction in GHG emissions by 2035. Since the City adopted its CAP, the state has adopted an even more aggressive legislative target for year 2030. If the proposed General Plan policies are available at the time of the analysis, the consistency analysis will identify potential General Plan policies being proposed that align local GHG policies with the state. Meetings PlaceWorks Air Quality and Green House Gas technical staff will attend, as appropriate, the following meetings and public hearings: • Kick-off meeting 3 progress meetings/conference calls with City Staff 1 Planning Commission General Plan & Zoning subcommittee meeting or study session 1 Planning Commission hearing • 1 City Council hearing Additional meeting attendance by PlaceWorks will be billed on a time -and -materials basis in accordance with the hourly rates for the personnel involved. DeBverable(s): — 5 hard -copy administrative drafts of the Air Quality Analysis Technical Report — 1 hard -copy final draft (and electronic version) — 1 electronic file, as noted in the RFP, of final public technical report. 1.3 Cultural Resources Analysis Chattel will prepare a Cultural Heritage Resource Report (CHRR) in support of the City of Santa Ana (City) General Plan Update Programmatic Environmental Impact Report (PEIR). The CHRR will provide the underlying evidence for the October 17, 2018 Page 5 25F-16 record for the Cultural Resources analysis in the PEIR. The CHRR will address historical resources (built environment, archaeological, and Native American) and paleontological resources. Chattel's architectural historians, historians, and planners will prepare the sections of the report that will deal with the built environment and will also integrate the archaeological and paleontological studies that will be prepared by specialists in these disciplines into the CHRR. The CHRR will characterize existing conditions with respect to the current regulatory environment; historical, archaeological, and paleontological contexts; and known cultural resources. The General Plan Update will be reviewed to identify potential environmental consequences with respect to cultural resources. Avoidance and mitigation measures will be recommended for any potential substantial adverse impacts to these resources, bearing in mind the City's goal of making the General Plan Update self -mitigating. This scope of services explicitly excludes support for the development of the City's new Historic Preservation Element. It is also assumed that the City will undertake compliance with SB 18 and AB 52 and that any support for such compliance would be an addition to the specified scope of work and associated budget. • Project Initiation and Background Research. Chattel will attend a PER team project initiation meeting and will prepare a data needs request to be submitted to the City. Background information gathering will include built environment records searches utilizing a variety of sources: — A records search conducted at the South Central Coastal Information Center (SCCIC) at California State University, Fullerton; — Listings in the most recently issued Historic Property Data File (also known as the Historic Resources Inventory) maintained by the State Office of Historic Preservation; — The Santa Ana Register of Historical Properties; — Other designations that may not be included in the above sources (e.g., recent National Register of Historic Places listings); — Results of historic resources surveys of Santa Ana neighborhoods, including (as available) those performed in conjunction with Environmental Impact Reports and other studies; and — Other resources that may emerge as a result of research efforts. The results of the built environment records searches will be tabulated and incorporated into a data base. Additional research will be performed in order to prepare a brief historical overview of the development of the City. • Cultural Heritage Resource Report Chattel will prepare the Cultural Heritage Resource Report, which will include Chattel's built environment technical analysis and will integrate the separately prepared archaeological and paleontological studies (see below). The CHRR will include: — Project description and location; — Regulatory framework; — Characterization of built environment historical resources, including abbreviated historical narrative and description and tabulation of known resources; — Characterization of archaeological and Native American resources, including relevant contexts and chronologies and results of records searches at SCCIC and with the Native American Heritage Commission (NAHC); — Characterization of paleontological resources, including relevant geology, chronology, and results of records searches; — Identification and analysis of potential impacts to cultural resources; — Recommended avoidance and mitigation measures; — Sources; — Qualifications of Preparers; and — Appendix (to incorporate relevant correspondence and other items as appropriate). October 17, 2018 25F-17 Page 6 Chattel will edit, format, and produce three electronic iterations of the CHRR. The draft CHRR will be submitted to the team for review and comment. The screencheck CHRR will integrate comments and corrections. The final CHRR is intended to be included in the PEIR as an appendix and will provide the information necessary for PlaceWorks to prepare the Cultural Resources sections of the PEIR. • Reviews of PEIR and Responses to Comments. Chattel will review the draft PEIR with respect to the Cultural Resources section, the analysis of potential impacts to cultural resources, and the analysis of alternatives and will provide comments to the team. Chattel will also review the draft Responses to Comments on the PEIR that address cultural resources. It is assumed that both these documents, the PEIR and the Responses to Comments, will be prepared by PlaceWorks. • Meetings and Hearings. This task includes attendance by the Chattel Project Manager (Principal Associate) at three public hearings and two team meetings (three hours per meeting are allocated) and attendance by the Principal (Project Architect) at one meeting or hearing. Archaeological and Paleontological Studies Chattel will subcontract these studies to qualified archaeologists and paleontologists. The archaeological and paleontological studies will characterize the City's cultural heritage based on desktop records searches and existing understandings of relevant chronologies and geology. Records searches at SCCIC, NAHC, and the appropriate natural history museum will be performed. Each study will discuss existing conditions, regulatory environment, potential project impacts, and recommended mitigation. Deliverable(s). — Records searches (the cost of the records search for SCCIC and the natural history museum is estimated to cost between $1,000 and $2,000). — 5 hard -copy administrative drafts of the Cultural Heritage Resource Report — 1 hard -copy final draft (and electronic version) — 1 set of electronic files, as noted in the RFP, of final public Cultural Heritage Resource Report 1.4 Noise Analysis PlaceWorks will prepare noise and vibration technical analyses to evaluate potential impacts associated with the General Plan Update. This task will follow the City's completion of the Land Use Visioning and the associated Policy Framework. The assessment of impacts will be based on federal, state, and local ordinances, policies, and threshold standards, including those in the City of Santa Ana's updated General Plan Noise Element and Municipal Code. We understand that the EIR for the General Plan Update will be programmatic and that it will be focused on identifying the impacts on sensitive land uses from the comprehensive update of the General Plan. To support the City's compilation of the GPU EIR documentation, PlaceWorks staff will prepare a thorough Noise and Vibration Technical Study. Existing Conditions We will use our extensive experience and knowledge of the City of Santa Ana to identify the predominant sources of environmental noise, including vehicular traffic, rail traffic, aircraft operations, and stationary sources at existing land uses in the study area. To document existing ambient noise conditions, a field measurement survey will be conducted. The ambient noise measurement survey will consist of 15 short-term (15 -minute) locations and 5 long-term (48-hour) noise monitoring locations within the City. These locations will be selected by PlaceWorks, in coordination with City staff, and will take into consideration the major roadways and highways in the planning area. Major rail lines will also be investigated, as well as airport/heliport facilities (primarily John Wayne/Orange County Airport (SNA); just outside October 17, 2018 Page 7 25F-18 the City limits). The field data will establish the baseline existing noise environment and will be used to validate the traffic and modeling conducted for the EIR. Construction Noise and Vibration Assessment Construction impacts with implementation of the project will be evaluated at a programmatic level for the General Plan. Future noise and vibration effects from construction activities will be discussed in terms of industry -standard analysis techniques (such as from the U.S. Federal Transit Administration) and using programmatic guidelines regarding typical scheduling, equipment mix, hauling, and truck trips for expected development. Feasible mitigation measures will be identified to minimize future construction -related impacts in the study area. Long -Term Operational Impacts An evaluation of long-term noise and vibration impacts from the operation of the proposed uses will be provided based on the proposed land use designations and future anticipated transportation improvements for the area. Future roadway-, railway-, and airway -related noise in the City will be analyzed. As with the existing conditions, future roadway -related conditions will be assessed using a version of the U.S. Federal Highway Administration Traffic Noise Model. The resulting noise level contours will rely on General Plan buildout traffic forecasts provided by IBI Group. The noise analysis will identify areas along roadway segments that would be exposed to noise level increases above the City's impact criteria. Existing and Future Noise Contour Map To graphically summarize the overall, existing and future community noise environments throughout the city, a comprehensive noise level contour map will be generated by PlaceWorks technical and GIS staff. This future conditions map will included noise levels associated with the major roadways and railways in (or near) the city as well as pertinent portions of the SNA noise levels (primarily affecting the SR -55 corridor, west of Red Hill Avenue). For rail- and aircraft - related future noise conditions, we will use published information sources concerning projected changes in rail movements and aircraft operations. Stationary Noise Impacts Noise impacts from nontransportation sources such as major commercial/light-industrial uses will be discussed in terms of potential impacts to nearby noise -sensitive receptors. Other, nontransportation noise sources in the City (such as such as HVAC units, maintenance activities, and periodic truck movements) are expected to be of secondary importance to the traffic -related impacts, and these other sources will be discussed qualitatively. Future noise environments will be discussed for the proposed uses in the plan area, and noise mitigation (include a supplemental recommendations for self -mitigating Noise Element policies) will be provided to reduce potential impacts to future sensitive land uses related to noise, if applicable. Noise and Vibration Technical Study The results of the technical analyses described above will be compiled into the Noise and Vibration Technical Study to be used in the General Plan Update EIR. Pertinent calculation/modeling details will be provided in an appendix. PlaceWorks has included up to eight hours to address comments from the City on the draft technical study report. Meetings PlaceWorks noise and vibration technical staff will attend, as appropriate, the following meetings and public hearings: • Kick-off meeting • 3 progress meetings/conference calls with City Staff October 17, 2018 25F-19 Page 8 • I Planning Commission General Plan & Zoning subcommittee meeting or study session • 1 Planning Commission hearing • 1 City Council hearing Additional meeting attendance by PlaceWorks will be billed on a time -and -materials basis in accordance with the hourly rates for the personnel involved. Delfverable(s). — 5 hard -copy administrative drafts of the Noise and Vibration Impact Technical Report — Ihard-copy final draft (and electronic version) — 1 set of electronic files, as noted in the RFP, of final public technical report, including GIS shapefiles of future noise contour mapping work products 1.5 Hydrology, Water Quality, and Infrastructure Fuscoe Engineering will request, obtain, and review the most current storm drain master plan covering the City of Santa Ana as well as Orange County Flood Control District (OCFCD) master plans or regional studies (i.e., Specific Plans) covering the City of Santa Ana. Fuscoe will obtain and review Capital Improvement Project priorities and budgets, including any planned local or regional storm drain capital improvement projects. An evaluation of the existing storm drain infrastructure in the city and accompanying master plans will be conducted to determine overall adequacy and consistency to meet the current General Plan buildout conditions. The most current capital improvement project priorities in the city for storm drain improvements will also be evaluated, and a summary of improvements made over the past five years will be included in the report. Fuscoe will also evaluate the effectiveness of such improvements to support future land use changes. A brief summary will be included of the City's compliance efforts for the local MS4 Stormwater Program, including any policies or objectives forwater quality improvement. The report will summarize the existing conditions status and include GIS -based exhibits showing the existing storm drain system, watershed designations, OCFCD flood control facilities, and any regional water quality BMPs. Upon receipt of the preferred land use plan and maximum buildout conditions, Fuscoe will evaluate the impact of the full buildout conditions on the local storm drain system and will work with the City's Public Works Department to determine necessary infrastructure improvements to support the future land uses. Any long-term OCFCD improvements thatwould positively impact local drainage conditions will be identified. Based on local soil conditions, Fuscoe will identify the most suitable water quality BMPs for future redevelopment projects. Fuscoe will also assist with the analysis and feasibility of proposing multibenefit capital improvement plans and specific projects that converge stormwater/watershed, parks, and streets projects to promote regional and localized stormwater capture and infiltration/reuse consistent with local watershed improvement goals. The report will analyze the CEOA thresholds (Appendix G) plus any additional required thresholds from the City of Santa Ana related to hydrology and water quality. Fuscoe will also attend meetings and participate in conference calls with City staff and team members to resolve technical issues, and will assist PlaceWorks with qualitative support for land use alternatives as requested. Fuscoe will provide technical responses to comments from City staff on the administrative draft EIR and to Draft EIR comments from the public, as needed. The budget assumes up to 20 hours for meetings, hearings, responses to comments, and alternatives analysis. October 17, 2018 Page 9 25F-20 Deliverable(s): — 5 hard -copy administrative drafts of the Hydrology, Water Quality, and Infrastructure Report — 1 hard -copy final draft (and electronic version) — 1 set of electronic files, as noted in the RFP, of the final public technical report 1.6 Potable Water and Sanitary Sewer Fuscoe will request, obtain, and review the most current water and sewer master plans covering the city, including the 2015 Urban Water Management Plan. Relevant regional or master plan documentation from Orange County Water District and Orange County Sanitation District will also be obtained. Capital improvement project priorities and budgets will be obtained and reviewed, including any planned regional water and sewer system improvements by the City or local agencies. Fuscoe will evaluate the existing water and sewer infrastructure systems in the city and accompanying master plans to determine overall adequacy and consistency to meet the current General Plan buildout conditions. The report will evaluate the most current capital improvement project priorities in the city for water and sewer improvements and summarize improvements made over the past five years. Fuscoe will request peak flows from key OCSD trunk lines to determine capacity in the regional sewer trunk lines serving the City. A summary of the existing conditions status will be in the report, which will incorporate GIS -based exhibits showing water and sewer systems, including any OCSD trunk lines. Upon receipt of the preferred land use plan and maximum buildout conditions, Fuscoe will evaluate the impact of the full buildout of the land uses changes on the water and sewer systems. Fuscoe will calculate changes in water and sewer demands based on a locally accepted generation factors to identify peak sewer and water demands over existing conditions and current General Plan maximum buildout conditions. Fuscoe will also work with the City Public Works and Utilities department staff to determine necessary infrastructure improvements to support the future land uses. The work will be coordinated with OCSD to ensure the proposed land uses are compatible with OCSD's trunk line capacities. The report will include CEQA-level impact analyses for all thresholds related to water and sewer. The report will identify City-wide policies and strategies for reducing water demands, increasing water conservation, and promoting water reuse policies consistent with local health care agency guidelines. Fuscoe assumes that the City will provide hydraulic modeling of the City's sewer and water systems, if applicable, although this is not anticipated for the General Plan Update. Fuscoe will also attend meetings and participate in conference calls with City staff and team members to resolve technical issues and will assist PlaceWorks with qualitative support for land use alternatives as requested. Fuscoe will provide technical responses to comments from City staff on the administrative draft EIR and comments from the public on the draft EIR, as needed. The budget assumes up to 20 hours for meetings, hearings, responses to comments, and alternatives analysis. Deliverable(s): — 5 hard -copy administrative drafts of the Potable Water and Sanitary Sewer Analysis Report — 1 hard -copy final draft (and electronic version) — 1 set of electronic files, as noted in the RFP, of final public technical report October 17, 2018 25F-21 Page 10 1.7 Fire and Police The City's RFP requested a service level study for Fire and Police to support the General Plan update and the EIR. The description included a comprehensive review of existing levels of service, response times, and goals, in addition to identifying changes required to accommodate future growth. The RFP also requested that the study identify what changes, if any, are needed to meet current standards (as a baseline) as well as examine changes in standards that could be considered if those changes cannot be implemented. PlaceWorks originally teamed with Matrix Consulting to conduct a comprehensive study to respond to the RFP. Pursuant to subsequent discussions with the City, our scope of work and cost estimate has been revised and is now limited to conducting the analysis of fire and police services as necessary to prepare a defensible, programmatic General Plan Update EIR for services. PlaceWorks environmental team will conduct this analysis, and the fees for the analysis ($5,200) have been incorporated into PlaceWorks' Task 2.4, Administrative Draft EIR. PlaceWorks' will coordinate with the City's police department and Orange County Fire Authority (OCFA) to document existing facilities, resources, service standards, and basic funding mechanisms for services. Together with the police department and OCFA, and based on the standards and growth anticipated for the buildout of the proposed General Plan, the analysis will evaluate additional personnel and facilities needed to achieve desired service levels. Note that this information will be largely reliant upon survey requests and cooperation from the respective departments. 1.6 Geology, Soils, and Natural Hazards PlaceWorks will define the existing geologic, soils, and groundwater characteristics in the city, identify regional seismic influences, and note and explain the characteristics of any areas with constraints to site development. Based on the proposed General Plan Update, an analysis of project impacts will be conducted. Mitigation measures known to be successful in addressing the various geotechnical constraints affecting proposed development areas will be defined, including reference to existing geological and soils tests and plan checking requirements administered by the City of Santa Ana. PlaceWorks will: • Research and review readily available geotechnical reports and maps of the study area. • Review in detail the available geotechnical report(s) and land use plan. • Review readily available fault hazard studies and earthquake records to evaluate site seismicity. • Review readily available groundwater data. Deliveroble(s): — 5 hard -copy administrative drafts of the Geology, Soils, and Natural Hazards Analysis Technical Report — Ihard-copy final draft (and electronic version) — 1 set of electronic files of final public technical report, including GIS shapefiles of future noise contour mapping work products. 1.9 Biological Resources Carlson Strategic Land Solutions (SLS) will: Identify Parcels Considered Open Space. The city's current inventory shows approximately 68 parcels totaling 688 acres of park and open space. The first task is to confirm this inventory and ensure consistency between the land use designations and the open space inventory. Inventory of Open Space. A field biologist will survey all open space parcels using aerial imagery and visit only the parcels where further investigation is necessary. The inventory will include a general mapping of vegetation types and any noted biological resources, such as drainages. October 17. 2018 25F-22 Page 11 • Inventory Graphics. SLS will prepare a GIS -based graphic of the open space parcels on base maps provided by the City. The mapping will identify the parcel, and general vegetation mapping will be provided by color. Any other noted biological resources will be recorded on the graphics. The graphics will also confirm the size of each open space parcel. • Biological Memorandum. A descriptive summary of each open space parcel will be provided. The summary will generally describe the biological resources on each parcel. October 17, 2018 25F-23 Page 12 • Calculate Biological Impacts (Optional). If any impacts to biological resources are anticipated from changes in land use designation or other improvements identified in the General Plan Update, those impacts would be reported. • Meetings and Coordination. This task assumes attendance at a kick-off meeting, and participation in conference calls, as needed. Deliverable(s). — 5 hard -copy administrative drafts of the Biological Resources Report — 1 hard -copy final draft (and electronic version) — 1 set of electronic files of final public technical report, including GIS shapefiles of vegetation mapping. TASK 2. ENVIRONMENTAL DOCUMENTATION (PROGRAM EIR) PlaceWorks will prepare environmental documentation in accordance with CEQA, including the production of a program level EIR. The EIR will discuss environmental effects in relation to their severity and probability of occurrence. It will identify mitigation measures, as necessary, that are appropriate to a program -level EIR to minimize the significant effects of the recommended General Plan and will include an analysis of alternatives. 2.1 Project Initiation PlaceWorks will review available materials and reports (i.e., proposed General Plan Update), and our PM and assistant PM will attend one project initiation meeting at the City to discuss the proposed project and confirm the project approach, scope, and schedule. This discussion should include known issues and opportunities observed by the project team. At this meeting, we will also ask City staff for their insight regarding the history of the project site and potential environmental issues and controversies. Protocol will also be established regarding the communication between City staff, PlaceWorks, and technical consultants. Delfverableis): — Attendance at one meeting (PM and assistant PM) 2.2 Preparation of Project Description A detailed project description will be prepared and distributed. The project description will include text detailing the project characteristics, land use summary tables, statistical tables comparing the existing General Plan to the proposed changes, and figures to depict the proposed land use changes. The project description will set the framework to limit environmental analysis to the incremental impacts resulting from changes between the adopted General Plan and proposed update. Figures will be included to highlight the areas affected. The project description will also include project objectives and required discretionary approvals. Deliverable(s): — Electronic copies of the Project Description in Microsoft Word and PDF. — 50 hard copies of the Project Description. 2.3. Notice of Preparation and Scoping Meeting 2.3.1 Notice of Preparation The City has determined that a full -scope EIR is required, so an Initial Study is not scoped under this task. PlaceWorks will prepare the draft Notice of Preparation (NOP) and submit it to the City for review and approval. The NOP will clearly identify the time period, contact person, and address established for submitting responses. After approval, PlaceWorks will distribute the NOP and Detailed Project Description to the State Clearinghouse, Orange County Clerk, state and local agencies, and other special interest groups or individuals. October 17, 2018 Page 13 25F-24 2.3.2 Scoping Meeting PlaceWorks will assist the City in organizing and conducting one public scoping meeting to present the preliminary environmental issues of the General Plan Update and to solicit comments regarding the scope and content of the environmental issues to be addressed in the EIR. We will prepare a PowerPoint presentation for the meeting to be reviewed by the City prior to finalization. The scoping meeting will be held during the 30 -day NOP commenting period. At the meeting, we will be prepared to discuss the environmental review process and to answer specific questions, as desired by the City. After the meeting, we will prepare a summary of comments that will be included in the EIR, with reference to where each comment is addressed or an explanation for why it is not addressed (e.g., not an environmental issue). Deliverable(s): — 1 electronic copy of the NOP in Microsoft Word and PDF. The PDF will be indexed and searchable — 1 electronic copy of the NOC in Microsoft Word and PDF. The PDF will be indexed and searchable — 50 hard copies of the NOP and NOC — Attendance at scoping meeting (PM and assistant PM) and preparation of meeting materials (comment cards, sign -in sheet, PowerPoint presentation, etc.) TASK 2.4. Prepare Screencheck Administrative Draft EIR An EIR will be prepared for the proposed General Plan Update. It will include the following sections in accordance with the CEQA Guidelines: • Executive Summary • Introduction • Project Description • Environmental Setting • Discussion of Existing Conditions, Environmental Analysis, and Mitigation Measures • Cumulative Impacts • Consideration of Significant Effects • Project Alternatives • Other CEQA-Mandated Sections • Organizations and Persons Consulted Each topical section of the document will: (a) describe existing environmental conditions and pertinent regulatory policies and programs that apply to this project, (b) define the criteria by which impacts will be determined to be significant, (c) determine the environmental changes that would result from the project, (d) evaluate the significance of those changes with respect to the impact significance criteria (thresholds), (e) define mitigation measures to reduce or avoid all potentially significant adverse impacts, and (f) provide a conclusion as to whether significant impacts would remain, even after successful implementation of recommended mitigation measures. Each section will be supplemented with applicable GIS -based graphics to enhance the analysis and clarify the project's environmental impacts. Topical Sections. As indicated above, it is anticipated that all CE0,4 topical sections and impact thresholds will be addressed in the EIR. Analysis and findings of technical studies listed under Task 1 will be incorporated. Complete technical studies and/or supporting modeling information will be included in the EIR appendices. • Aesthetics. The aesthetics analysis will address the General Plan Updates' potential effect on scenic vistas, visual and community character and quality, and lighting/glare. Development standards from the General Plan Update will be helpful in portraying the visual impacts of the proposed update. This section of the EIR will also review applicable visual -related policies. October 17, 2018 Page 14 25F-25 • Agriculture and Forestry Resources. Based on the Department of Conservation's California Important Farmland Finder and Orange County's Williamson Act Map, the General Plan area does not have any prime farmland, farmland of statewide importance, or unique farmland, and also does not have any Williamson Act contract lands. Therefore, an individual Agriculture and Forestry Resources section is not required. The impact thresholds will be closed out in Chapter 8, Impacts Found Not to Be Significant, of the EIR. • Air Quality. An air quality/GHG analysis will be prepared by our in-house technical specialists (see task 1.2). Findings and mitigation measures, if needed, from the air quality study will be integrated into the EIR section and will include an assessment of consistency with the SCAQMD Air Quality Management Plan, quantified emissions for construction and operational criteria pollutants, and evaluation of potential air quality impacts. • Biological Resources. A biological resources report will be prepared by Peter Carlson (see task 1.9). Findings from the biological resources report will be summarized in this section to determine whether the project would have any impact on sensitive species and habitat, jurisdictional resources, and wildlife corridors. • Cultural Resources. As detailed in task 1.3, a cultural resources report will be prepared by the Chatelle. Historical, archeological, paleontological, and tribal cultural resources will be summarized in this section of the EIR. Mitigation measures provided within the cultural resources report will also be integrated in the EIR as necessary. • Geology and Soils. A geotechnical, soils, and natural hazards report will be prepared by our in-house technical specialist (see task 1.8). Upon City approval, this section will summarize the findings, defining the existing geologic, soils, and groundwater characteristics onsite; identifying regional seismic influences; and explaining the characteristics of any areas with constraints to site development. Mitigation measures identified in the geotechnical, soils, and natural hazards report will be integrated into the EIR. • Greenhouse Gas Emissions. Our in-house technical specialists (see task 1.2) will prepare an air quality/GHG analysis, and findings will be integrated into the EIR section. General Plan—related GHG emissions will be quantified, and project consistency with statewide GHG emissions reduction strategies will also be summarized. Mitigation measures from the AQ/GHG analysis will be incorporated, as necessary, to reduce potentially significant GHG impacts. • Hazards and Hazardous Materials. This section will evaluate the potential impacts of the proposed General Plan Update on human health and the environment due to exposure to hazardous materials or conditions. Impacts and appropriate mitigation measures or standard conditions will be included as necessary. • Hydrology and Water Quality. A Hydrology, Water Quality, and Infrastructure report will be prepared by Fuscoe Engineering (see task 1.5), and findings will be integrated into the EIR section. An analysis of existing hydrology and water quality conditions will include identification of the regulatory framework, regional and site-specific hydrological setting of the area, stormwater drainage characteristics, water quality data (both surface and groundwater), local receiving water bodies, pollutants of concern based on changes in land use, and flooding hazards. Pertinent local plans, laws, and regulations pertaining to hydrology and water quality will be identified, including regulatory requirements in the City of Santa Ana's Municipal Code, Chapter 7, Floodplain Management Regulations, and Article IV, Water Pollution. The waste discharge requirements of the MS4 NPDES No. CAS618030 and the Orange County Stormwater Program's Construction Runoff Guidance Manual will also be identified. October 17, 2018 25F-26 Page 15 • land Use and Planning. This section of the EIR will evaluate the potential impacts to land use in Santa Ana from implementation of the General Plan Update. Land use impacts can be either direct or indirect. Direct impacts result from land use plan or policy incompatibilities, divisions of communities, or conflict with other land use plans, including habitat conservation plans. This EIR section will focus on direct land use impacts. • Mineral Resources. This section will identify mineral resources in the General Plan Upgrade area and the potential for loss of availability of a known mineral resource that would be of value to the region and the residents of the state. If it is determined from initial research that there are no mineral resources in the City that could potentially be impacted, an entire section on Mineral Resources will not be prepared, and this section will be addressed in the same manner as Agricultural resources. • Noise. A noise study will be prepared by our in-house technical specialist (see task 1.4), consistent with the noise compatibility standards of the City. Findings from the study will be integrated into this section, and mitigation measures, if necessary, will be incorporated to reduce potentially significant noise impacts. • Population and Housing. This section will analyze the potential for socioeconomic impacts associated with the General Plan Update's buildout including changes in population, employment, and housing. • Public Services. This section addresses the proposed General Plan Update's impacts to public services providing fire protection and emergency services, police protection, school services, and library services. The City's fire and police service providers, as well as local schools and libraries, will be contacted at the onset for input on existing staffing and capacities and long-term plans to demonstrate their ability to serve buildout of the proposed General Plan Update. If applicable, the police and fire analysis will rely on adopted lead agency standards of service including response times and/or staffing requirements (officer/firefighters per no. of residents). Potential increased service demands related to the General Plan Update will be researched with the respective departments (City Police Department and Orange County Fire Authority (OCFA)) including facility, equipment and staffing needs. The existing funding mechanisms to support the needs will be assessed and documented in the EIR, and any shortfalls identified. This section will also incorporate the mitigating effect of any applicable, proposed General Plan policies. • Recreation. This section of the EIR will evaluate the potential for implementation of the proposed General Plan Update to impact public parks and recreational facilities. • Transportation and Traffic. Using the traffic study by IBI (see task 1.1), this section will summarize the study findings and include analysis of existing roadways and traffic conditions compared to future conditions. Traffic impacts related to General Plan Update trips and intersection levels of service will be identified, and appropriate mitigation measures will be incorporated into the EIR section. The section will also address the potential for hazardous conditions and impacts to pedestrian and bicycle travel, and include a discussion of vehicle miles traveled (VMT) to address anticipated requirements with SB 743. • Tribal Cultural Resources. Per Assembly Bill (AB) 52 and Senate Bill (SB) 18, the City is required to notify and invite Native American tribes to consult on the General Plan Update's potential impacts to tribal cultural resources. We understand the City will work with the applicable tribes to ensure proper compliance with AB 52 and SB 18. This section will summarize the City's efforts to notify and consult concerned tribes and address the updated CECA Guidelines Appendix G checklist questions. Any mitigation measures identified in the cultural resources report and/or through consultation that reduce the project's impacts on tribal cultural resource will be integrated into the EIR. October 17, 2018 Page 16 25F-27 Utilities and Service Systems. A Potable Water and Sanitary Sewer analysis will be conducted by Fuscoe Engineering (see task 1.6), and findings will be integrated into the EIR section. Service letter questionnaires will also be sent to the City's water, wastewater, solid waste, natural gas, and electricity providers for existing and future capacities to determine whether buildout of the General Plan Update could be accommodated. PlaceWorks will incorporate the findings into this section of the EIR. As required by CEOA, PlaceWorks will also address potential Energy impacts pursuant to Appendix F. Energy will be addressed in a separate section, "Other CEOA Considerations." Consideration of Significant Effects. As required by CEQA, the EIR will identify the significant effects of the project and include the following discussions, as required by CEQA Guidelines Section 15126.2: • Effects Found Not to Be Significant • Significant Unavoidable Impacts • Significant Irreversible Changes • Growth -Inducing Impacts Alternatives to the Proposed Project. EIR project alternatives are particularly helpful to decision makers for projects that include general plan updates. Our scope is based on the evaluation of up to three alternatives, including the No Project Alternative. In compliance with CEQA, the EIR is required to address a reasonable range of alternative that are defined and analyzed on the basis of their ability to: 1) avoid or reduce one or more of the project's significant impacts, and 2) feasibly attain most of the basic objectives of the project. Ourteam's expertise in design and planning provides a unique opportunity to create alternatives that address potential environmental issues, including air quality, traffic, noise, and land use compatibility issues. We will coordinate with the City and project team members to craft meaningful alternatives with the potential to reduce or eliminate significant impacts (if any). Likely land use alternatives may be based on previous alternatives considered by the GPAG or based on comments during the scoping process. Alternatives considered but eliminated from further consideration will also be documented. The environmentally superior alternative will be identified; if it is the No Project Alternative, then one of the other alternatives will be identified as environmentally superior to the others. The Screencheck Administrative Draft EIR will be submitted to the City for review. Deliverable(s): — 5 hard copies and electronic copies of the screencheck administrative Draft EIR in Microsoft Word and PDF. The PDF will be indexed and searchable. 2.5 Prepare Second Screencheck Draft EIR After City staff approves the revisions made to the screencheck administrative Draft EIR under Task 2.4, PlaceWorks will prepare the administrative Draft EIR forfinal City review. Deliveroble(s). — 5 hard copies and electronic copies of the screencheck administrative Draft EIR in Microsoft Word and PDF. The PDF will be indexed and searchable. October 17, 2018 25F-28 Page 17 2.6 Prepare Draft EIR After City approval of the administrative Draft EIR, PlaceWorks will prepare the Draft EIR for public review. This will include final formatting, editing, QA/QC, and printing. Deliverable(s): — 1 "photo -ready' set of original PDF files — 1 hard copy of the Draft EIR in binders with appendices on a CD in the binder sleeve — 50 CDs of the Draft EIR and appendices in PDF format 2.7 Public Notification PlaceWorks will prepare the Notice of Completion (NOC) and Notice of Availability (NOA) for City approval and signature. Per the RFP, PlaceWorks will be responsible for distributing the NOC and NOA to the appropriate county, state, and federal agencies and provide the City with the list. PlaceWorks will also be responsible for distribution of notices to area property owners and organizations, publication in newspapers, and transmitting notices to the County for posting. Deliverables: — 1 electronic copy of the NOA — 1 electronic copy of the NOC — 50 hard copies of the NOA and NOC 2.8 Prepare Screencheck Final EIR 2.8.1 Screencheck Final EIR Responses to comments received on the Draft EIR will be prepared in accordance with CEQA Guidelines Section 15089. Following receipt of all comments on the Draft EIR, written responses will be prepared for each comment. A Response to Comments section will be created for the Screencheck Administrative Final EIR, which will contain an introduction describing the public review process for the Draft EIR, copies of all comment letters, and written responses to all comments. Responses will focus on comments that address the adequacy of the DEIR. Comments that do not address EIR adequacy will be noted as such, and no further response will be provided unless deemed necessary by the City. Responses will be prepared by PlaceWorks with input from our technical specialists, as needed. The estimated budget assumes that no additional basic research will be required to respond to comments, and that the comments will be directed at the substance and technical adequacy of the EIR. Modification to the scope of work, budget, and time frame may be necessary if any comments from agencies or the general public require substantially increasing the scope of impacts and issues addressed in the EIR. The screencheck administrative Final EIR will also include any revisions, updates, or corrections needed to respond to comments or address minor errors in the DEIR. Revisions will be made in underline and/or strike -out text. This document will be submitted to the City staff for review. 2.8.2 Screencheck Mitigation Monitoring and Reporting Program A Screencheck Administrative Mitigation Monitoring and Reporting Program (MMRP) will be prepared pursuant to Section 21081.6 of the Public Resources Code. It will be presented in standard City format and will identify the significant impacts that would result from the project, proposed mitigation measures for each impact, the times at which the measures will need to be conducted, the entity responsible for implementing the mitigation measure, and the City department or other agency responsible for monitoring the mitigation effort and ensuring its success. The MMRP will be prepared concurrently with the Final EIR and submitted to the Citystafffor review. October 17, 2018 Page 18 25F-29 Deliverable(s). — 5 hard copies of the screencheck administrative Final EIR and MMRP. The electronic copy will be formatted in Microsoft Word and PDF. The PDF will be indexed and searchable. 2.9 Prepare Final EIR 2.9.1 Final EIR Upon approval by the City, the Final EIR will be prepared. This will include final formatting, editing, and QA/QC. Responses to comments from responsible agencies will be distributed a minimum of 10 days prior to consideration of the Final EIR by the City Council. 2.9.1 Mitigation Monitoring and Reporting Program Upon City approval, the MMRP will be finalized and submitted to the City concurrently with the Final EIR. Deliverable(s). — 1 "photo -ready" set of original PDF files — 1 hard copy of the Final EIR and MMRP — 1 CD of the Final EIR and MMRP 2.10 Prepare Findings and Statement of Overriding Considerations The Findings of Fact (FOF) will be prepared consistent with the requirements of CEQA. If required, we will prepare a Statement of Overriding Considerations (SOC) for the project, consistent with the requirements of CEQA. Deliverable(s); — Electronic copies of the FOF and SOC in Microsoft Word and PDF. The PDF will be indexed and searchable. 2.11 Prepare Notice of Determination PlaceWorks will prepare a Notice of Determination (NOD); it is assumed that the City will file the NOD with the State Clearinghouse and the Riverside County Clerk. Thus, our budget does not include the county filing fee ($50) or the California Department of Fish and Wildlife filing fee ($3,168). Deliverable(s): — Electronic copies of the NOD in Microsoft Word and PDF. The PDF will be indexed and searchable. 2.12 Meeting Attendance Our scope of work includes meeting attendance as specified in the RFP. PlaceWorks' PM and assistant PM will attend 3 public meetings (including study sessions) with the City of Santa Ana Planning Commission and City Council. Our team will serve as an extension of City staff and will prepare PowerPoint presentations/handouts and answer all questions regarding the environmental document and impact analyses, as directed by City staff. Additionally, PlaceWorks will attend progress site meetings and progress conference call meetings every other week. The PM and assistant PM will attend one in-person meeting and one conference call meeting per month. PlaceWorks will be responsible for documenting all meetings and public hearings. The scope of work assumes the following: PlaceWorks. One kick-off meeting and three public meetings (including study sessions) with the City of Santa Ana Planning Commission and City Council, and progress meetings every other week (over 19 month schedule). October 17, 2018 Page 19 25F-30 IBI. One kick-off meeting, three public meetings (including a study session), six in-person meetings with City staff and an additional six conference -call meetings. Additional meetings would be conducted on a time -and -materials basis. Chattel Inc. One kick-off meeting, three public meetings (including a study session), six in-person meetings with City staff and an additional six conference -call meetings. Additional meetings would be conducted on a time -and -materials basis. Fuscoe Engineering. One kick-off meeting, three public meetings (including a study session), three in-person meetings with City staff and an additional three conference -call meetings. Additional meetings would be conducted on a time - and -materials basis. Carlson Strategic Land Solutions. One kick-off meeting, three public meetings (including a study session), three in- person meetings with City staff and an additional three conference -call meetings. Additional meetings would be conducted on a time -and -materials basis. 2.13 Management and Coordination Communication is key to a project's success. Therefore, PlaceWorks will be in regular communication with City staff and participate in progress updates (phone or email) related to project approach, scheduling, and other environmental issues throughout the CEOA process. Additionally, project management responsibilities include: task scheduling and assignment; management of resources; monitoring of costs and schedule adherence; management and coordination of subconsultants, including contract administration and accounting; consultation and coordination with local and state entities relative to the environmental review process; and coordination and communications with the City's project team to ensure compliance with policies, procedures, and any applicable codes. We have allocated 130 hours of time for our PM to participate in calls, meetings, and/or email correspondence. The assistant PM is allocated 60 hours for overall project management and coordination. These hours are in addition to the scoping meeting (Task 2.3.2) and project initiation meeting (Task 2.1). If additional project management or coordination by PlaceWorks or by other members of the PlaceWorks team is required, we will notify the City's project manager and upon approval, will bill on a time -and -materials basis in accordance with the hourly rates for the personnel involved. October 17, 2018 Page 20 25F-31 EXHIBIT B FEE SCHEDULE (OR) RATES AND CHARGES Page 10 of 10 25F-32 o� �< so :a a � �a N j Q �gU �FW ��H �y� REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: NOVEMBER 20, 2018 TITLE: APPROVE PURCHASE AGREEMENTS FOR REAL PROPERTY ACQUISITIONS FOR WARNER AVENUE IMPROVEMENTS PHASE 1 (PROJECT NO. 14-6802) (NON -GENERAL FUND) (STRATEGIC PLAN NOS. 6, 1G; 3,2C) CI ANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 15t Reading ❑ Ordinance on 2ntl Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Authorize the City Manager and Clerk of the Council to execute Purchase Agreements for the real property full acquisition and goodwill (if any), with the property owners listed below, subject to nonsubstantive changes approved by the City Manager and City Attorney: No. Property Owner Property commonly Acquisition Amount known as / location Type 1. Maria Rosa Hernandez 302 E. Warner Ave. Partial $20,800 (APN 016-034-01) 2 Armando A. and Edith 310 E. Warner Ave. Partial $6,800 Martinez (APN 016-034-26) DISCUSSION Warner Avenue is classified as an East-West Major Arterial in the City's General Plan Circulation Element and the County of Orange Master Plan of Arterial Highways. Improving the one -mile segment of Warner Avenue from Main Street to Wright Street has been a long-term priority project that is being constructed in several phases. Improvements include widening from a four -lane roadway to a six -lane arterial to address safety issues and provide adequate vehicular capacity; and installing parkway, raised median landscape, storm drain, protected bike lanes, sound walls, street lights, and traffic signals. The City is acquiring properties for the development of Phase 1, bounded by Main Street and Oak Street. Construction is anticipated to begin in spring 2019. With the proposed widening along Warner Avenue, the corner at Orange Avenue, and the corner at Maple Street are required to accommodate standard curb ramps and sidewalks to meet American Disabilities Act (ADA) provisions. Therefore, the partial acquisitions of the front sides of the properties at 302 East Warner Avenue and 310 East Warner Avenue are necessary to accommodate the proposed street improvements (Exhibit 1). The purchase offers were 25G-1 Purchase Agreement for Real Property Acquisition Warner Avenue Improvements Phase 1 November 20, 2018 Page 2 determined based on the appraised values prepared by a California State licensed appraiser and were accepted by the property owners. The compensation amounts listed above are incorporated in the attached agreements (Exhibits 2, and 3). STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #6 — Community Facilities & Infrastructure, Objective #1 (establish and maintain a Community Investment Plan for all City assets), Strategy G (develop and implement the City's Capital Improvement Program in coordination with the Community Investment and Deferred Maintenance Plans). Approval of this item also supports the City's efforts to meet Goal #3 — Economic Development, Objective #2 (create new opportunities for business/job growth and encourage private development through new General Plan and Zoning Ordinance policies), Strategy C (support business development and job growth along transit corridors through the completion of critical transit plans/projects). ENVIRONMENTAL IMPACT On September 1, 2015, City Council approved the Warner Avenue Final Environmental Impact Statement (SCH No. 2012101004). FISCAL IMPACT Funds in the amount of $27,600 are available in the Warner Avenue Improvements Project (No. 14-6802) for expenditure in FY 2018-19: $20,700 in the Measure M2 Competitive Street Fund (Account No. 03217663-66100) and $6,900 in the Transportation System Improvement Area B Fund (Account No. 99217950-66100), subject to nonsubstantive changes. APPROVED AS TO FUNDS AND ACCOUNTS: Fuad S. S iveiss, PE, PLS Kathryn Downs, CPA �xLC03'a Executive Director Executive Director Public Wo ks Agency Finance and Management Services Agency Exhibits: 1. Location Map 2. Purchase Agreement — APN 016-034-01 3. Purchase Agreement — APN 016-034-26 25G-2 -- _• • I -ir ORANGE AV CYPRESS AV 9a,' V 0 �Z Q W )3-141-06' Z ARCO GAS • STATION 45 S WIN Sj i MAIN ST i 0 .. .. ..J b16-103-2 • 16.103-2' ,ems —Y—••I .% �l.. �. KILSON DR 016-031-33 016-031-50 016-031-51 016-031-36 (ELLS FARGO = r/_2 7j -ACQUIRED PROPERTIES y OAK ST ROUSSELLE ST 016-090-22 DELHI PARK 016-090-21 0 MAPLE ST MATO SEE TOP LEFT SANTA ANA TITLE: PURCHASE AGREEMENTS FOR WARDER AVENtJE ,� PWAA1lI WVE ANN (PROJECT NO. 148802 .-- - NON 001AL FUND) _ -• 25G-3 I016-090-25 =) Lu WWa I N a: O W a _ S MAPLE ST MATO SEE TOP LEFT SANTA ANA TITLE: PURCHASE AGREEMENTS FOR WARDER AVENtJE ,� PWAA1lI WVE ANN (PROJECT NO. 148802 .-- - NON 001AL FUND) _ -• 25G-3 25G-4 PURCHASE AND SALE AGREEMENT FOR ACQUISITION OF REAL PROPERTY AND BILATERAL ESCROW INSTRUCTIONS THIS AGREEMENT (hereinafter "PSA"), entered into on 2018, between the CITY OF SANTA ANA, a charter city and municipal corporation duly organized under the Constitution and laws of the State of California (hereinafter "City" or "Buyer"), and, Maria Rosa Hernandez, a widow (hereinafter "Seller"), regardless of number or gender, THEREFORE, for and in consideration of their mutual promises, covenants and agreements, and subject to the terms, conditions and provisions of this PSA, Seller agrees to sell to City, and City agrees to purchase from Seller, that certain real property (hereinafter "Said Real Property") legally described as follows: SEE EXHIBIT "A" and "A-1" — Legal Description and EXHIBIT `B" and "13-1" — Plat Map ATTACHED HERETO AND BY THIS REFERENCE MADE APART HEREOF (Commonly known as 302 East -Warner -Avenue, Santa Ana CA) (APN 016-03401)._ Said purchase and sale of Said Real Property shall be in accordance with and subject to all of the following terms, conditions, promises, covenants, agreements and provisions, to wit: 1. Conveyance by Seller. A. Seller agrees to convey said real property to City, by Grant Deed, at the office of Commonwealth Land Title Company, 4100 Newport Place Drive, Suite 120, Newport Beach, California, within sixty (60) days from and after the date on which the City has approved this Agreement. B. Seller agrees to convey to City a Temporary Construction Easement in, on, over and above the portion of the subject property described on the attached Exhibit "A-1" and depicted on the attached Exhibit "BA" and incorporated herein by this reference. 2. Title to be Conveyed. Seller agrees that, except as may hereinafter be otherwise expressly provided, said real property shall be conveyed by Seller to City, as aforesaid, free and clear of any and all conditions, restrictions, reservations, exceptions, easements, assessments, profits, limitations, encumbrances (whether monetary or non -monetary, general or specific, including any and all leasehold interests), liens, clouds or defects in title except those exceptions shown in Paragraph 15 below. Seller hereby warrants that the title to said real property to be conveyed by Seller to City shall be free and clear as provided above. Seller further agrees that acceptance by City of any deed to said real property, with or without knowledge of any condition, restriction, reservation, exception, easement, assessment, profit, limitation, encumbrance (whether monetary or non -monetary, general or specific, and including any and all leasehold interests), lien, cloud or defect in title, shall not constitute a waiver by City of its right to the full and clear title hereinabove agreed to be conveyed by Seller to City, nor of any right which might accrue to City because of the failure of Seller to convey title as hereinabove provided. 3. Title Insurance. Seller agrees to deliver to City, concurrently with the conveyance of said real property to City, within the time and at the place hereinabove specified for said conveyance of said real property, a policy of title insurance to be issued by the above mentioned title company, with the City therein named as the insured, in the amount of Twenty Thousand Eight Hundred and no/100 Dollars ($20,800.00) insuring the title of the City to said real property is free and clear of any and all conditions, restrictions, reservations, exceptions, easements, assessments, profits, limitations, encumbrances (whether monetary or non -monetary, general or specific, and including any and all leasehold interests), liens, clouds or defects in ExhiNG-5 title, excepting such specific ones as city may hereinafter expressly agree to take subject to. Acceptance by City of any such policy of insurance, whether such insurance complies with the requirements of this paragraph or not, shall not constitute a waiver by City of its right to such insurance as is herein required of Seller, nor a waiver by the City of any rights of action for damages or any other rights which may accrue to City by reason of the failure of Seller to convey title or to provide title insurance as required in this Agreement. 4. Escrow. City agrees to open an escrow at the office of Commonwealth Land Title Company, 4100 Newport Place Drive, Suite 120, Newport Beach, California, (the Escrow Agent) within five (5) days from and after the date on which the City has approved this Agreement. This Agreement constitutes the joint escrow instructions of the City and the Seller and a duplicate original of this Agreement shall be delivered to the Escrow Agent upon the opening of the escrow. Escrow to close within sixty (60) days of the City's execution of this Agreement. If escrow is not in a condition to close by the Close of Escrow, and failure to close is due to unforeseen conditions of title or interest of third parties in the Property that cannot be resolved in Escrow, then buyer may, at its option, request cancellation of escrow and this Agreement and return of any funds it has deposited into escrow. Thereupon, all obligations and liabilities of the Parties under this Agreement shall cease and terminate. If no such request is made, Escrow shall be closed as soon as possible thereafter. Buyer shall be entitled to possession of the Property immediately upon close of Escrow. The Escrow Agent hereby is empowered to act under this Agreement, and upon indicating its acceptance of this Section 4 and of the General Provisions described in Exhibit "C" attached hereto and incorporated herein by this reference, in writing, delivered to the City and to the Seller within five (5) days after delivery of this Agreement, shall carry out its duties as Escrow Agent hereunder. City agrees to bear and Escrow Agent is hereby authorized to charge to the City the cost of any transfer taxes, recording fees, cost of title insurance, re -conveyance fees, document preparation fees, escrow fees and any other closing costs incidental to the conveying of said real property to City. Penalties for prepayment of bona fide obligations secured by any existing deed of trust or mortgage shall be waived pursuant to Civil Code Procedures Section 1265.240. The liability to the Escrow Agent under this Agreement is limited to performance of the obligations imposed upon it under Section 4, Section 6, Section 8 and Exhibit "C" of the General Provisions of this Agreement. 5. Property Taxes. Such real property taxes, if any, on said real property for the fiscal year within which said real property is conveyed to City as are unpaid at the time of said conveyance shall be cleared and paid in accordance with the provisions of Section 4986 of the Revenue and Taxation Code of the State of California. Seller shall be eligible for a refund under Section 5096.7 of the Revenue and Taxation Code of the State of California for that portion of property taxes on said real property for said fiscal year which have been paid prior to the date the deed conveying said real property to City is recorded which is allocable to that portion of the fiscal year which begins on the date the deed conveying said real property to City is recorded and made uncollectible if unpaid by reason of Section 5086 of the Revenue and Taxation Code of the State of California. To the extent that Seller has prepaid any taxes or assessments attributable to the Property; Seller shall be solely responsible for obtaining any refund due thereon from the taxing authority. Upon written request, Buyer shall assist Seller, at Seller's sole cost, in obtaining said refund, if any; however, in no case shall Buyer credit or otherwise pay Seller for that refund, if any, through or outside of Escrow. All unpaid taxes on said real property for any and all years prior to the fiscal year within which said conveyance is made shall be paid by Seller before conveyance of said real property to City. 6. Payment of Purchase Price. City agrees to pay to Seller, and Seller agrees to accept from City, as and for the full purchase price for said real property, temporary construction easement, fixtures & equipment (improvements pertaining to the realty), goodwill (if any), and severance damages, the total sum of Twenty Thousand Eight Hundred and no/100 Dollars ($20,800.00). City agrees to deposit said purchase price in escrow with the Escrow Agent within SIXTY (60) days from and after the date on which the City has 25G-6 approved this Agreement, and the Escrow Agent is hereby authorized to pay the same to Seller upon and after: (a) Conveyance of said real property by Seller to City as hereinabove provided; (b) Acceptance by City of a Grant Deed conveying said portion of real property to City; (c) Acceptance by City of a Temporary Construction Easement to City; (d) Delivery to City of the policy of title insurance as hereinabove provided; (e) Recordation of the Deed conveying said portion of real property to City. 7. Possession. Seller agrees to deliver to City, on the date the Deed conveying said real property to City is recorded, quiet and peaceful possession of said real property, which shall be made free by Seller of all personal property. 8. Rental and Occupancy By Seller. Seller agrees to execute a complete, current and correct statement of rentals (Seller Estoppel) on a form furnished to Seller by City and deliver same to City within fifteen (15) days hereof with copies of any written leases or rental agreements attached. All rents will be prorated as of the close of escrow on the basis of a 30 -day month/360-day year consistent with that statement, subject to approval of City. Seller hereby agrees not to rent any units on the premises which are vacant as of the date that this agreement is executed by seller, or which may be vacated by present occupants prior to close of escrow. In return, the City agrees to reimburse seller lost rentals incurred by keeping units vacant through the close of escrow. Seller agrees that any and all Tenant Security Deposits pertaining to the subject property collected by or in the possession of Seller prior to the close of escrow shall be transferred to and become the property of City during escrow. Seller hereby warrants that the rental statement referred to shall include the terms of all rental agreements, tenancies, and leases (written, unwritten, recorded, or unrecorded) and Seller agrees to hold City harmless from all liability from any such leases or agreements. Seller also warrants that there are no oral or written leases on all or any portion of the subject property exceeding a period of one month. 9. Waivers. The waiver by City of any breach of any covenant or agreement herein contained on the part of the Seller shall not be deemed or held to be a waiver of any subsequent or other breach of said covenant or agreement nor a waiver of any breach of any other covenants or agreements contained herein. 10. Heirs, Assigns, Successors -in -Interest. This PSA, and all the terms, covenants and conditions hereof, shall apply to and bind the heirs, executors, administrators, successors and assigns of the respective Parties hereto. 11. Time Is of the Essence. In all matters and things hereunder to be done and in all payments hereunder to be made, time is and shall be of the essence. 12. Just Compensation. Seller acknowledges and agrees that said purchase price is just compensation at fair market value for said real property and includes payment for fixtures & equipment (improvements pertaining to the realty), goodwill (if any), and severance damages. 13. Acknowledgment of Full Benefits and Release. A. By execution of this Agreement, Seller, on behalf of himself, his heirs, executors, administrators, successors and assigns, hereby acknowledges that this Agreement provides full payment for the acquisition of the Property by Buyer, and Seller hereby expressly and unconditionally waives any claim for compensation for injury to the remainder ("severance damages"); precondemnation damages; claims for inverse condemnation; loss of goodwill and/or lost profits; loss or impairment of 25G-7 any "bonus value" attributable to any lease; damage to or loss of improvements pertaining to the realty; damage to or loss of machinery, fixtures, inventory, equipment and/or personal property; any right to repurchase, leaseback from Seller, or receive any financial gain from, the sale of any portion of the Property , or challenge Buyer's adoption of a resolution of necessity, pursuant to Code of Civil Procedure sections 1245.245; any right to receive any notices pursuant to Code of Civil Procedure section 1245.245; any right to enforce any other obligation placed upon Seller pursuant to Code of Civil Procedure sections 1245.245, 1263.025 and 1263.615; any other rights conferred upon Defendants pursuant to Code of Civil Procedure sections 1245.245 and 1263.615 and 1263.025; and attorney's fees and costs. It being understood that this is a complete and full settlement of all acquisition claims, liabilities, or benefits of any type or nature whatsoever relating to or in connection with the acquisition of the Property by Buyer. This release shall survive the Close of Escrow. B. This Agreement arose out of Buyer's efforts to acquire the Property through its municipal authority. Seller, on behalf of himself, his heirs, executors, administrators, successors and assigns, hereby fully releases Buyer, its successors, agents, representatives (including attorneys), and assigns, and all other persons and associations, known or unknown, from all claims and causes of action by reason of any damage which has been sustained by Seller, or may be sustained by Seller, as a result of Buyer's efforts to acquire the Property or to construct the works of improvement thereon, or any preliminary steps thereto. This Agreement does not, and shall not be construed to, require Seller to indemnify Buyer for damages which may arise as a result of Buyer's efforts to construct improvements on the Property. C. Seller hereby acknowledges that he either has consulted with legal counsel, or had an opportunity to consult with legal counsel, regarding the provisions of the California Civil Code section 1542, which provides as follows: "A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor." Seller acknowledges that he may have sustained damage, loss, costs or expenses which are presently unknown and unsuspected, and such damage, loss, costs or expenses which may have been sustained, may give rise to additional damage, loss, costs or expenses in the future. Nevertheless, Seiler hereby acknowledges that this Agreement has been negotiated and agreed upon in light of that situation, and hereby expressly waives any and all rights which Seller may have under California Civil Code Section 1542, or under any statute or common law or equitable principal of similar effect. This acknowledgment and release shall survive the Close of Escrow. 14. Notices. The mailing address of the City of Santa Ana is 20 Civic Center Plaza, M-36, P.O. Box 1988, in the City of Santa Ana 92701, County of Orange, State of California. The mailing address of the Seller is 302 East Warner Avenue, Santa Ana, CA 92707. 15. Exceptions. City agrees to accept title to said real property subject to the following: NONE. 16. Entire Agreement. It is mutually agreed that the Parties hereto have herein set forth the whole of their Agreement. Performance of this PSA by City shall lay at rest, each, every, and all issue(s) that were raised or could have been raised in connection with the acquisition of Said Real Property by City. 17. Hazardous Waste. Neither Seller nor, to the best of Seller's knowledge, any previous owner, tenant, occupant, or user of the Property used, generated, released, discharged, stored, or disposed of any hazardous waste, toxic substances, or related materials ("Hazardous Materials") on, under, in, or about the Property, or transported any Hazardous Materials to or from the Property. Seller shall not cause or permit the presence, use, generation, release, discharge, storage, or disposal of any Hazardous Materials on, under, in, or about, or the transportation of any Hazardous Materials to or from, the Property. The term "Hazardous Material" shall mean any substance, material, or waste which is or becomes regulated by any 25G-8 local governmental authority, the State of California, or the United States Government, including, but not limited to, any material or substance which is (i) defined as a "hazardous waste", "extremely hazardous waste", or "restricted hazardous waste" under Section 25115, 25117 or 25122.7, or listed pursuant to Section 25140 of the California Health and Safety Code, Division 20, Chapter 6.5 (Hazardous Waste Control Law), (ii) defined as "hazardous substance" under Section 25316 of the California Health and Safety Code, Division 20, Chapter 6.8 (Carpenter -Presley -Tanner Hazardous Substance Account Act), (iii) defined as a "hazardous material", "hazardous substance", or "hazardous waste" under Section 25501 of the California Health and Safety Code, Division 20, Chapter 6.95 (Hazardous Materials Release Response Pians and Inventory), (iv) defined as a "hazardous substance" under Section 25281 of the California Health and Safety Code, Division 20, Chapter 6.7 (Underground Storage of Hazardous Substances), (v) petroleum, (vi) asbestos, (vii) polychlorinated biphenyls, (viii) listed under Article 9 or defined as "hazardous" or "extremely hazardous" pursuant to Article 11 of Title 22 of the California Administrative Code, Division 4, Chapter 20, (ix) designated as a "hazardous substances" pursuant to Section 311 of the Clean Water Act, (33 U.S.C. S1317), (x) defined as a "hazardous waste" pursuant to Section 1004 of the Resource Conservation and Recovery Act, 42 U.S.C. S6901 et seq. (42 U.S.C. S6903) or (A) defined as a "hazardous substances" pursuant to Section 101 of the Comprehensive Environmental Response, Compensation, as amended by Liability Act, 42. U.S.C. S9601 et sec. (42 U.S.C. S9601). 18. Compliance With Environmental Laws. To the best of Seller's knowledge the Property complies with all applicable laws and governmental regulations including, without limitation, all applicable federal, state, and local laws pertaining to air and water quality, hazardous waste, waste disposal, and other environmental matters, including, but not limited to, the Clean Water, Clean Air, Federal Water Pollution Control, Solid Waste Disposal, Resource Conservation Recovery and Comprehensive Environmental Response Compensation and Liability Acts, and the California Environment Quality Act, and the rules, regulations, and ordinances of the city within which the subject property is located, the California Department of Health Services, the Regional Water Quality Control Board, the State Water Resources Control Board, the Environmental Protection Agency, and all applicable federal, state, and local agencies and bureaus. 19. Indemnity. Seller agrees to indemnify, defend and hold the City harmless from and against any claim, action, suit, proceeding, loss, cost, damage, liability, deficiency, fine, penalty, punitive damage, or expense (including, without limitation, attorneys' fees), resulting from, arising out of, or based upon (i) the presence, release, use, generation, discharge, storage, or disposal of any Hazardous Material on, under, in or about, or the transportation of any such materials to or from, the Property, or (ii) the violation, or alleged violation, of any statute, ordinance, order, rule, regulation, permit, judgment, or license relating to the use, generation, release, discharge, storage, disposal, or transportation of Hazardous Materials on, under, in, or about, to or from, the Property. This indemnity shall include, without limitation, any damage, liability, fine, penalty, punitive damage, cost, or expense arising from or out of any claim, action, suit or proceeding for personal injury (including sickness, disease, or death, tangible or intangible property damage, compensation for lost wages, business income, profits or other economic loss, damage to the natural resource or the environment, nuisance, pollution, contamination, leak, spill, release, or other adverse effect on the environment). This indemnity extends only to liability created prior to or up to the date this escrow shall close. Seller shall not be responsible for acts or omissions to act post close of this escrow. 20. Contingency. It is understood and agreed between the parties hereto that the completion of this transaction, and the escrow created hereby, is contingent upon the specific acceptance and approval of the City herein. The execution of these documents and the delivery of same to Escrow Agent constitute said acceptance and approval. 21. Modification and Amendment. This PSA may not be modified or amended except in writing signed by the Seller and City. 22. Partial Invalidity. Any provision of this PSA that is unenforceable or invalid or the conclusion of which would adversely affect the validity, legality, or enforcement of this PSA shall have no effect, but all the remaining provisions of this PSA shall remain in full force. 25G-9 23. Captions. Captions and headings In this PSA, including the title of this PSA, are for convenience only and are not to be considered in construing this PSA. 24. Governing Law. This PSA shall be governed by and construed in accordance with the laws of the State of California. 25. No Reliance By One Party On The Other. Each party has received independent legal advice from its attorneys with respect to the advisability of executing this PSA and the meaning of the provisions hereof. The provisions of this PSA shall be construed as to their fair meaning, and not for or against any party based upon any attribution to such party as the source of the language in question. 26. No Third Party Beneficiary. This PSA is intended to benefit only the Parties hereto and no other person or entity has or shall acquire any rights hereunder. 27. Duty To Cooperate Further. Each party hereby agrees that it shall, upon request of the other, execute and deliver such further documents (in form and substance reasonably acceptable to the party to be charged) and do such other acts and things as are reasonably necessary and appropriate to effectuate the terms and conditions of this PSA, without cost. 28. Applicability of Agreement To Assignees. This PSA shall be binding upon and shall inure to the benefit of the successors and assigns of the Parties to this PSA. 29. Authority to Execute Agreement. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this PSA, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. 30. Construction Contract and Curative Work. (a) It is understood and agreed by and between the parties hereto in addition to the compensation shown in Paragraph 6 hereinabove, the City, its contractors or assigns, shall perform the following construction contract items at the time of the installation of the proposed project: I. NONE All work performed under this Agreement shall conform to all applicable building, fire and sanitary laws, ordinances and regulations relating to such work and shall be completed in a good and workmanlike manner. All structures, improvements or other facilities, when removed, and relocated or reconstructed by the City, shall be left in as good condition as found. (b) It is understood and agreed by and between the parties hereto that the compensation paid to Seller through this Agreement includes the value of the cost to remove, relocate, reconstruct and/or refurbish the following improvements located on the Property: I. NONE 31. Incorporation of Exhibits. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this PSA. 25G-10 IN WITNESS WHEREOF, the Parties hereto have executed this PSA on the date and year first written above. SELLER: Maria Rosa Hernandez, a widow Date: 2018 M ria Rosa ernandez City/Buyer City of Santa Ana Raul Godinez II City Manager Attest: Maria D. Huizar City Clerk Approved as to Form: JoN M. Funk As istant City Attorney RECOMMENDED FOR APPROVAL: Date: , 2018 Date: 2018 Date: Cf, tp .2018 Fuad S. Sweiss, PE, PLS Date: 2018 Executive Director Public Works Agency 25G-11 EXHIBIT "A" (PART TAKE FEE) LEGAL DESRIPTION FSTIIDIT .A' LEGALDESCRIPTION FOR RIGHT OF R:AY PURPOSES IITTHL� ASSESSOR'S PARCEL\0.016-034-01 A TRIANGULAR PARCEL IN THE CITY OF SANTA ANA, COUNTY OF ORANGE, STATE OF CALIFORNIA, BEING A PARCEL OF LAND. SITUATE W1TIM, LOT ;'OF TRACT No. 1575, AS SHOWN ON THE ALAP FILED LH BOOP 56, PAG,S36&_ S 36 S 37, OF MISCELLANEOUS ALAPS, RECORDS OF SAID COUNTl, SAID PARCEL LYING NORTH17TSTERM OF THE FOLLOIVBCG DESCRIBED LINE BEGLI'NLNG AT A POINT FI THE NORTH LINE OF SAID LOT 12, SAID POINT LYING DISTANT THEREON SOUTH SS°30'10^ EAST, 103S FEET FROM THE NORTHWEST CORNER OF S AID LOT 12; THENCE, INA DIRECT LINE, SOUTH 46°30'34" IVEST,14.97 FEET TO A POINT' IN THE (VEST LINE OF SAID LOT 12 SAID POINT LiTNG DISTANT THEREON SOUTH 1°30'3S" [LT ST,103S FEET FROM THE NORT MEST CORNER OF SAID LOT 12; CONTAINING AN AREA OFAPPRO_' MIATELY56SQUARE FEET, AfOREORLESS; SUBJECT TO COVEN NTS, CONDITIONS, RESERVATIONS, RE5IRICTTON5, RIGHTS OF WAY, AND EASEMENTS OFRECORD, IF ANY; ALL AS SHOWN ON EYHIBIT'B`, SXETCH TO ACCO_NfPANY LEGAL DESCRIPTION, ATTACHED HERETO AND BY THIS REFERENCE ALADE A P-ARTHEREOF. ANTHONY C. CUOAfO RLS. 6042 DATE: 2017-12-20 25G-12 � EXHB�m"(APRTTAKE FEE) PLAT MAP £ ORANGE s d ( « E mP 25G-12 » }m §m 2 (§ 30, � § � (� { d ( « E mP 25G-12 » }m §m 2 (§ 30, EXHIBIT "A-7" (TEMPORARY CONSTRUCTION EASEMENT) LEGAL DESCRIPTION F-10 BIT :A' LEGALDESCRIPIIO,N FOR TEMPORARY CO'sSTRUCTIO' Er PURPOSES NSTrHLC ASSESSOR'S P_1RCEL \o. 016-034-01 PARCEL 1: A 4.00 FOOT WIDE STRIP OF LAND, IN THE CITY OF SANTA ANA, COUNTY OF O'LkNGF, STATE OF CALIFORNL4, BEING A FARM OF LAND- SITUATE tL�1TH N LOT 12 OF TRACT No.1575, AS SHOiVN ON THE NTApFII-ED INBOOK 56, PAGES 36 & 37, OF NUSCE 7 ADMOUS hIAPS, RECORDS OF 54ID COUNTS, SAM STRIP L-,TjG NORTHWESTERLY OF THE FOLLOWING DESCRHSED LINE; BEGD�NI GAT A POINT IN THE NORTH LBg OF SAID LOT 12, SAID POINT LIMvG DISTANT THEREON SOUTH S8030'10"FAST, 16 24 FEET FR041 THE NORTHWEST CORNER OF SAID LOT 12; THENCE, IN A DIRECT LINE, SOUTH 46`30'34" 'VEST, 2297 FEET TO A POINT IN THE NEST LINE OF SAID LOT I3, SAID POINT LYL�IGDLSTANT THEREON SOUTH 1°30'35" WEST. 16.24 FEET FROJI THE NORTHWEST CORNER OF SAID LOT 12; THE NORTHWESTERLY LINE OF SAID STRIP SHALL BE LENGTHENED OR SHORTENED TO TERMINATE IN THE NORTH AND VTS'TLDM OF SAID LOT 12; CONTAINLNG AN AREA OF APPROBMIATELY 49 SQUARE FEET, MORE OR LESS; SUBJECT TO COVENANTS, CONDITIONS, RESERV.ATIM, RESTRICTIONS, RIGHTS OF WAY, AND EASEMENTS OF RECORD, IF ANT; ALL ASSHOWN ONE.XHlBIT'B',SKETCH ToACC03,IPANY LEGAL DESCRIPTION, ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF PARCEL 2: IN THE CITY OF SANTA ANA COUNTY OF ORANGE. STATE OF CALIFORNIA, BEING APARCEL OF LAND, STNATE WIIHLN LOT 12 OF TRACT No_ 1575, AS SHOWN ON THE MAP FILED IN BOOK 56, PAGES 36 & 217, OF NWELLANEOUS ALUS, RECORDS OF SAID COUNTY, SAID PARCEL, BEING A 5.00 FOOT WIDE STRIP, LYL-%G SOUTHERLY OF THE FOLLOWINGDESCRIBED LINE: 25G-14 CO3DMNCL\G AT THE INTERSECTION OF THE CENTERLINE OF 117ARNER AVENUE, (FOR& ERLY DELHI ROAD), WTIH THE CENTERLINE OF ORANGE STREET, SAID INTERSECTION BEING SHOWN ON THE \YAP OF SAID TRACT No.1575; THENCE, ALONG SAID CEITIER .INE OF WARNER AVENUE, SOUTH SS°30'10" EAST, 111.69 FEET; THENCE, PERPENDICULAR TO SAID CENTER[INE OF WARNER AVENUE, ALONG A COURSEHERE]NAFTER REFERRED TO AS COURSE `A', SOUTH 1°29'50" WEST, 40.00 FEETTOAPOINT ONALINEWHICHISPU 77Fi aMHAMID40.00FEET SOUTHERLY FROM SAID CENTERl M>E OF WARNER AVENUE, SAID LINE BEING THE NORTH LINE OF SAID LOT 12, SAID POINT ALSO BEING THE POLNT OF BEGn--N;L-G; THENCE. ALONG SAID NORTH LINE, SOUTH SV30'10" EAST, 39.42 FEET TO THE NORTHEAST CORNER OF SAID LOT 12; THE SIDELINES OF SAID 5.00 FOOT WIDE STRIP ARE TO BE LENGTHENED OR SHORTENED SO AS TO TER?%JINATE WESTERLY IN THE SOUTHERLY PROLONGATION OF SAID COURSE `A', AND EASTERLY IN TEE EAST LINE OF SAID LOT 12; CONTAINING ANAREA OF APPROMIATELY 147 SQUARE FEET, MORE ORLES S; SUBJECT TO COVENANTS, CONDITIONS, RESERv.ATIONS, RESTRICTIONS,RIGHTS OF WAY. AND EASEMENTS OF RECORD, IF ANY; ALL AS SHOWN ON EMTT'B`, S MCH TO ACCO PANY LEGALDESCRIPTION, ATTACHED HERETO AND BY THIS REFERENCE BLADE A PART HEREOF. ANTHONY C. CUOMO PLS. 6042 DATE 2017-12-20 25G-15 EXHIBIT "B-1" (TEMPORARY CONSTRUCTION EASEMENT) PLAT MAP a Ln ! ¢ ORUGEST..-1 tton oro �L � }I II m a 1 m =1 O O rn j.N _ r e m W mss u,l 40' ; 30' w u0729.6 o a s Wp_E x z :1 0m S U mpgpC2m23 G dly0�ts � � 4D.00 JI� �rT�- �Gnrri pu^•Y �q A''?yT�oy 2 f10!3©:i8'r'. {� �.; rr��'rn^�1 44.00 q o 2 z a;� \ a $ m i -ate em c' f 7 d a INp Zi �l O 40' 30' A ' U 3 4 r�i 4400' I m� o K0730J8E U I*I 7 o--NPY'D'J8 E -. AMPLE ST7 y 1 25G-16 EXHIBIT "C" (Commonwealth Land Title Company) GENERAL ESCROW PROVISIONS All disbursements shall be made by Escrow's check. All funds received in this escrow shall be deposited in one or more of your general escrow accounts with any bank doing business in the State of California and may be transferred to any other general escrow account or accounts. The expression "close of escrow" means the date on which instruments referred to herein are filed for record. All adjustments are to be made on the basis of a 30 -day month. Recordation of any instruments delivered through this escrow, if necessary or proper in the issuance of a policy of title insurance called for, is hereby authorized. There shall be no proration of any existing insurance policies in this escrow. You are to fumish a copy of these instructions, amendments thereto, closing statements and/or any other documents deposited in this escrow to the lender or lenders, the real estate broker or brokers and/or the attorney or attorneys involved in this transaction upon request of such lenders, brokers or attorneys. Should you before or after close of escrow receive or become aware of any conflicting demands or claims with respect to this escrow or the rights of any of the parties hereto, or any money or property deposited herein affected hereby, you shall have the right to discontinue any or all further acts on your part until such conflict is resolved to your satisfaction, and you shall have the further right to commence or defend any action or proceedings for the determination of such conflict. The parties hereto jointly and severally agree to pay all costs, damages, judgments and expenses, including reasonable attorney's fees, suffered or incurred by you in connection with, or arising out of this escrow, including, but without limiting the generality of the foregoing, a suit in interpleader brought by you. In the event you file a suit in interpleader, you shall ipso facto be fully released and discharged from all obligations imposed upon you in this escrow. If for any reason funds are retained or remain in escrow, you are to deduct therefrom a reasonable monthly charge as custodian thereof of not less than $10.00 per month. Time is declared to be the essence of these instructions. If you are unable to comply within the time specified herein and such additional time as is required to make an examination of the official records, you will return all documents, money or property to the party entitled thereto upon satisfactory written demand and authorization. Any amendment of and/or supplement to any instructions must be in writing. The seller agrees to sell and the buyer agrees to buy the property herein described upon the terms hereof. These escrow instructions, and amendments hereto, may be executed in one or more counterparts, each of which independently shall have the same effect as if it were the original, and all of which taken together shall constitute one and the same instruction. 25G-17 25G-18 PURCHASE AND SALE AGREEMENT FOR ACQUISITION OF REAL PROPERTY AND BILATERAL ESCROW INSTRUCTIONS THIS AGREEMENT (hereinafter "PSA"), entered into on 2018, between the CITY OF SANTA ANA, a charter city and municipal corporation duly organized under the Constitution and laws of the State of California (hereinafter "City" or "Buyer), and, Armando A. Martinez and Edith Martinez, husband and wife as joint tenants (hereinafter "Seller"), regardless of number or gender; THEREFORE, for and in consideration of their mutual promises, covenants and agreements, and subject to the terms, conditions and provisions of this PSA, Seller agrees to sell to City, and City agrees to purchase from Seller, that certain real property (hereinafter "Said Real Property") legally described as follows: SEE EXHIBIT "A" and "A4" — Legal Description and EXHIBIT "B" and `13-1" — Plat Map ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF (Commonly known as 310 East Warner Avenue, Santa Ana CA) (APN 016-034-26) Said purchase and sale of Said Real Property shall be in accordance with and subject to all of the following terms, conditions, promises, covenants, agreements and provisions, to wit: Conveyance by Seller. A. Seller agrees to convey said real property to City, by Grant Deed, at the office of Commonwealth Land Title Company, 4100 Newport Place Drive, Suite 120, Newport Beach, California, within sixty (60) days from and after the date on which the City has approved this Agreement. B. Seller agrees to convey to City a Temporary Construction Easement in, on, over and above the portion of the subject property described on the attached Exhibit "A-1" and depicted on the attached Exhibit "B-1" and incorporated herein by this reference. 2. Title to be Conveyed. Seller agrees that, except as may hereinafter be otherwise expressly provided, said real property shall be conveyed by Seller to City, as aforesaid, free and clear of any and all conditions, restrictions, reservations, exceptions, easements, assessments, profits, limitations, encumbrances (whether monetary or non -monetary, general or specific, including any and all leasehold interests), liens, clouds or defects in title except those exceptions shown in Paragraph 15 below. Seller hereby warrants that the title to said real property to be conveyed by Seller to City shall be free and clear as provided above. Seller further agrees that acceptance by City of any deed to said real property, with or without knowledge of any condition, restriction, reservation, exception, easement, assessment, profit, limitation, encumbrance (whether monetary or non -monetary, general or specific, and including any and all leasehold interests), lien, cloud or defect in title, shall not constitute a waiver by City of its right to the full and clear title hereinabove agreed to be conveyed by Seller to City, nor of any right which might accrue to City because of the failure of Seller to convey title as hereinabove provided. 3. Title Insurance. Seller agrees to deliver to City, concurrently with the conveyance of said real property to City, within the time and at the place hereinabove specified for said conveyance of said real property, a policy of title insurance to be issued by the above mentioned title company, with the City therein named as the insured, in the amount of Six Thousand Eight Hundred and no/100 Dollars ($6,800.00). insuring the title of the City to said real property is free and clear of any and all conditions, restrictions, reservations, exceptions, easements, assessments, profits, limitations, encumbrances (whether monetary or non -monetary, general or specific, and including any and all leasehold interests), liens, clouds or defects in Exhibit 3 25G-19 title, excepting such specific ones as city may hereinafter expressly agree to take subject to. Acceptance by City of any such policy of insurance, whether such insurance complies with the requirements of this paragraph or not, shall not constitute a waiver by City of its right to such insurance as is herein required of Seller, nor a waiver by the City of any rights of action for damages or any other rights which may accrue to City by reason of the failure of Seller to convey title or to provide title insurance as required in this Agreement. 4. Escrow. City agrees to open an escrow at the office of Commonwealth Land Title Company, 4100 Newport Place Drive, Suite 120, Newport Beach, California, (the Escrow Agent) within five (5) days from and after the date on which the City has approved this Agreement. This Agreement constitutes the joint escrow instructions of the City and the Seller and a duplicate original of this Agreement shall be delivered to the Escrow Agent upon the opening of the escrow. Escrow to close within sixty (60) days of the City's execution of this Agreement. If escrow is not in a condition to close by the Close of Escrow, and failure to close is due to unforeseen conditions of title or interest of third parties in the Property that cannot be resolved in Escrow, then buyer may, at its option, request cancellation of escrow and this Agreement and return of any funds it has deposited into escrow. Thereupon, all obligations and liabilities of the Parties under this Agreement shall cease and terminate. If no such request is made, Escrow shall be closed as soon as possible thereafter. Buyer shall be entitled to possession of the Property immediately upon close of Escrow. The Escrow Agent hereby is empowered to act under this Agreement, and upon indicating its acceptance of this Section 4 and of the General Provisions described in Exhibit "C" attached hereto and incorporated herein by this reference, in writing, delivered to the City and to the Seller within five (5) days after delivery of this Agreement, shall carry out its duties as Escrow Agent hereunder. City agrees to bear and Escrow Agent is hereby authorized to charge to the City the cost of any transfer taxes, recording fees, cost of title insurance, re -conveyance fees, document preparation fees, escrow fees and any other closing costs incidental to the conveying of said real property to City. Penalties for prepayment of bona fide obligations secured by any existing deed of trust or mortgage shall be waived pursuant to Civil Code Procedures Section 1265.240. The liability to the Escrow Agent under this Agreement is limited to performance of the obligations imposed upon it under Section 4, Section 6, Section 8 and Exhibit "C" of the General Provisions of this Agreement. 5. Property Taxes. Such real property taxes, if any, on said real property for the fiscal year within which said real property is conveyed to City as are unpaid at the time of said conveyance shall be cleared and paid in accordance with the provisions of Section 4986 of the Revenue and Taxation Code of the State of California. Seller shall be eligible for a refund under Section 5096.7 of the Revenue and Taxation Code of the State of California for that portion of property taxes on said real property for said fiscal year which have been paid prior to the date the deed conveying said real property to City is recorded which is allocable to that portion of the fiscal year which begins on the date the deed conveying said real property to City is recorded and made uncollectible if unpaid by reason of Section 5066 of the Revenue and Taxation Code of the State of California. To the extent that Seller has prepaid any taxes or assessments attributable to the Property; Seller shall be solely responsible for obtaining any refund due thereon from the taxing authority. Upon written request, Buyer shall assist Seller, at Seller's sole cost, in obtaining said refund, if any; however, in no case shall Buyer credit or otherwise pay Seller for that refund, if any, through or outside of Escrow. All unpaid taxes on said real property for any and all years prior to the fiscal year within which said conveyance is made shall be paid by Seller before conveyance of said real property to City. 6. Payment of Purchase Price. City agrees to pay to Seller, and Seller agrees to accept from City, as and for the full purchase price for said real property, temporary construction easement, fixtures & equipment (improvements pertaining to the realty), goodwill (if any), and severance damages, the total sum of Six Thousand Eight Hundred and no/100 Dollars ($6,800.00). City agrees to deposit said purchase price in escrow with the Escrow Agent within SIXTY (60) days from and after the date on which the City has 25G-20 approved this Agreement, and the Escrow Agent is hereby authorized to pay the same to Seller upon and after: (a) Conveyance of said real property by Seller to City as hereinabove provided; (b) Acceptance by City of a Grant Deed conveying said portion of real property to City; (c) Acceptance by City of a Temporary Construction Easement to City; (d) Delivery to City of the policy of title insurance as hereinabove provided; (e) Recordation of the Deed conveying said portion of real property to City. 7. Possession. Seller agrees to deliver to City, on the date the Deed conveying said real property to City is recorded, quiet and peaceful possession of said real property, which shall be made free by Seller of all personal property. 8. Rental and Occupancy By Seller. Seiler agrees to execute a complete, current and correct statement of rentals (Seller Estoppel) on a form furnished to Seiler by City and deliver same to City within fifteen (15) days hereof with copies of any written leases or rental agreements attached. All rents will be prorated as of the close of escrow on the basis of a 30 -day month/360-day year consistent with that statement, subject to approval of City. Seller hereby agrees not to rent any units on the premises which are vacant as of the date that this agreement is executed by seller, or which may be vacated by present occupants prior to close of escrow. In return, the City agrees to reimburse seller lost rentals incurred by keeping units vacant through the close of escrow. Seller agrees that any and all Tenant Security Deposits pertaining to the subject property collected by or in the possession of Seller prior to the close of escrow shall be transferred to and become the property of City during escrow. Seller hereby warrants that the rental statement referred to shall include the terms of all rental agreements, tenancies, and leases (written, unwritten, recorded, or unrecorded) and Seller agrees to hold City harmless from all liability from any such leases or agreements. Seller also warrants that there are no oral or written leases on all or any portion of the subject property exceeding a period of one month. 9. Waivers. The waiver by City of any breach of any covenant or agreement herein contained on the part of the Seller shall not be deemed or held to be a waiver of any subsequent or other breach of said covenant or agreement nor a waiver of any breach of any other covenants or agreements contained herein. 10. Heirs, Assigns, Successors -in -Interest. This PSA, and all the terms, covenants and conditions hereof, shall apply to and bind the heirs, executors, administrators, successors and assigns of the respective Parties hereto. 11. Time is of the Essence. In all matters and things hereunder to be done and in all payments hereunder to be made, time is and shall be of the essence. 12. Just Compensation. Seller acknowledges and agrees that said purchase price is just compensation at fair market value for said real property and includes payment for fixtures & equipment (improvements pertaining to the realty), goodwill (if any), and severance damages. 13. Acknowledgment of Full Benefits and Release. A. By execution of this Agreement, Seller, on behalf of himself, his heirs, executors, administrators, successors and assigns, hereby acknowledges that this Agreement provides full payment for the acquisition of the Property by Buyer, and Seller hereby expressly and unconditionally waives any claim for compensation for injury to the remainder (`severance damages"); precondemnation damages; claims for inverse condemnation; loss of goodwill and/or lost profits; loss or impairment of 25G-21 any "bonus value" attributable to any lease; damage to or loss of improvements pertaining to the realty; damage to or loss of machinery, fixtures, inventory, equipment and/or personal property; any right to repurchase, leaseback from Seller, or receive any financial gain from, the sale of any portion of the Property , or challenge Buyer's adoption of a resolution of necessity, pursuant to Code of Civil Procedure sections 1245.245; any right to receive any notices pursuant to Code of Civil Procedure section 1245.245; any right to enforce any other obligation placed upon Seller pursuant to Code of Civil Procedure sections 1245.245, 1263.025 and 1263.615; any other rights conferred upon Defendants pursuant to Code of Civil Procedure sections 1245.245 and 1263.615 and 1263.025; and attorney's fees and costs. It being understood that this is a complete and full settlement of all acquisition claims, liabilities, or benefits of any type or nature whatsoever relating to or in connection with the acquisition of the Property by Buyer. This release shall survive the Close of Escrow. B. This Agreement arose out of Buyer's efforts to acquire the Property through its municipal authority. Seller, on behalf of himself, his heirs, executors, administrators, successors and assigns, hereby fully releases Buyer, its successors, agents, representatives (including attorneys), and assigns, and all other persons and associations, known or unknown, from all claims and causes of action by reason of any damage which has been sustained by Seller, or may be sustained by Seller, as a result of Buyer's efforts to acquire the Property or to construct the works of improvement thereon, or any preliminary steps thereto. This Agreement does not, and shall not be construed to, require Seller to indemnify Buyer for damages which may arise as a result of Buyer's efforts to construct improvements on the Property. C. Seller hereby acknowledges that he either has consulted with legal counsel, or had an opportunity to consult with legal counsel, regarding the provisions of the California Civil Code section 1542, which provides as follows: "A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor." Seller acknowledges that he may have sustained damage, loss, costs or expenses which are presently unknown and unsuspected, and such damage, loss, costs or expenses which may have been sustained, may give rise to additional damage, loss, costs or expenses in the future. Nevertheless, Seller hereby acknowledges that this Agreement has been negotiated and agreed upon in light of that situation, and hereby expressly waives any and all rights which Seller may have under California Civil Code Section 1542, or under any statute or common law or equitable principal of similar effect. This acknowledgment and release shall survive the Close of Escrow. 14. Notices. The mailing address of the City of Santa Ana is 20 Civic Center Plaza, M-36, P.O. Box 1988, in the City of Santa Ana 92701, County of Orange, State of California. The mailing address of the Seller is 310 East Warner Avenue, Santa Ana, CA 92707. 15, Exceptions. City agrees to accept title to said real property subject to the following: NONE. 16. Entire Agreement. It is mutually agreed that the Parties hereto have herein set forth the whole of their Agreement. Performance of this PSA by City shall lay at rest, each, every, and all issue(s) that were raised or could have been raised in connection with the acquisition of Said Real Property by City. 17. Hazardous Waste. Neither Seller nor, to the best of Seller's knowledge, any previous owner, tenant, occupant, or user of the Property used, generated, released, discharged, stored, or disposed of any hazardous waste, toxic substances, or related materials ("Hazardous Materials") on, under, in, or about the Property, or transported any Hazardous Materials to or from the Property. Seller shall not cause or permit the presence, use, generation, release, discharge, storage, or disposal of any Hazardous Materials on, under, in, or about, or the transportation of any Hazardous Materials to or from, the Property. The term 25G-22 "Hazardous Material" shall mean any substance, material, or waste which is or becomes regulated by any local governmental authority, the State of California, or the United States Government, including, but not limited to, any material or substance which is (i) defined as a "hazardous waste", "extremely hazardous waste", or "restricted hazardous waste under Section 25115, 25117 or 25122.7, or listed pursuant to Section 25140 of the California Health and Safety Code, Division 20, Chapter 6.5 (Hazardous Waste Control Law), (ii) defined as "hazardous substance" under Section 25316 of the California Health and Safety Code, Division 20, Chapter 6.8 (Carpenter -Presley -Tanner Hazardous Substance Account Act), (iii) defined as a "hazardous material", "hazardous substance', or hazardous waste" under Section 25501 of the California Health and Safety Code, Division 20, Chapter 6.95 (Hazardous Materials Release Response Plans and Inventory), (iv) defined as a "hazardous substance" under Section 25281 of the California Health and Safety Code, Division 20, Chapter 6.7 (Underground Storage of Hazardous Substances), (v) petroleum, (vi) asbestos, (vii) polychlorinated biphenyls, (viii) listed under Article 9 or defined as "hazardous" or "extremely hazardous" pursuant to Article 11 of Title 22 of the California Administrative Code, Division 4, Chapter 20, (ix) designated as a "hazardous substances" pursuant to Section 311 of the Clean Water Act, (33 U.S.C. S1317), (x) defined as a "hazardous waste" pursuant to Section 1004 of the Resource Conservation and Recovery Act, 42 U.S.C. S6901 et sec. (42 U.S.C. S6903) or (xi) defined as a "hazardous substances" pursuant to Section 101 of the Comprehensive Environmental Response, Compensation, as amended by Liability Act, 42. U.S.C. S9601 et seg. (42 U.S.C. S9601). 18. Compliance With Environmental Laws. To the best of Seller's knowledge the Property complies with all applicable laws and governmental regulations including, without limitation, all applicable federal, state, and local laws pertaining to air and water quality, hazardous waste, waste disposal, and other environmental matters, including, but not limited to, the Clean Water, Clean Air, Federal Water Pollution Control, Solid Waste Disposal, Resource Conservation Recovery and Comprehensive Environmental Response Compensation and Liability Acts, and the California Environment Quality Act, and the rules, regulations, and ordinances of the city within which the subject property is located, the California Department of Health Services, the Regional Water Quality Control Board, the State Water Resources Control Board, the Environmental Protection Agency, and all applicable federal, state, and local agencies and bureaus. 19. Indemnity. Seiler agrees to indemnify, defend and hold the City harmless from and against any claim, action, suit, proceeding, loss, cost, damage, liability, deficiency, fine, penalty, punitive damage, or expense (including, without limitation, attorneys' fees), resulting from, arising out of, or based upon (i) the presence, release, use, generation, discharge, storage, or disposal of any Hazardous Material on, under, in or about, or the transportation of any such materials to or from, the Property, or (ii) the violation, or alleged violation, of any statute, ordinance, order, rule, regulation, permit, judgment, or license relating to the use, generation, release, discharge, storage, disposal, or transportation of Hazardous Materials on, under, in, or about, to or from, the Property. This indemnity shall include, without limitation, any damage, liability, fine, penalty, punitive damage, cost, or expense arising from or out of any claim, action, suit or proceeding for personal injury (including sickness, disease, or death, tangible or intangible property damage, compensation for lost wages, business income, profits or other economic loss, damage to the natural resource or the environment, nuisance, pollution, contamination, leak, spill, release, or other adverse effect on the environment). This indemnity extends only to liability created prior to or up to the date this escrow shall close. Seller shall not be responsible for acts or omissions to act post close of this escrow. 20. Contingency. It is understood and agreed between the parties hereto that the completion of this transaction, and the escrow created hereby, is contingent upon the specific acceptance and approval of the City herein. The execution of these documents and the delivery of same to Escrow Agent constitute said acceptance and approval. 21. Modification and Amendment. This PSA may not be modified or amended except in writing signed by the Seller and City. 22. Partial Invalidity. Any provision of this PSA that is unenforceable or invalid or the conclusion of which would adversely affect the validity, legality, or enforcement of this PSA shall have no effect, but all the remaining provisions of this PSA shall remain in full force. 25G-23 23. Captions. Captions and headings in this PSA, including the title of this PSA, are for convenience only and are not to be considered in construing this PSA. 24. Governing Law. This PSA shall be governed by and construed in accordance with the laws of the State of California. 26. No Reliance By One Party On The Other. Each party has received independent legal advice from its attorneys with respect to the advisability of executing this PSA and the meaning of the provisions hereof. The provisions of this PSA shall be construed as to their fair meaning, and not for or against any party based upon any attribution to such party as the source of the language in question. 26. No Third Party Beneficiary. This PSA is intended to benefit only the Parties hereto and no other person or entity has or shall acquire any rights hereunder. 27. Duty To Cooperate Further. Each party hereby agrees that it shall, upon request of the other, execute and deliver such further documents (in form and substance reasonably acceptable to the party to be charged) and do such other acts and things as are reasonably necessary and appropriate to effectuate the terms and conditions of this PSA, without cost. 28. Applicability of Agreement To Assignees. This PSA shall be binding upon and shall inure to the benefit of the successors and assigns of the Parties to this PSA. 29. Authority to Execute Agreement. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this PSA, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. 30. Construction Contract and Curative Work. (a) It is understood and agreed by and between the parties hereto in addition to the compensation shown in Paragraph 6 hereinabove, the City, its contractors or assigns, shall perform the following construction contract items at the time of the installation of the proposed project: NONE All work performed under this Agreement shall conform to all applicable building, fire and sanitary laws, ordinances and regulations relating to such work and shall be completed in a good and workmanlike manner. All structures, improvements or other facilities, when removed, and relocated or reconstructed by the City, shall be left in as good condition as found. (b) It is understood and agreed by and between the parties hereto that the compensation paid to Seller through this Agreement includes the value of the cost to remove, relocate, reconstruct and/or refurbish the following improvements located on the Property: NONE 31. Incorporation of Exhibits. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this PSA. 25G-24 IN WITNESS WHEREOF, the Parties hereto have executed this PSA on the date and year first written above. SELLER: Armando A. Martinez and Edith Martinez, husband and wife as joint tenants Date: /qS 2018 Armando A. Martinez Z 4 / Date: 2018 Editti Martine City/Buyer City of Santa Ana Date: , 2018 Raul Godinez II City Manager Attest: Date: , 2018 Maria D. Huizar City Clerk Approved as to Form: Q4,,,,�%, f^,,,,, -A Date: 115 12018 JgY/n M. Funk Assistant City Attorney RECOMMENDED FOR APPROVAL: Fuad S. Sweiss, PE, I Executive Director Public Works Agency Date: 25G-25 2018 EXHIBIT "A" (PART TAKE FEE) LEGAL DESRIPTION E--NHM1T 'A' LEGAL DESCRIPTION FOR RIGHT OF WAY PURPOSES RTTHI\ ASSESSOR'S PARCEL No. 016-034-36 A TRIANGULAR PARCEL, IN THE CITY OF SANTAANA, COUNTYOF ORANGE, STATE OF CALIFORNIA, BEING A PARCEL OF LAND, SITUATE VATHLN LOT 37 OF TRACT No. 1575, AS SHOWN ON THE MAP FILED IN BOOB 56, PAGES 36 & 37, OF NMCELLANEOUS MAPS, RECORDS OF SAID COUNTY SAID PARCEL LYING NORTHEASTERLY OF THE FOLLOWING DESCRIBED LINE: BEGE117NG AT A POINT LY THE NORTH LINE OF SAID LOT 37, SAID POINT LYING DLSTANT THEREON NORTH SS°30'10" @.T?ST, 9.41 FROM THE NORTHEAST CORNER OF SAID LOT 37; THENCE, IN ADIRECT LINE, SOUTH 43°30'49" EAST, 13.30 FEET TO A POINT IN THE EAST LINE OF SAID LOT 37, SAID POINT LYING DISTANT TIMEON SOUTH 1030'39` WEST, 9.40 FEET FROM THE NORTHEAST CORNER OF SAID LOT 37; CONTAINING AN AREA OF APPROMIATELY 44 SQUARE FEET, MORE OR LESS; SUBJECT TO COTENANTS, CONDITIONS, RESERVATIONS, RESTRICTIONS, RIGHTS OF WAY, AND EASENIENTS OF RECORD, IF ANY, ALL ASSH011NONE MMrlT'B',SKETCHTOACCOMPANY LEGALD£SCRIPTION, ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF. ANTHONY C. CUOMO PI -S. 6042 DATE: 2017-12 20 25G-26 EXHIBIT "B" (PART TAKE FEE) PLAT MAP ORIINGEST- h_U13U387 Com» -'tj Ste- o h'p1373&$ 11 m0�� i^SS.U3° ,rCn a I T,A 1 1 0 S OU' 1 317' rn Izb � C x7 U f JDaI$ a y v �D X 4i17 _ IFyI W I 1 A I U _ 1 30° 9 j 'uNil ill uti 1J ,' 1 i7 50� 51 7VJ 5.46 1 44.UU°—� Il z r n �t X 25G-27 EXHIBIT "A-1" (TEMPORARY CONSTRUCTION EASEMENT) LEGAL DESCRIPTION EXHIBIT ' �' LEGAL DESCRIPTION FOR TEMPORARY CONSTRUCTION EASE\IENTPURPOSES IlTTHL\ ASSESSOR'S PARCEL No. 016-031-26 ,A*ltf A 4.00 FOOT WIDE STRIP OF LAND, IN THE CITY OF SANTA AIZ?A. COUNTY OF ORANGE, STATE OF CALIFORNIA, BEINGAPARCEL OF LAND, SITUATE 1L7THIly LOT 37 OF TRACT No. 1575, AS SHO -UN ON TEE'LAP FILED IN BOOP 56. PAGES 36 & 37, OF IMCE IANEOUS \TAPS, RECORDS OF SAID COUNTY, SAID STRIP LYING NORTHEASTERLY OF THE FOLLOOrTNG DESCRIBED LINE: BEGINNING AT A POINT IN THE NORTH LINE OF SAID LOT 37, SAID POINT LYING DISTANT THEREON NORTH S5°30'10" WEST, 15-07 FEET FROM THE NORTHEAST CORNER OF S AID LOT 37; THENCE, IN A DIRECT LINE, SOUTH 43°30'49" FAST, 2130 FEET TO A POINT IN THE EAST LINE OF SAID LOT 37. SAID POINT LYING DISTANT THEREON SOUTH I--;w3S" 'aTST,15.06 FEET FROM THE NORTHEAST CORNEROF SAID LOT 37; THE NORTHEASTERLY LINE OF SAID STRIP SHALL BE LENGTHENED OR SHORTENED TO TER'HNATE IN THE NORTH AND EAST LINES OF SAID LOT 37; C.ONTAUZNG AFL AREA OF APPROXIMATELY 113 SQU.ARE FEET, '[ORE OR LESS; SUBJECT TO COXTMANTS, CONDITIONS, RESER' AnONS, RESTRICTIONS, RIGHTS OF WAY, AND EASEMENTS OF RECORD, IF ANY, ALL AS SHORN ON ENEIIBIT W, SKETCH TO ACCOMPANY LEGAL DESCRIPTION, ATTACHED HERETO AND BY THLS REFERENCE MADE A PART HEREOF. PARCEL 3: IN THE CTFY OF SANTA AICA, COUNTY OF ORANGE, STATE OF CALIFORNIA, BEING A PARCEL OF LAND, SITUATE MTHIN LOT 37 OFTRACT No.1575. AS SHOWN ON THE'LAPFILED LN BOOS 56, PAGES 36 & 37. OFMISCELLANEOUS MAPS, RECORDS OF SAID COUNTY, SAM PARCEL BEING A 5.00 FOOT'WIDE STRIP_. LYING SOUTHERLY OF THE FOLLOWING DESCRIBED LINE: 25G-28 CO\L[•IENCING AT THE LNTERSTMON OF THE CENTERLINE OF WARNER AVENUE, (FORMERLY DELHI ROAD), WITH THE CENTERLINE OF ORANGE STREET, SAID INTERSECTION BEING SHOWN ON THE bLAP OF SAID TRACT No.1575; THENCE. ALONG SAID CENTERLINE OF [FARNERAVENUE. SOUTH 69'30' 10" EAST, 171.39 FEET; THENCE, PERPEmICULAR TO SAID CEN FRLINE OF WARNER. AVENUE. ALONG A COURSE HEREINAFTER REFERRED TO AS COURSE'A', SOUTH I°29'50" WEST, 40.00 FEET TO A POINT ON A LIME [[HIGH IS PARALLEL EL WITH AND 40.00 FEET SOUTHERLY FRO%I SAID CENTERLINE OF [[DARNER AVENUE SAID LINE BEING THE NORTH LINE OF SAID LOT 37. SAID POINT ALSO BEING THE 1?0LN7' OF BEGM%D;G; THENCE, ALONG SAID NORTH LINE, NORTH SS=30'10" WEST, 30.25 FEET TO THE NORTHWEST CORNER OF SAID LOT 37. THE SIDELINES OF SAID 5.00 FOOT WIDE STRIP ARE TO BE LENGTHENED OR SHORTENED SO AS TO TERNMUC E EASTERLY IN THE SOUTHERLY PROLONGATION OF SAID COURSE `A', AND [[TSTERLY IN THE WEST LINE OF SAID LOT 37; CONLARQN0 AN AREA OF APPRONMIATELY 151 SQUARE FEET, NIORE OR LESS; SUBJECT TO CONT- NANTS, CONDITIONS, RESERVATIONS, RESTRICTIONS, RIGHTS OF WAY. AND EASENIEN IS OF RECORD, IF ANY; ALL AS SHORN ON EMIBIT 'B', SX -ETCH TO ACCOMPANY LEGAL DESCRIPTION, ATTACHED HERETO AND BY7MS REFERENCE US DE A PART HEREOF. ANTHONY C. CUONIO P.L.S. 6042 DATE: 2017-12-20 25G-29 EXBB�m�f(TEMPORARY c2murNEAsmm) PLAImP 25G-30 EXHIBIT "C" (Commonwealth Land Title Company) GENERAL ESCROW PROVISIONS All disbursements shall be made by Escrow's check. All funds received in this escrow shall be deposited in one or more of your general escrow accounts with any bank doing business in the State of California and may be transferred to any other general escrow account or accounts. The expression "close of escrow" means the date on which instruments referred to herein are filed for record. All adjustments are to be made on the basis of a 30 -day month. Recordation of any instruments delivered through this escrow, if necessary or proper in the issuance of a policy of title insurance called for, is hereby authorized. There shall be no proration of any existing insurance policies in this escrow. You are to furnish a copy of these instructions, amendments thereto, closing statements and/or any other documents deposited in this escrow to the lender or lenders, the real estate broker or brokers and/or the attorney or attorneys involved in this transaction upon request of such lenders, brokers or attorneys. Should you before or after close of escrow receive or become aware of any conflicting demands or claims with respect to this escrow or the rights of any of the parties hereto, or any money or property deposited herein affected hereby, you shall have the right to discontinue any or all further acts on your part until such conflict is resolved to your satisfaction, and you shall have the further right to commence or defend any action or proceedings for the determination of such conflict. The parties hereto jointly and severally agree to pay all costs, damages, judgments and expenses, including reasonable attorney's fees, suffered or incurred by you in connection with, or arising out of this escrow, including, but without limiting the generality of the foregoing, a suit in interpleader brought by you. In the event you file a suit in interpleader, you shall ipso facto be fully released and discharged from all obligations imposed upon you in this escrow. If for any reason funds are retained or remain in escrow, you are to deduct therefrom a reasonable monthly charge as custodian thereof of not less than $10.00 per month. Time is declared to be the 'essence of these instructions. If you are unable to comply within the time specified herein and such additional time as is required to make an examination of the official records, you will return all documents, money or property to the party entitled thereto upon satisfactory written demand and authorization. Any amendment of and/or supplement to any instructions must be in writing. The seller agrees to sell and the buyer agrees to buy the property herein described upon the terms hereof. These escrow instructions, and amendments hereto, may be executed in one or more counterparts, each of which independently shall have the same effect as if it were the original, and all of which taken together shall constitute one and the same instruction. 25G-31 25G-32 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: NOVEMBER 20, 2018 TITLE: AGREEMENT WITH SMARTCOVER SYSTEMS FOR REMOTE ALARM MONITORING AND MANAGEMENT SERVICES {STRATEGIC PLAN NO. 6, 1C} CITVMANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 15' Reading ❑ Ordinance on 2"e Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Authorize the City Manager and Clerk of the Council to execute an agreement with SmartCover Systems, to provide real-time, two-way wireless communication and continuous remote alarm monitoring management services, for the three-year period beginning November 20, 2018, and expiring on November 19, 2021, with a provision for one two-year renewal option exercisable by the City Manager and City Attorney, in an amount not to exceed $125,000 annually, for a total agreement amount not to exceed $625,000, including the renewal option, subject to nonsubstantive changes approved by the City Manager and City Attorney. DISCUSSION The City of Santa Ana sanitary sewer system is comprised of approximately 390 miles of sewer mains, 2 sewer lift stations, 48,500 sewer laterals, and 8,000 sewer manholes that collectively convey all sewer effluent from the City to the Orange County Sanitation District system. In accordance with the City's Sewer System Management Plan and the State Water Resources Control Board's Waste Discharge Requirements, the City must inspect, assess, and maintain the sanitary sewer system in good repair and have programs in place to prevent or minimize the occurrence of sanitary sewer overflows. In 2010, the City initiated a pilot program for the deployment of sewer level monitoring field devices called SmartCovers. The initial procurement of five SmartCovers was processed by City's Purchasing Division through a Purchase Order. The SmartCover® technology developed by SmartCover Systems, is a state-of-the-art, proprietary system used to identify sewer flow level surges inside sewer manholes and identify sewer system backups. The system uses real-time continuous data transmitted through two-way wireless remote sensors which can be viewed in a web -based interface and provides staff with immediate notification of sewer flow level rises via emails and text messages. To date, the system has proven to be reliable and has alerted staff of 278 sewer flow backups, allowing staff to perform emergency maintenance and, thereby, prevent sewer overflows onto streets, sidewalks, public right-of-way, private property and potentially open bodies of water. The proposed agreement allows for the continued monitoring and maintenance of existing 25H-1 Agreement with Smartcover Systems, for Remote Alarm Monitoring and Management Services November 20, 2018 Page 2 SmartCover® units as well as the acquisition of additional units. The additional units will be deployed at strategic locations throughout the City as identified by staff. Staff recommends awarding a contract to SmartCover Systems, for continued use and expansion of the technology and sensors in the field. The SmartCover® technology has successfully provided remote alarm management services to the City, and the firm has the resources and experience to continue the required level of service. The SmartCover® system has been effective and has enhanced the City's ability to comply with the State's Wastewater Discharge Requirements. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #6 — Community Facilities & Infrastructure, Objective #1 (establish and maintain a Community Investment Plan for all City assets), Strategy C (invest resources and technology to extend the service life of existing infrastructure to protect the City's investment and support a high quality of life standard). ENVIRONMENTAL IMPACTS There is no environmental impact associated with this action. FISCAL IMPACT Funds are available in the Sanitary Sewer Service account (No. 05617640-62300) and will be budgeted in subsequent fiscal years. Funds will be spent according to the estimated spending plan below. FISCAL - AMOUNT FY 2018/19 (November— June) $100,000 FY 2019/20 (July — June) $150,000 FY2020/21 (July—June) $125,000 FY 2021/22 (July — June) $125,000 FY 2022/23 (July — June) $117,500 FY 2023/24 (July — November) $ 7,500 TOTAL: $625,000 If renewal option is exercised Fuad S. Sweiss, PE, PLS Executi a Director Public VTorks Agency Exhibit 1: Agreement APPROVED AS TO FUNDS AND ACCOUNTS: Kathryn Dow s, CPA Executive Director Finance and Management Services Agency 25H-2 AGREEMENT TO PROVIDE SEWER ALARM MONITORING AND MANAGEMENT SERVICES THIS AGREEMENT is made and entered into this 20th day of November, 2018 by and between SmartCover Systems; Inc. ("Contractor"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("City"). RECITALS A. The City has previously purchased and installed sewer level monitoring devices and technology known as "SmartCover" from SmartCover Systems, Inc. ("Contractor"). This system is designed to provide an alerting system for sewer systems overflow and encroachment. B. The City desires to purchase from Contractor additional monitoring and management services and other related components. C. In undertaking the performance of this Agreement, Contractor represents that it is knowledgeable in its field and that any services performed by Contractor under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional contracting firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. SCOPE OF SERVICES Contractor shall perform during the term of this Agreement, the tasks and obligations including all labor, materials, tools, equipment, and incidental customary work required to fully and adequately complete the services described and set forth in Scope of Services - Exhibit A, attached hereto and incorporated by reference. 2. COMPENSATION a. City agrees to pay, and Contractor agrees to accept as total payment for its services under this Agreement, the rates and charges identified in Exhibit A. The total annual 'sum to be expended under the term of this Agreement, including any extension periods, shall not exceed $125,000. b. Payment by City shall be made within forty-five (45) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals and Scope of Work, which may reasonably be expected by City. Exhibit 1 Page 1 of 8 25H-3 3. TERM This Agreement shall commence on the date first written above and terminate on November 19, 2021, unless terminated earlier in accordance with Section 17, below. The term of this Agreement may be extended for one 2 -year period upon a writing executed by the City Manager and City Attorney. 4. PREVAILING WAGES Contractor is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 16000, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on "public works" and "maintenance" projects. If the services being performed are part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and the total compensation is $1,000 or more, Contractor agrees to fully comply with such Prevailing Wage Laws. Contractor shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. 5. INDEPENDENT CONTRACTOR Contractor shall, during the entire term of this Agreement, be construed to be an independent contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer-employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Contractor performs the services which are the subject matter of this Agreement; however, the services to be provided by Contractor shall be provided in a manner consistent with all applicable standards and regulations governing such services. Contractor shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 6. OWNERSHIP OF MATERIALS This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Contractor under this Agreement ("Documents & Data"). Contractor shall require all subcontractors to agree in writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subcontractor prepares under this Agreement. Contractor represents and warrants that Contractor has the legal right to license any and all Documents & Data, Contractor makes no such representation and warranty in regard to Documents & Data which were provided to Contractor by the City, City shall not be limited in any way in its use of the Documents and Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City's sole risk. Page 2 of 8 �5H-4 7. INSURANCE Prior to undertaking performance of work under this Agreement, Contractor shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a. Commercial General Liability Insurance. Contractor shall maintain commercial general liability insurance naming the City, its officers, employees, agents, volunteers and representatives as additional insured(s) and shall include, but not be limited to protection against claims arising from bodily and personal injury, including death resulting therefrom and damage to property, resulting from any act or occurrence arising out of Contractor's operations in the performance of this Agreement, including, without limitation, acts involving vehicles. The amounts of insurance shall be not less than the following: single limit coverage applying to bodily and personal injury, including death resulting therefrom, and property damage, in the total amount of $1,000,000 per occurrence, with $2,000,000 in the aggregate. Such insurance shall (a) name the City, its officers, employees, agents, volunteers and representatives as additional insured(s); (b) be primary with respect to insurance or self-insurance programs maintained by the City; and (c) contain standard separation of insureds provisions. b. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $1,000,000 per occurrence. Such insurance shall include coverage for owned, hired and non -owned automobiles. C. Worker's Compensation Insurance. In accordance with the California Labor Code, Contractor, if Contractor has any employees, is required to be insured against liability for worker's compensation or to undertake self-insurance. Prior to commencing the performance of the work under this Agreement, Contractor agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. d. The following requirements apply to the insurance to be provided by Contractor pursuant to this section: (i) Contractor shall maintain all insurance required above in full force and effect for the entire period covered by this Agreement. (ii) Certificates of insurance shall be furnished to the City upon execution of this Agreement and shall be approved by the City. (iii) Certificates and policies shall state that the policies shall not be cancelled or reduced in coverage or changed in any other material aspect, by Contractor, without thirty (30) days prior written notice to the City. (iv) Contractor shall supply City with a fully executed additional insured endorsement. Page 3 of 8 25H-5 i C. If Contractor fails or refuses to produce or maintain the insurance required by this section or fails or refuses to famish the City with required proof that insurance has been procured and is in force and paid for, the City shall have the right, at the City's election, to forthwith terminate this Agreement. Such termination shall not affect Contractor's right to be paid for its time and materials expendedprior to notification of termination. Contractor waives the right to receive compensation and agrees to indemnify the City for any work performed prior to approval of insurance by the City. 8. INDEMNIFICATION Contractor agrees to defend, and shall indemnify and hold harmless the City, its officers, agents, employees, consultants, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the operations of the Contractor or its subcontractors, agents, employees, or other persons acting on their behalf which relates to the services described in section 1 of this Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution, judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement. This indemnity and hold harmless agreement applies to all claims for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this Section or by reason of the terms of, or effects, arising from this Agreement. The Contractor further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. The above indemnity shall be limited to claims that arise of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Contractor. In no event shall the cost to defend charged to Contractor exceed Contractor's proportionate percentage of fault. 9. INTELLECTUAL PROPERTY INDEiMNIFICATION Contractor shall defend, indemnify and hold harmless the City, its officers, agents, representatives, and employees against any and all liability, including costs, and attorney's fees, for infringement of any United States' letters patent, trademark, or copyright contained in the work product or documents provided by Contractor to the City pursuant to this Agreement. 10. RECORDS Contractor shall keep records and invoices in connection with the work to be performed under this Agreement. Contractor shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any services, expenditures, and disbursements charged to the City for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Contractor under this Agreement. All such records and Page 4 of 8 25H-6 invoices shall be clearly identifiable. Contractor shall allow a representative of the City to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement during regular business hours. Contractor shall allow inspection of all work, data, documents, proceedings, and activities related to this Agreement for a period of three (3) years from the date of final payment to Contractor under this Agreement. 11. CONFIDENTIALITY If Contractor receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Contractor agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. "Confidential Information" shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is, through no fault of the Contractor disclosed in a publicly available source; (c) is in rightful possession of the Contractor without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by Contractor without reference to information disclosed by the City. 12. CONFLICT OF INTEREST CLAUSE Contractor covenants that it presently has no interest and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 13. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by fax or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 Fax 714-647-6956 Executive Director Public Works Agency City of Santa Ana 20 Civic Center Plaza (M-21) Page 5 of 8 25H-7 P.O. Box 1988 Santa Ana, CA 92702 Fax 714-647-5635 To Contractor: SmartCover Systems, Inc. 2067 Wineridge Place, Suite E Escondido, CA 92029 Attn: Greg Quist, President/CEO A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by fax, communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these timeframes, weekends, federal, state, County or City holidays shall be excluded. 14. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Contractor regarding the subject matter herein, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Contractor. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Contractor or the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein. 15. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Contractor, Contractor may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void, Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other contractors retained by City. 16. WAIVER No waiver of breach, failure of any condition, or any right or remedy contained in or granted by the provisions of this Agreement shall be effective unless it is in writing and signed by the party waiving the breach, failure, right or remedy. No waiver of any breach, failure or right, or remedy shall be deemed a waiver of any other breach, failure, right or remedy, whether or not Page 6 of 8 25H-8 similar, nor shall any waiver constitute a continuing waiver unless the writing so specifies. 17. TERMINATION This Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such event, Contractor shall be entitled to receive and the City shall pay Contractor compensation for all services performed by Contractor prior to receipt of such notice of termination, subject to the following conditions: a. As a condition of such payment, the Executive Director may require Contractor to deliver to the City all work product completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Contractor consents to the City s use thereof for such purposes as the City deems appropriate. b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement, 18. NON-DISCRIMINATION Contractor shall not discriminate because of race, color, creed, relation, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities or in connection with any activities under this Agreement. Contractor affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 19. JURISDICTION -VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of Califon -iia. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 20. PROFESSIONAL LICENSES Contractor shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. Contractor shall notify the City immediately and in writing of its inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. Page 7 of 8 25H-9 21. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. b. All exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: MARIA D. HUIZAR Clerk of the Council APPROVED AS TO FORM SONIA R. CARVALHO City Attorney By: JE�— Jqo M. Funk Assistant City Attorney RECOMMENDED FOR APPROVAL Fuad S. Sweiss, PE, P Executive Director Public Works Agency CITY OF SANTA ANA RAUL GODINEZ II City Manager CONTRACTOR Name: Title: Page 8 of 8 25H-10 EXHIBIT SMARTCO V ISP' SYSTams- ems; TURNING YOUR DATA INTO DECISIONS' - Comprehensive Monitoring Service Program Proposal Prepared for: City of Santa Ana Attention: Alex Reyes & Kathia Reyes Offered by: SmartCover® Systems" Proposal Date: October 25, 2018 Quote Valid: 60 days Presented by: Eric Van Cleave Sales Engineer 760.224.9526 eveleave@smarteoversystems.com Hadronex Inc, dba SmartCovera Systems'" 2067 Wineridge Place, Suite E, Escondido, CA, 92029 (760)291-1980 www.smartcoversystems.com vemlon25102018 Page 1 of 9 25H-11 S1/IA TIMOV51Z' $ EXHIBITA SYS"ralms- TURNING YOUR DATA INTO DECISIONS'- •i� The award-winning SmartCover monitoring system is a completely self-contained, turn -key solution developed specifically for the water and wastewater industry in close collaboration with industry leaders. The SmartCover system was built to solve Industry problems at high value and low burden. Providing completely reliable two-way wireless communications, the patented SmartCover system provides real-time continuous remote sensing, user -definable alarm settings, an easy- to-use web -based interface, and long and short-term data collection and analysis. Built to operate at sites that are environmentally difficult, have no power or communications, the SmartCover provides "instant infrastructure". It can operate virtually anywhere in the world, installs in minutes and is on-line and ready for you immediately. • Uninterrupted Monitoring from Any Location Through Battery Operation and Satellite Communication. • Ongoing Data Capture and Transmission for Analysis. • Highly Secure and Easy -To -Use Web Browser Viewing. • User -Defined, on the Fly Parameter Selections. • Easy, Fast Installation with Minimum Maintenance Required. 6W!SmaiwAL V'PGWc System Status Alerts and Alarms and Trends SmartLevelTm enables receipt of vital information including low & high-level alarms to prevent SSO/CSO. With user -defined alarm settings, the system tells of users of water levels and communicates them to assigned personnel via email or text. Users are informed of the system's operating status so maintenance can be planned well in advance. a ln1I ns:ur. SmartLevelTm can be used in various applications including: • Wastewater Collection Systems • Storm Water Systems • Raw Water Conveyance Systems • Any Open Water Channel • Water Tanks • Canals • Weirs • Vault Hadronex Inc, dba SmartCover® Systems'" 2067 Wineridge Place, Suite E, Escondido, CA, 92029 (760)291-1980 www.smartcoversystems.com version 25102019 Page 2 of 9 25H-12 EXHIBITA SiMAF:RTCOVCrR* SYST51AS- mminoYDUR DArAwro DEas1oNs- Pricina - Current Systems — 5 Year Service Plan November 20. 2018 — June 31. 2023 Monthly Months Annual Fee - Units Year Annual Date of Invoice Equivalent Each Cost Cost Net 45 $78 7 $626 67 1 $41,942 11/20/2018 $78 12 $936 78 2 $73,008 7/1/2019 $78 12 $936 78 3 $73,008 7/1/2020 $78 12 $936 78 4 $73,008 7/1/2021 $78 12 $936 78 5 $73,008 7/1/2022 SmartCover Systems will provide: 1. PowerPack replacement as needed. 2. Parts (E -Box, Antenna, DSM, Brackets, Install Kits, adhesive, butyl tape) replacement as needed. 3. Labor for battery swaps, trouble shooting, and repair 4. Data Services continuously 24/7. 5. Data Analysis and graphing continuously 24/7. 6. Data storage unlimited. 7. Alerts, maintenance status reports, low power and communication issues unlimited - notifications. 8. Advisories, SmartTrend for level rise or fall unlimited notifications. 9. Alarms, both low level and high level unlimited notifications. 10. Relocation costs are not included. Traditional Costs - Comparison Purpose Only Monthly Months Annual Fee per Units Annual Number Total 5 Years Equivalent each Cost Yrs $80.16 12 $962 1 67 $64,454 5 $322,270 • Does Not Include Labor Hadronex Inc, dba SmartCover® Systems"' 2067 Wineridge Place, Suite E, Escondido, CA, 92029 (760)291-1980 www.smarteoversystems.com version 25102018 Page 3 of 9 25H-13 EXIIIBITA MMARwr=VaR➢ TURNING YOUR DATA INTO DECISIONS" Definitions offSriiartCover,Com' 'onenfs,and:Seriiices�"', ?`, � "° :` ,,,.; _ •,, 1. Active Site Management - means two-way unlimited wireless digital communications to and from the SmartCover@ Units and all of the other services outlined in "Appendix A° attached hereto. 2. Antenna - means that part of the SmartCoverO Unit that provides the means for the two-way communication between the SmartCover@) Unit and a satellite wireless data system. 3. E -Box - means that part of the SmartCover@ Unit that provides the communication and electronic functions of the SmartCover@) Unit. 4. PowerPack - means the power source part of the SmartCover@) Unit. 5. DSM — (Distance Sensing Module) means that part of the SmartCover@ Unit that measures water level via ultrasonic measurement. 6. SmartCover@ Unit - means the SmartCover@) product, including E -Box, PowerPack, mounting bracket, Antenna and Antenna mount, as installed for proper operation at a customer location, which, by way of example, may include a manhole, lift station, hatch, or other entrance to an enclosed or partially enclosed space. w4. Me—r.Hr rs Ungtie�Ch"aracterlstres� 1. The system shall provide continuous, real time monitoring of either water flow or water level in manholes, lift stations and related wastewater structures. The system shall have the capability of providing flow data as well as level data using a web -based software interface to access either. 2. The data shall be acquired from remote monitoring sites, via a low earth orbit satellite communication system and delivered to redundant, secure servers with 2048 -bit encryption and where data is then accessed via the cloud on any web browser device. 3. The monitoring system type shall have active installations at more than 100 other public agencies in the United States. The monitoring systems type shall cumulatively have in excess of 150,000,000 operating hours of field unit operational experience. 4. The system remote field units shall monitor water levels at a rate of at least 10 times per hour, report hourly unless there is an alarm, and have the ability to remotely and wirelessly change this rate. Alarms shall be reported, when sensing thresholds are exceeded, in nominal conditions, within 20 seconds of detection. 5. The field sensing units shall be capable of surviving immersion in sewage water at depth of 6 feet for at least 30 minutes. 6. The field sensing units shall be designed to be easily mounted to manhole covers and may be installed to avoid confined space entry as defined by OHSA 1910.146. 7. The field sensing units shall provide periodic health messages Indicating the proper operating parameters of the field sensing unit. 8. The system will be stand-alone and require no additional sensors, communications, power, analysis, database storage, or user interface other than that provided Intrinsically by the system itself. 9. The system will contain 2 ball sensors that detect tilt and immediately send an alarm upon the opening of the hatch or manhole cover. 10. Multiple sensors shall be supportable simultaneously by the system. 11. The Sewer Monitoring System shall be manufactured by SmartCover Systems. Hadronex Inc, dba SmartCover° Systems" 2067 Wineridge Place, Suite E, Escondido, CA, 92029 (760)291-1980 www.smartcoversystems.com version 25102018 Page 4 of 9 25H-14 EXHIBIT S1 AFR 1 (=®V aFR0 SYSMralms" TURNING YOUR DATA INTO DECISIONS' - Terms & Conditions — Comprehensive 5 Year 1. Payment: Net 45. 2. Payments may be made in 5 annual installments. 3. Each payment is made 12 months in advance. 4. Returns: are accepted with a valid Return Material Authorization (RMA) number only. Contact Customer Service for an RMA number. Mutual Hold Harmless SmartCover Systems agreed to substitute City of Santa Ana's Modified Indemnification (Section 8 in City Agreement). Loss of Communications Customer acknowledges that SCS is not responsible for the loss of wireless communication or Internet communications or any communications used in the operation of this system. Advisory Only The SmartCover® System' is an advisory service only. As such, SCS and its founders, owners, or staff are not responsible for any damage of any kind or from any cause whatsoever that may result from, in relation to, in connection with, due to, or as a result of the Installation or operation of the system, Including without limitation, equipment failure, or any consequential damages caused by, or resulting from, the use or installation of the SmartCover® system. Limited Warranty The equipment components of the SmartCover® System"' are warranted free from material defects of material and workmanship fora period of one yearfrom the date of installation. Unless otherwise stated, the SCS warranty herein is a parts -only warranty. Should the Customer discover any condition that might invoke a warranty claim, they are to expeditiously and without delay notify the SCS Technical Services group. Upon notification, SCS will assess and instruct the user on follow-on actions. Should a component fail as a result of a defect in material or workmanship, SCS will replace the component or repair it at the SCS location. For all valid warranty claims, as determined by SCS, reasonable freight charges to and from Customer shall be paid by SCS. In all cases, SCS shall determine the shipping method and/or carrier unless otherwise agreed to in writing by Customer and SCS. Upon approval of a warranty failure by SCS, SCS will either repair or replace the defective component at SCS' sole discretion. The foregoing warranty is exclusive. Repair or replacement In the manner provided above shall be the sole and exclusive remedy for breach of warranty and shall constitute fulfillment of all liabilities of SCS with respect to the quality and performance of the products. This warranty does not cover damage or repairs or replacements by any cause beyond the control of SCS, Including acts of nature, Improper use, lack of proper maintenance, vandalism, or unauthorized repair. SCS shall not be liable for any actual, exemplary, indirect or consequential damages, including damages for loss of goodwill or profits and/or losses, that stem from a failure or malfunction of the SmartCover® System'". SmartCoverO Systems"' does not provide traffic control. Customer must provide traffic control for Installation and servicing of all units. Hadronex Inc, dba SmartCover" Systems'" 2067 Wineridge Place, Suite E, Escondido, CA, 92029 (760)291-1980 www.smartcoversystems.com version 251 D201 Page 5 of 9 25H-15 SiMArFRT1=DVaR9 EXHIBIT S11JS ra1NAS- TURNING YOUR DATA INTO DECISIONS- 0% Active Site Management (ASM) is a comprehensive support service for the SmartCoverO ' System'". It includes software support, satellite connectivity and ongoing technical support with these elements described below. It is an annual, per site service provided by SmartCoverl System' (SCS). ASM includes but is not limited to: 1. Wireless Communications Connectivity—Access to the two-way, wireless satellite network. 2. Website Hosting- Set-up and ongoing hosting of all software and unlimited customer data. All data is owned by the customer, and can be downloaded directly from the customer website 24/7. 3. Website Maintenance — SCS maintains the secure servers on which your website resides, This includes periodic upgrades to the website. 4. Website / Software Features- SCS provides new features and tools at no charge Including improved analytical tools, graphical tools and new reports. 5. Standard Reports — SCS will assist each customer in the preparation of reports for management or regulators if requested. 6. Technical Telephone/Email Support - The SCS Customer Service Team provides support 7am to 5 pm PST. Additional assistance from local representatives is also available. After hours support is available on an as -needed basis. Contact SCS Escondido for details. 7. Alarm Processing — SCS maintains the infrastructure of the alarm contact system. SCS sends alarm notifications every 5 minutes during an event. The SmartCover includes high- level and low-level alarms that are set by the customer. 8. Management Oversight a. SCS sends automatic notifications for Alarms, Advisories and Alerts. b. SCS automatically monitors the proper operation of all installed systems including battery voltage, the radio signal strength and the communication to and from the systems. c. SCS coordinates the appropriate service to repair your system with you or your local service agent or dealer. Please call our main number below. d. Please note: The customer is responsible for acknowledging and responding to all notifications (Alerts, Advisories, and Alarms). Included Free of Charge 1. SmartTrendTA° - SmartTrendTI analytical tool automatically scans each site to assess data trends and changes in water level patterns. Should there be an "anomaly", SmartTrend sends users an Advisory email message. This gives users the most advanced predictive method available to identify potential issues such as SSO days or weeks before they occur. SmartTrend reports are available to you 24 hours a day on the customer website. 2. Multigraph tool — Allows simultaneous viewing of up to 5 SmartCover or SmartRain sites for easy viewing of I & I, and level status. 3. Product Improvements - The SmartCover® is continuously improving, adding new features and functions. SCS often uses customer Input to add features. Product improvements are backwards compatible to existing hardware and software. Hadronex Inc, dba SmartCover® Systems" 2067 Winerldge Place, Suite E, Escondido, CA, 92029 (760) 291-1980 www.smartcoversystems.com version 25102018 Page 6 of 9 25H-16 SMARTCOVaRo EXHIBIT SYSTams- TURNING YOUR DATA INTO DECISIONS'' 0 SmartLevel Systems Quote Prepared for: City of Santa Ana Attention: Alex Reyes & Kathia Reyes Offered by: SmartCover® Systems" Proposal Date: October 25, 2018 Quote Valid: 30 days Presented by: Eric Van Cleave Sales Engineer 760.224.9526 eveleave@smartcoversystems.com Hadronex Inc, dba SmartCoverO Systems' 2067 Wineridge Place, Suite E, Escondido, CA, 92029 (760)291-1980 www.smartcoversystems.com version 25102018 Page 7 of 9 25H-17 SiViAr-'=0VaR0 EXHIBITA SI7.YSMrams- TURNING YOUR DATA INTO DECISIONS - New Systems Part Number Description 1 Unit 5 Units SmartLevefa System Components • E -Box System Control with onboard computer, modem, digital radio; fully potted and IP -68 rated. • Distance Sensing Module (DSM) with 4' to 79" sensor range, with 15' cable. SC-O•S•15 • PowerPack"- lithium thionyl chloride battery with $17,380 high power density. $3,985 • E-SquareTM antenna, Including antenna and ($3,476 Each) Installation kit. Mounting bracket kit- three-part amounting bracket set made of heavy gauge, hard -anodized aluminum; includes all mounting hardware. ONE (1) Year, System Parts -Only Warranty System Parts Limited Parts -Only Warranty on all SmartCover® Included Included Warranty System � hardware. • See Warranty Statement for complete details PowerPackTM ONE (1) Year, PowerPack Warranty Included Included Warrant Limited Parts -Only Warranty on the PowerPackTM' Active Site Management (ASM), One -Year. Comprehensive support services Including: • Software subscription with unlimited number of users accessed with secure user name and password • Complete maintenance of all cloud based software • Regular feature updates and upgrades Including the ASM-SCIall new SmartTrendm. • Hosting of data storage — unlimited data storage $364 $1,820 • Iridium Satellite connectivity service with bi-directional communication. • Advisories, Maintenance Alerts and Alarms Issued to customer defined personnel via email and/or text message Ongoing technical support via phone or online. Installation Installation labor completed by trained SmartCover $ 300 $1,500 Labor tech. Tax Tax for City of Santa Ana — 7.75% $308.84 $1,346.95 Shipping in Shipping and Handling $43 $151 Ground shipment FOB Escondido, CA TOTAL $5,000.84 $22,197.95 • SmartCover Systems will honor the unit price, $3,476 Each, for part number 'SC -Q -S- 15' throughout the 5 Year Contract. There will be a minimum order quantity of'5' units to honor this price. See "New Systems" table above. • SmartCover Systems will honor the ongoing costs, $78 Monthly Equivalent, after each new purchase throughout the 5 Year Contract. The ongoing costs will begin after year one of each initial purchase. See "Ongoing Costs" table below. Hadronex Inc, dba SmartCoverO Systems'" 2067 Wineridge Place, Suite E, Escondido, CA, 92029 (760) 291-1980 www.smartcoversystems.com version 25102018 Page 8 of 9 25H-18 EXHIBITA SYSTC1As" TURNING YOUR DATA INTO DECISIONS" Delivery New Systems 1. Standard: Six (6) weeks upon receipt of a Purchase Order and with receipt of complete engineering and site information from the customer as requested. 2. All customers will be notified of the shipment date upon Order Acknowledgement. 3. Actual availability may vary depending on total demand. 4. The "Standard Six (6) weeks" is not a guarantee but a good faith estimate. It is strongly recommended that an order be placed as early as possible. Reasonable efforts will be made to provide earlier delivery if requested. 5. Orders for systems will not be processed without a valid purchase order. Standard Terms and Conditions 1. Payment: Net 45 2. Payments may be made in 4 annual installments. 3. Each payment is made 12 months in advance. 4. Returns: are accepted with a valid Return Material Authorization (RMA) number only. Contact Customer Service for an RMA number. Monthly Annual Annual Equivalent Months Fee - Units Cost Years Total 4 Years Each $78 12 $936 5 $4,680 4 $18,720 SmartCover Systems will provide: 11. PowerPack replacement as needed. 12. Parts (E -Box, Antenna, DSM, Brackets, Install Kits, adhesive, butyl tape) replacement as needed. 13. Labor for battery swaps, trouble shooting, and repair 14. Data Services continuously 2417. 15. Data Analysis and graphing continuously 2417. 16. Data storage unlimited. 17. Alerts, maintenance status reports, low power and communication issues unlimited notifications. 18. Advisories, SmartTrend for level rise or fall unlimited notifications. 19. Alarms, both low level and high level unlimited notifications. 20. Relocation costs are not included. Hadronex Inc, dba SmartCover® Systems" 2067 Wineridge Place, Suite E, Escondido, CA, 92029 (760)291-1980 www.smartcoversystems.com vemion25102018 Page 9 of 9 25H-19 25H-20 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: NOVEMBER 20, 2018 TITLE: APPROVE COOPERATIVE AGREEMENTS FOR GRANT -FUNDED TRAFFIC SIGNAL SYNCHRONIZATION CORRIDORS ON MAIN STREET AND ON GARDEN GROVE BOULEVARD (PROJECT NOS. 19-6949 & 19-6950) (STRATEGIC PLAN NO. 6, 1 B) i CITYMANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 1s' Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Authorize the City Manager and Clerk of the Council to execute two cooperative agreements with Orange County Transportation Authority identifying each agency's roles and responsibilities, including the City of Santa Ana match requirements of $336,090 to implement the Traffic Signal Synchronization Corridor project on Main Street and $5,420 to implement the Traffic Signal Synchronization Corridor project on Garden Grove Boulevard, for the term beginning upon approval of the City of Santa Ana, Orange County Transportation Authority, and the other participating agencies' boards, and effective until December 31, 2023, with an option to be extended, subject to nonsubstantive changes approved by the City Manager and City Attorney. DISCUSSION On November 29, 2017, the City Council authorized staff to submit joint applications with participating agencies to the Orange County Transportation Authority (OCTA) to request funding consideration of the renewed Measure M2 Regional Traffic Signal Synchronization Program. The two inter -jurisdictional traffic signal synchronization corridors and corresponding participating agencies are: o Main Street Corridor, which traverses Santa Ana, Orange, Irvine, and Caltrans jurisdictions (Exhibit 1) o Garden Grove Boulevard Corridor, which traverses Santa Ana, Garden Grove, Orange, and Westminster jurisdictions (Exhibit 2) In June 2018, the OCTA Board approved the renewed Measure M2 Regional Traffic Signal Synchronization Program funding request for both the Main Street and Garden Grove Boulevard projects. While OCTA will act as lead agency for each of the two projects, a cooperative 251-1 Cooperative Agreements for Main Street and Garden Grove Boulevard Traffic Signal Synchronization Projects November 20, 2018 Page 2 agreement is needed to identify the roles and responsibilities of each participating agency, including OCTA oversight to maintain inter -jurisdictional synchronization on the project during the three-year grant period. Therefore, a cooperative agreement for each project approved by each of the corridor's participating agency city councils and the OCTA Board is required. Upon completion of the grant period, responsibility for ongoing signal maintenance will revert to the respective local agencies (Exhibits 3, 4). The Measure M2 grant for the Main Street project is $3,899,185. The match by the participating cities will provide $764,544. The City of Santa Ana's share of the matching funds is $336,090, of which $295,194 is a cash amount and $40,896 is in-kind staff support. The Measure M2 grant for the Garden Grove Boulevard project is $2,116,670. The match by the participating cities will provide $529,168. The City of Santa Ana's share of the matching funds is a $5,420 cash amount. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #6 - Community Facilities & Infrastructure, Objective #1 (establish and maintain a Community Investment Plan for all City assets), Strategy B (equitably maintain existing streets and associated assets in a state of good repair so they are clean, safe and aesthetically pleasing for all users). ENVIRONMENTAL IMPACT There is no environmental impact associated with this action. FISCAL IMPACT Funds for the City's share of the project cost are budgeted and available in the Measure M2 Street Construction Fund (Account No. 03217662-66220; Project No. 19-6949 and Project No. 19-6950) for expenditure in the fiscal years identified in the following estimated spending plan: Main Street Proiect Fiscal Year Amount FY 2018-19 (February — June 2018) $10,000 FY 2019-20 (July 2019 — June 2020) $321,090 FY 2020-21 (July 2020 — June 2021) $5,000 TOTAL: 2019 — June 251-2 $5,420 Cooperative Agreements for Main Street and Garden Grove Boulevard Traffic Signal Synchronization Projects November 20, 2018 Page 3 7 APPROVED AS TO FUNDS AND ACCOUNTS: Y vu--,, /� Fuad S. weiss, PE, PLS Kathryn Downs, CPA vA"-So�s,,,�, Executive Director Executive Director Public W ks Agency Finance and Management Services Agency Exhibits: 1. Project Location Map — Main Street 2. Project Location Map — Garden Grove Boulevard 3. Cooperative Agreement - Main Street 4. Cooperative Agreement — Garden Grove Boulevard 251-3 251-4 Westminster stn St > z �m IL SE O `m Alton Ave N M Main Street Corridor Traffic Signal Synchronization Improvements 55 SANTA ANA City Council project No. XX-XXXX: Main Street Traffic Signal PWAI Agenda Date Synchronization MUC WDWS AGBCY November 20. 2018 L %Vtd Oft NORTH O RA, 251-6 Garden Grove Blvd Corridor Traffic Signal Synchronization Improvements Garden Grove Blvd � Westminster St Memo'I Ln N Q rC N ae r IM N m C ~ \ ,ic Center Dr Santa Ana Blvd i 1st St E Oft NORTH dM onArype SANTA ANA City Council �Project No. XX-XXXX: Garden Grove Boulevard Traffic I o s PWA Agenda Date Signal Synchronization ) PUBUCMUSAG cr November 20, 2018 251-8 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 �1- COOPERATIVE AGREEMENT N0. --8 0" BETWEEN ORANGE COUNTY TRANSPORTATION AUTHORITY AND CITIES OF IRVINE, ORANGE, AND SANTA ANA FOR MAIN STREET REGIONAL TRAFFIC SIGNAL SYNCHRONIZATION PROGRAM PROJECT THIS COOPERATIVE AGREEMENT (Agreement), Is effective this day of 201_ by and between the Orange County Transportation Authority, 550 South Main Street, P.O. Box 14184, Orange California 92863-1584, a public corporation of the State of California (herein referred to as "AUTHORITY') and the cities of Irvine, Orange, and Santa Ana (hereinafter referred to as "PARTICIPATING AGENCIES") each individually known as 'Party" and collectively known as the "Parties". RECITALS: WHEREAS, the AUTHORITY in cooperation with the PARTICIPATING AGENCIES is working together in coordinating traffic signals across multiple jurisdictional boundaries as a part of the Renewed Measure M (M2) Regional Traffic Signal Synchronization Program (RTSSP or Project P) to enhance countywide traffic flow and reduce congestion; and WHEREAS, the AUTHORITY has completed the competitive 2018 Call for Projects (hereinafter, "2018 CALL") in support of Project P and awarded Project P funds based on the application (hereinafter, °APPLICATION') prepared by the City of Irvine (hereinafter referred to as the "APPLICANT AGENCY') for implementation of signal synchronization of traffic signals along Main Street between the Intersections of Taft Avenue in the City of Orange and Culver Drive in the City of Irvine (hereinafter, "PROJECT'); and WHEREAS, the PARTICIPATING AGENCIES In their approved APPLICATION have elected to designate the AUTHORITY and the AUTHORITY agrees to act as the implementing agency to carry out PROJECT; and Page 1 of 15 LACamm1CLERICALIWORDPROCWGREE41GB1BOA= 91iti — COOPERATIVE AGREEMENT NO, C-8.1800 MAIN STREET — RTSSP 1 WHEREAS, the PROJECT will include approximately sixty-seven (67) traffic signalized 2 intersections as identified in the APPLICATION; and 3 WHEREAS, the PROJECT will Include Intelligent Transportation System (ITS) elements 4 identified in the APPLICATION Including certain hardware and software upgrades to intersection and 5 central control systems including Advanced Transportation Controller units (ATC), telematics and 6 interconnect systems,, Advanced Transportation Management Systems (ATMS), Roadside Units 7 (RSU), and other associated systems (hereinafter collectively referred to as "ITS ELEMENTS"), will 8 be constructed and/or installed and Implemented as part of the PROJECT as Identified In the 9 APPLICATION; and 10 WHEREAS, the AUTHORITY agrees to work with PARTICIPATING AGENCIES to coordinate 11 the inclusion of other ITS elements (hereinafter OTHER ELEMENTS) that should be installed at the 12 same time as the construction of the PROJECT and are not part of this Agreement; and 13 WHEREAS, all costs associated with the inclusion of these OTHER ELEMENTS, if any, are 14 the sole responsibility of the AGENCY owning each and any of those OTHER ELEMENTS during the 15 project; and 16 WHEREAS, AUTHORITY and each respective Party acknowledge and understand that in - 17 house resources (staff) from Party will provide various services for PROJECT, and 18 WHEREAS, AUTHORITY and each respective Party acknowledge and understand that 19 PROJECT costs for various types of additional work required by each respective Party, by its staff, or 20 by policy, may not have been Included In the original application and therefore costs to contractors or 21 consultants to comply with staff requirements are not Included in the PROJECT allocation; and 22 WHEREAS, AUTHORITY and Parties agree that these costs will be paid by PROJECT; and 23 WHEREAS, Parties and each respective Party acknowledge and understand that the costs for 24 the additional work may be reversed by AUTHORITY's Audit; and 25 WHEREAS, based on AUTHORITY's Board of Directors approved PROJECT ALLOCATION and 26 APPLICATION, the AUTHORITY agrees to implement the PROJECT; and L;10ammiCLERICAL\W CRDPRCCyGREE1AG81800.docx Page 2 of 15 251-10 COOPERATIVE AGREEMENT NO. C-8-1800 MAIN STREET — RTSSP 1 WHEREAS, the PARTICIPATING AGENCIES per the M2 Ordinance, agree to provide 2 PROJECT funding In a combined cash and In-kind services match of Seven Hundred Sixty Four 3 Thousand Five Hundred Forty Four Dollars ($764,544.00), as shown in Attachment A, or equivalent to at 4 least twenty percent (20%) of PROJECT cost; and 5 WHEREAS, the AUTHORITY and the PARTICIPATING AGENCIES desire to enter into this 6 Agreement to implement the PROJECT In support of Project P; and 7 WHEREAS, this Agreement defines the speck terms, conditions, and funding responsibilities 8 between the AUTHORITY and the PARTICIPATING AGENCIES for the implementation of the 9 PROJECT; and 10 WHEREAS, the AUTHORITY'S Board of Directors authorized funding for the PROJECT on June 11 11,2018;and 12 WHEREAS, the AUTHORITY's Board of Directors authorized this cooperative agreement on 13 September 10, 2018. 14 WHEREAS, the City of Irvine's City Council approved this Agreement on the day of 15 20_. 16 WHEREAS, the City of Orange's City Council approved this Agreement on the _ day of 17 ,20_ 16 WHEREAS, the City of Santa Ana's City Council approved this Agreement on the _day of 19 20_. 20 NOW, THEREFORE, it is mutually understood and agreed by AUTHORITY and the 21 PARTICIPATING AGENCIES as follows; 22 ARTICLE 1. COMPLETE AGREEMENT 23 A. This Agreement, Including any attachments Incorporated herein and made applicable by 24 reference, constitutes the complete and exclusive statement of the term(s) and conditions(s) of this 25 Agreement between AUTHORITY and PARTICIPATING AGENCIES and it supersedes all prior 26 representations, understandings, and communications. The Invalidity in whole or in part of any term or Page 3 of 15 L:\Camm1CLERICAL\WORDPROCW GREEWG81800.doox 251-11 COOPERATIVE AGREEMENT NO. C-8-1800 MAIN STREET— RTSSP 1 condition of this Agreement shall not affect the validity of other term(s) or conditions(s) of this Agreement. 2 The above referenced Recitals are true and correct and are Incorporated by reference herein. 3 B. AUTHORIIY's failure to insist on any instance(s) of PARTICIPATING AGENCIES' 4 performance of any term(s) or oonditlon(s) of this Agreement shall not be construed as a waiver or 5 relinquishment of AUTHORITY's right to such performance or to future performance of such term(s) or 6 condition(s), and PARTICIPATING AGENCIES' obligation In respect thereto shall continue in full force 7 and effect. Changes to any portion of this Agreement shall not be binding upon AUTHORITY except when 8 specifically confirmed in writing by an authorized representative of AUTHORITY by way of a written 9 amendment to this Agreement and issued in accordance with the provisions of this Agreement. 10 C. PARTICIPATING AGENCIES' failure to insist on any instance(s) of AUTHORITY's 11 performance of any term(s) or condition(s) of this Agreement shall not be construed as a waiver or 12 relinquishment of PARTICIPATING AGENCIES' right to such performance or to future performance of 13 such term(s) or condition(s), and AUTHORITY's obligation in respect thereto shall continue in full force 14 and effect. Changes to any portion of this Agreement shall not be binding upon PARTICIPATING 15 AGENCIES except when specifically confirmed in writing by an authorized representative of 16 PARTICIPATING AGENCIES by way of a written amendment to this Agreement and Issued in 17 accordance with the provisions of this Agreement. 18 ARTICLE 2. SCOPE OF AGREEMENT 19 This Agreement specifies the roles and responsibilities of the Parties as they pertain to the 20 subjects and projects addressed herein. Both AUTHORITY and PARTICIPATING AGENCIES agree 21 that each will cooperate and coordinate with the other in all activities covered by this Agreement and any 22 other supplemental agreements that may be required to facilitate purposes thereof. 23 / 24 / 25 / 26 / L:1Cam mICLERICAL\WORDPROCl4GREElAG81800.docx Page 4 of 15 251-12 COOPERATIVE AGREEMENT NO. C-8-1800 MAIN STREET — RTSSP 1 ARTICLE 3. RESPONSIBILITIES OF AUTHORITY 2 AUTHORITY agrees to the following responsibilities for funding of the PROJECT: 3 A. AUTHORITY shall Implement the PROJECT based on the intent of the usage in the 4 APPLICATION prepared by the APPLICANT AGENCY in accordance with the policies and procedures 5 contained in the Comprehensive Transportation Funding Program (CTFP) guidelines. 6 S. AUTHORITY shall provide oversight to maintain Inter -jurisdictional traffic signal 7 operational integrity between PROJECT and other similar type projects not older than three (3) years, 6 C. AUTHORITY will act as the LEAD AGENCY and provide and file all documentation 9 necessary to comply with California Environmental Quality Act (CEQA) regulations for PROJECT. 10 D. AUTHORITY shall perform web -based public outreach actlAties for the project to 11 communicate major project milestones and results. 12 E. AUTHORITY shall provide formats, templates, and guidance in reporting requirements as 13 described in CTFP. 14 F. AUTHORITY, or agents of AUTHORITY, under this Agreement and upon closeout of 15 PROJECT, may perform a technical and/or field review to ensure that the CTFP guidelines, policies, and 16 procedures were followed. Such a review may be performed one hundred and eighty (180) days after the 17 PROJECT three-year grant period is complete. If the technical and or field review determines that any of 18 the activities performed are ineligible for CTFP funding, PARTICIPATING AGENCIES must reimburse 19 and return the amount of funding used to perform the ineligible activity to AUTHORITY. 20 G. AUTHORITY shall Invoice the PARTICIPATING AGENCIES as identified in 21 APPLICATION and Attachment A for the dollar cash match at the end of the Primary Implementation 22 phase or at a mutually agreed upon time to facilitate any respective AGENCY funding timeframes. 23 H. AUTHORITY shall request updates for the PROJECT as part of semi-annual review 24 process, including documentation of in-kind match conforming to Attachment A and will include the 25 PROJECT in the list of active projects in OC Fund Tracker until completion of the three-year grant period. 26 Documents to be provided include, but are not limited to, payroll records, contracts, and purchase orders. Page 5 of 15 L:1CammlCLERICALIWORDP ROCIAGREE\AG81800.docx 251-13 COOPERATIVE AGREEMENT NO. C-8-1800 MAIN STREET— RTSSP 1 ARTICLE 4. RESPONSIBILITIES OF THE AUTHORITY AS PROJECT LEAD AGENCY 2 The AUTHORITY as the LEAD AGENCY agrees to the following responsibilities for the 3 Implementation of the PROJECT: 4 A. AUTHORITY shall act as the LEAD AGENCY for the work necessary to manage, procure, 5 and complete the PROJECT as Identified in APPLICATION. 6 B. To coordinate outreach with PARTICIPATING AGENCIES for PROJECT. 7 C. To collect all data necessary to provide new optimized timing plans including, but not 8 limited to, manual or video all movement counts at each PROJECT signalized Intersection, and a mutually 9 agreed upon number and location of twenty-four (24) hour / seven (7) day automated machine traffic 10 counts with vehicle classification. 11 D. To develop and Implement new timing plans optimized for signal synchronization. 12 E. To provide updated timing plans for all control systems and all relevant data used to 13 develop said plans to PARTICIPATING AGENCIES. 14 F. To prepare a "Before and After Study" for PROJECT as described in the Measure M2 15 Eligibility Guidelines adopted by the AUTHORITY. The "Before and After Study" for the project is 16 considered the equivalent of the required Project Final Report (Measure M2 Ordinance No. 3, Section 17 6.111.9) for PROJECT. The AUTHORITY shall provide the "Before and After Study" to the 18 PARTICIPATING AGENCIES in draft and final formats for review and comment. AGENCY comments 19 shall be noted in the final study. If specified in APPLICATION, AUTHORITY shall provide a "Before and 20 After Study" video of a representative portion of PROJECT at up to two (2) public meetings. 21 ARTICLE 5. RESPONSIBILITIES OF THE PARTICIPATING AGENCIES 22 PARTICIPATING AGENCIES agree to the following responsibilities for Implementation and 23 funding of PROJECT: 24 A. Provide a technical representative to meet and participate as a member of the 25 PROJECT's Traffic Forum. 26 / L1Camm1CLERl CALiW ORDPROCWGREE WGB1 B�.docx Page 6 of 15 251-14 COOPERATIVE AGREEMENT NO. C-8-1800 MAIN STREET — RTSSP 1 B. To authorize the AUTHORITY to manage, procure, and Implement all aspects of 2 PROJECT. 3 C. To participate and support PROJECT Implementation within the timeframe outlined in 4 APPLICATION and consistent with the CTFP Guidelines adopted by AUTHORITY. 5 D. To provide AUTHORITY all. current intersection as -built drawings, all current 6 Intersections controller assembly plans as provided by the manufacturer and modified by Party since 7 original Installation, local field master, local controller, and ATMS timing plans and other ITS related 8 data upon request. 9 E. To provide the local cash match and/or documentation for the in-kind services match 10 for PROJECT in accordance with Attachment A. Failure to provide local cash match and or evidence 11 of in-kind services match may result in the loss of future participation for competitive funding 12 opportunities. 13 F. PARTICIPATING AGENCIES that have included a dollar match as identified in 14 Attachment A shall provide payment for the dollar match to AUTHORITY within thirty (30) calendar 15 days of receipt of an invoice. 16 G. PARTICIPATING AGENCIES that have Included an in-kind services match as identified 17 in Attachment A shall provide documentation of conformance as part of the semi-annual review process. 18 H. To waive all fees associated with any local agency permits that may be required of the 19 consultant, sub consultants, and/or service or equipment providers in the performance of the PROJECT. 20 I. PARTICIPATING AGENCIES shall provide updates on PROJECT to AUTHORITY as 21 part of semi-annual review process until completion of the three-year PROJECT grant period. Documents 22 to be provided include, but are not limited to, payroll records, contracts, and purchase orders. 23 J. PARTICIPATING AGENCIES shall, if specified in APPLICATION, continue Ongoing 24 Operations and Maintenance after the three-year grant period is complete and continue until the end of 25 the PROJECT per additional maintenance of effort in APPLICATION. 26 / Page 7 of 15 L:kCamm\CLERICAL\WORDPROCWGREEW G81800.docx 251-15 COOPERATIVE AGREEMENT NO. C-8-1800 MAIN STREET — RTSSP 1 K. The project is partially funded by Senate Bill 1 (SB -1) and PARTICIPATING AGENCIES 2 agree to comply with all applicable SB -1 Accountability Guidelines, Local Partnership Program and State 3 requirements. 4 ARTICLE 6. DELEGATED AUTHORITY 5 The actions required to be taken by PARTICIPATING AGENCIES in the implementation of this 6 Agreement are delegated to their respective City Manager, or designee, and the actions required to be 7 taken by AUTHORITY in the implementation of this Agreement are delegated to AUTHORITY's Chief 8 Executive Officer or designee, 9 ARTICLE 7. AUDIT AND INSPECTION 10 AUTHORITY and PARTICIPATING AGENCIES shall maintain a complete set of records in 11 accordance with generally accepted accounting principles. Upon reasonable notice, PARTICIPATING 12 AGENCIES shall permit the authorized representatives of AUTHORITY to inspect and audit all work, 13 materials, payroll, books, accounts, and other data and records of PARTICIPATING AGENCIES for a 14 period of five (5) years after final payment, final closeout, or until any on-going audit is completed, 15 whichever is later, For purposes of audit, the date of completion of this Agreement shall be the date of 16 AUTHORITY's.payment of consultant's final billing (so noted on the paid invoice) under this Agreement. 17 AUTHORITY shall have the right to reproduce any such books, records, and accounts. The above 18 provision with respect to audits shall extend to and/or be included in contracts with PARTICIPATING 19 AGENCIES' contractor, 20 ARTICLE B. INDEMNIFICATION 21 A. To the fullest extent permitted by law, PARTICIPATING AGENCIES shall defend 22 (at PARTICIPATING AGENCIES' sole cost and expense with legal counsel reasonably acceptable to 23 AUTHORITY), Indemnify, protect, and hold harmless AUTHORITY, and Its officers, directors, employees, 24 and agents (collectively the 'Indemnified Parties"), from and against any and all liabilities, actions, suits, 25 claims, demands, losses, costs, judgments, arbitration awards, settlements, damages, demands, orders, 26 penalties, and expenses including legal costs and attorney fees (collectively "Claims"), including but not L:1Camcx Page 8 of 15mICLERICALIwOROPROCWGREE�AG81800.do 251-16 COOPERATIVE AGREEMENT NO. C-8-1800 MAIN STREET — RTSSP 1 limited to Claims arising from Injuries to or death of persons (PARTICIPATING AGENCIES' employees 2 Included), for damage to property, Including property owned by AUTHORITY, or from any violation of any 3 federal, state, or local law or ordinance, alleged to be caused by the negligent acts, omissions or willful 4 misconduct of PARTICIPATING AGENCIES, Its officers, directors, employees or agents in connection 5 with or arising out of the performance of this Agreement. 6 B. To the fullest extent permitted by law, AUTHORITY shall defend (at AUTHORITY's sole 7 cost and expense with legal counsel reasonably acceptable to PARTICIPATING AGENCIES), indemnify, 8 protect, and hold harmless PARTICIPATING AGENCIES, including their officers, directors, employees, 9 and agents (collectively the "Indemnified Parties"), from and against any and all liabilities, actions, suits, 10 claims, demands, losses, costs, judgments, arbitration awards, settlements, damages, demands, orders, 11 penalties, and expenses including legal costs and attomey fees (collectively "Claims"), Including but not 12 limited to Claims arising from injuries to or death of persons (AUTHORITY's employees included), for 13 damage to property, including property owned by PARTICIPATING AGENCIES, or from any violation of 14 any federal, state, or local law or ordinance, alleged to be caused by the negligent acts, omissions or 15 .willful misconduct of AUTHORITY, its officers, directors, employees or agents in connection with or arising 16 but of the performance of this Agreement, 17 C. The Indemnification and defense obligations of this Agreement shall survive Its expiration 18 ortermination. 19 ARTICLE 9. ADDITIONAL PROVISIONS 20 A. Term of Agreement: This Agreement shall be in full force and effect through December 21 .31, 2023. 22 B. Amendment: This Agreement may be extended or amended in writing at any time by the 23 mutual consent of all Parties and AUTHORITY. No amendment shall have any force or effect unless 24 executed in writing by all Parties and AUTHORITY. 25 C. Termination: In the event any Party defaults in the performance of their respective 26 obligations under this Agreement or breaches any of the provisions of this Agreement, a non -defaulting Page 9 of 15 L:1Cemm1CLERICALIW ORDPROGAGREEWG81800.doox 251-17 COOPERATIVE AGREEMENT NO. C-8.1800 MAIN STREET — RTSSP 1 Partys) shall have the option to terminate this Agreement upon thirty (30) calendar days prior written 2 notice to the Party in default. 3 D. Termination for Convenience: Either Part may terminate this Y Y Agreement for Its 4 convenience by providing thirty (30) calendar days prior written notice of its intent to terminate for 5 convenience to the other Party. 6 E. AUTHORITY and PARTICIPATING AGENCIES shall comply with all applicable federal, 7 state, and local laws, statues, ordinances and regulations of any governmental authority having 8 jurisdiction over the PROJECT. 9 F. Legal Authorit : AUTHORITY and PARTICIPATING AGENCIES hereto consent that they 10 are authorized to execute this Agreement on behalf of said Parties and that, by so executing this 11 Agreement, the Parties hereto are formally bound to the provisions of this Agreement. 12 G. Severability If any term, provision, covenant or condition of this Agreement is held to be 13 invalid, void or otherwise unenforceable, to any extent, by any court of competent jurisdiction, the 14 remainder of this Agreement shall not be affected thereby, and each term, provision, covenant or 15 condition of this Agreement shall be valid and enforceable to the fullest extent permitted by law. 16 H. Counterparts of Agreement: This Agreement may be executed and delivered in any 17 number of counterparts, each of which, when executed and delivered shall be deemed an original and all 18 of which together shall constitute the same agreement. Facsimile signatures shall be permitted. 19 I. Assignment; Neither this Agreement, nor any of the Parties'rights, obligations, duties, or 20 authority hereunder may be assigned In whole or in part by either Party without the prior written consent 21 of the other Party in Its sole and absolute discretion. Any such attempt of assignment shall be deemed 22 void and of no force and effect. Consent to one assignment shall be deemed consent to any subsequent 23 assignment, nor the waiver of any right to consent to such subsequent assignment, 24 J. Governing Law: The laws of the State of California and applicable local and federal laws, 25 regulations and guidelines shall govern this Agreement. 26 / L:1Cemm\CLERICALIWOROPROCWGREEt4G81800.docx Page 10 of 15 251-18 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 COOPERATIVE AGREEMENT NO. C-8-1800 MAIN STREET — RTSSP K. Litigation fees: Should litigation arise out of this Agreement for the performance thereof, the court shall award costs and expenses, including attorney's fees, to the prevailing Party. L. Notices: Any notices, requests, or demands made between the Parties pursuant to this Agreement are to be directed as follows: To IRVINE: To AUTHORITY: City of Irvine Orange County Transportation Authority 1 Civic Center Plaza 550 South Main Street Irvine, CA 92623.9575 P. O. Box 14184 Orange, CA 92863-1584 Attention: Jaimee Bourgeois Attention: Michael Le Traffic Engineer Contract Administrator Tel: (949) 724-6369 Tel: (714) 560-5314 Email: ibourgeols(dicitvoflrvine.org E-mail: mle1(c1i).00ta.net To SANTA ANA: To ORANGE: City of Santa Ana City of Orange 20 Civic Center Plaza 300 E. Chapman Avenue M-43 Orange, CA 92866 Santa Ana, CA 92702 Attention: Cesar Rodriguez Attention: Kathy Nguyen Acting Senior Civil Engineer Senior Civil Engineer Tel: (714) 647-5626 Tel: (714) 744-5528 Email: Crodricuezaasanta-ana.ora Email: kncuyen(acitvoforange.org Page 11 of 15 L:1Camm%CLERICALIWORDPROCW GREMG81800.doox 251-19 0 COOPERATIVE AGREEMENT NO, C44800 MAIN STREET — RTSSP 1 M. Force Maieure; Either Party shall be excused from performing its obligations under this 2 Agreement during the time and to the extent that it is prevented from performing by an unforeseeable 3 cause beyond its control, including but not limited to: any incidence of fire, flood; acts of God; 4 commandeering of material, products, plants orfacllities bythe federal, state or local government; national 5 fuel shortage; or a material act or omission by the other Party, when satisfactory evidence of such cause 6 is presented to the other Party, and provided further that such nonperformance is unforeseeable, beyond 7 the control and Is not due to the fault or negligence of the Party not performing. 8 / 9 / 10 / 11 / 12 / 13 / 14 1 15 1 16 / 17 1 18 / 19 / 20 / 21 / 22 / 23 / 24 / 25 1 26 / LaCemm\CLERICAL\W ORDPROCl4GREEVAG81800.docx Page 12 of 15 251-20 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 COOPERATIVE AGREEMENT NO. C•8.1800 MAIN STREET— RTSSP This Agreement shall be made effective upon execution by all Parties. IN WITNESS WHEREOF, the parties hereto have caused this Agreement No. C-8-1800 to be executed on the date first written above. CITY OF IRVINE Bv: Donald P. Wagner Mayor ATTEST: Bv: Molly McLaughlin City Clerk APPROVED AS TO FORM By: Jeffrey Melching City Attorney Dated: ORANGE COUNTY TRANSPORTATION AUTHORITY By: Darrell E. Johnson Chief Executive Officer APPROVED AS TO FORM: Bv: James M. Donich General Counsel APPROVAL RECOMMENDED: By: Kia Mortazavi Executive Director, Punning Dated: Page 13 of 15 L;\Camm1CLERICALIWORDPROCAGREEW G81800.doa 251-21 1 2 3 4 5 8 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 COOPERATIVE AGREEMENT NO. C-8-1800 MAIN STREET— RTSSP This Agreement shall be made effective upon execution by all Parties. IN WITNESS WHEREOF, the parties hereto have caused this Agreement No. C-8-1800 to be executed on the date first written above. CITY OF ORANGE By, Teresa P. Smith Mayor ATTEST: By: Mary E. Murphy City Clerk APPROVED AS TO FORM By: Wayne Winthers City Attorney Dated: L:1CemmICLERICAL\WGRDpROCWGREE41G81800.docx Page 14 of 15 251-22 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 COOPERATIVE AGREEMENT NO. C-8-1800 MAIN STREET— RTSSP This Agreement shall be made effective upon execution by all Parties. IN WITNESS WHEREOF, the parties hereto have caused this Agreement No. C-8-1800 to be executed on the date first written above. CITY OF SANTA ANA By: Raul Godinez II City Manager ATTEST: Bv: Maria D. Huizar Clerk of the Council APPROVED AS TO FORM By: Sis R. Carvalho 141- CI y Attomay Dated: Page 15 of 15 L%CammTLERICALWORDPROCIAGREE%AG81800.dooc U 251-23 COOPERATIVE AGREEMENT NO. C-8.1 Boo MAIN STREET - RT,9SP ATTACHMENT MAILED LOCAL MATCH COMMITMENT SECTION 1: AGENCY TOTAL MATCH SUMMARY respective phase. However, Cash Match is W07"a`Ab_"'d t_Wbue converted ron' "etch ll GummitmentDYMO MCI of the toln-kIndmatch. SECTION 2: MATCH BREAKDOWN (CASH VS IN-KIND SERVICES) fi- Cash Match AGENFY7, CASH MAtCHAN pMCUNPbFtASH.,�eNTRIPUTIION TOTAL MATCH $243,797 Origofngt- P'r' m" mohito(Ing .Primary hdonixOdn�.; Implamentaklon AGENCY_..... G.:: - aLgn $` Implementation $ 709,948 Imil rlanr�. City of $234, $9,120 $234,677 $9,120 Irvine $0 $243,797 $243,797 City of $166,097 $4,140 $12,400 T $2,100 ::$::1:78:4:17 �$6,240 Orange, $170,157 $14,500 $184,657 City of Santa $289,190 $14,004 $381700 $2,796 $319,290 $16,800 Ana $295,194 $40,898 $336,09 , 0: T77,77777= a' sRl- TOTALI $�.WL448 I' '7 "U'Ull may velconvemorocasn mAtph ff $ 1 44 respective phase. However, Cash Match is W07"a`Ab_"'d t_Wbue converted ron' "etch ll GummitmentDYMO MCI of the toln-kIndmatch. SECTION 2: MATCH BREAKDOWN (CASH VS IN-KIND SERVICES) fi- Cash Match AGENFY7, SOURCE ,r pMCUNPbFtASH.,�eNTRIPUTIION City of Irvine M2 Fafrshare or General Fund $243,797 City of Orange M2 FaIrshare $170,167 City of Santa AnaM2 Fairshare $295,194 TOTAL $ 709,948 PageA- I 251-24 COOPERATIVE AGREEMENT NO. C-8.1800 MAIN STREET - RTSSP ATTACHMENT A B. In -Kind Services 11, Spe cific Improvements (List Items and Cost): Agenty5+"- .improveij(eni. _ ,Exprtnditure; , TOTAL $ 0 A staifin Commitment: f Aj'.,ENOW 81AFPp9S111bN YPE`QF" - T SEIj4iC@ Nb QF xpU j - BURRS FQ! i• .": Y�TAGx,. .::. :......- . ,H(YURSs... ; ..:.:... '^ AOURLYRATE:�F:'.,,i=: c.-. City of Orange Senior Engineer Project Manager 30 $1 BO $ 5,400 City Of Orange Engineering Tech Construction & Support 65 $140 $ 0,100 Total for City of Orange: $14,500 City Of Santa Ana Senior Civil Engineer Project Administration 30 $ 233 $ 6,990 Design Review, City of Santa Assistant Engineer Implementation & 110 $ 213 $ 23,430 Ana Construction Engineering City of Santa Construction Construction 43 $187 $ 8,041 Ana Inspector Engineering Design Review, City of Santa Engineering Intern Implementation & 69 $ 41.27 $ 2,435 Ana Construction Engineering Total for City of Santa Ana: $ 40,896 TOTAL IN-KiNO MATCH": $ 65,396 --Total amount is the required participation bythe Identi/fed agency. The number ofhours and hourly rate will be based on each agency's actual fullyburdened billing rates, which must collectively equal the same value of the assigned Tote/2 dotlers. Each agency will be responsible krkeeping detailed records of hours worked and description of work. An accounting record of personnel, hours at fullyburdenad rate is expected to be Included with the final submittal. Records will be subject to auditing. Page A - 2 251-25 251-26 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 COOPERATIVE AGREEMENT NO. C-8-1797 ORANGE COUNTY TRANSPORTATION AUTHORITY AND CITIES OF GARDEN GROVE, ORANGE, SANTA ANA, AND WESTMINSTER FOR GARDEN GROVE BOULEVARD REGIONAL TRAFFIC SIGNAL SYNCHRONIZATION PROGRAM PROJECT THIS COOPERATIVE AGREEMENT (Agreement), is effective this day of 201_, by and between the Orange County Transportation Authority, 550 South Main Street, P.O. Box 14184, Orange California 92863-1584, a public corporation of the State of California (herein referred to as "AUTHORITY") and the cities of Garden Grove, Orange, Santa Ana and Westminster (hereinafter referred to as "PARTICIPATING AGENCIES") each individually known as "Parry" and collectively known as the "Parties". RECITALS: WHEREAS, the AUTHORITY in cooperation with the PARTICIPATING AGENCIES is working together in coordinating traffic signals across multiple jurisdictional boundaries as a part of the Renewed Measure M (M2) Regional Traffic Signal Synchronization Program (RTSSP or Project P) to enhance countywide traffic flow and reduce congestion; and WHEREAS, the AUTHORITY has completed the competitive 2018 Call for Projects (hereinafter, "2018 CALL") in support of Project P and awarded Project P funds based on the application (hereinafter, "APPLICATION") prepared by the City of Garden Grove (hereinafter referred to as the "APPLICANT AGENCY") for Implementation of signal synchronization of traffic signals along Garden Grove Boulevard between the Intersections of Valley View Street located in the City of Garden Grove and Memory Lane/Bristol Street located in the City of Santa Ana (hereinafter, "PROJECT"); and Page 1 of 17 L:\Camm\CLERICALIWOROPROCWGREEWG87797.doox Exhibit 4 251-27 COOPERATIVE AGREEMENT NO. C-8-1797 GARDEN GROVE BOULEVARD— RTSSP 1 WHEREAS, the PARTICIPATING AGENCIES in their approved APPLICATION have elected to 2 designate the AUTHORITY and the AUTHORITY agrees to act as the implementing agency to carry out 3 PROJECT; and 4 WHEREAS, the PROJECT will Include approximately thirty-four (34) traffic signalized 5 intersections as identified in the APPLICATION; and 6 WHEREAS, the PROJECT will include Intelligent Transportation System (ITS) elements 7 identified in the APPLICATION including certain hardware and software upgrades to Intersection and 8 central control systems including Advanced Transportation Controller units (ATC), telematics and 9 interconnect systems, Advanced Transportation Management Systems (ATMS), Roadside Units 10 (RSU), and other associated systems (hereinafter collectively referred to as 'ITS ELEMENTS"), will 11 be constructed and/or installed and Implemented as part of the PROJECT as identified in the 12 APPLICATION; and 13 WHEREAS, the AUTHORITY agrees to work with PARTICIPATING AGENCIES to coordinate 14 the inclusion of other ITS elements (hereinafter OTHER ELEMENTS) that should be installed at the 15 same time as the construction of the PROJECT and are not part of this Agreement; and 16 WHEREAS, all costs associated with the inclusion of these OTHER ELEMENTS, if any, are 17 the sole responsibility of the AGENCY owning each and any of those OTHER ELEMENTS during the 18 course of the project; and 19 WHEREAS, AUTHORITY and each respective Party acknowledge and understand that 20 in-house resources (staff) from Party will provide various services for PROJECT, and 21 WHEREAS, AUTHORITY and each respective Party acknowledge and understand that 22 PROJECT costs for various types of additional work required by each respective Party, by Its staff, or 23 by policy, may not have been Included In the original application and therefore costs to contractors or 24 consultants to comply with staff requirements are not included In the PROJECT allocation; and 25 WHEREAS, AUTHORITY and Parties agree that these costs will be paid by PROJECT; and 26 / Page 2 of 17 L:1CammtCLERICALiWORDPROCA(3REEWG81797.docx 251-28 COOPERATIVE AGREEMENT NO. C-8.1797 GARDEN GROVE BOULEVARD — RTSSP 1 WHEREAS, Parties and each respective Party acknowledge and understand that the costs for 2 the additional work may be reversed by AUTHORITY's Audit; and 3 WHEREAS, based on AUTHORITY's Board of Directors approved PROJECT ALLOCATION and 4 APPLICATION, the AUTHORITY agrees to implement the PROJECT; and 5 WHEREAS, the PARTICIPATING AGENCIES per the M2 Ordinance, agree to provide 6 PROJECT funding in a combined cash and in-kind services match of Five Hundred Twenty Nine 7 Thousand One Hundred Sixty Seven Dollars and Fifty Five cents ($529,167.55), as shown in Attachment 8 A, or equivalent to at least twenty percent (20%) of PROJECT cost; and 9 WHEREAS, the AUTHORITY and the PARTICIPATING AGENCIES desire to enter into this 10 Agreement to implement the PROJECT in support of Project P; and 11 WHEREAS, this Agreement defines the specific terms, conditions, and funding responsibilities 12 between the AUTHORITY and the PARTICIPATING AGENCIES for the implementation of the 13 PROJECT; and 14 WHEREAS, the AUTHORITY's Board of Directors authorized funding for the PROJECT on 15 June 11, 2018; and 16 WHEREAS, the AUTHORITY's Board of Directors authorized this cooperative agreement on 17 September 10, 2018, 18 WHEREAS, the City of Garden Grove's City Council approved this Agreement on the _ day 19 of 20_, 20 WHEREAS, the City of Orange's City Council approved this Agreement on the _ day 21 of 20_ 22 WHEREAS, the City of Santa Ana's City Council approved this Agreement on the _ day 23 of 120 24 WHEREAS, the City of Westminster's City Council approved this Agreement on the _ day 25 of .20 26 / Page 3 of 17 L.\Camra\CLERICAL\W ORDPROCWGREE W G8i 797,docx 251-29 COOPERATIVE AGREEMENT NO. C-8-1797 GARDEN GROVE BOULEVARD — RTSSP 1 NOW, THEREFORE, it is mutually understood and agreed by AUTHORITY and the PARTICIPATING 2 AGENCIES as follows: 3 ARTICLE 1. COMPLETEAGREEMENT 4 A. This Agreement, including any attachments Incorporated herein and made applicable by 5 reference, constitutes the complete and exclusive statement of the term(s) and conditions(s) of this 6 Agreement between AUTHORITY and PARTICIPATING AGENCIES and it supersedes all prior 7 representations, understandings, and communications. The invalidity in whole or in part of any term or 8 condition of this Agreement shall not affect the validity of other term(s) or conditions(s) of this Agreement. 9 The above referenced Recitals are true and correct and are incorporated by reference herein. 10 B. AUTHORITYs failure to insist on any instance(s) of PARTICIPATING AGENCIES' 11 performance of any term(s) or conditlon(s) of this Agreement shall not be construed as a waiver or 12 relinquishment of AUTHORITY's right to such performance or to future performance of such term(s) or 13 condition(s), and PARTICIPATING AGENCIES' obligation in respect thereto shall continue in full force 14 and effect Changes to any portion of this Agreement shall not be binding upon AUTHORITY exceptwhen 15 specifically confirmed in writing by an authorized representative of AUTHORITY by way of a written 16 amendment to this Agreement and Issued in accordance with the provisions of this Agreement. 17 C. PARTICIPATING AGENCIES' failure to insist on any instance(s) of AUTHORITY's 18 performance of any term(s) or condition(s) of this Agreement shall not be construed as a waiver or 19 relinquishment of PARTICIPATING AGENCIES' right to such performance or to future performance of 20 such term(s) or condition(s), and AUTHORITY's obligation in respect thereto shall continue in full force 21 and effect. Changes to any portion of this Agreement shall not be binding upon PARTICIPATING 22 AGENCIES except when specifically confirmed in writing by an authorized representative of 23 PARTICIPATING AGENCIES by way of a written amendment to this Agreement and issued in 24 accordance with the provisions of this Agreement. 25 / 26 / Page 4 of 17 L:1CammICLERICALIWORDPROCWGREENG81797.d= 251-30 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 COOPERATIVE AGREEMENT NO. C-8-1797 GARDEN GROVE BOULEVARD— RTSSP ARTICLE 2. SCOPE OF AGREEMENT This Agreement specifies the roles and responsibilities of the Parties as they pertain to the subjects and projects addressed herein. Both AUTHORITY and PARTICIPATING AGENCIES agree that each will cooperate and coordinate with the other in all activities covered by this Agreement and any other supplemental agreements that may be required to facilitate purposes thereof. ARTICLE 3, RESPONSIBILITIES OF AUTHORITY AUTHORITY agrees to the following responsibilities for funding of the PROJECT: A. AUTHORITY shall implement the PROJECT based on the intent of the usage in the APPLICATION prepared by the APPLICANT AGENCY in accordance with the policies and procedures contained in the Comprehensive Transportation Funding Program (CTFP) guidelines. B. AUTHORITY shall provide oversight to maintain interjurisdictional traffic signal operational integrity between PROJECT and other similar type projects not older than three (3) years. C. AUTHORITY will act as the LEAD AGENCY and provide and file all documentation necessary to comply with California Environmental Quality Act (CEQA) regulations for PROJECT. D. AUTHORITY shall perform web -based public outreach activities for the project to communicate major project milestones and results. E. AUTHORITY shall provide formats, templates, and guidance in reporting requirements as described In CTFP. F. AUTHORITY, or agents of AUTHORITY, under this Agreement and upon closeout of PROJECT, may perform a technical and/or field review to ensure that the CTFP guidelines, policies, and procedures were followed. Such a review may be performed one hundred and eighty (180) days after the PROJECT three-year grant period is complete. If the technical and orfield review determines that any of the activities performed are ineligible for CTFP funding, PARTICIPATING AGENCIES must reimburse and return the amount of funding used to perform the ineligible activity to AUTHORITY, FA Page 5 of 17 L:\Camm\CLEMCAL\WORDPROCUAG REEWG81797.docx 251-31 COOPERATIVE AGREEMENT NO. C-8.1797 GARDEN GROVE BOULEVARD —RTSSP 1 G. AUTHORITY shall invoice the PARTICIPATING AGENCIES as identified in 2 APPLICATION and Attachment A for the dollar cash match at the end of the Primary Implementation 3 phase or at a mutually agreed upon time to facilitate any respective AGENCY funding timeframes, 4 H. AUTHORITY shall request updates for the PROJECT as part of semi-annual review 5 process, including documentation of in-kind match conforming to Attachment A and will Include the 6 PROJECT in the list of active projects In OC Fund Tracker until completion of the three-year grant period. 7 Documents to be provided Include, but are not limited to, payroll records, contracts, and purchase orders. 8 ARTICLE 4. RESPONSIBILITIES OFT iE AUTHORITYAS PROJECT LEAD AGENCY 9 The AUTHORITY as the LEAD AGENCY agrees to the following responsibilities for the 10 implementation of the PROJECT: 11 A. AUTHORITY shall act as the LEAD AGENCY for the work necessary to manage, procure, 12 and complete the PROJECT as Identified In APPLICATION. 13 B. To coordinate outreach with PARTICIPATING AGENCIES for PROJECT. 14 C. To collect all data necessary to provide new optimized timing plans including, but not 15 limited to, manual or video all movement counts at each PROJECT signalized intersection, and a mutually 16 agreed upon number and location of twenty-four (24) hour ! seven (7) day automated machine traffic 17 counts with vehicle classification. 18 D. To develop and Implement new timing plans optimized for signal synchronization. 19 E. To provide updated timing plans for all control systems and all relevant data used to 20 develop said plans to PARTICIPATING AGENCIES. 21 F. To prepare a "Before and After Study" for PROJECT as described In the Measure M2 22 Eligibility Guidelines adopted by the AUTHORITY. The "Before and After Study" for the project is 23 considered the equivalent of the required Project Final Report (Measure M2 Ordinance No. 3, Section 24 B.111.9) for PROJECT. The AUTHORITY shall provide the "Before and After Study" to the 25 PARTICIPATING AGENCIES in draft and final formats for review and comment. 26 AGENCY comments shall be noted in the final study. If specified in APPLICATION, AUTHORITY shall Page 6 of 17 L•1COMMICLERICALIW ORDPROCWGREE WG917'97.docx 251-32 COOPERATIVE AGREEMENT NO. C-8.1797 GARDEN GROVE BOULEVARD — RTSSP 1 provide a "Before and After Study" video of a representative portion of PROJECT at up to two (2) public 2 meetings. 3 ARTICLES, RESPONSIBILITIES OF THE PARTICIPATING AGENCIES 4 PARTICIPATING AGENCIES agree to the following responsibilities for implementation and 5 funding of PROJECT: 6 A. Provide a technical representative to meet and participate as a member of the 7 PROJECT's Traffic Forum. 8 B. To authorize the AUTHORITY to manage, procure, and implement all aspects of 9 PROJECT. 10 C. To participate and support PROJECT implementation within the timeframe outlined In 11 APPLICATION and consistent with the CTFP Guidelines adopted by AUTHORITY, 12 D. To provide AUTHORITY all current Intersection as -built drawings, all current 13 intersections controller assembly plans as provided by the manufacturer and modified by Party since 14 original installation, local field master, local controller, and ATMS timing plans and other ITS related 15 data upon request. 16 E. To provide the local cash match and/or documentation for the in-kind services match 17 for PROJECT In accordance with Attachment A. Failure to provide local cash match and or evidence 18 of in-kind services match may result in the loss of future participation for competitive funding 19 opportunities. 20 F. PARTICIPATING AGENCIES that have included a dollar match as identified in 21 Attachment A shall provide payment for the dollar match to AUTHORITY within thirty (30) calendar 22 days of receipt of an Invoice. 23 G. PARTICIPATING AGENCIES that have Included an in-kind services match as identified 24 in Attachment A shall provide documentation of conformance as part of the semi-annual review process. 25 H. To waive all fees associated with any local agency permits that may be required of the 26 consultant, sub consultants, and/or service or equipment providers in the performance of the PROJECT. Page 7 of 17 L:%CammkOLERICAL%WORDPROC%AGF(EEWGS1797.docx 251-33 COOPERATIVE AGREEMENT NO. C-8-1797 GARDEN GROVE BOULEVARD — RTSSP 1 I. PARTICIPATING AGENCIES shall provide updates on PROJECT to AUTHORITY as 2 part of semi-annual review process until completion of the three-year PROJECT grant period. Documents 3 to be provided include, but are not limited to, payroll records, contracts, and purchase orders, 4 J. PARTICIPATING AGENCIES shall, if specified in APPLICATION, continue Ongoing 5 Operations and Maintenance after the three-year grant period is complete and continue until the end of 6 the PROJECT per additional maintenance of effort in APPLICATION. 7 K. The project is partially funded by Senate Bill 1 (88-1) and PARTICIPATING AGENCIES 8 agree to comply with all applicable 813-1 Accountability Guidelines, Local Partnership Program and State 9 requirements. 10 ARTICLE 6. DELEGATED AUTHORITY 11 The actions required to be taken by PARTICIPATING AGENCIES in the implementation of this 12 Agreement are delegated to their respective City Manager, or designee, and the actions required to be 13 taken'by AUTHORITY in the implementation of this Agreement are delegated to AUTHORITY's Chief 14 Executive Officer or designee. 15 ARTICLE 7. AUDIT AND INSPECTION 16 AUTHORITY and PARTICIPATING AGENCIES shall maintain a complete set of records in 17 accordance with generally accepted accounting principles. Upon reasonable notice, PARTICIPATING 18 AGENCIES shall pan -nit the authorized representatives of AUTHORITY to inspect and audit all work, 19 materials, payroll, books, accounts, and other data and records of PARTICIPATING AGENCIES for a 20 period of five (5) years after final payment, final closeout, or until any on-going audit is completed, 21 whichever is later. For purposes of audit, the date of completion of this Agreement shall be the date of 22 AUTHORITY's payment of consultant's final billing (so noted on the paid Invoice) under this Agreement. 23 AUTHORITY shall have the right to reproduce any such books, records, and accounts. The above 24 provision with respect to audits shall extend to and/or be Included In contracts with PARTICIPATING 25 AGENCIES' contractor. 26 / Page 8 of 17 L:1CammICLERICALIWORDPROOL AGREMAG81797.dom 251-34 COOPERATIVE AGREEMENT NO. C-8-1797 GARDEN GROVE BOULEVARD —RTSSP 1 ARTICLE 8. INDEMNIFICATION 2 A. To the fullest extent permitted by law, PARTICIPATING AGENCIES shall defend 3 (at PARTICIPATING AGENCIES' sole cost and expense with legal counsel reasonably acceptable to 4 AUTHORITY), indemnify, protect, and hold harmless AUTHORITY, and its officers, directors, employees, 5 and agents (collectively the "Indemnified Parties"), from and against any and all liabilities, actions, suits, 6 claims, demands, losses, costs, judgments, arbitration awards, settlements, damages, demands, orders, 7 penalties, and expenses including legal costs and attorney fees (collectively"Claims"), Including but not 8 limited to Claims arising from injuries to or death of persons (PARTICIPATING AGENCIES' employees 9 included), for damage to property, including property owned by AUTHORITY, or from any violation of any 10 federal, state, or local law or ordinance, alleged to be caused by the negligent acts, omissions or willful 11 misconduct of PARTICIPATING AGENCIES, its officers, directors, employees or agents in connection 12 with or arising out of the performance of this Agreement. 13 B. To the fullest extent permitted by law, AUTHORITY shall defend (at AUTHORITY's sole 14 cost and expense with legal counsel reasonably acceptable to PARTICIPATING AGENCIES), indemnify, 15 protect, and hold harmless PARTICIPATING AGENCIES, including their officers, directors, employees, 16 and agents (collectively the "Indemnified Parties"), from and against any and all liabilities, actions, suits, 17 claims, demands, losses, costs, judgments, arbitration awards, settlements, damages, demands, orders, 16 penalties, and expenses including legal costs and attorney fees (collectively "Claims"), including but not 19 limited to Claims arising from injuries to or death of persons (AUTHORITYs employees included), for 20 damage to property, including property owned by PARTICIPATING AGENCIES, or from any violation of 21 any federal, state, or local law or ordinance, alleged to be caused by the negligent acts, omissions or 22 willful misconduct of AUTHORITY, its officers, directors, employees oragents in connection with or arising 23 out of the performance of this Agreement. 24 C. The indemnification and defense obligations of this Agreement shall survive its expiration 25 ortermination. 26 1 Page 9 of 17 L:1Camm\CLERICAL%WORDPROCWGREE�AG81797.docx 251-35 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 COOPERATIVE AGREEMENT NO. C-8-1797 GARDEN GROVE BOULEVARD — RTSSP ARTICLE 9. ADDITIONAL PROVISIONS A. Term of Agreement This Agreement shall be In full force and effect through December 31, 2023. B. Amendmenti This Agreement may be extended or amended in writing at any time by the mutual consent of all Parties and AUTHORITY. No amendment shall have any force or effect unless executed In writing by all Parties and AUTHORITY. C. Termination: In the event any Party defaults in the performance of their respective obligations under this Agreement or breaches any of the provisions of this Agreement, a non -defaulting Party(s) shall have the option to terminate this Agreement upon thirty (30) calendar days prior written notice to the Party In default. D. Termination for Convenience! Either Party may terminate this Agreement for its convenience by providing thirty (30) calendar days prior written notice of its intent to terminate for convenience to the other Party. E. AUTHORITY and PARTICIPATING AGENCIES shall comply with all applicable federal, state, and local laws, statues, ordinances and regulations of any governmental authority having jurisdiction over the PROJECT. F. LegalAuthority:AUTHORITY and PARTICIPATING AGENCIES hereto consent that they are authorized to execute this Agreement on behalf of said Parties and that, by so executing this Agreement, the Parties hereto are formally bound to the provisions of this Agreement. G. Severability: If any term, provision, covenant or condition of this Agreement is held to be Invalid, void or otherwise unenforceable, to any extent, by any court of competent jurisdiction, the remainder of this Agreement shall not be affected thereby, and each term, provision, covenant or condition of this Agreement shall be valid and enforceable to the fullest extent permitted by law, H. Counterparts of Agreement This Agreement may be executed and delivered in any number of counterparts, each of which, when executed and delivered shall be deemed an original and all of which together shall constitute the same agreement. Facsimile signatures shall be permitted. L:Kamm%CLERICALIWOROPROCAGREE%AG81797.docx Page 10 of 17 251-36 COOPERATIVE AGREEMENT NO. C-8.1797 GARDEN GROVE BOULEVARD — RTSSP 1 I. Assignmen(: Neither this Agreement, nor any of the Parties' rights, obligations, duties, or 2 authority hereunder may be assigned in whole or in part by either Party without the prior written consent 3 of the other Party in its sole and absolute discretion. Any such attempt of assignment shall be deemed 4 void and of no force and effect. Consent to one assignment shall be deemed consent to any subsequent 5 assignment, nor the waiver of any right to consent to such subsequent assignment. 6 J. Governing Law: The laws of the State of California and applicable local and federal laws, 7 regulations and guidelines shall govern this Agreement. 8 K. Litigation fees: Should litigation arise out of this Agreement for the performance thereof, 9 the court shall award costs and expenses, including attorney's fees, to the prevailing Party. 10 L. Notices: Any notices, requests, or demands made between the Parties pursuant to this 11 Agreement are to be directed as follows: 12 / 13 ! 14 / 15 / 16 / 17 / 18 / 19 / 20 / 21 / 22 / 23 ! 24 / 25 / 26 / Page 11 of 17 L'%CammICLERI CAL\W ORDPROCWGREe WG$1797.docx 251-37 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 COOPERATIVE AGREEMENT NO, C-8.1797 GARDEN GROVE BOULEVARD — RTSSP To GARDEN GROVE: To AUTHORITY: City of Garden Grove Orange County Transportation Authority 11222 Acacia Parkway 550 South Main Street Garden Grove, CA 92842 P. O. Box 14184 Orange, CA 92863-1584 Attention: Dal Vu Attention: Michael Le Traffic Engineer Contract Administrator Tel: (714) 741-5189 Tel: (714) 560-5314 Email: daiv0poarden-prove oro E-mail: mle1 anocta net To ORANGE: To WESTMINSTER: City of Orange City of Westminster 300 E. Chapman Avenue 8200 Westminster Boulevard Orange, CA 92866 Westminster, CA 92683 Attention: Kathy Nguyen Attention: Adolfo Ozaeta Senior Civil Engineer Traffic Engineer Tel: (714) 744-5528 Tel: (714) 548-3462 Email: knguyenaa cltyoforanae oro Email: aozaetana ci westminster ca us To SANTA ANA: City of Santa Ana 20 Civic Center Plaza, M-43 Santa Ana, CA 92702 Attention: Cesar Rodriguez Acting Senior Civil Engineer Tel: (714) 647-5626 Email: Croddguez(o)santa-ana oro Page 12 of 17 L:tCsm m1CLERICAL\WORDPROCIAGREE1AG61797.dca 251-38 COOPERATIVE AGREEMENT NO. C-8-1797 GARDEN GROVE BOULEVARD— RTSSP 1 M. Force Mafeure: Either Party shall be excused from performing its obligations under this 2 Agreement during the time and to the extent that it is prevented from performing by an unforeseeable 3 cause beyond Its control, Including but not limited to: any incidence of fire, flood; acts of God; 4 commandeering of material, products, plants orfacilities by the federal, state or local government; national 5 fuel shortage; or a material act or omission by the other Party, when satisfactory evidence of such cause 6 is presented to the other Party, and provided further that such nonperformance Is unforeseeable, beyond 7 the control and is not due to the fault or negligence of the Party not performing. 8 I 9 / 10 / 11 / 12 / 13 / 14 / 15 / 16 / 17 / 18 / 19 / 20 1 21 / 22 / 23 / 24 ! 25 / 26 / Page 13 of 17 L:kCamm%CLERICALIWORDPROCVAGREEWG81797.doGx 251-39 1 2 3 .4 5 8 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 COOPERATIVE AGREEMENT NO. C-8-1797 GARDEN GROVE BOULEVARD – RTSSP This Agreement shall be made effective upon execution by all Parties, IN WITNESS WHEREOF, the parties hereto have caused this Agreement No. C-8-1797 to be executed on the date first written above. CITY OF GARDEN GROVE By: Steve Jones Mayor ATTEST: By: Teresa Pomeroy, CMC City Clerk APPROVED AS TO FORM BY: —_ Omar Sandoval City Attomey Dated: ORANGE COUNTY TRANSPORTATION AUTHORITY By: Darrell E. Johnson Chief Executive Officer APPROVAL RECOMMENDED: By: IQa Mortazavi Executive Director, Planning Dated: Page 14 of 17 LtlCamm\CLERICALIWORDPROCVAGREE1AG81797, dacx 251-40 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 COOPERATIVE AGREEMENT N0, C-8-1797 GARDEN GROVE BOULEVARD — RTSSP This Agreement shall be made effective upon execution by all Parties. IN WITNESS WHEREOF, the parties hereto have caused this Agreement No. C-8-1797 to be executed on the date first written above. CITY OF ORANGE By: Teresa P. Smith Mayor ATTEST: By: Mary E. Murphy City Clerk APPROVED AS TO FORM By: Wayne Winthers City Attorney Dated: Page 15 of 17 L:1CammlCLERICALIWORDPROG%AGREEIAG91797.docx 251-41 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 COOPERATIVE AGREEMENT NO. C-8-1797 GARDEN GROVE BOULEVARD — RTSSP This Agreement shall be made effective upon execution by all Parties. IN WITNESS WHEREOF, the parties hereto have caused this Agreement No. C-8-1797 to be executed on the date first written above. CITY OF SANTA ANA By: Raul Godinez II City Manager ATTEST: By: Maria D. Huizar Clerk of the Council APPROVED AS TO FORM 11 d By: 1 tV. is R. Carvalho City Attorney Dated: Page 16 of 17 LICamm%CLEMCALIWORDPROCWGREEWGB7797.do" 251-42 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 COOPERATIVE AGREEMENT NO. C-8-1797 GARDEN GROVE BOULEVARD — RTSSP This Agreement shall be made effective upon execution by all Parties. IN WITNESS WHEREOF, the parties hereto have caused this Agreement No. C-8-1797 to be executed on the date first written above. CITY OF WESTMINSTER By: _ Tri Ta Mayor ATTEST: Bv: Christine Cordon City Clerk APPROVED AS TO FORM By: City Attorney Dated: Page 17 of 17 L:1Camm\CLERICALIWORD PROCWGREE4AG81797.dom 251-43 0 COOPERATIVE AGREEMENT NO. C-8.1797 GARDEN GROVE BOULEVARD - RTSSP ATTACHMENT DETAILED LOCAL MATCH COMMITMENT SECTION 1: AGENCY TOTAL MATCH SUMMARY ........- ..._._....._, _ _ __... _,,,,,,,,, ,,,,,„, ::....,., _ aya, mr avw nu, aans y --flu rnarcn commfrmenr Dy Ine end orihe respective phase. However, Cash Match Is NOTallowed to be converted to lnddnd match. SECTION 2: MATCH BREAKDOWN (CASH VS IN-KIND SERVICES) A. Cash Match AGENCY,.: CASH MATCH IN-KIND TAL MATCF( $ 454,952,50 Ongofn� Prlroary MgdltoYing , OngoltSE :, Primary Moriltoi1ng : Primary _ Qngomg Monitanng GENC.Y.:; Implementation .. $ Implerr entatiori & ImpJemenfatlon , ;& TOTAL Mainfenance Malmo ance Maintenance City of Garden $438,392.50 $16,560.00 $438,392.50 $16,560.00 Grove $ 0 $454,952.50 $454,952,50 City of $ 6,200.05 $ 720.00 $ 6,200.05 $ 720.00 Orange $ 6,920.05 $ 0 $ 6,920,05 City of $ 4,700,00 $ 720.00 $ 4,700.00 $ 720.00 Santa Ana $ 0 $ 5,420.00 $6,420.00 - City of $ 55,395,00 $ 6,480.00 $ 55,895.00 $ 6,480.00 Westminster $ 0 $ 61,875.00 $ 61,875.00 $51)4,88755 $;24.4.80,0,0 0 -; $ t) $ 5Q4,687.t 5 $ 24,480.o $ "fn_4fnrl mnh•h mn,r Fe nnn,.eded x, �....A ,. re _..__ ........- ..._._....._, _ _ __... _,,,,,,,,, ,,,,,„, ::....,., _ aya, mr avw nu, aans y --flu rnarcn commfrmenr Dy Ine end orihe respective phase. However, Cash Match Is NOTallowed to be converted to lnddnd match. SECTION 2: MATCH BREAKDOWN (CASH VS IN-KIND SERVICES) A. Cash Match AGENCY,.: FUNDING $OI�RCE. AMQUNfi OF CAH CONTIjIBUT10y ' City of Garden Grove Measure M $ 454,952,50 City of Orange Other $ 6,920.05 City of Santa Ana M2 Falrshare $ 5,420.00 City of Westminster Other $ 61,875.00 TOTAL $ 529,167.55 Page A - 1 251-44 COOPERATIVE AGREEMENT NO. 0-9-1797 GARDEN GROVE BOULEVARD - RTSSP ATTACHMENT A B, In -Kind Services L Sp ecific Improvements (List Items and Cost): 00ristP4ctlon'`' . +' Expenditure' A ehc Irn' NIA TOTAL $0 Id StaHlnv Commitment: AGENCY tTAFF PQSITIQN FIE .1 TO PROJECT ' NO OF HOURS FULLY " BURD,NED HQURL•Y At -..::.:.. .; NIA Total: $ 0 TOTAL IN-KIND MATCH**: $ 0 •-rotasmounttstheraqurredparacipanonDytheldantitiedagency. The number ofhours and hourly rate will bebased on each agency's actual fullyburdened bllling rates, which must collectively equal the same value of the assigned "Total" dollars. Each agency will be responsible forkeeoing detalled reccurs of hours worked and description of work. An accounting record of personnel, hours at fully burdened rate Is expected to be Included with the final submittal. Records will be subject to auditing. Page A - 2 251-45 251-46 REQUEST FOR COUNCIL. ACTION CITY COUNCIL MEETING DATE: NOVEMBER 20, 2018 TITLE: DONATION AGREEMENTS WITH VARIOUS ORGANIZATIONS TO SUPPORT COMMUNITY EVENTS AND PROGRAMS (STRATEGIC PLAN NO. 5,4) M`�� ��hill IM =612rnmMi RECOMMENDED ACTION 11 CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 161 Reading ❑ Ordinance on 2"d Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER 1. Approve a donation form in support of the Movie Night held at Portola Park for residents of the neighborhood, including Hoover Elementary School students, on November 9, 2018 in the amount of $435 in City services credit (Councilmember Tinajero). 2. Authorize the City Manager and Clerk of the Council to execute agreements with various organizations in support of their community events and programs, subject to nonsubstantive changes approved by the City Manager and the City Attorney, as follows: a. Centro Cultural de Mexico en el Condado de Orange in support of the Noche de Altares event, free to the community, that occurred on November 3, 2018, in a one- time donation amount of $500 (Mayor Pro Tem Martinez); b. Second Chance Orange County in support of on-going program costs that provide workforce and life skills services to highly at risk youth, homeless individuals, and people with substance abuse issues, an event that occured on September 22, 2018, in a one-time donation amount of $500 (Councilmember Solorio); C. Te-Kenjutsu-KanKarate-Do to support the 16th Annual Adlawan Cup Food Drive Karate Championships that will provide supportive items for homeless individuals in the City, in the amount of $500 (Councilmember Solorio); d. Centro Cultural de Mexico en el Condado de Orange in support of the Noche de Altares event, free to the community, that occurred on November 3, 2018, in a one- time donation amount of $500 (Benavides). 29A-1 Donation Agreements with Organizations to Support Community Events and Programs November 20, 2018 Page 2 DISC Special u4 5lResolution 01 establishing42, aresolution Event On Augmicretionary Funds. and Sponsorship PolcY and Guidelines for Dss policy outlines the eligibility criteria for neighborhood associations and eligible non-profit entities for consideration of City Council sponsorship. In accordance with this policy, each Councilmember is allowed to appropriate u to $10,000 per fiscal year to support eligible organizations, including neighborhood associatio s and non-profit t under section 501 (c)3 of the Internal organizations. Eligible or that are not tax exemp Revenue Code are eligible for in-kind funding for City Services. vcommunity Forms (Exhibit 1) and Donation Agreee Donation Requests The donation forms and agreements listed above are in response to th ments (Exhibits 2-5) submitted by various ing specific utibksponsorship organizations or besrespectively, eviwed and agreed for community events and/or programs. to sponsoring the programs or events through the Special Event Sponsorship funds. Upon approval by City Council, the respective donation agreements will be executed. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #5 - Communit Health, Livability, Engagement & Sustainability, Objective #4 (support neighborhood vitality and livability). FISCAL IMPACT in the m 0 18-19 Funds to support the City Council Sponsorship Policy are availablelable from a ch of the following il General Non -Departmental account (01105015-62300) as appropriate Councilmember's appropriated amounts for Fiscal Year 2018-19: Mayor Pro Tem Martinez $ 500.00 $ 1,000.00 Councilmember Solorio Benavides $ 500.00 Councilmember Councilmember Tinajero $ 435.00Total $ 2,435.00 APPROVED AS TO FUNDS AND ACCOUNTS: A/ �& Kathryn Downs, CPA Executive Director '9� Finance and Management Services Agency Exhibits: 2-5 Donation Agreements Night Donation Form for 29A-2 0 City of Santa Ana Donation Request City Manager's Office - M-31 20 Civic Center Plaza P.O. Box 1988 Santa Ana, CA 92702 (714) 647-5200 Nam — QthY16lV1d0 �J[Ll leYf2ZFlue `�PIV1G1 ill Name:— Addres� s: Ltoq F , Sav*A C la (re, Ave , 1 ity,scr tate, Zip: SahllA, Pliv-A,Ck '1270b rPhone:(-114) S&LL -2_(03 Email:YMA%k.G�Tierre SIcj ue —'Fax: C rbL+-2_1"1j 4Oover F-I2w�ew Ary (; . 001 npt Status: Is your organization a non-profit or public tax-exempt organization as ider Section 501(c)(3) of the Internal Revenue Code? will only qualify for a credit for City -related costs far yourrequest (i.e. permit fees, rental rates fortacilities or equipment, etc.).Costs for City services vary and if credit may or may not cover full cost of requested City services. One: ID p: 7M Qon`%o61Regiie's`tj,`--�_ City Services Credit I 435.00 (Date N d: 11( ,1 I�! Tina or01, Amount Requested: SGt Ma orlCouncitmember. . _ ).,_ _ . tract Payment Amount f/ Event-TDa�te: NDv , 9 t20�1tp iEvle�nt'Ti�me:'.t I –r.00 – C150 PM ;Requested: �5 r Event Location: I �POrkO�a, _PA V- setNTLL. rout r CA 4277015 (Address. City, State, Zip City Manager Signature: Description of t� tDv I l�l.i�l Event I Purpose: (� S LW d el Se vLgG o -F Co tnM> IA 0 r� Community Benefit: , -�aw�lae`s s4udeu�s of 4_6vev, tlew',evjar� Signature: Applicant� at Mall: City Manager's Office–M-31 Email: donatlonrequest@sante-ana.org 20 Civic Center Plaza Fax: (714) 647-6954 P.O. Box 1988 Santa Ana, CA 92702 Crit Eb'l_-t+17L-S' - -- Donation Request N: Reference H on all related DPVs DR - YES I NO YES Council Meeting Date: 11/20/18 Eligibility Met: � Approved Amount: $435*(City Service Credit) I _ City Manager Signature: — ----- Date: i _I NOTE: Journal Entry for movie cost 1 Revised 0110512017 29A-4 CITY OF SANTA ANA DONATION AGREEMENT WITH CENTRO CULTURAL DE MEXICO EN EL CONDADO DE ORANGE 1. PARTIES AND DATE This Donation Agreement ("Agreement") is entered into on NOVEMBER 20, 2018, by and between the City of Santa Ana, a municipal corporation ("City") and CENTRO CULTURAL DE MEXICO EN EL CONDADO DE ORANGE, a California 501(c)(3) NON-PROFIT ORGANIZATION ("Recipient"). City and Recipient are sometimes individually referred to as "Party" and collectively as "Parties" in this Agreement. 2. RECITALS 2.1 Community Benefit. The City wishes to provide Recipient with funding to assist Recipient for HOSTING ACTIVITIES AND PARTICIPATING IN THE NOCHE DE ALTARES EVENT IN DOWNTOWN SANTA ANA WHICH WAS HELD ON NOVEMBER 3, 2018. THIS WAS A FREE EVENT FOR THE COMMUNITY WITH MUSIC, DANCE, AND CULTURAL CEREMONIES FOR COMMUNITY MEMBERS ("Community Benefit"). The Parties wish to enter into this Agreement to establish the terms and conditions under which the City will provide funding. 2.2 Public Purpose. The City, by recommendation of MAYOR PRO TEM MARTINEZ, believes there is a public purpose in supporting the Community Benefit because it PROMOTES CULTURAL AWARENESS, CELEBRATES DIVERSITY AND CULTURE. The foregoing is a general description of the public purpose, and is not necessarily the only public purpose to be gained from the Community Benefit. 3. TERMS AND CONDITIONS 3.1 Use of Funds. The City has chosen to provide Recipient with a one-time payment of FIVE HUNDRED DOLLARS ($500); because the City has determined that there is a public purpose to be served in supporting the Community Benefit. In executing this Agreement and receiving the funds, Recipient agrees to use the funds only for the purpose described and subject to the terms and conditions provided for in this Agreement. Should Recipient fail to use the funds for such purpose or otherwise comply fully with the terms of this Agreement, City shall have the right to terminate this Agreement and demand the return of the funds pursuant to Section 3.2 below. 3.2 Tenn; Termination of Agreement. This Agreement shall take effect on the date first above written and remain in effect through Recipient's full expenditure of the funds. The City has the right to terminate this Agreement upon one day's notice, with or without cause. Should the City terminate this Agreement, it shall also have the right to demand the immediate return of all funds provided to Recipient pursuant to this Agreement, as well as interest at the rate of ten percent (10%) per annum. Notwithstanding the foregoing, the indemnification provisions of this Agreement shall survive any expiration or termination of this Agreement. 3.3 Waivers. Insurance or Other Obligations. For purposes of the City's protection, if the City determines that the funds will be used for a purpose which may cause a significant risk of injury, the City may, in its sole discretion, require Recipient to provide certain insurance and participant waiver/release protections. This right shall be on-going and may be implemented by the City at any time, and all insurance and waiver/release forms shall be provided on forms, in amounts and with provisions acceptable to City. 3.4 No Oversight by City. Nothing in this Agreement shall be implied or interpreted as City establishing or providing oversight, control or approval of the Community Benefit or any activities conducted by the Recipient. 3.5 Indemnification. Recipient understands, acknowledges and agrees that Recipient shall assume all risks associated with the Community Benefit, including, but not limited to, the possibility of death or serious trauma or injury. To this end, therefore, Recipient shall defend, indemnify and hold City and its officials, officers, employees, agents and volunteers free and harmless from and against any and all claims, demands, causes of action, costs, expenses, liabilities, losses, damages or injuries, in law or equity, to property or persons, including wrongful death, in any manner arising out of or incident to any and all acts, omissions, willful misconduct or other activities of the Recipient or its officials, officers, employees, agents, guests, participants attendees, and contractors, including the performance of the Community Benefit or this Agreement, including without limitation the payment of all consequential damages and attorneys fees and other related costs and expenses. The only exception to the Recipient's obligations hereunder shall be for claims, demands, causes of action, costs, expenses, liabilities, losses, damages or injuries caused by the sole negligence, sole willful misconduct or sole active negligence of the City. Recipient shall defend, at Recipient's own cost, expense and risk, any and all such aforesaid suits, actions or other legal proceedings of every kind that may be brought or instituted against the City, its officials, officers, employees, agents, or volunteers. Recipient shall pay and satisfy any judgment, award or decree that may be rendered against the City or its officials, officers, employees, agents, or volunteers, in any such suit, action or other legal proceeding. Recipient shall reimburse City and its officials, officers, employees, agents, and/or volunteers, for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided. Recipient's obligation to indemnify shall not be restricted or limited by insurance proceeds, if any, received by the City, its officials, officers, employers, agents or volunteers. The indemnification provisions of this Agreement shall survive any expiration or termination of this Agreement. 3.6 Entire Contract/Modification. This Agreement contains the entire agreement of the Parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings or agreements. The terms and conditions of this Agreement may be altered, modified or amended only by written agreement signed by both Parties. 3.7 Authority to Enter Agreement. The person executing below on behalf of Recipient represents and warrants that the Recipient has all requisite power and authority to conduct its business and to execute, deliver and perform this Agreement. Each Party warrants that the individuals who have signed this Agreement have the legal power, right and authority to make this Agreement bind each respective Party. EXHIBIT 2 29A-6 CITY OF SANTA ANA m Raul Godinez If City Manager Attest: By: Maria D. Huizar Clerk of the Council Approved as to Form: Sonia R. Carvalho City Attorney By: hn M. Funk Assistant City Attorney EL CENTRO CULTURAL DE MEXICO EN EL CONDADO DE ORANGE, a 501(c)(3) NON-PROFIT ORGANIZATION 0 Karen Sarabia Executive Director 29K-'7 1�='' City of Santa Ana City Manager's Office—M-31 y 20 Civic Center Plaza a Donation Request P.O. Box 1988 t_�P / Santa Ana, CA 92702 '-- (714) 647.5200 Name: :I Centro Cultural de Mexico en el Condado de Orange Tax -Exempt Status: Is your organization a non-profit or public lax -exempt organization as defined under Section 501(c)(3) of the Internal Revenue Code? If No, you will only qualify for a credit for City -related costs for your request (i. e. permit fees, staff time, rental rates for facilities or equipment, etc.). Costs for City services vary and if approved, credit may or may not cover full cost of requested City services. alect One:1 Name; !Karen Sarabia ;t;e; Executive Director Address: 1837 N Ross city, State, zip: Santa Ana, Ca 92701 phone; 1949 205 3954 FE, a, karen@elcentroculturaldemexico.org Fax: families, students, community organization and businesses come together to Name: :I Centro Cultural de Mexico en el Condado de Orange Tax -Exempt Status: Is your organization a non-profit or public lax -exempt organization as defined under Section 501(c)(3) of the Internal Revenue Code? If No, you will only qualify for a credit for City -related costs for your request (i. e. permit fees, staff time, rental rates for facilities or equipment, etc.). Costs for City services vary and if approved, credit may or may not cover full cost of requested City services. alect One:1 yes Yes, Ix ID #: 33-0614169 No .. . ..- CityServicesCredit Date Needed: 11/03/2018 Mayor/Councilmember: Martinez [Amount Requested: Direct Payment Amount 5QQ Event Date: 11 /03/201 H Event TJme: 1:00 PM Requested: Event Location: Address, City, State, Zip 4th Street and Birch Santa Ana,Ca 92701 Eligibility Met: Since 2002, El Centro Cultural de Mexico has been organizing Noce e A tares, Description of or a Night of Altars, a community based Dia de los Muertos celebration, where Event/Purpose: families, students, community organization and businesses come together to Date: create an authentic cultural exnerienct=, that reflects Mexican tradition -and -what For one nig t,amilif es, students, community organizations, activists, artists, an Community Benefit: businesses are invited to build an altar in memory of a deceased loved one or to bring awareness to a social issue. By making altars, participants are inviting F.,11.,,., .. .. R., ... ... L...... i..M 0-i. - Hf— .. 4 .. .. f... ., L.. ,,...I .. f1. ,... ^^^,10/15/2018 Applicant Signature: C� Date: Mail: City Manager's Office—M41 Email: donationrequest@santa-ana.org 20 Civic Center Plaza Fax: (714) 647-6954 P.O. Box 1988 Santa Ana, CA 92702 WYI1@@ t7.4ri Donation Request #: Reference # on all related OPVs DR - Council Meeting Date: 11(20!18 Eligibility Met: YES / NO YES Approved Amount: $500 City Manager Signature: Date: 2 Revised 01/05/2017 CITY OF SANTA ANA DONATION AGREEMENT WITH SECOND CHANCE ORANGE COUNTY 1. PARTIES AND DATE This Donation Agreement ("Agreement") is entered into on NOVEMBER 20, 2018 by and between the City of Santa Ana, a municipal corporation ("City") and SECOND CHANCE ORANGE COUNTY, a California 501(c)(3) NON-PROFIT ORGANIZATION ("Recipient"). City and Recipient are sometimes individually referred to as "Party" and collectively as "Parties" in this Agreement. 2. RECITALS 2.1 Community Benefit. The City wishes to provide Recipient with funding to assist Recipient for PROVIDING SERVICES TO SANTA ANA YOUTH THAT ARE HOMELESS OR RECOVERING ADDICTS BY CONNECTING YOUTH WITH SERVICES AND EMPLOYMENT ("Community Benefit"). The Parties wish to enter into this Agreement to establish the terms and conditions under which the City will provide funding. 2.2 Public Purpose. The City, by recommendation of COUNCILMEMBER SOLORIO, believes there is a public purpose in supporting the Community Benefit because it WILL PROVIDE AN ECONOMIC VALUE TO ASSIST AT -RISK YOUTH IN SANTA ANA SO THEY MAY BECOME PRODUCTIVE CITIZENS THAT CONTRIBUTE TOWARDS SOCIETY. The foregoing is a general description of the public purpose, and is not necessarily the only public purpose to be gained from the Community Benefit. 3. TERMS AND CONDITIONS 3.1 Use of Funds. The City has chosen to provide Recipient with a one-time payment of FIVE HUNDRED DOLLARS ($500), -because the City has determined that there is a public purpose to be served in supporting the Community Benefit. In executing this Agreement and receiving the funds, Recipient agrees to use the funds only for the purpose described and subject to the terms and conditions provided for in this Agreement. Should Recipient fail to use the funds for such purpose or otherwise comply fully with the terms of this Agreement, City shall have the right to terminate this Agreement and demand the return of the funds pursuant to Section 3.2 below. 3.2 Term; Termination of Agreement. This Agreement shall take effect on the date first above written and remain in effect through Recipient's full expenditure of the funds. The City has the right to terminate this Agreement upon one day's notice, with or without cause. Should the City terminate this Agreement, it shall also have the right to demand the immediate return of all funds provided to Recipient pursuant to this Agreement, as well as interest at the rate of ten percent (10%) per annum. Notwithstanding the foregoing, the indemnification provisions of this Agreement shall survive any expiration or termination of this Agreement. 2§X39 39 3.3 Waivers. Insurance or Other Obligations. For purposes of the City's protection, if the City determines that the funds will be used for a purpose which may cause a significant risk of injury, the City may, in its sole discretion, require Recipient to provide certain insurance and participant waiver/release protections. This right shall be on-going and may be implemented by the City at any time, and all insurance and waiver/release forms shall be provided on forms, in amounts and with provisions acceptable to City. 3.4 No Oversight by City. Nothing in this Agreement shall be implied or interpreted as City establishing or providing oversight, control or approval of the Community Benefit or any activities conducted by the Recipient. 3.5 Indemnification. Recipient understands, acknowledges and agrees that Recipient shall assume all risks associated with the Community Benefit, including, but not limited to, the possibility of death or serious trauma or injury. To this end, therefore, Recipient shall defend, indemnify and hold City and its officials, officers, employees, agents and volunteers free and harmless from and against any and all claims, demands, causes of action, costs, expenses, liabilities, losses, damages or injuries, in law or equity, to property or persons, including wrongful death, in any manner arising out of or incident to any and all acts, omissions, willful misconduct or other activities of the Recipient or its officials, officers, employees, agents, guests, participants attendees, and contractors, including the performance of the Community Benefit or this Agreement, including without limitation the payment of all consequential damages and attorneys fees and other related costs and expenses. The only exception to the Recipient's obligations hereunder shall be for claims, demands, causes of action, costs, expenses, liabilities, losses, damages or injuries caused by the sole negligence, sole willful misconduct or sole active negligence of the City. Recipient shall defend, at Recipient's own cost, expense and risk, any and all such aforesaid suits, actions or other legal proceedings of every kind that may be brought or instituted against the City, its officials, officers, employees, agents, or volunteers. Recipient shall pay and satisfy any judgment, award or decree that may be rendered against the City or its officials, officers, employees, agents, or volunteers, in any such suit, action or other legal proceeding. Recipient shall reimburse City and its officials, officers, employees, agents, and/or volunteers, for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided. Recipient's obligation to indemnify shall not be restricted or limited by insurance proceeds, if any, received by the City, its officials, officers, employers, agents or volunteers. The indemnification provisions of this Agreement shall survive any expiration or termination of this Agreement. 3.6 Entire Contract/Modification. This Agreement contains the entire agreement of the Parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings or agreements. The terms and conditions of this Agreement may be altered, modified or amended only by written agreement signed by both Parties. 3.7 Authority to Enter Agreement. The person executing below on behalf of Recipient represents and warrants that the Recipient has all requisite power and authority to conduct its business and to execute, deliver and perform this Agreement. Each Party warrants that the individuals who have signed this Agreement have the legal power, right and authority to make this Agreement bind each respective Party. 2MV1 0 CITY OF SANTA ANA By: Raul Godinez II City Manager Attest: 0 Maria D. Huizar Clerk of the Council Approved as to Form: Sonia R. Carvalho City Attorney BY _ 0�lv. Funk Assistant City Attorney SECOND CHANCE ORANGE COUNTY, a 501(c)(3) NON-PROFIT ORGANIZATION am Deborah Johnson Executive Director 2UIT Ai 1 , 2U-312 Cityof Santa ACity Manager'sOff7ce-M-31 anAna 20 Civic Center Plaza Donation Request P.O. Box 1988 _ Santa Ana, CA 92702 - (714) 647-5200 '[Deborah ,Name: Johnson—rExecuGe Dlrecto� Pddre� 2618 San Miguel Drive #284 C1 sr wte, Zip: Newport Beach, CA 92660 nv �e, 714 478-8351 l: debjll@loloud.00m Fes— �— Email: •nizatbon Information Name: Second Chance Orange County Tax -Exempt Status: Is your organization anon -profit or public tax-exempt organization as elect One: �I--� Eldefined under Section 501(c)(3) of the Internal Revenue Code? yea No If No, you will only qualify for a credit for City -related costs for yourrequest (.e. permit fees, �— If Yes, staff time, rentalrates for facilities or equipment,etc.).Costs for City service's vary andif 81-1224869 approved, credit may ormay not coverfull cost of requested City services. [rax lDM City Services Credit iDatNeeded: Requested: Stemberl0 iMayorlCounclimemner. I SOlOflOPmount Direct Payment Amount Event Date Se tember 22 — ,Requested: $500 P Event Time: 5-9pm 1919 N. Heliotrope Dr. Sania Ana, Ga-92766— a 92706Addres; (Event Location Address;G'N. State, Zip Help augment our CDBG grant inSanta Ana to pay fox -65 —gap in t e proms Description of budget. The money raised goes to program services so we can continue to Event) Purpose: provide services to Santa Ana Homeless and recovering alcohol/drug addicts. Inrluftinn-mentorina/rnachina. inh nlacPment FAFSA heln R sunnortive services EcoF11 ttheseo ton o th longer usepu tic services, they pay taxes, they pa roalue, er munity Benefit they pay rent and are no longer on the street, they become productive members of society. �Appllcant S�ture:—F� August 22,2018 Mail: City Manager's Office -M-31 Email: donationmquest@santaana.org 20 Civic Center Plaza Fax: (714) 647.6954 P.O. Box 1988 Santa Ana, CA 92702 Donation Request 8: _ DR ne,•nwncononallrera:caonvs Council Meeting Date: 11/20/18 Eligihility Met II YES / NO YES Approved Amount: $500 City Manager Signature Date: I Revised 011052017 , 2U-312 CITY OF SANTA ANA DONATION AGREEMENT WITH TE-KENJUTSU-KAN KARATE -DO PARTIES AND DATE This Donation Agreement ("Agreement") is entered into on NOVEMBER 20, 2018 by and between the City of Santa Ana, a municipal corporation ("City") and TE-KENJUTSU-KAN KARATE -DO, a Califomia 501(c)(3) NON-PROFIT ORGANIZATION ("Recipient"). City and Recipient are sometimes individually referred to as "Party" and collectively as "Parties" in this Agreement. 2. RECITALS 2.1 Community Benefit. The City wishes to provide Recipient with funding to assist Recipient in HOSTING THE 16TH ANNUAL ADLAWAN CUP FOOD DRIVE KARATE CHAMPIONSHIP AT SEGERSTROM HIGH SCHOOL WHICH WAS HELD ON NOVEMBER 11, 2018. ALL COMPETITORS DONATED GOODS TO GIVE TO THE WISEPLACE WOMEN'S SHELTER ("Community Benefit"). The Parties wish to enter into this Agreement to establish the terms and conditions under which the City will provide funding. 2.2 Public Purpose, The City, by recommendation of COUNCILMEMBER SOLORIO, believes there is a public purpose in supporting the Community Benefit because it PROVIDES AN OPPORTUNITY FOR YOUTH AND FAMILIES TO GIVE BACK TO THEIR COMMUNITY, BRING AWARENESS TO THOSE IN NEED, AND BENEFITS OUR YOUTH IN TEACHING THEM THE VALUE OF COMMUNITY SERVICE. The foregoing is a general description of the public purpose, and is not necessarily the only public purpose to be gained from the Community Benefit. 3. TERMS AND CONDITIONS 3.1 Use of Funds. The City has chosen to provide Recipient with a one-time payment of FIVE HUNDRED DOLLARS ($500), because the City has determined that there is a public purpose to be served in supporting the Community Benefit. In executing this Agreement and receiving the funds, Recipient agrees to use the funds only for the purpose described and subject to the terms and conditions provided for in this Agreement. Should Recipient fail to use the funds for such purpose or otherwise comply fully with the terms of this Agreement, City shall have the right to terminate this Agreement and demand the return of the funds pursuant to Section 3.2 below. 3.2 Term: Termination of Agreement. This Agreement shall take effect on the date first above written and remain in effect through Recipient's full expenditure of the funds. The City has the right to terminate this Agreement upon one day's notice, with or without cause. Should the City terminate this Agreement, it shall also have the right to demand the immediate return of all funds provided to Recipient pursuant to this Agreement, as well as interest at the rate of ten percent (10%) per annum. Notwithstanding the foregoing, the indemnification provisions of this Agreement shall survive any expiration or termination of this Agreement. 2LXFIBIT 9A -i 3 3.3 Waivers. Insurance or Other Obligations. For purposes of the City's protection, if the City determines that the funds will be used for a purpose which may cause a significant risk of injury, the City may, in its sole discretion, require Recipient to provide certain insurance and participant waiver/release protections. This right shall be on-going and may be implemented by the City at any time, and all insurance and waiver/release forms shall be provided on forms, in amounts and with provisions acceptable to City. 3.4 No Oversight by City. Nothing in this Agreement shall be implied or interpreted as City establishing or providing oversight, control or approval of the Community Benefit or any activities conducted by the Recipient. 3.5 Indemnification. Recipient understands, acknowledges and agrees that Recipient shall assume all risks associated with the Community Benefit, including, but not limited to, the possibility of death or serious trauma or injury. To this end, therefore, Recipient shall defend, indemnify and hold City and its officials, officers, employees, agents and volunteers free and harmless from and against any and all claims, demands, causes of action, costs, expenses, liabilities, losses, damages or injuries, in law or equity, to property or persons, including wrongful death, in any manner arising out of or incident to any and all acts, omissions, willful misconduct or other activities of the Recipient or its officials, officers, employees, agents, guests, participants attendees, and contractors, including the performance of the Community Benefit or this Agreement, including without limitation the payment of all consequential damages and attorneys fees and other related costs and expenses. The only exception to the Recipient's obligations hereunder shall be for claims, demands, causes of action, costs, expenses, liabilities, losses, damages or injuries caused by the sole negligence, sole willful misconduct or sole active negligence of the City. Recipient shall defend, at Recipient's own cost, expense and risk, any and all such aforesaid suits, actions or other legal proceedings of every kind that may be brought or instituted against the City, its officials, officers, employees, agents, or volunteers. Recipient shall pay and satisfy any judgment, award or decree that may be rendered against the City or its officials, officers, employees, agents, or volunteers, in any such suit, action or other legal proceeding. Recipient shall reimburse City and its officials, officers, employees, agents, and/or volunteers, for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided. Recipient's obligation to indemnify shall not be restricted or limited by insurance proceeds, if any, received by the City, its officials, officers, employers, agents or volunteers. The indemnification provisions of this Agreement shall survive any expiration or termination of this Agreement. 3.6 Entire Contract/Modification. This Agreement contains the entire agreement of the Parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings or agreements. The terms and conditions of this Agreement may be altered, modified or amended only by written agreement signed by both Parties. 3.7 Authority to Enter Agreement. The person executing below on behalf of Recipient represents and warrants that the Recipient has all requisite power and authority to conduct its business and to execute, deliver and perform this Agreement. Each Party warrants that the individuals who have signed this Agreement have the legal power, right and authority to make this Agreement bind each respective Party. EXHIBIT 4 29A-14 CITY OF SANTA ANA By: Raul Godinez City Manager Attest: By: Maria D. Huizar Clerk of the Council Approved as to Form: Sonia R. Carvalho City Attorney By: jiv. J& M. Funk Assistant City Attorney TE-KENJUTSU-KAN KARATE -DO, a 501(c)(3) NON-PROFIT ORGANIZATION By: Peter Mangosing Chief Instructor 9`AIT1 2 5 City of Santa Ana Donation Request City Manager's Office – M-31 20 Civic Center Plaza P.O. Box 1988 Santa Ana, CA 92702 (714) 547.5200 Iµeln,{-swylRY norer�rnro;n I Name: Peter Mangosing 'Fula:. Chief Instructor ddress: 1118 W. Stevens Av. Ply. state, zip: Santa Ana, Ca. 92707 Phone: 714-745-7801 Email: tkksensei@te-kenjutsu-kan.com Fax: Address, City, state, Zip IName: ITe-Kenjutsu-Kan Karate -Do Organization Tax -Exempt Status: Is your organization a non-profit or public tax-exempt organization as defined under Section 501(c)(3) of the Internal Revenue Code? elect Ona: Yes ❑ No If No, you will only qualify lora credit for City -related costs foryourrequest(ie. permit fees, Eligibility Met: YES i NO YES tafftime,rentalratesforfacilitiesorequipment,etc.).CostsforCityservicesvaryandit ryxes� Address, City, state, Zip credit mayor may not cover full cost of requested City services. : #201371172approved, - i :O YY - City Services Credit Data Needed: Ma orlCouncitmemben Solorio ��—� mount Requested: Direct Payment Amount 500.00 Event Date: 11/11/18 Event Time; 9:00anl Requested: Eligibility Met: YES i NO YES Even/ Location: gerstroff High School F2301 Address, City, state, Zip W. MacArthur Blvd. Santa Ana, Ca. Date: Te-kenjutsu-Kan Karate -Do, 16th Annual, Adlawan Cup Food Drive Karate Championships, Where all Description of competitors are required to donate, 2 -cans of food, 1 small bag of rice or pasta, 1-4 pack of toilet paper or a Event Purpose: 4 -pack of paper towels. All donated goods go to the WisPlaoe a Shelter for Women in the City of Santa Ana. The event benefits The WisePlace a shelter for women in Santa Ana. The donated goods are much needed by the women transitioning from Community Benefit: being homeless to self-sufficient and empowered to make a better life for themselves. By bringing our community together to help organize the event it raises awareness to the needs of the ladies of WisePlace. It also benefits ouryoulh in teaching the Importance of community seMce. Applicant Signature: �//e/ Date: -F I Mall: City Manager's Office–M-31 (Email: donationrequest@santaana.org 'I 20 Civic Center Plaza Fax: (714) 647.6954 P.O. Box 1988 Santa Ana, CA 92702 Revised 01/05/2017 EXHIBIT 4 29A-16 Donation Request 0: Refcrenca f! on all related DPVs DR- Council MaeBng Date: 11/20/18 Eligibility Met: YES i NO YES Approved Amount: $500 City Manager Signature: Date: Revised 01/05/2017 EXHIBIT 4 29A-16 CITY OF SANTA ANA DONATION AGREEMENT WITH CENTRO CULTURAL DE MEXICO EN EL CONDADO DE ORANGE 1. PARTIES AND DATE This Donation Agreement ("Agreement") is entered into on NOVEMBER 20, 2018, by and between the City of Santa Ana, a municipal corporation ("City") and CENTRO CULTURAL DE MEXICO EN EL CONDADO DE- ORANGE, a California 501(c)(3) NON-PROFIT ORGANIZATION ("Recipient"). City and Recipient are sometimes individually referred to as "Party" and collectively as "Parties" in this Agreement. 2. RECITALS 2.1 Community Benefit. The City wishes to provide Recipient with funding to assist Recipient for HOSTING ACTIVITIES AND PARTICIPATING IN THE NOCHE DE ALTARES EVENT IN DOWNTOWN SANTA ANA WHICH WAS HELD ON NOVEMBER 3, 2018. THIS WAS A FREE EVENT FOR THE COMMUNITY WITH MUSIC, DANCE, AND CULTURAL CEREMONIES FOR COMMUNITY MEMBERS ("Community Benefit"). The Parties wish to enter into this Agreement to establish the terms and conditions under which the City will provide funding. 2.2 Public Purpose. The City, by recommendation of COUNCILMEMBER BENAVIDES, believes there is a public purpose in supporting the Community Benefit because it PROMOTES CULTURAL AWARENESS, CELEBRATES DIVERSITY AND CULTURE. The foregoing is a general description of the public purpose, and is not necessarily the only public purpose to be gained from the Community Benefit. 3. TERMS AND CONDITIONS 3.1 Use of Funds. The City has chosen to provide Recipient with a one-time payment of FIVE HUNDRED DOLLARS. ($500), because the City has determined that there is a public purpose to be served in supporting the Community Benefit. In executing this Agreement and receiving the funds, Recipient agrees to use the funds only for the purpose described and subject to the terms and conditions provided for in this Agreement. Should Recipient fail to use the funds for such purpose or otherwise comply fully with the terms of this Agreement, City shall have the right to terminate this Agreement and demand the return of the funds pursuant to Section 3.2 below. 3.2 Term, Termination of Agreement. This Agreement shall take effect on the date first above written and remain in effect through Recipient's full expenditure of the funds. The City has the right to terminate this Agreement upon one day's notice, with or without cause. Should the City terminate this Agreement, it shall also have the right to demand the immediate return of all funds provided to Recipient pursuant to this Agreement, as well as interest at the rate of ten percent (10%) per annum. Notwithstanding the foregoing, the indemnification provisions of this Agreement shall survive any expiration or termination of this Agreement. 29 -17 3.3 Waivers. Insurance or Other Obligations. For purposes of the City's protection, if the City determines that the funds will be used for a purpose which may cause a significant risk of injury, the City may, in its sole discretion, require Recipient to provide certain insurance and participant waiver/release protections. This right shall be on-going and may be implemented by the City at any time, and all insurance and waiver/release forms shall be provided on forms, in amounts and with provisions acceptable to City. 3.4 No Oversight by City. Nothing in this Agreement shall be implied or interpreted as City establishing or providing oversight, control or approval of the Community Benefit or any activities conducted by the Recipient. 3.5 Indemnification. Recipient understands, acknowledges and agrees that Recipient shall assume all risks associated with the Community Benefit, including, but not limited to, the possibility of death or serious trauma or injury. To this end, therefore, Recipient shall defend, indemnify and hold City and its officials, officers, employees, agents and volunteers free and harmless from and against any and all claims, demands, causes of action, costs, expenses, liabilities, losses, damages or injuries, in law or equity, to property or persons, including wrongful death, in any manner arising out of or incident to any and all acts, omissions, willful misconduct or other activities of the Recipient or its officials, officers, employees, agents, guests, participants attendees, and contractors, including the performance of the Community Benefit or this Agreement, including without limitation the payment of all consequential damages and attorneys fees and other related costs and expenses. The only exception to the Recipient's obligations hereunder shall be for claims, demands, causes of action, costs, expenses, liabilities, losses, damages or injuries caused by the sole negligence, sole willful misconduct or sole active negligence of the City. Recipient shall defend, at Recipient's own cost, expense and risk, any and all such aforesaid suits, actions or other legal proceedings of every kind that may be brought or instituted against the City, its officials, officers, employees, agents, or volunteers. Recipient shall pay and satisfy any judgment, award or decree that may be rendered against the City or its officials, officers, employees, agents, or volunteers, in any such suit, action or other legal proceeding. Recipient shall reimburse City and its officials, officers, employees, agents, and/or volunteers, for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided. Recipient's obligation to indemnify shall not be restricted or limited by insurance proceeds, if any, received by the City, its officials, officers, employers, agents or volunteers. The indemnification provisions of this Agreement shall survive any expiration or termination of this Agreement. 3.6 Entire Contract/Modification. This Agreement contains the entire agreement of the Parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings or agreements. The terms and conditions of this Agreement may be altered, modified or amended only by written agreement signed by both Parties. 3.7 Authority to Enter Agreement. The person executing below on behalf of Recipient represents and warrants that the Recipient has all requisite power and authority to conduct its business and to execute, deliver and perform this Agreement. Each Party warrants that the individuals who have signed this Agreement have the legal power, right and authority to make this Agreement bind each respective Party. 2WHPIT 9A-1 CITY OF SANTA ANA m Attest: S7 Raul Godinez II City Manager Maria D. Huizar Clerk of the Council Approved as to Form: Sonia R. Carvalho City Attorney A op By: Mm M. Funk Assistant City Attorney EL CENTRO CULTURAL DE MEXICO EN EL CONDADO DE ORANGE, a 501(c)(3) NON-PROFIT ORGANIZATION By: Karen Sarabia Executive Director 29 -i 9 �: City Manager's Office— M-31 - City of Santa Ana 20 Civic Center Plaza Donation Request P.O. Box 1988 * Santa Ana, CA 92702 (714) 647-5200 Name: ICentro Cultural de Mexico en el Condado de Orange Tax -Exempt Status: Is your organization a non-profit or public tax-exempt organization as defined under Section 501(c)(3) of the Internal Revenue Code? Select One: Oes ❑ No If No, you will only qualify for a credit for City -related costs for your request (i.e. permit fees, staff time, rental rates for facilities or equipment, etc.). Costs for City services vary and ifraxelsD , 0614169 approved, credit may or may not cover full cost of requested City services. M LRetum completed form via:, Mail: City Manager's Office—M-31 Email: donationrequest@santa-ana.org 20 Civic Center Plaza Fax: (714) 647.6954 P.O. Box 1988 Santa Ana, CA 92702 ,Hfn" lIIc l'o7111"t IP'City Servicegs Credit 1q Date Needed: 11/03/2018 Mayor/Councilmember: Benavides ount Re uested: I- Eligibility Met: YES / NO YES DirectPaymentAmount 5500 Event Data. 11/03/ZO18 Event Time: 1:00 PM Requested: 4th Street and Birch Event Location: Address, City, State, Zip Santa Ana, Ca 92701 Since 2002, EI Centro Cultural de Mexico has eon organizing Noche e�AltaA res, Description of or a Night of Altars, a community based Dia de los Muertos celebration, where Event/Purpose: families, students, community organization and businesses come together to create an authentic cultural exnerience that reflects Mexican tradition and what For one night, families, students, community organizations, activists, artists, and Community Benefit: businesses are invited to build an altar in memory of a deceased loved one or to bring awareness to a social issue. By making altars, participants are inviting F..II...., .. ..i{., ... ...{...... i..4.. 4k—;i n..,.. IK...... 4.. .. F..... I... •..r7. .. rl. ,... ^^^,09/15/2018 Applicant Signature: `1 C`�, �J ti Date: LRetum completed form via:, Mail: City Manager's Office—M-31 Email: donationrequest@santa-ana.org 20 Civic Center Plaza Fax: (714) 647.6954 P.O. Box 1988 Santa Ana, CA 92702 ,Hfn" lIIc l'o7111"t Donation Request #: Reference llon all related DPvs DR. Council Meeting Date: 9 11/20/18 Eligibility Met: YES / NO YES Approved Amount: S500 City Manager Signature: Date: Revised 01/05/2017 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: NOVEMBER 20, 2018 TITLE: AUTHORIZATION TO PROCEED WITH PILOT PROJECT WITH SCAG TO ANALYZE ESTABLISHMENT OF POTENTIAL FINANCING DISTRICTS FOR INFRASTRUCTURE PROJECTS (STRATEGIC PLAN NO. 6, 1) J CI ANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 15' Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER 1. Authorize the City of Santa Ana to proceed with participating in a Pilot Project with the Southern California Association of Governments (SCAG) and Kosmont Companies to evaluate the feasibility for implementation of an Enhanced Infrastructure Financing District (EIFD), Community Revitalization Investment Authority (CRIA), or a similar tool to assist in funding future infrastructure projects and help spur private facility investment. 2. Approve attached map as study area boundaries for the Pilot Project. DISCUSSION On January 1, 2015, Senate Bill (SB) 628 was enacted giving cities the authority to establish new governmental entities called Enhanced Infrastructure Financing Districts (EIFDs). EIFDs are financing tools that are designed to fund sustainable infrastructure and the construction or rehabilitation of other private facilities. After the repeal of redevelopment in 2012, the tool for capturing growth in property tax was eliminated giving cities less flexibility in borrowing against future growth in property taxes to fund public infrastructure and other improvements to enable private investment. Similar to Redevelopment, the projects within an EIFD are funded with property tax increment of consenting taxing entities (exclusive of school districts). With the dissolution of Redevelopment and limited financing tools to fund both public and private facilities, EIFDs may provide a necessary funding source to meet the needs of the city's aging infrastructure and continue the development momentum that is underway in Santa Ana. Another potential financing mechanism is the establishment of a Community Revitalization and Investment Authority (CRIA). Similar to EIFD's, both are public entities separate from the city that established them and can finance a wide -range of public and private projects. One of the 2913-1 Pilot Project with SCAG November 20, 2018 Page 2 major differences with a CRIA is that 80% of the eligible areas must meet low income and other requirements (e.g. crime, unemployment, deteriorated infrastructure), voter approval for the issuance of bonds is not required, and there is a requirement of 25% set aside for low/moderate income housing. Projects that could be financed by the EIFD or CRIA may include, but not be limited to, all of the following: • Highways, interchanges, and ramps; • Bridges; • Arterial streets; • Parking facilities; • Transit facilities; • Parks, recreational facilities, and open space; • Sewage treatment and water reclamation plants and interceptor pipes; • Facilities for the collection and treatment of water for urban uses; • Facilities for the transfer and disposal of solid waste, including transfer stations and vehicles; • Storm water conveyance and collection facilities; • Flood control levees and dams, retention basins, and drainage channels; • Child care facilities; • Libraries; • Broadband and telecommunications infrastructure; • Sidewalks and streetscape improvements; • Bicycle lanes and paths; • Public art; • Corporation yards; • Police facilities; • Brownfield remediation; • Affordable housing as authorized under the EIFD Law; • Projects that implement a sustainable communities strategy and transit priority projects; and • Acquisition, construction, or repair of industrial structures for private use. Through a proposed pilot program with the Southern California Association of Governments (SCAG) and Kosmont Companies, all types of financing will be analyzed for possible implementation in targeted areas of the City of Santa Ana. The Study will: Evaluate the financing and funding capacity and the feasibility for implementation of an Enhanced Infrastructure Financing District (EIFD), Community Revitalization Investment Authority (CRIA), or similar tool over the near and long terms; • Estimate the feasibility and capacity utilizing market-based assumptions, as well as an inventory of anticipated development and public investment projects to be provided initially by City staff; and 29B-2 Pilot Project with SCAG November 20, 2018 Page 3 Establish and recommend next steps in district formation and present findings to identified stakeholders to support district formation. This proposed study area (Exhibit 1) includes the Civic Center and surrounding neighborhoods that feature a mix of multifamily and single family residential, along with low income population areas and SB 535 Disadvantaged Communities. It also includes the Santa Ana Regional Transportation Center, the Santa Ana Zoo, the former OC Register site, portions of the future OC Street Car alignment, the Midtown Specific Plan and two grade separation areas. Through an agreement with Kosmont, SCAG will be administering this study on behalf of the City of Santa Ana. There is no financial commitment from the City for this study. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #6 - Community Facilities & Infrastructure, Objective #1 (Establish and maintain a Community Investment Plan for all City assets). FISCAL IMPACT There is no fiscal impact associated with this action. -2�1K V-,, Steven A. Mendoza Executive Director Community Development Agency Exhibits: 1. Proposed Boundary Map 2. SCAG Scope of Work r•- -'.y ulisni Ph.. L µ, ,.I.r 1 I I it -- n IS swrlill V� N P W I'u ys :N HIeA ull'14rJ � r J t m IS ting"I'J .o J 'I 111A -V 3 IS u":ae)IldS N u IS 4�8 N VlOae N p ¢. 5 g1n"d` Ave Q i Y)'klS r•- - •. EXHIBIT 2 SCOPE OF WORK TASK 1• Additional Enhanced Infrastructure Financing Districts (EIFD)/Community Revitalization and Investment Authorities (CRIA) Pilot Project FeasibilityAnalysis Based on the EIFD/CRIA evaluation criteria utilized for SCAG's previous EIFD/CRIA Pilot Projects, Kosriont Companies ("Consultant') will perform initial EIFD/CRIA feasibility analysis for two additional Pilot Projects identified by SCAG, specifically focused on (1) City of Santa Ana's Civic Center Revitalization Plan, and (2) City of South Gate Gateway District Plan. This work follows Task Order 02's requested pilots for (3) the Old Town Zoning District/Packing House Transit Oriented Development District within the City of Placentia, (4) the Salton Sea Management Program area in the County of Imperial Deliverables: • Summary hypothetical tax increment analyses (individually referred to as "Analysis Summary") for the five pilot projects • Preparation and Presentation of Analysis Summary to local jurisdiction stakeholders (e.g. City staff, City Council) and SCAG at one (1) in-person meeting for each pilot project TASK 2: Pilot Project Stakeholder Eneagement The Consultant will lead engagement to support implementation of SCAG's completed EIFD/CRIA pilots to public and private sector entity stakeholders, potentially including, but not limited to, SCAG's Regional Council and Policy Committees, City Councils, County Administrative Offices, County Auditor -Controller /Treasurer/ Tax Collector/ Property Tax Manager, State Board of Equalization, special districts (e.g. public utilities, other special districts/agencies), potential partner planning organizations (e.g. Los Angeles County Metropolitan Transportation Authority, County of Los Angeles, Port of Los Angeles, etc.), major EIFD area developers, property owners, and/or registered voters. This will involve revisiting the results of Pilot Studies ("Analysis Summaries") with potential project sponsors and supplemental analysis, which shall not exceed 115 hours in total. This work follows Task Order 02's requested stakeholder engagement of 100 hours, along with 30 hours of knowledge transfer and technical assistance to support future EIFD/CRIA projects in the SCAG region (130 hours total). Deliverables: • Hypothetical tax increment analyses (individually referred to as "Analysis Summary") for the five pilot projects • Written Materials, list of participating stakeholders, comprehensive written description of engagement efforts and results of stakeholder engagement TIMELINE Work under Task Order 03 is expected to continue through December 30, 2018 and all Deliverables shall be submitted to SCAG by December 30, 2018. Note: New task order will be issued to provide technical assistance through June 2019. 29B-7 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: NOVEMBER 20, 2018 TITLE: RESOLUTION AND AGREEMENT ACCEPTING CERT COURSE MANUALS AND EMERGENCY PREPAREDNESS KITS PROVIDED THROUGH FY2016 HOMELAND SECURITY GRANT PROGRAM (HSGP) (STRATEGIC PLAN NO. 1, 2F} RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 10 Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER 1. Adopt a resolution authorizing the City Manager and Chief of Police to act on behalf of the City of Santa Ana for the purpose of obtaining items purchased from federal homeland security grant funds provided by the US Department of Homeland Security and sub - granted through the State of California. 2. Authorize the City Manager and Clerk of the Council to execute an agreement with the County of Orange, commencing September 1, 2016, and running through August 31, 2019, to receive CERT course manuals and emergency preparedness kits purchased by the County through the FY 2016 Homeland Security Grant Program, subject to non - substantive changes approved by the City Manager and City Attorney. DISCUSSION The City of Santa Ana conducts multiple Community Emergency Response Team (CERT) training courses each year. CERT teaches residents emergency preparedness skills and information to enable them to care for themselves and to assist others in the event of a disaster event where professional responders may not be available to help everyone at once. Graduates of CERT training are issued a backpack emergency kit, usually purchased from City funds, containing items such as personal protective equipment, flashlight, and first aid materials. The Orange County Sheriffs Department Emergency Management Division administers the Homeland Security Grant Program on behalf of all Orange County jurisdictions. The Sheriffs Department has elected to utilize FY2016 HSGP funds to execute a bulk purchase of CERT course student manuals and CERT backpack kits at more competitive pricing and to distribute 55A-1 Homeland Security Grant Program November 20, 2018 Page 2 these kits to all participating cities. The FY2016 HSGP has a three-year performance period allowing purchases into 2019, which is why we are joining the FY2016 grant at this time. This action requires no expenditure of City funds and the City will not receive any funds, The exact materials and quantity received will be determined by the Sheriffs Department when they complete the bulk purchase and identify the number of jurisdictions desiring to receive the supplies. By participating in this bulk purchase effort, the City will receive these items for our CERT training program at no cost; electing to not participate would require the City to purchase these items on its own at full cost to the City. Adoption of this agreement would also make the City eligible to receive any future purchases made under this Grant through the performance period ending August 31, 2019. STRATEGIC PLAN ALIGNMENT Approval of this item assists the City in meeting Goal #1 Community Safety, Objective #2 Strategy F (Partner with emergency assistance and disaster relief organizations to promote community awareness of emergency preparedness). FISCAL IMPACT There is no fiscal impact associated with this item vid I n Chief of Police Santa Ana Police Department Exhibits: 1. Resolution 2. Agreement with County of Orange for FY2016 HSGP Grant 55A-2 TB 11/20/18 RESOLUTION NO.2018-xxx A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA AUTHORIZING THE CITY MANAGER, AND THE CHIEF OF POLICE OR HIS DESIGNEE TO OBTAIN 2016 HOMELAND SECURITY GRANT PROGRAM FINANCIAL ASSISTANCE THROUGH THE COUNTY OF ORANGE, AND EXECUTE A TRANSFER AGREEMENT WITH THE COUNTY, DOCUMENTS, AND ASSURANCES THAT MAY BE NECESSARY FOR THE HSGP BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SANTA ANA AS FOLLOWS: Section 1. The City Council of the City of Santa Ana hereby finds, determines and declares asfollows: A. The State of California Office of Emergency Services is responsible for implementing the United States Department of Homeland Security's Homeland Security Grant Program (HSGP). B. The County of Orange as a subgrantee of the 2016 HSGP funds will provide financial assistance to local governments for implementation of various Homeland Security and Emergency Management projects including countywide emergency management capabilities. The County of Orange opted to utilize HSGP funds designated for Emergency Management to execute a bulk purchase of emergency preparedness kits containing items such as personal protective equipment, flashlight, and first aid materials used in Community Emergency Response Team (CERT) programs. The City of Santa Ana conducts CERT programs and will offer the emergency preparedness kits to graduates of the CERT training. C. The City previously adopted Resolution No. 2017-060 authorizing the receipt and transfer of the 2015 HSGP funds to the City for similar CERT programs which teaches residents emergency preparedness skills and information to enable them to care for themselves and to assist others in the event of a disaster event where professional responders may not be available to help everyone at once. D. The City of Santa Ana would be a subrecipient under the 2016 HSGP through the County of Orange. The exact amount of materials received Resolution No. 2018-xxx Page 1 of 3 55A-3 will be determined by the County once they make the purchase of these materials and determine which jurisdictions want the materials but it is anticipated to be up to $1,000. Section 2. The City Council of the City of Santa Ana hereby authorizes the City Manager and Clerk of the Council, on terms acceptable to the City Attorney, to execute a sub -grantee agreement (also called a transfer agreement) with the County of Orange and/or Orange County Sheriffs Department in an amount not to exceed $1,000 for procurement of the CERT materials. Section 3. This Resolution shall take effect immediately upon its adoption by the City Council and the Clerk of the Council shall attest to and certify the vote adopting this Resolution. ADOPTED this 20th day of November, 2018. APPROVED AS TO FORM: Sonia R. Carvalho, City Attorney By: wala Ta Ara Bogosian Assistant City Attorney AYES: Councilmembers: NOES: Councilmembers: ABSTAIN: Councilmembers: NOT PRESENT: Councilmembers: 55A-4 Miguel A. Pulido Mayor Resolution No. 2018-xxx Page 2 of 3 CERTIFICATE OF ATTESTATION AND ORIGINALITY I, MARIA D. HUIZAR, Clerk of the Council, do hereby attest to and certify the attached Resolution No. 2017-xxx to be the original resolution adopted by the City Council of the City of Santa Ana on November 20, 2018. Date: Clerk of the Council City of Santa Ana Resolution No. 2018-xxx Page 3 of 3 55A-5 y 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 AGREEMENT TO TRANSFER PROPERTY OR FUNDS FOR 2016 HOMELAND SECURITY GRANT PROGRAM PURPOSES THIS AGREEMENT is entered into this 20th day of November 2018, which date is enumerated for purposes of reference only, by and between the COUNTY OF ORANGE, a political subdivision of the State of California, hereinafter referred to as "COUNTY", and the City of Santa Ana, a (municipal corporation/special district/not-for-profit corporation), hereinafter referred to as "SUBGRANTEE." WHEREAS, COUNTY, acting through its Sheriff -Coroner Department in its capacity as the lead agency for the Orange County Operational Area, has applied for, received and accepted a grant from the State of California, acting through its California Office of Emergency Services, to enhance county -wide emergency preparedness, hereinafter referred to as "the grant", as set forth in the grant documents that are attached hereto as Attachments A (FY 16 CA Supplement to the Federal Notice of Funding Opportunity), B (FY 16 Homeland Security Grant Program Notice of Funding Opportunity), and C (FY 16 Homeland Security Grant Assurances) and incorporated herein by reference. WHEREAS, the terms of the grant require that COUNTY use certain grant funds to purchase equipment, technology or services that will be transferred to SUBGRANTEE to be used for grant purposes. NOW, THEREFORE, IT IS MUTUALLY AGREED AS FOLLOWS: 1. COUNTY shall transfer to SUBGRANTEE the equipment, technology or services as specified in Attachment D hereto, which is incorporated herein by reference. If the grant requires COUNTY to transfer to SUBGRANTEE equipment, technology or services that COUNTY has not yet acquired, COUNTY shall transfer said equipment, technology or services to SUBGRANTEE as soon after acquisition by COUNTY as is reasonably practicable. 2. If COUNTY transfers grant funds to SUBGRANTEE, SUBGRANTEE shall use said grant funds only to acquire equipment, technology or services as set forth in Attachment B hereto and/or to perform such other grant functions, if any, for which Attachments A, B and C permit SUBGRANTEE to expend grant funds. SUBGRANTEE shall provide COUNTY with a budget breakdown signed by the authorized agent. CFDA: 97.067 Homeland Security Grant Program Department of Homeland Security{�lte 14f 4 !1 I 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 W 3. Throughout its useful life, SUBGRANTEE shall use any equipment, technology or services acquired with grant funds only for those purposes permitted under the terms of the grant, and I shall make it available for mutual aid response. 4. SUBGRANTEE shall exercise due care to preserve and safeguard equipment acquired with grant funds from damage or destruction and shall provide regular maintenance and repairs for said equipment as are necessary, in order to keep said equipment in continually good working order. Such maintenance and servicing shall be the sole responsibility of the SUBGRANTEE, who shall pay for material and labor costs for any maintenance and repair of the said equipment throughout the life of the said equipment. S. SUBGRANTEE shall assume all continuation costs of said equipment, technologies and/or services to include but not limited to upgrades, licenses and renewals of said equipment, technologies and/or services. 6. If equipment acquired with grant funds becomes obsolete or unusable, SUBGRANTEE shall notify COUNTY of such condition. SUBGRANTEE shall transfer or dispose of grant -funded equipment only in accordance with the instructions of COUNTY. 7. ' SUBGRANTEE agrees to indemnify, defend and save harmless COUNTY and their elected and appointed officials, officers, agents and employees from any and all claims and losses accruing or resulting to any and all contractors, subcontractors, laborers, and any other person, firm or corporation furnishing or supplying work services, materials or supplies in connection with SUBGRANTEE's use of grant -funded equipment, technology or services and SUBGRANTEE's performance of this Agreement, including Attachments A, B and C hereto, and from any and all claims and losses accruing or resulting to any person, firm, or corporation who maybe injured or damaged by SUBGRANTEE in SUBGRANTEE's use of grant -funded equipment, technology or services and SUBGRANTEE's performance of this Agreement, including Attachments A, B and C hereto. 8. By executing this Agreement, SUBGRANTEE agrees to comply with and be fully bound by all applicable provisions of Attachments A, B and C hereto. SUBGRANTEE shall notify COUNTY immediately upon discovery that it has not abided or no longer will abide by any applicable provision of Attachments A, B and C hereto. FDA: 97.067 3omeland Security Grant Program department of Homeland Security g� z o�4 /Y O 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 9. SUBGRANTEE and COUNTY shall be subject to examination and audit by the State I Auditor General with respect to this Agreement for a period of three years after final payment hereunder. 10. No alteration or variation of the terms of this Agreement shall be valid unless made in I writing and signed by duly authorized representatives of the parties hereto, and no oral understanding or agreement not incorporated herein shall be binding on any of the parties hereto. 11. SUBGRANTEE may not assign this Agreement in whole or in part without the express written consent of COUNTY. 12. For a period of three years after final payment hereunder or until all claims related to this Agreement are finally settled, whichever is later, SUBGRANTEE shall preserve and maintain all documents, papers and records relevant to the work performed or property or equipment acquired in accordance with this Agreement, including Attachments A, B and C hereto. For the same time period, SUBGRANTEE shall make said documents, papers and records available to COUNTY and the agency from which COUNTY received grant funds or their duly authorized representative(s), for examination, copying, or mechanical reproduction on or off the premises of SUBGRANTEE, upon request during usual working hours. 13. SUBGRANTEE shall provide to COUNTY all records and information requested by COUNTY for inclusion in quarterly reports and such other reports or records as COUNTY may be required to provide to the agency from which COUNTY received grant funds or other persons or agencies. 14. COUNTY may terminate this Agreement and be relieved of the payment of any consideration to SUBGRANTEE if a) SUBGRANTEE fails to perform any of the covenants contained in this Agreement, including Attachments A, B and C hereto, at the time and in the manner herein provided, or b) COUNTY loses funding under the grant. In the event of termination, COUNTY may proceed with the work in any manner deemed proper by COUNTY. 15. SUBGRANTEE and its agents and employees shall act in an independent capacity in the performance of this Agreement, including Attachments A, B and C hereto, and shall not be considered officers, agents or employees of COUNTY or of the agency from which COUNTY received grant funds. CFDA: 97.067 Homeland Security Grant Program Department of Homeland Security I 5 A44L 9f 4 if 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 IN WITNESS WHEREOF, the parties have executed this Agreement in the County of Orange, State of California. DATED: 12018 COUNTY OF ORANGE, apolitical subdivision of the State of California By Sheriff -Coroner "COUNTY" APPROVED AS TO FORM: COUNTY COUNSEL By Saul Reyes, Deputy County Counsel DATED: , 2018 DATED: ATTEST: By City Clerk DATED: .2018 :FDA: 97.067 iomeland Security Grant Program )epartment of Homeland Security 1:i fl SUBGRANTEE By: Dated: / OVED AS TO FORM i amara tsogostan - Assistant City Attorney REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: NOVEMBER 20, 2018 TITLE: ADOPT A RESOLUTION TO AMEND THE CLASSIFICATION AND COMPENSATION PLAN (STRATEGIC PLAN NO. 7,6) CITY ONAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 1 e Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Adopt a Resolution that amends the City's Basic Classification and Compensation Plan to add three full-time job classification titles and change one full-time job classification title in the Human Resources Department. DISCUSSION On September 18, 2018, the City Council adopted a resolution approving the use of a Third Party Administrator to assume responsibility for the City's general liability and workers' compensation claims administration. This action has resulted in a re -characterization of the duties and responsibilities of staff assigned to these functions and will require reclassifications into new job titles for affected staff in the Human Resources Department. The Executive Director of Human Resources is proposing the creation of job classifications titled Risk Management Analyst (UC) and Human Resources Clerk (UC). These classification titles will better reflect the duties and responsibilities of staff formerly assigned to workers' compensation and general liability functions. The salary rate ranges for these two classifications are the same as assigned to the current staff; therefore, there will be no impact to the departmental budget. An additional change to the Human Resources Department's organizational structure, the creation of a new Administrative Management (AM) job classification, will result in the ability to provide services more effectively. This job classification will be titled Principal Human Resources Analyst (AM) and will plan, manage and supervise the operation of systems and staff for a functional area of the Human Resources Department. This job classification title will be added to the Classification and Compensation Plan but no positions will be funded at this time. 5513-1 Classification/Compensation Plan November 20, 2018 Page 2 Finally, it is proposed that the current job classification title of Benefits and Compensation Supervisor (AM) be changed to Benefits and Compensation Manager (AM) with no change in compensation and no impact to the departmental budget. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #7 - Team Santa Ana, Objective #6 (provide a positive workplace environment that supports the health of its employees and celebrates its success and goals). FISCAL IMPACT There is no discal impact associated with these actions. Steven V. Pham Executive Director Human Resources Department 55B-2 RESOLUTION NO. 2018 -XX A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA TO AMEND RESOLUTION NO. 2015-026 TO EFFECT CERTAIN CHANGES TO THE CITY'S BASIC CLASSIFICATION AND COMPENSATION PLANS. BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SANTA ANA AS FOLLOWS: Section 1: The City Council hereby finds, determines and declares as follows: A. Section 1004, Article X of the City Charter of the City of Santa Ana requires the City Manager to prepare, install and maintain a position classification and pay plan subject to civil service rules and regulations and the approval of the City Council. B. On June 16, 2015, the City Council adopted Resolution No. 2015-026 amending and re-establishing the Basic Classification and Compensation Plan for all Full -Time and Part -Time Classifications of Officers and Employees of the City of Santa Ana. C. It is the City's practice to assign job titles that reflect the duties and responsibilities of the classification and are consistent with other classifications within the City's organizational structure as well as comparable job titles in the labor market, while maintaining internal pay equity relationships and attracting and retaining qualified candidates. D. The Human Resources Department has completed a review of the City's organizational structure, classification titles, and staffing which revealed the need to effect certain changes to the City's basic classification and compensation plans. E. The City Council has amended and reestablished the Basic Classification and Compensation Plan on numerous occasions since adoption. F. It is now desired to amend Council Resolution No. 2015-026, as amended, in order to effect these changes, as shown below: Resolution 2018 -XXX Page 1 of 3 55B-3 a Section 2: The Santa Ana City Council amends Resolution No. 2015-026, Exhibit "E" as follows: A. Adding a full time classification title at the monthly five-step salary rate range indicated: 5 -Step Salary Rate Range Effective 09/01/17 Monthly Salary Classification Title SSR Minimum -Maximum Principal Human Resources Analyst (AM) AM -737 $8256-$10037 B. Changing the following full time classification titles at the monthly five-step salary rate range indicated: 5 -Step Salary Rate Range Effective 09/01/17 Monthly Salary Classification Title SSR Minimum -Maximum FROM: Benefits and Compensation Supervisor (AM) AM -734 $8138-$9893 TO: Benefits and Compensation Manager (AM) AM -734 $8138-$9893 Section 3: The Santa Ana City Council amends Resolution No. 2015-026, Exhibit 'B" as follows: A. Adding the following full time classification titles at the monthly six -step salary rate range indicated: 6 -Step Salary Rate Range Effective 09/01/17 Monthly Salary Classification Title SSR Minimum -Maximum Risk Management Analyst (UC) 652 $5453-$6959 Human Resources Clerk (UC) 571 $3669-$4684 Section 4: All salary rate range classifications are set forth in the Cites "Salary Schedule" as periodically updated. Section 5: That except as amended by this Resolution, all other provisions of Resolution No. 2015-026 shall remain in full force and effect Resolution 2018 -XXX Page 2 of 3 55B-4 I Section 6. This Resolution is operative from and after the date upon which it is adopted. ADOPTED this 20th day of November, 2018. Miguel A. Pulido Mayor APPROVED AS TO FORM: Sonia R. Carvalho City Attorney Laura A. Rossini Senior Assistant City Attorney AYES: NOES: ABSTAIN: NOT PRESENT: Councilmembers Councilmembers Councilmembers Councilmembers CERTIFICATE OF ATTESTATION AND ORIGINALITY I, MARIA D. HUIZAR, Clerk of the Council, do hereby attest to and certify the attached Resolution No. 2018- to be the original Resolution adopted by the City Council of the City of Santa Ana on November 20, 2018 Date: Resolution 2018 -XXX Page 3 of 3 55B-5 Clerk of the Council City of Santa An 55B-6 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: NOVEMBER 20, 2018 TITLE: RECEIVE AND FILE PRESENTATION ON NEW CITYWIDE BRANDING PLATFORM {STRATEGIC PLAN NO. 3, 1E} TY MANAGER RECOMMENDED ACTION Receive and File. DISCUSSION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 1s' Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER In April 2016, the City of Santa Ana hired North Star Destination Strategies to develop a community brand and comprehensive implementation plan. The objective of this effort was to develop a clear, strong and resilient brand identity that represents the varied attributes of the Santa Ana community. The resulting brand messaging will place particular emphasis on: • Encouraging residents of all ages to engage in community life, civic activities and recreational interests • Attracting, retaining and growing businesses • Maintaining and enhancing the City's quality of life • Expressing the unique identity of Santa Ana As part of the initial phases of the project, North Star spent a significant amount of time engaging and educating the community about the importance of branding and the impacts on both residents and businesses in Santa Ana. There were several focus groups, internal interviews, and surveys conducted with the local business and community stakeholders. A community -wide survey was conducted to solicit perceptions of Santa Ana from the people that live and work here, as well as an external perception survey given to people that do not live or work in Santa Ana. In total, over 1,000 respondents participated as part of the engagement efforts. North Star prepared a comprehensive review of all relevant research, insights and recommended strategic position which was presented to City Council in August 2017. At the August 15, 2017 City Council meeting, the City Council approved a Creative Committee to guide and inform the process of developing a new Citywide brand and logo. The Creative Committee, consisting of one representative from the Santa Ana Chamber Economic Development 65A-1 New Citywide Branding November 20, 2018 Page 2 Council, one representative from the Santa Ana Arts and Culture Commission, and one City Council member worked collaboratively over several months to flesh out creative direction, explore the role of different creative elements, and identify creative preferences. From those discussions, the Creative Committee is recommending a new community brand, logo and tagline. North Star will finalize the Implementation Plan for how the new brand will be rolled out and used by the City. In order to implement the new brand, future funding will be necessary for marketing and promotional materials. STRATEGIC PLAN ALIGNMENT Approval .of this item supports the City's efforts to meet Goal #3 - Economic Development, Objective #1 (Implement a comprehensive Economic Development strategy), Strategy E (Partner with local Chambers of Commerce, citywide business associations and the community to develop a new branding and marketing strategy for the City). FISCAL IMPACT There is no fiscal impact associated with this action Steven A. Mendoza Executive Director Community Development Agency 65A-2 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: NOVEMBER 20, 2018 TITLE: INTRODUCE AND CONDUCT FIRST READING OF AN ORDINANCE ESTABLISHING A CANNABIS PUBLIC BENEFIT FUND TO BE USE SOLELY FOR YOUTH SERVICES AND ENFORCEMENT SERVICES (STRATEGIC PLAN NO. 2; 5,4) RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 181 Reading ❑ Ordinance on 2ntl Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Introduce and conduct First Reading of an Ordinance establishing a Cannabis Public Benefit Fund to be used solely for youth services and enforcement services. During both 2017 and 2018 the City Council adopted ordinances approving adult and commercial cannabis uses in the City. Subsequently the ordinances were by a voter approved ballot measure that provided for the taxation of adult use and commercial cannabis businesses. During the development of the adult use cannabis policy the City Council requested staff to ensure that the resulting tax revenue be directed toward providing enhanced youth services and enforcement services. As such, the City Manager proposed that the Fiscal Year 2018-19 Budget set aside anticipated revenues into a separate fund for these purposes. As part of the FY 2018-19 budget approval process, City Council Members requested staff to prepare recommendations that would ensure that future City Councilmembers would continue to set aside cannabis tax revenue for the specified services. As a result, Staff recommended the creation of the Cannabis Public Benefit Fund (Cannabis Fund) to segregate and facilitate the funding for enhanced youth services and enforcement services. The proposed ordinance provides for the establishment of a Cannabis Fund utilized solely to fund enhanced services for youth and enforcement. Youth services, intended to assist those under 24 years of age would include, for example, athletic, recreational, health, educational, and human services such as social services or prevention services. This would include City facility improvements, maintenance and equipment needs for youth. Enforcement services would be those services provided by code enforcement personnel, the police department, the City Attorney's Office and other related services to ensure the proper enforcement of all code requirements with an emphasis on enforcing violations of the Cit %!rfabis regulations Cannabis Ordinance November 20, 2018 Page 2 The proposed ordinance would require the City Manager to provide at least two reports to the City Council each year on the revenues and expenditures from the Cannabis Fund. In addition, any amendment, suspension or elimination of the Cannabis Fund would require the City Council to make the same findings as required to access the City's Economic Uncertainty Account. This process includes but is not limited to certain findings of a structural deficit and approval by a two- thirds vote of the entire City Council. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's effort to meet Goal #2 — Youth, Education, Recreation; Goal #5 — Community Health, Livability, Engagement and Sustainability, Objective #4 (Support neighborhood vitality and livability). FISCAL IMPACT Upon adoption of the above -referenced Ordinance, there will be no impact to the FY 2018-19 General Fund Budget. However, beginning in FY 2019-20 two-thirds of both Adult -Use Tax and Commercial Tax revenues will be deposited to the Cannabis Fund forfunding appropriation related to youth and enforcement service(s). R bert 0. Cortez er City Manager's Office Exhibit: 1. Cannabis Fund Ordinance APPROVED AS TO FUNDS AND ACCOUNTS: Kathryn Downif, CPA Executive Director Finance and Management Services Agency 65B-2 SRC 11/20/18 ORDINANCE NO. NS -XXX AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA ANA, CALIFORNIA, ADDING ARTICLE XX TO CHAPTER 13 OF THE SANTA ANA MUNICIPAL CODE TO ESTABLISH A CANNABIS PUBLIC BENEFIT FUND THE CITY COUNCIL OF THE CITY OF SANTA ANA DOES HEREBY ORDAIN AS FOLLOWS: Section 1. Section XX is hereby added to Chapter 13 of the Santa Ana Municipal Code and shall read as follows: ARTICLE XX.- CANNABIS PUBLIC BENEFIT FUND. Sec. 13-200. - Establishment of the Fund. There is hereby established within the City of Santa Ana the "Cannabis Public Benefit Fund", which shall be a sub -fund within the City's General Fund (the "Cannabis Fund"). Sec. 13-201: Purpose. The Cannabis Fund shall be used to fund new or additional Youth Services, as of the date of the fund creation, for City of Santa Ana residents. The Cannabis Fund shall not be used to supplement existing Youth Services. The Cannabis Fund shall also be used to fund community enforcement and code enforcement. Sec. 13-202: Definitions. For the purposes of this Article, the following words and phrases shall be construed as having the following definitions: Adult Use- shall have the same meaning as that set forth in Santa Ana Municipal Code ("SAMC") section 40-2(2) as may be periodically amended. At the time of adoption of this Article, meaning cannabis or cannabis products that are intended to be used for non -medicinal purposes by a person twenty-one (21) years of age or older. Commercial Cannabis Activity — shall have the same meaning as that set forth in SAMC section 40-2(g) as may be periodically amended. At the time of adoption of this Article, meaning the cultivation, possession, manufacture, distribution, processing, storing, laboratory, packaging, labeling, transportation, delivery or sale of cannabis or cannabis products as provided for in this Chapter Ordinance No. NS -XXX Page 1 of 4 L• [Chapter 40]. Permitted commercial cannabis activities are listed in Land Use Table 40-5 of this Chapter [Chapter 40]. Enforcement Services — any and all services provided by City staff for the prevention, detection, investigation and violations of the City's codes and ordinances intended to prevent public nuisances or activities that are detrimental to the health, safety and welfare of the community. Medicinal/Medical Cannabis- shall have the same meaning as that set forth in SAMC section 40-2(27) as may be periodically amended. At the time of adoption of this Article, meaning cannabis or a product containing cannabis, including, but not limited to, concentrates, and extractions, intended to be sold for use by medicinal cannabis patients in California pursuant to the Compassionate Use Act of 1996, found at Section 11362.5 of the California Health and Safety Code. Medical cannabis retail is regulated by Chapter 18 and Chapter 21 of the Santa Ana Municipal Code. Operating Agreement- shall have the same meaning as that set forth in SAMC section 40-1C as may be periodically amended. At the time of adoption of this Article, meaning a legally binding written agreement between each commercial cannabis business operator and the City, executed by the City Manager, or his or her designee, and in a form or substance satisfactory to the Executive Director of Planning and Building and the City Attorney, and containing those provisions necessary to ensure that the requirements of this article are satisfied. A distinct Commercial Cannabis Operating Agreement shall be required for each location and type of commercial cannabis business activity taking place at an approved Commercial Cannabis Business. Youth Services- any and all services provided to residents of the City under the age of 24 for athletic, recreational, health, educational, or human services, directly by City staff or through partnerships with third parties. This may include City facility improvements, maintenance and equipment needs related to youth services. Sec. 13-203. - Cannabis Revenue Funding. A. Automatic Deposit of Cannabis Tax Revenues into the Cannabis Fund. The Cannabis Fund shall be funded by an automatic deposit of two-thirds (2/3) of all cannabis tax revenues generated each year, commencing with the Fiscal Year Budget for 2019-20 and continuing thereafter in the budget for each Fiscal Year, from all of the following: 1) Operating Agreements for Commercial Cannabis businesses and 2) Any newly adopted Cannabis Business License Tax. For purposes of this subsection, in addition to the descriptions provided directly above in this paragraph, the phrase "cannabis tax revenues" means all revenues generated from any new or increased cannabis tax which has been approved by the voters of the City on or after the effective date of this Chapter and any increase of the cannabis tax authorized by the Santa Ana Municipal Code and approved by the City Council. Tax revenue from 2 Ordinance No. NS -XXX 65B-4 Page 2 of 4 Medicinal/Medical Cannabis shall not go into the Cannabis Fund. Funds in this sub -fund shall be carried over from year-to-year. B. Discretionary Deposits into Cannabis Fund not Prohibited. Nothing in this Chapter shall prohibit the City Council, as part of the budgeting process, from contributing additional revenues to the Cannabis Fund, as determined in the City Council's sound legislative discretion. C. Expenditures from the Cannabis Fund. Funds in the Cannabis Fund shall be restricted to 1) Youth Services: expenditures for new, additional or enhanced, as of the date the Cannabis Fund is created, Youth Services for City of Santa Ana residents and 2) Enforcement Services: expenditures for Enforcement Services. Sec. 13-204.- Presentation to City Council. At least two times per year the City Manager shall make a presentation to the City Council and report on the revenue that has been deposited in the Cannabis Fund and expenditures from the Cannabis Fund. Sec. 13-205. - Procedure for Amending, Suspending or Rescinding Ordinance. This ordinance may only be amended, suspended or rescinded by an affirmative vote of at least two-thirds of the City Council after making findings that a structural deficit exists in the same manner as required to access the Economic Uncertainty Account as set forth in the City's Budget and Financial Policy. Section 2. If any section, subsection, sentence, clause, phrase or portion of this ordinance is for any reason held to be invalid or unconstitutional by the decision of any court of competent jurisdiction, such decision shall not affect the validity of the remaining portions of this ordinance. The City Council of the City of Santa Ana hereby declares that it would have adopted this ordinance and each section, subsection, sentence, clause, phrase or portion thereof irrespective of the fact that any one or more sections, subsections, sentences, clauses, phrases, or portions be declared invalid or unconstitutional. ADOPTED this day of 2018. Miguel A. Pulido Mayor Ordinance No. NS -XXX 3 Page 3 of 4 65B-5 APPROVED AS TO FORM //Sonia R. Carvalho// SONIA R. CARVALHO City Attorney AYES: NOES: ABSTAIN NOT PRESENT: Councilmembers: Councilmembers: Councilmembers: Councilmembers: CERTIFICATE OF ATTESTATION AND ORIGINALITY I, MARIA D. HUIZAR, Clerk of the Council, do hereby attest to and certify that the attached Ordinance No. NS -XXX to be the original ordinance adopted by the City Council of the City of Santa Ana on . 2018, and that said ordinance was published in accordance with the Charter of the City of Santa Ana. Date: Clerk of the Council City of Santa Ana 4 Ordinance No. NS -XXX 65B-6 Page 4 of 4 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: NOVEMBER 20, 2018 TITLE: APPROVAL OF TERMS FOR RESIDENT VEHICLE INCENTIVE PROGRAM (VIP) (STRATEGIC PLAN NO. 3,3C) CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 151 Reading ❑ Ordinance on 2ntl Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Approve Terms of Resident Vehicle Incentive Program as recommended by Staff or; alternatively, 2. Approve Terms of Resident Vehicle Incentive Program as agreed upon after deliberation of the City Council, and 3. Direct Staff to draft terms into an Agreement for consideration at the December 4, 2018 City Council meeting. DISCUSSION As a means to spur growth of the local tax base and to encourage Santa Ana residents "buy local", is to create specific incentive programs aimed to entice residents to buy their products in Santa Ana. With that in mind, the City of Santa Ana is introducing the Resident Vehicle Incentive Program (VIP). The Resident Vehicle Incentive Program will incentivize Santa Ana residents to purchase a car and/or truck from a Santa Ana Auto Dealer. During the July 17, 2018 City Council Meeting, the City Council directed staff to further develop the Shop Santa Ana Program by adding incentives for the Santa Ana residents to purchase a carwithin Santa Ana. At the August 20, 2018, Economic Development, Infrastructure, Budget and Technology Council Committee (EDIBT) meeting, the Committee further defined the incentive program and directed staff to bring a proposed program to the City Council for discussion and approval. Program The Resident Vehicle Incentive Program (VIP) program is designed to provide a rebate to a Santa Ana resident who purchases a car or truck from a franchised Santa Ana Auto dealership. The Resident VIP program will become a new component of the City's existing "Shop Santa Ana" 65C-1 Santa Ana Resident VIP Program November 20, 2018 Page 2 initiative by encouraging residents to continue to buy locally. The Resident VIP Program has been developed to avoid leakage of local automotive purchases to outside jurisdictions. This program would ensure that future revenue generated by this sector will be available to provide vital City services. An increase in the number of vehicles purchased at franchised Santa Ana Auto dealerships by Santa Ana residents bolsters the local economy and would also provide opportunity and encouragement for an expansion of the number of automotive dealerships located within the City. This also would have a positive effect on the number of jobs created and available locally, resulting in a net benefit to the community at large. Program Terms The Orange County Auto Dealers Association (OCADA) has outlined the parameters of their requested program represented below (shaded). Per the Auto Dealers request, totals for the number of new, leased and used autos sold are estimated at 25% above last year's totals. Staff has prepared recommendations for a slightly different program. This includes incentives for new cars only as leases and used car sales may impact revenue potential and bring about program processing and administration issues. Term Rebate Amount New Cars Rebate Amount Leased Cars Rebate Amount Used Cars Effective Council to Take Action Structure Rebate Budget Administration Budget Marketing/Advertising Budget Total Participating Dealers Min 5 Years $500.00 $500.00 $500.00 Monday, April 1, 2019 Tuesday, November 20, 2018 Resident Choice' Dealer reimbursed for rebate or City issues Check to Resident $1,857,500.00 $25,000.00 $25,000.00 91.907.500 Staff Recommended 2 Years $500.00 $0.00 $0.00 Monday, April 1, 2019 Tuesday, November 20, 2018 City Issues Check to Resident Audi South Coast j Same Crevier Mini Freeway Subaru Oran Tom's Truck Volvo Cars Orange County 65C-2 $1,000,000.00 $25,000.00 $25.000.00 Santa Ana Resident VIP Program November 20, 2018 Page 3 Exclusion of leases and used vehicles Staff is recommending that leased vehicles are not included in the incentive program as sales tax is not paid up front rather over the time of the lease. By allowing leased vehicles, the initial economic impact of the incentive to the City would be reduced as more residents would be inclined to pursue a lease instead of a new purchase. As the City of Santa Ana has numerous used car dealerships (outside of the participating dealers list), Staff is also recommending that used cars are not included in the incentive program. This would create significant processing, auditing and an administrative burden to manage such a program. Additionally, defining which used vehicle dealerships are accepted into such a program may create inequities for dealers and buyers. Marketing With marketing of the program, city staff is expecting that the number of new cars sold to local residents and entitled to the incentive could reach up to 2,000 vehicles. With a rebate amount of $500 per resident, the anticipated first year budget for the program would be $1 million dollars. The marketing and administration of the Program is expected to be up to $50,000. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #3 Economic Development, Objective #3, (Promote a solutions -based customer focus in all efforts to facilitate development and investment in the community), Strategy C (Explore opportunities to encourage a business friendly environment within the city through the reduction of non-essential regulatory requirements, improved coordination between agencies for development review and addition of monetary incentives). FISCAL IMPACT There is no fiscal impact associated with this action Steven A. Mendoza Executive Director Community Development Agency 65C-3 65C-4 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: NOVEMBER 20, 2018 TITLE PUBLIC HEARING: HOLD HEARING TO INTRODUCE ORDINANCE SETTING NEW WARD BOUNDARIES AND ELECTION SEQUENCE FOR NEW WARDS FOR THE 2020 GENERAL MUNICIPAL ELECTION COUNCIL CANDIDATES (STRATEGIC PLAN NO. 5, 1) RECOMMENDED ACTIONS CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 1° Reading ❑ Ordinance on 21d Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ CONTINUED TO FILE NUMBER Open and close the Public Hearing on proposed Ward map that was approved by the City Council at the October 30, 2018 City Council Meeting by a 5-0 vote (Pulido and Villegas absent) Confirm Ward numbering and sequence of election. Note: Wards 1, 3 and 5 will hold elections on November 3, 2020; and Wards 2, 4 and 6 will hold elections on November 8, 2022. Introduce ordinance for first reading and authorize publication of title (Requires five affirmative votes). DISCUSSION At its October 16, 2018, the City Council held the third public hearing regarding Ward boundaries. The City Council selected Maps C, D and D-2 for final consideration. City's consultant, Redistricting Partners submitted proposed Map D-2 and Councilmember Solorio submitted proposed Map C-2, which include slight variations to Maps C (C-2) and D (D-2) for City Council consideration. The City Council held an Adjourned Regular Meeting on October 30, 2018 in which the City Council by a vote of 5-0 approved Map D-2 and introduced an ordinance establishing proposed Map D-2 as the new boundaries. The City Council deferred the sequence of election to the November 20, 2018 Regular City Council Meeting. Legal Counsel has advised that in order to meet the requirements of the Settlement Agreement the election sequence has to be considered along with the introduction of the ordinance. Thus, staff requests that the election sequence be made part of the motion in consideration of the Map that had been previously approved by a super majority of the City Council. The second reading and final adoption of the ordinance will be scheduled for the December 4, 2018 75A-1 Public Hearing: Amend Council Ward Boundaries November 20, 2018 Page 2 City Council meeting. The New Boundaries will be effective for the 2020 General Municipal Election. Pursuant to the Settlement Agreement entered by the City of Santa Ana and plaintiff, consistent with California Elections Code section 10010(b), the Ward with the highest percentage of Asian - American citizens of voting age shall be designated among the three Wards (1, 3 and 5) subject to election on November 3, 2020, with Wards 2, 4 and 6 to be subject to election on November 8, 2022; and any special elections after November 3, 2020 shall be By—Ward. Based on Asian CVAP populations, and minimal disruption to the existing election cycle, the proposed Ward numbers and term expirations are provided for in map D-2 (Exhibit 1). Under the provisions of the Settlement Agreement, staff proposed that the Wards be numbered as reflected above in the versions of the maps under consideration, but can be changed by a Council majority. Once a map is selected, metes and bounds descriptions for each Ward will be appended to the map in Exhibit 2 and sent to the Registrar of Voters Office. Under the City Charter, an ordinance adjusting ward boundaries must be approved by a 2/3 affirmative vote requirement and be adopted no later than 120 days before an election in order to be effective for that election. While the City Charter currently limits ward boundary adjustments as needed to ensure equality of population among the wards, the settlement agreement recognized the need to comply with the California Voting Rights Act, which applies to both general law and charter cities. This proposed re -boundary process is categorically exempt from the California Environmental Quality Act ("CEQA") pursuant to Section 15320 — Class 20 (Changes in Organization of Local Agencies) of the CEQA Guidelines, California Code of Regulations, Title 14, Chapter 3, since it involves a proposed reorganization of the City Council Wards and does not change the geographical area in which previously existing powers are exercised. STRATEGIC PLAN Approval of this item allows us to meet Goal #5. Community Health, Livability, Engagement & Sustainability, Priority #1, Establish a comprehensive community engagement initiative exhibit to expand access to information and create opportunities for stakeholders to play an active role in discussing public policy and setting priorities. FISCAL IMPACT There is no fiscal impact associated with this action. Al"' , D /42 Maria D. Huizar D Clerk of the Council Exhibits: 1. Map D-2 with proposed Election Sequence 2. Ordinance 75A-2 Public Hearing: Amend Council Ward Boundaries November 20, 2018 Page 3 EXHIBIT 1 Plan D 2 Proposed Election Sequence A -Ward 1 (2020) B - Ward 2 (2022) C -Ward 3 (2020) E - Ward 4 (2022) D -Ward 5 (2020) F - Ward 6 (2022) PLAN D 2 A 8 C D E F Population 53,515 54,646 54,038 54,656 54,075 53,655 Deviation (583) 548 (60) 558 (23) (443) -1% 1% 0% 1% 0% -1% 18+ Citizens (CVAP) 26,467 21,702 15,110 29,145 25,417 22,583 49% 40% 28% 53% 47% 42% Latino CVAP 10,803 15,902 10,983 15,405 16,231 14,733 41% 73% 73% 53% 64% 65% White CVAP 3,058 3,495 2,532 10,198 5,458 2,661 12% 16% 17% 35% 21% 12% African American CVAP 193 417 316 363 453 816 1% 2% 2% 1% 2% 4% Asian CVAP 11,776 1,696 1,119 2,740 2,964 4,084 44% 1 8% 7% 9% 12% 18% 75A-3 75A-4 ORDINANCE NO. NS-XXXX AN ORDINANCE OF THE CITY OF SANTA ANA ESTABLISHING NEW BOUNDARY LINES OF THE WARDS OF THE CITY OF SANTA ANA AND REPEALING ORDINANCE NO. NS -2826 WHEREAS, By certified letter received on March 14, 2018, the Asian -Americans Advancing Justice advised the City that it believes the City's current at -large method of electing City Councilmembers violates the California Voting Rights Act ("CVRA"). WHEREAS, On July 17, 2018 the City Council by a vote of 6-0 approved Resolution No. 2018-056 to place a Charter Amendment on the ballot to transition from At -Large City Councilmember elections to By -Ward elections on the November 6, 2018 General Municipal Election. The resolution also mandated that Ward Boundaries be re- drawn in accordance with federal and state law. WHEREAS, Several Community Meetings and four (4) Public Hearings were held to receive input from the community, include their "communities of interest', provide criteria for mapping of new Ward boundaries and consider proposed Ward Maps. WHEREAS, The City Charter provides that an ordinance adjusting ward boundaries must be approved by a 2/3 affirmative vote requirement and be adopted no later than 120 days before an election in order to be effective for that election. WHEREAS, A Settlement Agreement entered by -the City of Santa Ana and plaintiff specifies that, consistent with California Elections Code section 10010(b), the Ward with the highest percentage of Asian -American citizens of voting age shall be designated among the three Wards (1, 3 and 5) subject to election on November 3, 2020, with Wards 2, 4 and 6 to be subject to election on November 8, 2022; and any special elections after November 3, 2020 shall be by—Ward. NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF SANTA ANA DOES ORDAIN AS FOLLOWS: SECTION 1: That the boundaries and numbers of the wards of the City of Santa Ana are hereby changed and established as set forth on the map and description attached hereto and incorporated herein by.reference as Exhibit 1. Metes and bounds of each district are attached hereto and incorporated herein by reference as Exhibit 2. SECTION 2: That the Clerk of the Council shall cause a map diagram showing the new boundary lines of each and every ward to be published in the Orange County Register not less than thirty (30) days prior to the 2020 general municipal election. Exhibit 2 75A-5 SECTION 3: This ordinance shall take effect and be in force immediately from and after the date of its passage. ADOPTED this day of APPROVED AS TO FORM: Sonia R. Carvalho, City Attorney AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers 2018 Miguel A. Pulido Mayor CERTIFICATE OF ATTESTATION AND ORIGINALITY I, MARIA D. HUIZAR, Clerk of the Council, do hereby attest to and certify that the attached Ordinance No. NS -XXX to be the original ordinance adopted by the City Council of the City of Santa Ana on , and that said ordinance was published in accordance with the Charter of the City of Santa Ana. Date: Clerk of the Council City of Santa Ana 75A-6 City of Santa Ana Proposed Wards (D -Z) o '�< �/z e Miles� 75A-7 75A-8 WARD RE -BOUNDARY ORDINANCE EXHIBIT 2 (TO BE POSTED BY FRIDAY, NOVEMBER 16, 2018) 75A-9 75A-10 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: NOVEMBER 20, 2018 TITLE: PUBLIC HEARING - MITIGATED NEGATIVE DECLARATION NO. 2016-156, GENERAL PLAN AMENDMENT NO. 2018-05 TO CHANGE THE DESIGNATION OF THE PROPERTIES AT 301 NORTH TUSTIN AVENUE, 431 NORTH TUSTIN AVENUE AND 2321 EAST FOURTH STREET, AMENDMENT APPLICATION NO. 2018-08 TO CHANGE THE ZONING OF THE PROPERTIES AT 301 NORTH TUSTIN AVENUE, 325 NORTH TUSTIN AVENUE, 401 NORTH TUSTIN AVENUE AND 2320 EAST FOURTH STREET - RICHARD FINKEL, APPLICANT {STRATEGIC PLAN NO. 3,2) CIniMANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 1n Reading ❑ Ordinance on 2n° Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ CONTINUED TO FILE NUMBER 1. Adopt Mitigated Negative Declaration, Environmental Review No. 2016-156. 2. Adopt a resolution approving General Plan Amendment No. 2018-05. 3. Adopt an ordinance approving Amendment Application No. 2018-08. PLANNING COMMISSION ACTION At its regular meeting on October 8, 2018, the Planning Commission by a vote of 5:0 (Mendoza and Nguyen absent) recommended that the City Council adopt a resolution approving Mitigated Negative Declaration, Environmental Review No. 2016-156, adopt a resolution approving General Plan Amendment No. 2018-05, and adopt an ordinance approving Amendment Application No. 2018-08 to change the land use and zoning designations of the properties generally located at the southeast and northeast corners of Tustin Avenue and Fourth Street. Concurrently with the recommendation the Planning Commission also approved Conditional Use Permit No. 2018-18 and Variance No. 2018-10 to allow an eating establishment with drive-through service at 301 North Tustin Avenue and a service station at 325 North Tustin Avenue. The Planning Commission made no changes to the recommended actions outlined in the attached staff report (Exhibit A). 7513-1 GPA No. 2018-05 & AA No. 2018-08 November 20, 2018 Page 2 DISCUSSION The applicant is requesting a general plan amendment to re -designate the property at 301 North Tustin Avenue from Professional & Administrative Office (PAO) to General Commercial (GC), and amendment application to rezone the properties at 301 and 325 North Tustin Avenue from Professional (P) to General Commercial (C2). The restaurant at 301 North Tustin will be demolished and a new 7,368 -square -foot multi -tenant commercial building with a drive-through window service will be constructed. The parcel at 325 North Tustin Avenue is also proposed for redevelopment. The existing automated car wash will be removed and the site will be redesigned with an 8 pump service station and a larger 2,778 -square -foot convenience store. In conjunction with the applicant's request, the City is proposing to change the designations of several properties near the development site to provide consistency between the general plan and zoning. General plan amendments are proposed for 431 North Tustin Avenue and 2321 East 4th Street to change the land use designations from Professional & Administrative Office (PAO) to General Commercial (GC), and an amendment application to change the zoning of 401 North Tustin Avenue and 2320 East 4th Street from Professional (P) to General Commercial (C2) are also proposed. Table 1: Property General Plan and Zoning Information Property Address Existing Proposed Existing Proposed Proposed by Use General General Plan Zoning Zoning Plan 301 N. Tustin Ave. PAO GC P C2 Applicant Commercial Proposed 325 N. Tustin Ave. GC No Change - GC P C2 Applicant Service Station 401 North Tustin Ave. GC No Change - GC P C2 City of Santa Ana Service Station 431 N. Tustin Ave. PAO GC C2 No Change - C2 City of Santa Ana Commercial/Retail 2320 E. 4th St. GC No Change - GC P C2 City of Santa Ana Fast Food Restaurant 2321 E. 4th St. PAO GC C2 No Change - C2 City of Santa Ana Commercial/Retail F AU = Protesslonal & Administrative Uttice P = Professional zone district GC = General Commercial C2 = General Commercial zone district 75B-2 GPA No. 2018-05 & AA No. 2018-08 November 20, 2018 Page 3 Figure 3: Existina Zoning Map WM-- a I h Wh, --I Now MST Z1 ; <• C PROFESSONAL ■ C3 GENERAL COMMERCIAL Note: Subject properties shown in blue. ECONOMIC ANALYSIS Figure 2: Proposed General Plan „, ST • • • J 1�AO O17�PrOoss,�a.d AmmwrMt O,Cei P�Z1 � Figure 4: Proposed Zoning Map Based on the development of the properties at 301 and 325 North Tustin Avenue with a gas station and retail building, approximately $15,000 will be generated in permit fees. The full assessed value of the properties is currently approximately $3.5 million and the building improvements are estimated at $1 million. Therefore, the estimated total net taxable value for the properties is $4.5 million. The gas station and commercial businesses will also generate sales tax revenue for the City and provide employment opportunities. 75B-3 GPA No. 2018-05 & AA No. 2018-08 November 20, 2018 Page 4 In addition, the proposed project will provide additional services to residents, workers, and visitors in the area and will not negatively impact the surrounding community as the site is located away from sensitive land uses and the project has been designed to minimize impacts to sensitive land uses. Full-sized plans are available for public viewing in the Clerk of the Council Office. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #3 - Economic Development, Objective #2 (create new opportunities for business/job growth and encourage private development through new General Plan and Zoning Ordinance policies). FISCAL IMPACT There is no negative fiscal impact to the general fund associated with this action. Minh Thai Executive Director Planning and Building Agency SK:fg S: RFCA\10-16-2018\G PA18-05AA18-08 10-16-18 Exhibits: A. Planning Commission Staff Report B. Resolutions C. Ordinance 75B-4 REQUEST FOR Planning Commission Action PLANNING COMMISSION MEETING DATE: SEPTEMBER 24, 2018 TITLE: PUBLIC HEARING — FILED BY RICHARD FINKEL FOR MITIGATED NEGATIVE DECLARATION NO. 2016- 156, GENERAL PLAN AMENDMENT NO. 2018-05, AMENDMENT APPLICATION NO. 2018-08, CONDITIONAL USE PERMIT NO. 2018-18 AND VARIANCE NO. 2018-10 TO ALLOW AN EATING ESTABLISHMENT WITH DRIVE-THROUGH SERVICE AT 301 NORTH TUSTIN AVENUE AND A SERVICE STATION AT 325 NORTH TUSTIN AVENUE (STRATEGIC PLAN NO. 3, 2) Prepared by Selena Keleher, AICP Executive Director RECOMMENDED ACTION Recommend to the City Council: PLANNING COMMISSION SECRETARY APPROVED ❑ As Recommended ❑ As Amended ❑ Set Public Hearing For DENIED ❑ Applicant's Request ❑ Staff Recommendation CONTINUED TO Planning ManagEF- 1. Adoption of a Mitigated Negative Declaration, Environmental Review No. 2016-156. 2. Adoption of a resolution approving General Plan Amendment No. 2018-05. 3. Adoption of an ordinance approving Amendment Application No. 2018-08. Planning Commission adopt resolutions: 1. Approving Conditional Use Permit No. 2018-18 as conditioned. 2. Approving Variance No. 2018-10 as conditioned. Executive Summary Richard Finkel, representing Russell Fischer LP, is requesting approval of a general plan amendment to re -designate the property at 301 North Tustin Avenue from Professional & Administrative Office (PAO) to General Commercial (GC), an amendment application to rezone the properties at 301 and 325 North Tustin Avenue from Professional (P) to General Commercial (C2), a conditional use permit to allow an eating establishment with drive-through service at 301 North Tustin Avenue, and a variance to reduce the required yards at 325 North Tustin Avenue. EXHIBIT A 75B-5 GPA No. 2018-05, AA No. 2018-08, CUP No. 2018-18 & VAR No. 2018-10 September 24, 2018 Page 3 Item: Information' : ' - South I Commercial - City of Tustin West I Professional - Service Station Property Size 39,775 SF (0.9 acres) - 301 N. Tustin Avenue 22,465 SF 0.5 acres - 325 N. Tustin Avenue Existing Site Development Eating Establishment - 301 N. Tustin Avenue Gas Service Station & Car Wash - 325 N. Tustin Avenue Development Standards Sections 41-364 through 41-374 SAMC Sections 41-377 through 41-388 SAMC Use Permissions/Amendment Application &CUP Section 41-638 and Sections 41-659 through 41-667 9 Project Description The applicant proposes to demolish the restaurant, service station, car wash, and convenience store buildings to construct a new service station, convenience store and multi -tenant commercial building on two properties at the southeast comer of Tustin Avenue and Fourth Street. The restaurant at 301 North Tustin will be demolished and a new 7,368 -square -foot multi -tenant commercial building with an outdoor dining area will be constructed. A 1,258 -square -foot eating establishment with drive-through service is proposed for one unit. The drive-through lane is designed to wrap around the entire building, with the entrance of the drive-through at the south end of the building traveling up and around the east elevation. In addition, a 35 -foot high freestanding sign will be oriented towards the SR -55 freeway along the east property line. The parcel immediately to the north at 325 North Tustin Avenue is also proposed for redevelopment. The applicant is proposing to clear the site, to eliminate the automated car wash operations, close a driveway along Fourth Street and redesign the site with a service station and larger convenience store. The service station will consist of a 2,117 -square -foot canopy with 8 pump stations and a new 2,778 -square -foot convenience store. The architecture of the new buildings, service station canopy and freestanding sign has been designed to appear as a cohesive and integrated on which includes a contemporary design style with a smooth plaster, metal canopies, ceramic wood tile and green screens. An enhanced pedestrian pathway with seating areas and landscaping will be located between the two buildings. There will be vehicular access between the two properties and a covenant to allow for reciprocal access and parking will be recorded. In addition, the Public Works Agency has determined that an 8 -foot irrevocable offer of dedication along Fourth Street and a 2 -foot irrevocable offer of dedication along Tustin Avenue are required. Tables 3A and 3B provide a detailed comparison of the project's compliance with the applicable land use and development standards. 75B-6 GPA No. 2018-05, AA No. 2018-08, CUP No. 2018-18 & VAR No. 2018-10 September 24, 2018 Page 4 Table 3A: Land Use Standards General Commercial (C2) (SAMC Sec. 41=365, 41-365.5, 41-377 and 47-377.5) Proposed Land Use Permit Requirements Eating Establishment Allowed by Right Drive-through Window Service for an eatinq establishment Conditional Use Permit Service Station and Convenience Store Allowed by Right Table 31B: Development Standards Standard Required by General` -' 301 Noith Tustin 325)North Tustin' Commercial. C2 Zone Retail Building Site Service, Station Site " Front yard 15 feet minimum Complies; 15 feet Does not comply; 5 feet, 6 inches ' Side yard (street) 15 feet minimum Not Applicable Does not comply; 5 feet, 6 inches Side yard (interior) 0 feet minimum Complies; 3 feet, 2 Complies; 5 foot inches and 5 feet landscape yard Rear yard 0 feet minimum Complies; 2 feet Complies; 5 foot landscape yard Lot Size & Frontage 15,000 sq. ft. and 120 feet Complies; 39,775 sq. ft. Complies; 22,465 sq. ft. and 179 feet and 300 feet Building height 35 feet maximum Complies; 25 feet, 3 Complies; 21 feet, 10 inches inches Off-street Parking 61 spaces Complies; 63 spaces Complies; 63 spaces 5 spaces per 1,000 sq. ft. of total total retail 46 spaces 9 spaces 8 spaces per 1,000 sq. ft. 8 pump spaces restaurant Floor Area Ratio 0.50 FAR maximum Complies; 0.19 FAR Complies; .0.12 FAR F.A.R. 35 feet maximum height Complies; Freestanding Wall signs (deferred Signage allowed within 300 feet of a sign 35 feet Wall signs (deferred submittals) freeway exit submittals Stacking Distance 160 feet; 80 feet to menu Complies; 80 feet to Not Applicable (drive-through) board and 80 feet to pick-up menu board, 80 feet to window 1 pick-upwindow Driveway Width 35 feet maximum Not Applicable Complies; 35 feet service station 75B-7 GPA No. 2018-05, AA No. 2018-08, CUP No. 2018-18 & VAR No. 2018-10 September 24, 2018 Page 5 Protect Background and Chronoloov The property at 301 North Tustin has been developed with a restaurant since 1965. In 1996, Conditional Use Permit No. 1995-01 was approved to allow dancing and live music. Minor tenant improvements have been made to the building overtime by various operators. Currently, the building is in the process of being vacated by the tenant. In 1973, -the property at 325 North Tustin Avenue was developed with a car wash and service station. In 2006, the property was remodeled to the current configuration of the service pumps, a retail building and automated car wash. The current property owner has been operating a Chevron gas station and car wash at the site since 2015. Protect Analysis General Plan Amendment The applicant is applying for a general plan amendment in order to re -designate the properties proposed for development to General Commercial (GC). According to the General Pian, the General Commercial district applies to commercial corridors and areas that are highly visible and are critical arterial transportation corridors. Three sites that are proposed to be changed from Professional & Administrative Offices to General Commercial (301 N. Tustin Avenue, 431 N. Tustin Avenue, and 2321 E. a Street) are on arterial streets with regional access to the SR -55 freeway. Several nearby commercial properties are already designated as General Commercial. The amendment will create an approximately 4 -acre General Commercial area at the northeast and southeast comers of Tustin Avenue and Fourth Street (Exhibit 2). In addition, these properties are currently improved with commercial uses including gas stations, eating establishments, and mixed retail and service uses that provide neighborhood facilities and services to the nearby Metro East Mixed -Use Overlay zone and professional offices. The general plan amendment will provide consistency with the existing uses and will make the properties consistent with the zoning district. Amendment Application The applicant is also applying for an amendment application (zone change) to change the zoning of the properties proposed for development (301 and 325 N. Tustin Avenue) from Professional (P) to General Commercial (C2). The City is also proposing to change the zoning of two nearby properties (401 N. Tustin Avenue and 2320 E. Fourth Street) to General Commercial (C2) (Exhibit 3). The C2 designation will also complement the designation of the properties to the south which are in the City of Tustin and zoned commercial (Central Commercial C2). The amendment will create a continuous block of commercial uses that will stimulate the economy in the area. The C2 zone will allow the restaurant, service stations, and services uses and will allow for commercial development that supports the nearby office environment by providing places to visit, 75B-8 GPA No. 2018-05, AA No. 2018-08, CUP No. 2018-18 & VAR No. 2018-10 September 24, 2018 Page 6 shop and dine. In addition, the General Commercial zone permits professional, administrative and business offices should the property owners elect to have office uses in the future. The proposed drive-through requires discretionary approval of a CUP and the service station yards require a variance. In order to approve a CUP or variance, the General Plan Land Use designation and the zoning designation must be consistent. Conditional Use Permit for Drive -Through Window Service at 301 North Tustin Avenue The drive-through was designed and intended to generate the least amount of impact as possible. The drive-through lane is setback approximately 100 feet from the street to reduce any spillover to the public streets. In addition, the drive-through lane meets the City's stacking requirements and will allow for approximately 15 -cars to queue without disrupting drive aisles or parking spaces on-site. The drive-through is also designed to generate minimal noise impacts; the speaker boxes are located at the rear of the site and project towards the freeway. Any potential noise generated from the idling of vehicles or the drive-through speakers is not anticipated to impact the nearby uses as they are commercial and there are no nearby sensitive land uses. Since the drive-through lane is at the rear of the property, it will produce minimal visual impact to Tustin Avenue as the new building will be the prominent view (Exhibit 4). The applicants request for a conditional use permit to allow drive-through window service will provide an added amenity to the property, for the employees who work in the vicinity and for the residents who live in the general area. Allowing the restaurant to have a drive-through window will provide a service that will help promote economic development to the area which will contribute to the general well-being of the neighborhood and the community. Variance for Reduced Yards at 325 North Tustin Avenue The strict application of the zoning code requires a 15 -foot landscaped setback along both Tustin Avenue and Fourth Street. The applicant has designed the site to have landscaped yards, but in some locations the yards will be reduced to 5 feet, 6 inches requiring a variance. The Public Works Agency reviewed the proposed plans and determined that an 8 -foot dedication along Fourth Street and a 2 -foot dedication along Tustin Avenue are required to allow for the streets and sidewalks to be constructed to the ultimate width. The 15 -foot setbacks and dedication would reduce the developable area to 18,065 square -feet, which is an approximately 4,400 square -foot reduction in lot size (20%). Special circumstances related to the current location of the underground storage tanks exist. Currently, the underground tanks are located at the comer of the property. A 15 -foot landscaped yard along the street property lines would require the property owner to remove and relocate the storage tanks in order for tanker trucks to access the tanks. The relocation would cause a significant financial burden to the operator. In addition, complexities of service station fueling, stacking and circulation patterns make it difficult to create functional site plan that meets all the development standards. Furthermore, there are service stations at the other two comers of the intersection (northeast and southwest comers). These nearby service stations do not have 15 -foot 75B-9 GPA No. 2018-05, AA No. 2018-08, CUP No. 2018-18 & VAR No. 2018-10 September 24, 2018 Page 7 landscaped yards and have significantly less landscaping than the proposed project, therefore granting the variance will not be injurious to the surrounding properties or service stations (Exhibit 5). Table 3: CEQA, Strategic Plan Alignment, and Public Notification & Community Outreach Strategic Plan;Ali hment, and Public Notification,& Community Outreach CEQA . A Mitigated Negative Declaration (MND) with technical studies (traffic study, air quality and greenhouse gas emissions analysis, and Phase I site assessment), CEQA Type was prepared for the project. No areas of significant impact were determined from the construction or operation of the proposed project with the implementation of the mitigation measures for cultural resources, hazards, and tribal and cultural resources. The 30 -day public review period began on August 13 and ended September 11, 2018. The draft MND was circulated to interested parties and the State Public Notification Clearinghouse, the notice of intent was published in the Orange County Register and posted with the County of Orange Clerk. The draft MND was available for public review at the Santa Ana City Hall, Main Library, and on the project web a e on the City's website Exhibit 6 & 7). -Caltrans commented in regards to incorporating complete streets measures and encroachment permits, the comment does not result in findings of a significant impact. -The City of Irvine commented in regards to clarifications needed in the traffic Comments analysis, the clarifications would not result in findings of a significant impact. Received -Orange County Fire Authority stated they have no comment. -South Coast Air Quality Management District commented in regards to clarifications needed in the air quality analysis, the clarifications would not result in findings of a significant impact. -The State Clearinghouse acknowledged that no state agencies submitted comments!,. =J1 ,' " Strate ic�Plan'Ali nmentY. u' Goal(s), Policy or 3, 2 (create new opportunities for business/job growth and encourage private Policies development through new General Plan and Zoning Ordinance policies). Public Notification:&' Communit :Outreach Site posting A public noticed was posted on the project site on September 14, 2018. Notification by mail was mailed to all property owners and Public Hearing Notification by mail occupants within 500 feet of the project site on September 14, 2018. Newspaper posting Newspaper posting was published in the Orange County Register on September 14, 2018. Sunshine Meeting A Sunshine Ordinance Community Meeting was held on December 13, 2016 at 5:30 p.m. in accordance with the provisions of the City's Sunshine Ordinance. A total of 3 members of the public attended. The applicant provided all the required information to the City after the meeting Exhibit 8). 75B-10 GPA No. 2018-05, AA No. 2018-08, CUP No. 2018-18 & VAR No. 2018-10 September 24, 2018 Page 8 StrateS lic Plan Alignment, and Public Notification &.Community Outreach Additional Measures At the time this report was printed, no issues of concern were raised regarding this application. Conclusion Based on the analysis provided within this report, staff recommends that the Planning Commission recommend that the City Council adopt the Mitigated Negative Declaration and approve General Plan Amendment No. 2018-05 and Amendment Application No. 2018-08. Further, staff recommends that the Planning Commission approve Conditional Use Permit No. 2018-18 as conditioned and Variance No. 2018-10 as conditioned. �Av Se ena Kelaher, AICP Associate Planner SK:sb Iolpka ing CO M11391O4 Exhibits: 1. Vicinity Zoning & Aerial View 2. Draft Mitigated Negative Declaration Resolution 3. Draft General Plan Resolution 4. Draft Amendment Application Ordinance 5. Conditional Use Permit Resolution 6. Variance Resolution 7. Mitigated Negative Declaration 8. Traffic Study 9. Sunshine Meeting Minutes 10. Site Plan 11. Elevations 75B-11 918/2018 -_ _ 0 7n1a ninital Man PmdIn15. All riahtc r mpd. http://apps.spatialstream.com[production/dashboard/8/9/0/CurmntBuildYf fi 4.21 1/1 LS 9.24.18 RESOLUTION NO. 2018-xx A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA ADOPTING MITIGATED NEGATIVE DECLARATION ENVIRONMENTAL REVIEW NO. 2016-156 AND ADOPTING A MITIGATION MONITORING AND REPORTING PROGRAM RELATIVE TO GENERAL PLAN AMENDMENT NO. 2018-05, AMENDMENT APPLICATION NO. 2018-08, CONDITIONAL USE PERMIT NO. 2018-18 AND VARIANCE NO. 2018-10 FOR THE PROJECT LOCATED AT 301 AND 325 N. TUSTIN AVENUE BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SANTA ANA AS FOLLOWS: Section 1. The City Council of the City of Santa Ana hereby finds, determines and declares as follows: A. Applicant, Richard Finkel, representing Russell Fischer Partnership LLC, is requesting approval of General Plan Amendment No. 2018-05, Amendment Application No. 2018-08, Conditional Use Permit No. 2018-18 and Variance No. 2018-10 in order to facilitate construction of a new multi -tenant commercial building with ancillary drive-through service at 301 North Tustin Avenue and a service station at 325 North Tustin Avenue. B. The provisions of the California Environmental Quality Act of 1970 (CEQA), Public Resources Code Sections 21000 et. seq., as amended, require the evaluation of environmental impacts in connection with proposals for discretionary projects. C. Pursuant to Guidelines for the Implementation of the California Environmental Quality Act, an Initial Study relative to the proposed project concluded that implementation of the project could result in potentially significant effects on the environment and identified mitigation measures that would reduce the significant effects to a less -than -significant level. D. The City of Santa Ana prepared a Mitigated Negative Declaration (MND), Environmental Review No. 2016-156 for the proposed project which reflects the City's independent judgement and analysis as lead agency for the project. The Mitigated Negative Declaration concluded that the project would have a less than significant environmental impact with implementation of mitigation measures. Mitigation measures are included to address cultural resources, hazards, and tribal and cultural resources. EXHIBIT 2 75B-13 E. On August 13, 2018, Notice of Intent to adopt the Initial Study and Mitigated Negative Declaration, Environmental Review No. 2016-156 was published in the OC Register newspaper, circulated to interested parties, and the State Clearinghouse. F. The documents related to the Mitigated Negative Declaration were made available for a 30 -day public review and comment period at the Santa Ana City Hall, the Main Library, and on the project webpage on the City's website. G. Comments received were addressed in a Response to Comments document that provides sufficient information to demonstrate that the environmental conclusions and mitigation measures remain valid as disclosed in the Mitigated Negative Declaration. H. The mitigation measures set forth in Mitigated Negative Declaration are fully enforceable and will be implemented using the Mitigation Monitoring and Reporting Program attached hereto as Exhibit A, and incorporated herein by reference. I. On September 24, 2018, the Planning Commission of the City of Santa Ana held a duly noticed public hearing and voted to recommend that the City Council approve a resolution to adopt Mitigated Negative Declaration, Environmental Review No. 2016-156 and the related Mitigation Monitoring and Reporting Program for the project. J. On October 16, 2018, the City Council of the City of Santa Ana held a duly noticed public hearing to consider all testimony, written and oral, related to Mitigated Negative Declaration, Environmental Review No. 2016-156, and the related Mitigation Monitoring and Reporting Program for the project, at which time all persons wishing to testify were heard, the project was fully considered, and all other legal prerequisites to the adoption of this Resolution occurred. Section 2. The City Council has independently reviewed and analyzed the information contained in the Initial Study and the Mitigated Negative Declaration, Environmental Review No. 2016-156, prepared with respect to this project. The City Council has, as a result of its consideration and the evidence presented at the hearings on this matter, determined that, as required pursuant to the California Environmental Quality Act (CEQA) and the State CEQA Guidelines, the MND adequately addresses the expected environmental impacts of this project. On the basis of this review, the City Council finds that there is no substantial evidence from which it can be fairly argued that the project will have a significant adverse effect on the environment. Section 3. The City Council hereby adopts and approves the MND and adopts the Mitigation Monitoring and Reporting Program, and directs that the Notice of Determination be prepared and filed with the County Clerk of the County of Orange in 75B-14 the manner required by law. This decision is based upon the evidence submitted at the above said hearing, which includes, but is not limited to: the Request for Council Action dated October 16, 2018, and exhibits attached hereto; and the public testimony, written and oral, all of which are incorporated herein by this reference. Section 4. Pursuant to Title XIV, California Code of Regulations (CCR) § 735.5(c)(1), the City Council has determined that, after considering the record as a whole, there is no evidence that the proposed project will have the potential for any significant adverse effect on wildlife resources or the ecological habitat upon which wildlife resources depend. The proposed project exists in an urban environment characterized by paved concrete, roadways, surrounding buildings and human activity. However, pursuant to Fish and Game Code § 711.2 and Title XIV, CCR § 735.5, the payment of Fish and Game Department filing fees in conjunction with this project is at the discretion of the State of California Department of Fish and Wildlife. Section 5. The Applicant agrees to indemnify, hold harmless, and defend the City of Santa Ana, its officials, officers, agents, and employees, from any and all liability, claims, actions or proceedings that may be brought arising out of its approval of this project, and any approvals associated with the project, including, without limitation, any environmental review or approval, except to the extent caused by the sole negligence of the City of Santa Ana. Section 6. This decision rendered by the City Council of the City of Santa Ana is final and is subject to judicial review pursuant to California Code of Civil Procedure section 1094.6. The Planning and Building Agency shall give direct notice to the Applicant of the City Council's decisions and these findings. ADOPTED this day of , 2018. Miguel A. Pulido Mayor 75B-15 APPROVED AS TO FORM: Sonia R. Carvalho, City Attorney By: Lisa Storck Assistant City Attorney AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers CERTIFICATE OF ATTESTATION AND ORIGINALITY I, MARIA D. HUIZAR, Clerk of the Council, do hereby attest to and certify the attached Resolution No. 2018 -XXX to be the original resolution adopted by the City Council of the City of Santa Ana on 2018. Date: Clerk of the Council City of Santa Ana 75B-16 EXHIBIT A Mitigation Monitoring and Reporting Program 75B-17 Mitigation Monitoring and Reporting Program Tustin Avenue Retail Project MND SCH# 2018081033 City of Santa Ana 75B-18 Mitigation Monitoring and Reporting Program Authority and Purpose Pursuant to, and in accordance with California Public Resources Code, Section 21081.6 (AB 3180), a mitigation monitoring and reporting program for the City of Santa Ana's Tustin Avenue Retail Project Mitigated Negative Declaration (BIND) SCH# 2018081033 has been prepared. The purpose of this Mitigation Monitoring and Reporting Program (MMRP) is to ensure compliance with and effectiveness of the mitigation measures set forth in the Tustin Avenue Retail Project MND. Section 15074(d) of the CEQA Guidelines states that, when adopting a mitigated negative declaration, the lead agency shall adopt a program for reporting on or monitoring the changes that it has either required in the project or made a condition of approval to reduce or avoid significant environmental effects. Section 21081.6 of the Public Resources Code and Section 15097 of the CEQA Guidelines require a public agency to adopt a mitigation monitoring and reporting program for assessing and ensuring the implementation of required mitigation measures applied to proposed projects. Monitoring Program List of Mitigations The City of Santa Ana's Mitigation Monitoring and Reporting Program for the Tustin Avenue Retail Project consists of a list of mitigation conditions and/or verifications required for incremental implementation of the project. The following provides information regarding the purpose and procedures for each individual significant impact and related mitigation measures. 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G O 'w iO ,O O U .A "� 0 K V7 C a= O E x O u y d r. �cd [i' (O N Z a y wp </) n p u CT Q W04 O 4: 4O ro G u v °n u c c.°c' E d 2 g� � o.a.. uvEo6'umEa rouro u�7 u.0 oa �wtisn.a�wvOOa v�hroA°Ao.9'aay 0 0 [ ro a o y o y A o a mF u cU m al 9.4 o v c�a N a K S 3 a m 'A v q a tE y C v O O a u O v b u o o F u G R �Or%LL� 75B-23 75B-24 LS 9.24.18 RESOLUTION NO. 2018-xx A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA APPROVING GENERAL PLAN AMENDMENT NO. 2018-05 FOR THE PROPERTIES LOCATED AT 301 NORTH TUSTIN AVENUE, 431 NORTH TUSTIN AVENUE AND 2321 EAST FOURTH STREET BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SANTA ANA AS FOLLOWS: Section 1. The City Council of the City of Santa Ana hereby finds, determines and declares as follows: A. Richard Finkel (Applicant), representing Russell Fischer LP, is requesting approval of General Plan Amendment No. 2018-05 to amend the General Plan land use designation of the property at 301 North Tustin Avenue from Professional & Administrative Office (PAO) to General Commercial (GC) and to plot ext p rtien the CikLan ect this change in er to cil to cc ructa n multi-tena commercial building wit, ancilla, m. a thr. ah rat O forth u, tin Avenue and a B. In MMEM, therCity of'Sb to Ana `is l oposing to Ehange the land use designation of the properties at 431 North Tustin Avenue and 2321 East 4t' Street from Professional and Administrative Office (PAO) to General Commercial (GC) and to update text portions of the City's Land Use Element to reflect this change. C. On June 12, 2018, pursuant to Senate Bill 18 and Assembly Bill 52, the City mailed consultation letters to all tribes listed on the Native American Heritage Commission (NAHC) Tribal Consultation List. D. On September 24, 2018, the Planning Commission of the City of Santa Ana held a duly noticed public hearing and voted to recommend that the City Council adopt a resolution adopting Mitigated Negative Declaration, Environmental Review No. 2016-156 and approve General Plan Amendment No. 2018-05. E. On October 16, 2018, the City Council of the City of Santa Ana held a duly noticed public hearing to consider all testimony, written and oral, related to General Plan Amendment No. 2018-05, at which time all persons wishing to testify were heard, the project was fully considered, and all other legal prerequisites to the adoption of this Resolution occurred. EXHIBIT 3 75B-25 F. General Plan Amendment No. 2018-05 has been filed to amend the General Plan to change the land use designation of the property at 301 North Tustin Avenue from Professional and Administrative Office (PAO) to General Commercial (GC). In addition, the City of Santa Ana is proposing to change the land use designation of the properties at 431 North Tustin Avenue and 2321 East 4t' Street from Professional and Administrative Office (PAO) to General Commercial (GC) and to update text portions of the City's Land Use Element to reflect this change. 1. The existing General Plan land use designation for the project area is Professional & Administrative Office (PAO) which are typically in areas that are in close proximity to freeways allow for professional and/or administrative offices, with floor area ratio intensity ranges from 0.5 to 1.0. 2. The proposed General Plan land use designation for the project area is General Commercial (GC) which applies to commercial corridors and major arterial roadways in the City, allows for facilities and services including shopping, recreation, cultural and entertainment activities and the floor area ratio intensity ranges from 0.5 to 1.0. 3. The general plan amendment will support several goals and policies f e era - an, i ding nT ent, Economic Dev I p nt E en i culato ElemUrban Design Ele a t. a ific, en I P dent Goal 1 to pro •te a bala • o s addresmunity needs. y 1 0 to rage t tion ocial centers at arterial roadway intersections in commercial districts. Land Use Element Goal 2 to promote land uses that enhance the City's economic and fiscal viability. Policy 2.4 supporting pedestrian access with an enhanced pedestrian walkway. Furthermore, the project is consistent with Policy 2.8, to promote rehabilitation of commercial properties, and encourage increased levels of capital investment. Policy 2.9 supporting developments that create a business environment that is safe and attractive. Policy 5.5 to encourage development that is compatible with and supporting of surrounding land uses. The commercial center and its operations are compatible with the surrounding commercial and professional businesses. Economic Development Goal 2 to maintain and enhance the diversity of the City's economic base. Specifically, Policy 2.3 to encourage the development of mutually beneficial and supportive business clusters within the community. Economic Development Goal 4 to expand the tax base of local government to improve and maintain the level of public services. Policy 4.1 to target business attraction and retention resources towards firm with high positive net revenue implications for local government, particularly those engaged in business -to -business taxable sales transactions. 75B-26 Circulation Element Goal 2 to promote design and construction that facilitates safe utilization of the City's transportation system. Policy 2.1 to limit the number of driveways on arterial streets to reduce vehicular conflict, and facilitate traffic flow. Urban Design Goal 1 to improve the physical appearance of the City through development of districts that project a sense of place, positive community image and quality environmental. Specifically, Policy 1.5 to include enhanced architectural forms, textures, colors, and materials are expected in the design of all projects and Policy 1.6 to include plazas, open spaces, and courtyards connecting to public right-of-way to encourage public interaction. G. The City Council has weighed and balanced the General Plan's policies, and has determined that based upon this balancing that General Plan Amendment No. 2018-05 is consistent with the purpose of the general plan. Section 2. The Planning Commission of the City of Santa Ana recommends that the City Council adopt an ordinance rezoning the real properties located at 301, 325 and 401 North Tustin Avenue and 2320 East Fourth Street and Amended Sectional District Map number 9-5-9 showing the above described change in use district designation (AA No. 2018 0 i eco mend ion is sed u i ubmitted at the above said hea ' g, w ' h ncludes but ' t lim't d to: the quest for Planning Commission an Coun I A�tAr� d t ber 18 an October 16, 2018, respectively an xhibit tt hed ere • e • ublic testim y, all of which are incorporated heE), r rence Section 3. The City Council has reviewed and considered the information contained in the initial study and the mitigated negative declaration (MND), Environmental Review No. 2016-156, prepared with respect to this project. The City Council has, as a result of its consideration and the evidence presented at the hearings on this matter, determined that, as required pursuant to the California Environmental Quality Act (CEQA) and the State CEQA Guidelines, the MND adequately addresses the expected environmental impacts of this project. On the basis of this review, the City Council finds that there is no evidence from which it can be fairly argued that the project will have a significant adverse effect on the environment Section 4. The City Council of the City of Santa Ana after conducting the public hearing hereby approves General Plan Amendment No. 2018-05. The amendments to the Land Use Element are attached hereto as Exhibit A and incorporated herein by this reference as though fully set forth herein. This decision is based upon the evidence submitted at the above said hearing, which includes, but is not limited to: the Request for Council Action dated October 16, 2018, and exhibits attached hereto; and the public testimony, written and oral, all of which are incorporated herein by this reference. 75B-27 Section 5. This Resolution shall not be effective unless and until Ordinance No. NS- (AA No. 2018-08) becomes effective. If said ordinance is for any reason held to be invalid or unconstitutional by the decision of any court of competent jurisdiction, or otherwise does not go into effect for any reason, then this resolution shall be null and void and have no further force and effect. Section 6. The Applicant agrees to indemnify, hold harmless, and defend the City of Santa Ana, its officials, officers, agents, and employees, from any and all liability, claims, actions or proceedings that may be brought arising out of its approval of this project, and any approvals associated with the project, including, without limitation, any environmental review or approval, except to the extent caused by the sole negligence of the City of Santa Ana. Section 7. This decision rendered by the City Council of the City of Santa Ana is final and is subject to judicial review pursuant to California Code of Civil Procedure section 1094.6. The Planning and Building Agency shall give direct notice to the Applicant of the City Council's decisions and these findings. ADOPTED this day of , 2018. APPROVED AS TO FORM: Sonia R. Carvalho, City Attorney Lisa Storck Assistant City Attorney AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers 75B-28 CERTIFICATE OF ATTESTATION AND ORIGINALITY I, MARIA D. HUIZAR, Clerk of the Council, do hereby attest to and certify the attached Resolution No. 2018 -XXX to be the original resolution adopted by the City Council of the City of Santa Ana on 2018. Date: Clerk of the Coun City of Santa Ana DRAFT 75B-29 City of Santa Ana General Plan Land Use Element 1998 City of Santa Ana Planning Division Adopted February 2, 1998 (Reformatted January 2010) The following is a chronology of the approved general plan amendments that have been incorporated into this document since the comprehensive update of the General Plan Land Use Element adopted by the Santa Ana City Council February 2, 1998 (GPA 1997- 05): GPA 2016-05 (Pending) GPA 2018-02 (May 15, 2018) GPA 200 01 (May 15, 2018) GPA 2017.02 (December 19,2017) GPA 2017-01(June20, 2017) GPA 201603 (February 21, 2017) GPA 201692 (May 17, 2016) GPA 201601 (Ap 119, 2016) GPA 201503 (February 2, 2016) GPA 201402 (October 21, 2014) GPA 2014-01(June3, 2014) GPA 2011-03 (March 19, 2012) GPA 2010-01 (June 7, 2010) GPA 200602 (Jury 20, 2009) GPA 2007-03 (May 18, 2009) GPA 200601 (May 5, 2000) GPA 200403 (February 2, 2009) GPA 2007-02 (June 18, 2007) GPA 2007-01 (March 19, 2007) GPA 2006-01 (October 2, 2006) GPA 2005 01 5, 200; GPA 2005-02 (October 17, 2005) GPA 2001.02 GPA 2004-01(Apol 5, 2005, as passed by GPA 200009 the voters of SantaAna) GPA2000-00 GPA 2004-04 (July 19,2004) GPA 200093 GPA 2004-06(July6, 2004) GPA2000-02 GPA 2003-02 (June 16, 2003) GPA 1999-02 GPA 2003-01 (February 18, 2003) GPA 199001 GPA 2002-01 (September 3, 2)02) GPA 199604 GPA 2002-03 (August 19, 2002) GPA 1998-05 GPA 2001-03(February19, 2002) GPA 199601 EXHIBIT A 75B-30 1998) k 75B-31 f ` |$§ CL ■!;'!; 60 WO � nm■■■)■n■■$■ � 75B-31 \ ) 75B-32 Commercial The Land Use Plan identifies three land use designations that encourage a variety of office, retail and commercial enterprises to serve the community. The Professional/Administrative Office (PAO) designation applies to those areas where professional and/or administrative offices are predominant, or where such development is being encouraged. Land included in this designation is found primarily near the Civic Center, and along the First Street and Tustin Avenue Corridors in close proximity to freeways. There are other smaller PAO areas in the City such as along North Broadway and along portions of east and west Seventeenth Street. A total of 612.4 609.6 acres is included in this land use designation. The floor area ratio intensity standard applicable to this land use designation ranges from 0.5 to 1.0. The Professional and Administrative Office areas are intended to provide a unique environment for office development in those areas of the City where office uses are the predominant land use. The purpose for maintaining and supporting these areas exclusively for office and office -related uses is to encourage major employment centers at locations which significantly lessen the impact to the City's local street system. The First Street/Tustin Avenue office corridor between the Santa Ana (I-5) and Costa Mesa (SR -55) Freeways serves this purpose. In addition, the orderly, well-maintained quality of existing development supports a continuation of these areas as functional office/employment centers. The Professional and Administrative Office designation includes a range of floor area ratios to differentiate development intensity and character in relation to adjacent land uses. The areas with a FAR of 0.5 are not major office centers, but rather have an established character of lower intensity garden office and professional service uses. These areas are typically adjacent to low density residential neighborhoods, or are converted residential office uses. Office development along East Fourth Street, between Grand Avenue and the Santa Ana Freeway, is typical of this low-rise office character. The PAO area located adjacent to the Civic Center contains a range of office development intensity which supports the City's functional role as the government center of the County. The types of uses typically located in the PAO district include the following: • Professional and administrative offices/office parks; • Service activities such as copy centers, courier services, travel agencies, and restaurants when such uses are an integral component of planned office development; and • Professional uses such as accountants, attorneys, doctors, engineers, and insurance brokers. 75B-33 The General Commercial (GC) district applies to commercial corridors in Santa Ana including those located along Main Street, Seventeenth Street, Harbor Boulevard, and other major arterial roadways in the City. The intensity standard applicable to this designation is a floor area ratio of0.5 -1.0, though most General Commercial districts have a FAR of 0.5. A total of88-S.8 888.7 acres of land is included in this designation. General Commercial districts are key components in the economic development of the City. They provide highly visible and accessible commercial development along the City's arterial transportation corridors. In addition, General Commercial land uses provide important neighborhood facilities and services, including shopping, recreation, cultural and entertainment activities, employment, and education. The districts also provide support facilities and services for industrial areas includingoffice and retail, restaurants and various other services. The General Commercial development standards are based upon the character and intensity of development, as well as the degree of access and market demand for these properties. The relationships to adjacent land uses, are also considered. Uses typically located in this district are: • Business and professional offices; • Retail and service establishments; • Recreational, cultural, and entertainment uses; and • Vocational schools. General Commercial Districts have a floor area ratio of0.5 with the exception of the Mid -town area which has an floor area ratio of up to 1.0. One Broadway Plaza District Center is a separate land use designation as it has an F.A.R. of2.9, which exceeds the typical District Center intensity limit. Additionally, it does not include a residential component. One Broadway Plaza is envisioned as a landmark professional office complex that will be a focal point in the Downtown Redevelopment area serving the Civic Center complex, Downtown, and Midtown urban areas. The City's District Centers and major development areas are shown in Exhibit A-5. 75B-34 Table A-4 Land Use Plan Build-aut Capacities Land Use Acres Intensity/ Dens& Effective Buildout' Theoretical Buildout 45,198 du Low Density Residential LR -7 6,466.9 7 du/ac Low Medium Density Residential LMR -11 420.6 11 du/ac 4,627 du Medium Density Residential MR -15 370.1 15 du/ac 5,551du Subtotal 7,267.6 Non Res 95,844 dui Rm Non -Res. 55,624 du Res. Mixed Use District Center Other2 DC 309.5 90 du /ac FAR 1.0-2.0 11,955,583 at 3,017 du 23,764,534 sf 3,017 du Heritage DC 18.8 FAR 1.7 54,090 sf 1,221 du 54,090 at 1,221 du Downtown DC 62.5 FAR 3.0 2,057,824 at 1,661 du 2,057,824 at 1,661 du Metro East DC 98.3 FAR 3.0 3,245,185 sf 5,551 du 3,245,185 at 5,551 du Transit Village DC 51.4 FAR 5.0 402,864 sf 2,761 du 402,864 s 2,761 du Harbor Corridor DC 125.0 FAR 5.0 1,836,155 at 2,029 du 1,836,155s 2,029 du Urban Neighborhood UN 276.9 FAR 0.5-3.0 876,546 at 5,016 du 876,546 s 5,016 du Subtotal Cominerc 944.6 20,428,42 sf 13.275,99 21,256 du 32,237,371 sl 16 676 1 A 4 26.551.998st 21,256 du Professional &Admin. Office PAO 609.64 FAR 0.5-1.0 General Commercial GC 99" 888 7 FAR 0.5-1.0 19,294,44449 19.354.797sf 38.709.594st One Broadway Plaza District Girl OBPDG 4.3 FAR 2.9 543,193 at 543,193 at Subtotal 1,502.5 33,173,989 sf 65,804,785 at 42,199,991 sf 17,436,850 sf Industrial Other Institutional IND INS 1 Z15Z81 FAO 0.45 800.6 FAR 0.2-0.5 42,199,991 sf 1 6,974,740 at Open Space OS 1,010.9 FAR 0.2 1 8,806,961 sf 8,806,961 at Subtotal 1,811.5 1 1 15,781,701 sf 26,243,811 at FAR=0oor area ratio; d.u.=dwelling unit; s.f.=square feet (of floor area). Acreage shown In taole Goes not mctuaa roans in ngnt-or-way. 1 Effective capacity for non-residential development assumes development possible under the lower range of FAR Intensity standards with the exception of the Metro East District Center, Transit Village District Center, Downtown District Center, Heritage District Center, and Urban Neighborhood areas. The Harbor Corridor District Center, Metro East District Center, Transit Village District Center, Downtown District Center, and Urban Neighborhood areas allow a range of Intensity for mixmne of residential and non-residential development based on the zoning development standards. Residential effective capacity was calculated by adding the 21,256 units passible in the District Center and Urban Neighborhood with the existing 74,588 (Census 2000) housing units. P Land use designation permits both residential and non-residential development. Build -out assumes 90% of land area will be developed as commercial and 10% will be developed as residential; with the exception of Town and Country Manor project intended for continuum of care and housing senlam. 9 Land use designation permits high Intensity office development with ancillary retail use. This table has been revised to correspond with the GIS land Use Map illustrated in Exhibit 2. 75B-35 LS 9.24.18 ORDINANCE NO. NS-XXXX AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA ANA APPROVING AMENDMENT APPLICATION NO. 2018-08 REZONING THE PROPERTIES LOCATED AT 301 NORTH TUSTIN AVENUE, 325 NORTH TUSTIN AVENUE, 401 NORTH TUSTIN AVENUE, AND 2320 EAST FOURTH STREET FROM THE PROFESSIONAL (P) TO THE GENERAL COMMERCIAL (C2) ZONING DISTRICT THE CITY COUNCIL OF THE CITY OF SANTA ANA DOES ORDAIN AS FOLLOWS: Section 1. The City Council of the City of Santa Ana hereby finds, determines and declares as follows: a Richard Finkel (Applicant), representing Russell Fischer LP, has filed Amendment Application No. 2018-08 with the City of Santa Ana to change North Tustin in order to )uilding with nd a service B. In addition, the City of Santa Ana is proposing to amend the zoning designation of 401 North Tustin Avenue and 2320 East Fourth Street from Professional (P) to General Commercial (C2). C. General Plan Amendment No. 2018-05 was filed concurrently with the Amendment Application for consistency with the General Plan. D. On September 24, 2018, the Planning Commission held a duly noticed public hearing and voted to recommend that the City Council adopt an ordinance approving Amendment Application No. 2018-08 which is consistent with the General Plan, as amended by General Plan Amendment No. 2018-05. E. The City Council has reviewed applicable general plan policies and has determined that this proposed rezoning is consistent with the purpose of the general plan. F. The City Council, prior to taking action on this ordinance, held a duly noticed public hearing on October 16, 2018. EXHIBIT 4 75B-36 G. The City Council also adopts as findings all facts presented in the Request for Council Action dated October 16, 2018 accompanying this matter. H. For these reasons, and each of them, Amendment Application No. 2018- 08 is hereby found and determined to be consistent with the intent and purpose of Chapter 41 of the Santa Ana Municipal Code, thus changing the zoning district is found to be consistent with the General Plan of the City of Santa Ana and otherwise justified by the public necessity, convenience, and general welfare. Section 2. The Planning Commission of the City of Santa Ana recommends that the City Council adopt an ordinance rezoning the real properties located at 301, 325 and 401 North Tustin Avenue and 2320 East Fourth Street and Amended Sectional District Map number 9-5-9 showing the above described change in use district designation (AA No. 2018-08). This recommendation is based upon the evidence submitted at the above said hearing, which includes, but is not limited to: the Request for Planning Commission and Council Action dated September 24, 2018 and October 16, 2018, respectively and exhibits attached thereto; and the public testimony, all of which are incorporated herein by this reference. Section 3. The City Council has reviewed and considered the information contained in the d N eclar ' • (En ' No. 2016-156) prepared with spect h s pro e t. City ouncil has as a result of its consideration of t e rec r� s le a th vid has at the hearings on this matter, det mined a , as uir an to the Cali rnia Environmental Quality Act (CE a ate = Guidel nvironmen I Review No. 2016- 156 meets all the reouirements of CEQA Section 4. The zoning designation of the real properties located at 301 North Tustin Avenue, 325 North Tustin Avenue, 401 North Tustin Avenue and 2320 East Fourth Street is hereby reclassified from Professional (P) to General Commercial (C2). An amended Sectional District Map, showing the above described changes in use district designation, is hereby approved and attached hereto as Exhibit A, and incorporated by this reference as though fully set forth herein. Section 6. This ordinance shall not be effective unless and until Resolution No. 2018- (Environmental Review No. 2016-156 and General Plan Amendment No. 2018-05) is adopted and becomes effective. If either resolution and/or ordinance are for any reason held to be invalid or unconstitutional by the decision of any court of competent jurisdiction, or otherwise does not go into effect for any reason, then this ordinance shall be null and void and have no further force and effect. Section 7. If any section, subsection, sentence, clause, phrase or portion of this ordinance is for any reason held to be invalid or unconstitutional by the decision of any court of competent jurisdiction, such decision shall not affect the validity of the remaining portions of the ordinance. The City Council of the City of Santa Ana hereby declares that it would have adopted this ordinance and each section, subsection, 75B-37 sentence, clause, phrase or portion thereof irrespective of the fact that any one or more sections, subsections, sentences, clauses, phrases or portions be declared invalid or unconstitutional. Section 8. The Applicant agrees to indemnify, hold harmless, and defend the City of Santa Ana, its officials, officers, agents, and employees, from any and all liability, claims, actions or proceedings that may be brought arising out of its approval of this project, and any approvals associated with the project, including, without limitation, any environmental review or approval, except to the extent caused by the sole negligence of the City of Santa Ana. ADOPTED this day of , 2018. Miguel A. Pulido Mayor APPROVED AS TO FORM: Sonia R. Carvalho City Attorney By: Lisa Storck Assistant Cit ttorn mA F T AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers 75B-38 CERTIFICATE OF ATTESTATION AND ORIGINALITY I, MARIA D. HUIZAR, Clerk of the Council, do hereby attest to and certify that the attached Ordinance No. NS- to be the original ordinance adopted by the City Council of the City of Santa Ana on , 2018 and that said ordinance was published in accordance with the Charter of the City of Santa Ana. Date: Clerk of the Council City of Santa Ana DRAFT 75B-39 dye 45-9 P 2 45-9 :i 17TH ST °-------- 1 z m sr 'c+ i w � i - r. R ff� � NflLNG}g1 PV ' 1 Jim rl. rllil/161111' Ilr� d11A111U7 Wri_I_ill. Imils11= 1� i ill rrl�� sr 'a Z 1 G Ra P 1 p ® 1 PI bt - 1 flX Sf 1 P/ON P/OF1 Pu—� ry cM PIOF1 ! n 4TH ST IhVINE BLVD S ' OWN! P/ozi — 1 SSe N/a Pnix, o„c: os.asne N/A �IP ZONING DISTRICTS Al GENERALAGRICULTURAL CSM SOUTH MAN STREEI"COMMERCIAL DIST. R2 TNN-FAMLYRESIOENCE -B PARKING MODIFICATION C1 COMMUNTTYCOMMERCIAL GC GOVERNMENTCENTER R3 MULTIPLE -FAMILY RESIDENCE -OZ OVERLAYZONE C1MD COMMUNITY COMMERCIAL - MUSEUM DIST. M1 LIGHTNDUSTRAL R4 SUBURBANAPARTMENT ` PLANNEDRESIDENTIAL C2 GENERALCOMMERCIAL M2 HEAVY INDUSTRIAL RE RESIDENTIAL ESTATE PRO DEVELOPMENT C4 PLANNED SHOPPING CENTER 0 OPEN SPACE SO SPECIFIC DEVELOPMENT -HD2 HEIGHT DISTRICT II C5 ARTERIALCOMMERCIAL P PROFESSIONAL SP SPECIFIC PLAN CR I COMMERCIAL RESIDENTIAL R1 SINGLE-FAMLY RESIDENCE SECTIONAL DISTRICT MAP: 9-5-9 e CITY OF SANTA ANA, CALIFORNIA Exhibit: A 75B-40 LS 9.24.18 RESOLUTION NO. 2018-xx A RESOLUTION OF THE PLANNING COMMISSION OF THE CITY OF SANTA ANA APPROVING CONDITIONAL USE PERMIT NO. 2018-18 AS CONDITIONED TO ALLOW A DRIVE-THROUGH FOR THE PROPERTY LOCATED AT 301 NORTH TUSTIN AVENUE BE IT RESOLVED BY THE PLANNING COMMISSION OF THE CITY OF SANTA ANA AS FOLLOWS: Section 1. The Planning Commission of the City of Santa Ana hereby finds, determines and declares as follows: A. Applicant, Richard Finkel, representing Russell Fischer LP, is requesting approval of Conditional Use Permit No. 2018-18 to allow drive-through window service for a restaurant use in the General Commercial (GC) zoning district at 301 North Tustin Avenue. B. Santa Ana Municipal Code (SAMC) Section 41-377.5 (a) and Section 41- 365.5 (e) require approval of a conditional use permit for eating establishments with drive-through window service. C. Pursuant to SAMC Section 41-638, the Planning Commission is authorized to review and approve the conditional use permit for this project to as set forth by the Santa Ana Municipal Code. D. On September 24, 2018, the Planning Commission held a duly noticed public hearing for Conditional Use Permit No. 2018-18. E. The Planning Commission of the City of Santa Ana has considered the information and determines that following findings, which must be established in order to grant Conditional Use Permit No. 2018-18, for drive-through window service, have been established as required by SAMC Section 41-638: 1. That the proposed use will provide a service or facility which will contribute to the general well being of the neighborhood or community. 3 The proposed eating establishment with drive-through window service will provide a service to persons that are working or residing in the area. The drive-through lane will support the eating establishment and allow for a variety of service uses to be provided on-site within the multi -tenant building. The site EXHIBIT 5 75B-41 will be redeveloped with a new building with a contemporary design with smooth plaster finishes, metal canopies, ceramic tile, an outdoor dining area, and an enhanced pedestrian walkway with landscaping and seating areas contributing to the aesthetics of the area. 2. That the proposed use will not, under the circumstances of the particular case, be detrimental to the health, safety, or general welfare of persons residing or working in the vicinity. The proposed drive-through will not be detrimental to the health, safety or welfare of those residing or working in the vicinity. The site plan was designed so the multi -tenant building is the primary view from the street and the drive- through lane meets the City's stacking requirements and provides for queuing of approximately 15 vehicles. In addition, the drive-through lane was placed at the rear of the site to reduce the chance for overflow vehicular queuing onto any public streets. The menu board and speaker will be oriented towards the SR -55 freeway to reduce any noise impacts to the nearby commercial uses. In addition, there are no nearby sensitive (residential) land uses. 3. That the proposed use will not adversely affect the present economic stability or future economic development of properties surrounding the area. The drive-through will not adversely affect the economic stability or future economic development of properties in the surrounding area. Since 1965, the property has been a restaurant use. The site will be redeveloped with a new building with a contemporary design and water efficient landscaping. An eating establishment with drive-through service will provide an additional service and eating opportunities for the area and will provide a commercial business that will generate sales tax revenue for the City. 4. That the proposed use will comply with the regulations and conditions specified in Chapter 41 for such use. The proposed use complies with the regulations and conditions in Chapter 41 including building heights, yards, parking and landscaping. A condition of approval has been added to the conditional use permit for a property maintenance agreement to be recorded against the property which will ensure that the property and all improvements are properly maintained. 75B-42 5. That the proposed use will not adversely affect the General Plan of the city or any specific plan applicable to the area of the proposed use. The proposed eating establishment with drive-through service will not adversely affect the General Plan. The project is located in a General Commercial (GC) General Plan land use which allows for commercial uses such multi -tenant buildings with retail, service and eating establishment uses. The project is consistent with several goals and policies of the General Plan, including the Economic Development Element, Land Use Element, and Urban Design Element. Land Use Element Goal 1 to promote a balance of land uses to address basic community needs, specifically Policy 1.10 to encourage the location of commercial centers at arterial roadway intersections in commercial districts. Land Use Element Goal 2 to promote land uses that enhance the City's economic and fiscal viability. Furthermore, the project is consistent with Policy 2.8, to promote rehabilitation of commercial properties, and encourage increased levels of capital investment. The drive-through will contribute to the viability of the commercial center in which it is located. Policy 2.9 supports developments that create a business environment that is safe and attractive. The Condition of Approval for property maintenance will maintain a safe and attractive environment in the community. Policy 5.5 encourages development that is compatible with and supporting of surrounding land uses. The commercial center and its operations are compatible with the surrounding commercial and professional businesses. Economic Development Goal 2 to maintain and enhance the diversity of the City's economic base. Policy 2.3 to encourage the development of mutually beneficial and supportive business clusters within the community. Urban Design Goal 1 to improve the physical appearance of the City through development of districts that project a sense of place, positive community image and quality environmental. Specifically, Policy 1.5 to enhance architectural forms, textures, colors, and materials are expected in the design of all projects and Policy 1.6 to include plazas, open spaces, and courtyards connecting to public right-of-way to encourage public interaction. Section 2. Mitigated Negative Declaration (Environmental Review No. 2016- 156) and a Mitigation Monitoring and Reporting Program was prepared with respect to this project. The Planning Commission has, as a result of its consideration of the record as a whole and the evidence presented at the hearings on this matter, determined that, as required pursuant to the California Environmental Quality Act (CEQA) and the State 75B-43 CEQA Guidelines, Environmental Review No. 2016-156 meets all the requirements of CEQA and recommends City Council approval. Section 3. Conditional Use Permit No. 2018-18 shall not be effective until the City Council reviews and approves the Mitigated Negative Declaration Environmental Review No. 2016-156, General Plan Amendment No. 2018-05 and Amendment Application No. 2018-08. If said approvals are held to be invalid or unconstitutional by the decision of any court of competent jurisdiction, or otherwise denied, then this conditional use permit shall be null and void and have no further force and effect. Section 4. The Applicant agrees to indemnify, hold harmless, and defend the City of Santa Ana, its officials, officers, agents, and employees, from any and all liability, claims, actions or proceedings that may be brought arising out of its approval of this project, and any approvals associated with the project, including, without limitation, any environmental review or approval, except to the extent caused by the sole negligence of the City of Santa Ana. Section 5. The Planning Commission of the City of Santa Ana after conducting the public hearing hereby approves Conditional Use Permit No. 2018-18, as conditioned in Exhibit A, attached hereto and incorporated herein for the project located at 301 North Tustin Avenue. This decision is based upon the evidence submitted at the, abovesaid hearing, which includes, but is not limited to: the Request for Planning Commission Action dated September 24, 2018, and exhibits attached thereto; and the public testimony, written and oral, all of which are incorporated herein by this reference. ADOPTED this 24t' day of September, 2018. AYES: Commissioners: NOES: Commissioners: ABSENT: Commissioners: ABSTENTIONS: Commissioners: APPROVED AS TO FORM: Sonia R. Carvalho, City Attorney Mark McLoughlin Chairperson 75B-44 Rv- Lisa Storck Assistant City Attorney CERTIFICATE OF ATTESTATION AND ORIGINALITY I, SARAH BERNAL, Recording Secretary, do hereby attest to and certify the attached Resolution No. 2018-xx to be the original resolution adopted by the Planning Commission of the City of Santa Ana on September 24, 2018. Date: Recording Secretary City of Santa Ana 75B-45 EXHIBIT A Conditions of Approval for Conditional Use Permit No 2018-18 Conditional Use Permit No. 2018-18 is approved subject to compliance, to the reasonable satisfaction of the Planning Manager, with applicable sections of the Santa Ana Municipal Code, the California Administrative Code, the California Building Standards Code, and all other applicable regulations. In addition, they shall meet the following conditions of approval: The Applicant must comply with each and every condition listed belowrip or to exercising the rights conferred by this conditional use permit. condition may result in the revocation of the conditional use permit All proposed site improvements must conform to the Site Plan Review (DP No. 2016- 45) and the staff report exhibits. 2. The Applicant shall comply with the Mitigation Measures within the Mitigation Monitoring and Reporting Program prepared for the project. 3. Any amendment to this conditional use permit must be submitted to the Planning Division for review. At that time, staff will determine if administrative relief is available or the conditional use permit must be amended. 4. Prior to the issuance of a building permit, a reciprocal access and parking agreement shall be approved as to form by the City Attorney & Planning Manager and recorded against the property. 5. Prior to the issuance of a building permit, a landscape and irrigation plan is to be submitted for review and approval. The landscape plan shall conform to the commercial landscape standards, Citywide Design Guidelines and the City's Water Efficient Landscape Ordinance. 6. Prior to the issuance of a building permit, a Property Maintenance Agreement must be recorded against the property. The agreement will be subject to review and applicability by the Planning and Building Agency, the Community Development Agency, the Public Works Agency, and the City Attorney to ensure that the property and all improvements located thereupon are properly maintained, Developer (and the owner of the property upon which the authorized use and/or authorized improvements are located if different from the Applicant) shall execute a maintenance agreement with the City of Santa Ana which shall be recorded against the property and which shall be in a form reasonably satisfactory to the City Attorney. The maintenance agreement shall contain covenants, conditions and restrictions relating to the following: 75B-46 (a) Compliance with operational conditions applicable during any period(s) of construction or major repair (e.g., proper screening and securing of the construction site; implementation of proper erosion control, dust control and noise mitigation measure; adherence to approved project phasing etc.); (b) Compliance with ongoing operational conditions, requirements and restrictions, as applicable (including but not limited to hours of operation, security requirements, the proper storage and disposal of trash and debris, enforcement of the parking management plan, and/or restrictions on certain uses, (c) Ongoing compliance with approved design and construction parameters, signage parameters and restrictions as well as landscape designs, as applicable; (d) Ongoing maintenance, repair and upkeep of the property and all improvements located thereupon (including but not limited to controls on the proliferation of trash and debris about the property; the proper and timely removal of graffiti; the timely maintenance, repair and upkeep of damaged, vandalized and/or weathered buildings, structures and/or improvements; the timely maintenance, repair and upkeep of exterior paint, parking striping, lighting and irrigation fixtures, walls and fencing, publicly accessible bathrooms and bathroom fixtures, landscaping and related landscape improvements and the like, as applicable); (e) If Developer and the owner of the property are different (e.g., if the Applicant is a tenant or licensee of the property or any portion thereof), both the Applicant and the owner of the property shall be signatories to the maintenance agreement and both shall be jointly and severally liable for compliance with its terms. (f) The maintenance agreement shall further provide that any party responsible for complying with its terms shall not assign its ownership interest in the property or any interest in any lease, sublease, license or sublicense, unless the prospective assignee agrees in writing to assume all of the duties and obligations and responsibilities set forth under the maintenance agreement. (g) The maintenance agreement shall contain provisions relating to the enforcement of its conditions by the City and shall also contain provisions authorizing the City to recover costs and expenses which the City may incur arising out of any enforcement and/or remediation efforts which the City may undertake in order to cure any deficiency in maintenance, repair or upkeep or to enforce any restrictions or conditions upon the use of the property. The maintenance agreement shall further provide that any unreimbursed costs and/or expenses incurred by the City to cure a deficiency in maintenance or to enforce use restrictions shall become a lien upon the property in an amount equivalent to the actual costs and/or expense incurred by the City. 75B-47 (h) The execution and recordation of the maintenance agreement shall be a condition precedent to the issuance of final approval for any construction permit related to this entitlement. Il. The following are requirements that will need to be addressed and/or approved by the Police Department prior to issuance of a building permit: 1. Submitted plans must indicate that all structures and parking lots comply with the provisions of Chapter 8, Article II, Division 3 of the Santa Ana Municipal Code (Building Security Ordinance). All applicable sections must be printed verbatim on the submitted set of plans. III. The following are requirements that will need to be addressed and/or approved by the Public Works Agency prior to issuance of a building permit: 1. The site plan shall include all improvements as indicated in the Site Plan Review (DP No. 2016-45) plans dated July 6, 2018. 2. The site plan shall depict and note all easements listed in the title reports for both properties, with Assessor Parcel Number 400-032-02 and 400-032-03. 3. The site plan shall depict all public utilities. 4. Any mitigation measure identified in the Traffic Impact Analysis study shall be depicted and noted on the site plan prior to approval. 5. The site plan. shall depict and note a 15 foot by 15 foot sight distance triangle at all driveway entrances. 6. The site plan shall depict and note a 25 foot by 25 foot site distance triangle at all street corners. 7. Separate public water meters shall be installed for individual commercial areas and irrigation systems. The site plan shall have a note for the reviewer indicating so and depict all improvements. 8. A public sewer main shall be constructed along Fourth Street to accommodate the sewer discharge needs of the project. The size, location and limits are to be determined during plan check, including size and location of sewer laterals. The site plan shall have a note for the reviewer indicating so and depict all improvements. 75B-48 LS 9.24.18 RESOLUTION NO. 2018-xx A RESOLUTION OF THE PLANNING COMMISSION OF THE CITY OF SANTA ANA APPROVING VARIANCE NO. 2018-10 AS CONDITIONED TO ALLOW FOR REDUCED YARDS FOR A SERVICE STATION AT 325 NORTH TUSTIN AVENUE BE IT RESOLVED BY THE PLANNING COMMISSION OF THE CITY OF SANTA ANA AS FOLLOWS: Section 1. The Planning Commission of the City of Santa Ana hereby finds, determines and declares as follows: A. Applicant, Richard Finkel, representing Russell Fischer LP, is requesting approval of Variance No. 2018-10 as conditioned, to allow for reduced front and street side yards for a service station and convenience store at 325 North Tustin Avenue. B. Santa Ana Municipal Code (SAMC) Sections 41-368 and 41-380 require a 15 foot minimum front yard and Sections 41-369 and 41-381 require a 15 foot minimum street side yard. The Applicant is proposing front and side yards that are 5 feet, 6 inches. C. Pursuant to SAMC Section 41-638, the Planning Commission is authorized to review and approve the variance for this project as set forth by the Santa Ana Municipal Code. D. On September 24, 2018, the Planning Commission held a duly noticed public hearing for Variance No. 2018-10. E. The Planning Commission of the City of Santa Ana has considered the information and determines that the following findings, which must be established in order to grant Variance No. 2018-10, for reduced yards, have been established as required by SAMC Section 41-638: That because of special circumstances applicable to the subject property, including size, shape, topography, location or surroundings, the strict application of the zoning ordinance is found to deprive the subject property of privileges not otherwise at variance with the intent and purpose of the provisions of this Chapter. There are special circumstances related to the property being a corner lot, required street dedications, the proposed use and existing on-site improvements. An 8 -foot dedication is required along Fourth Street and a 2 -foot dedication is required along Tustin Avenue therefore reducing the usable EXHIBIT 6 75B-49 size of the property. Furthermore, the site is a corner lot which requires yards on both street frontages which further compromises the developable area. In addition, the Applicant is proposing to use the existing underground storage tanks that are already on site. In order to prevent traffic disruption to the public streets and sidewalks, tanker trucks fill storage tanks by parking on the property, these trucks require a large turning radius and due to the existing location of the underground tanks a 15 -foot setback would not allow for a tanker truck to circulate on-site. Relocating the underground storage tanks would be a significant financial burden to the property owner. 2. That the granting of a variance is necessary for the preservation and enjoyment of one (1) or more substantial property rights. Granting this variance is necessary for the preservation and enjoyment of substantial property rights. A service station is a permitted use in the General Commercial zone. The property is currently a service station, car wash and convenience store with minimal landscaping. The proposed development will have more landscaping than what is currently on site and will allow for continued operations. Approving a variance for reduced landscape setbacks would allow the property owner to make building improvements to the site and continue the service station use. 3. That the granting of a variance will not be materially detrimental to the public welfare or injurious to surrounding property. Granting this variance will not be detrimental to the public or surrounding properties. The proposed project will eliminate the car wash operations and reduce the number of driveways to the site. In addition, the building has been designed to incorporate high quality materials, enhanced landscaping and will continue to provide a service to the nearby community and public. The surrounding uses are commercial and professional uses and will not be impacted by the reduced yards. 4. That the granting of a variance will not adversely affect the General Plan of the city. The variance for reduced yards will not adversely affect the General Plan. General Plan Amendment No. 2018-05 will amend the land use designation for the subject property to General Commercial (GC) which allows service stations and commercial uses. The project is consistent with several goals and policies of the General Plan, including the Circulation Element, Economic Development Element, Land Use 75B-50 Element, and Urban Design Element. Land Use Element Goal 2, to promote land uses that enhance the City's economic and fiscal viability. Furthermore, the project is consistent with Policy 2.8, to promote rehabilitation of commercial properties, and encourage increased levels of capital investment. The condition of approval for property maintenance will maintain a safe and attractive environment in the community. Policy 5.5 encourages development that is compatible with and supporting of surrounding land uses. The service station and its operations are compatible with the surrounding commercial and professional businesses. Economic Development Goal 2 to maintain and enhance the diversity of the City's economic base. Policy 2.3 to encourage the development of mutually beneficial and supportive business clusters within the community. Circulation Element Goal 2 to promote design and construction that facilitates safe utilization of the City's transportation system. Policy 2.1 to limit the number of driveways on arterial streets to reduce vehicular conflict, and facilitate traffic flow. Urban Design Goal 1 to improve the physical appearance of the City through development of districts that project a sense of place, positive community image and quality environmental. Specifically, Policy 1.5 to include enhanced architectural forms, textures, colors, and materials are expected in the design of all projects. Section 2. Mitigated Negative Declaration (Environmental Review No. 2016- 156) and a Mitigation Monitoring and Reporting Program was prepared with respect to this project. The Planning Commission has, as a result of its consideration of the record as a whole and the evidence presented at the hearings on this matter, determined that, as required pursuant to the California Environmental Quality Act (CEQA) and the State CEQA Guidelines, Environmental Review No. 2016-156 meets all the requirements of CEQA and recommends City Council approval. Section 3. Variance No. 2018-10 shall not be effective until the City Council reviews and approves the Mitigated Negative Declaration Environmental Review No. 2016-156, General Plan Amendment No. 2018-05 and Amendment Application No. 2018- 08. If said approvals are held to be invalid or unconstitutional by the decision of any court of competent jurisdiction, or otherwise denied, then this variance shall be null and void and have no further force and effect. Section 4. The Applicant agrees to indemnify, hold harmless, and defend the City of Santa Ana, its officials, officers, agents, and employees, from any and all liability, claims, actions or proceedings that may be brought arising out of its approval of this project, and any approvals associated with the project, including without limitation, any environmental review or approval, except to the extent caused by the sole negligence of the City of Santa Ana. Section 5. The Planning Commission of the City of Santa Ana, after conducting the public hearing, hereby approves Variance No. 2018-10 as conditioned in Exhibit A, 75B-51 attached hereto and incorporated as though fully set forth herein. This decision is based upon the evidence submitted at the above said hearing, which includes, but is not limited to: the Request for Planning Commission Action dated September 24, 2018, and exhibits attached thereto; and the public testimony, written and oral, all of which are incorporated herein by this reference. ADOPTED this 241h day of September, 2018. AYES: Commissioners: NOES: Commissioners: ABSENT: - Commissioners: ABSTENTIONS: Commissioners: Mark McLoughlin Chairperson APPROVED AS TO FORM: Sonia R. Carvalho, City Attorney By: Lisa Storck Assistant City Attorney CERTIFICATE OF ATTESTATION AND ORIGINALITY I, SARAH BERNAL, Recording Secretary, do hereby attest to and certify the attached Resolution No. 2018 -XX to be the original resolution adopted by the Planning Commission of the City of Santa Ana on September 24, 2018. Date: Recording Secretary City of Santa Ana 75B-52 EXHIBIT A Conditions of Approval for Variance No. 2018-10 Variance No. 2018-10 is approved subject to compliance, to the reasonable satisfaction of the Planning Manager, with applicable sections of the Santa Ana Municipal Code, the California Administrative Code, the California Building Standards Code, and all other applicable regulations. In addition, they shall meet the following conditions of approval: The Applicant must comply with each and every condition listed belowrip or to exercising the rights conferred by this variance. I. The Applicant must remain in compliance with all conditions listed below throughout the life of the variance. Failure to comply with each and every condition may result in the revocation of the variance. All proposed site improvements must conform to the Site Plan Review (DP No. 2016- 45) and the staff report exhibits. 2. The Applicant shall comply with the Mitigation Measures within the Mitigation Monitoring and Reporting Program prepared for the project. 3. Any amendment to this variance must be submitted to the Planning Division for review. At that time, staff will determine if administrative relief is available or the variance must be amended. 4. Prior to the issuance of a building permit a reciprocal access and parking agreement shall be approved by the City Attorney & Planning Manager and recorded to the property. 5. Prior to the issuance of a building permit, a landscape and irrigation plan shall be submitted for review and approval. The landscape plan shall conform to the commercial landscape standards, Citywide Design Guidelines and the City's Water Efficient Landscape Ordinance. 6. Prior to the issuance of a building permit, a Property Maintenance Agreement must be recorded. The agreement will be subject to review and applicability by the Planning and Building Agency, the Community Development Agency, the Public Works Agency, and the City Attorney to ensure that the property and all improvements located thereupon are properly maintained, Developer (and the owner of the property upon which the authorized use and/or authorized improvements are located if different from the applicant) shall execute a maintenance agreement with the City of Santa Ana which shall be recorded against the property and which shall be in a form reasonably satisfactory to the City Attorney. The Maintenance Agreement shall contain covenants, conditions and restrictions relating to the following: 75B-53 (a) Compliance with operational conditions applicable during any period(s) of construction or major repair (e.g., proper screening and securing of the construction site; implementation of proper erosion control, dust control and noise mitigation measure; adherence to approved project phasing etc.); (b) Compliance with ongoing operational conditions, requirements and restrictions, as applicable (including but not limited to hours of operation, security requirements, the proper storage and disposal of trash and debris, enforcement of the parking management plan, and/or restrictions on certain uses, (c) Ongoing compliance with approved design and construction parameters, signage parameters and restrictions as well as landscape designs, as applicable; (d) Ongoing maintenance, repair and upkeep of the property and all improvements located thereupon (including but not limited to controls on the proliferation of trash and debris about the property; the proper and timely removal of graffiti; the timely maintenance, repair and upkeep of damaged, vandalized and/or weathered buildings, structures and/or improvements; the timely maintenance, repair and upkeep of exterior paint, parking striping, lighting and irrigation fixtures, walls and fencing, publicly accessible bathrooms and bathroom fixtures, landscaping and related landscape improvements and the like, as applicable); (e) If Developer and the owner of the property are different (e.g., if the applicant is a tenant or licensee of the property or any portion thereof), both the applicant and the owner of the property shall be signatories to the maintenance agreement and both shall be jointly and severally liable for compliance with its terms. (f) The maintenance agreement shall further provide that any party responsible for complying with its terms shall not assign its ownership interest in the property or any interest in any lease, sublease, license or sublicense, unless the prospective assignee agrees in writing to assume all of the duties and obligations and responsibilities set forth under the maintenance agreement. (g) The maintenance agreement shall contain provisions relating to the enforcement of its conditions by the City and shall also contain provisions authorizing the City to recover costs and expenses which the City may incur arising out of any enforcement and/or remediation efforts which the City may undertake in order to cure any deficiency in maintenance, repair or upkeep or to enforce any restrictions or conditions upon the use of the property. The maintenance agreement shall further provide that any unreimbursed costs and/or expenses incurred by the City to cure a deficiency in maintenance or to enforce use restrictions shall become a lien upon the property in an amount equivalent to the actual costs and/or expense incurred by the City. (h) The execution and recordation of the maintenance agreement shall be a condition precedent to the issuance of final approval for any construction permit related to this entitlement. 75B-54 II The following are requirements that will need to be addressed and/or approved by the Police Department prior to issuance of a building permit: Submitted plans must indicate that all structures and parking lots comply with the provisions of Chapter 8, Article II, Division 3 of the Santa Ana Municipal Code (Building Security Ordinance). All applicable sections must be printed verbatim on the submitted set of plans. 1. The site plan shall include all improvements as indicated in the Site Plan Review (DP No. 2016-45) plans dated July 6, 2018. 2. The site plan shall depict and note all easements listed in the title reports for both properties, with Assessor Parcel Number 400-032-02 and 400-032-03. 3. The site plan shall depict all public utilities. 4. Any mitigation measure identified in the Traffic Impact Analysis study shall be depicted and noted on the site plan prior to approval. The site plan shall depict and note a 15 foot by 15 foot sight distance triangle at all driveway entrances. 6. The site plan shall depict and note a 25 foot by 25 foot site distance triangle at all street comers. 7. Separate public water meters shall be installed for individual commercial areas and irrigation systems. The site plan shall have a note for the reviewer indicating so and depict all improvements. 8. A public sewer main shall be constructed along Fourth Street to accommodate the sewer discharge needs of the project. The size, location and limits are to be determined during plan check, including size and location of sewer laterals. The site plan shall have a note for the reviewer indicating so and depict all improvements. 75B-55 MITIGATED NEGATIVE DECLARATION The Draft Mitigated Negative Declaration (MND), Mitigation Monitoring and Reporting Program and Technical Appendices are available at the following locations: Online: santa-ana.org/pba/planning/Russell Fisch erCommercialCenter asp Paper Copies: Planning and Building Agency Planning Counter, First Floor 20 Civic Center Plaza Santa Ana, CA 92701 Santa Ana Public Library 26 Civic Center Plaza Santa Ana, CA 92701 TUSTIN AVENUE RETAIL DEVELOPMENT MITIGATED NEGATIVE DECLARATION WIUHI1i7 75B-56 REVISED FOCUSED TRAFFIC IMPACT ANALYSIS REPORT TUSTIN AVENUE RETAIL Santa Ana, California March 13, 2018 (Update of the September 20, 2017 Report) Prepared for. RUSSELL FISCHER PARTNERSHIP 16061 Beach Boulevard Huntington Beach, 92647 LLG Ref. 2-17-3881-1 Prepared by., Under the Super0sion at Angela Besa Keil Mabeny, P.E. Transportation Engineer I Principal TUSTIN AVENUE RETAIL [ TRAFFIC IMPACT ANALYSIS 75BL161BIT8 Unne1; rnw & Greenspaa,FngImm 2Exccudie;irda &rile 250 Irvine, CA 9761E s4m5.6175r 4te8r wn :tv:vJlq enpalears.tan TABLE OF CONTENTS SECTION PAGE 1.0 Introduction................................................................................................................................. l 1.1 Scope of Work...................................................................................................................... 1 1.2 Study Area............................................................................................................................ 2 2.0 Project Description.....................................................................................................................3 2.1 Site Access............................................................................................................................ 3 3.0 Existing Conditions..................................................................................................................... 5 3.1 Existing Street System.......................................................................................................... 5 3. 1.1 Public Transit.............................................................................................................. 5 3.2 Existing Traffic Volumes...................................................................................................... 6 3.3 Intersection Analysis Methodologies.................................................................................... 6 3.3.1 Intersection Capacity Utilization (ICU) Method of Analysis ..................................... 6 3.3.2 Highway Capacity Manual 6 (HCM 6) Method of Analysis (Unsignalized Intersections)......................................................................................................................... 7 3.3.3 Level of Service Criteria............................................................................................. 7 3.4 Existing Level of Service Results....................................................................................... 11 4.0 Traffic Forecasting Methodology............................................................................................13 5.0 Project Traffic Characteristics................................................................................................14 5.1 Project Traffic Generation.................................................................................................. 14 5.2 Project Trip Distribution and Assignment.......................................................................... 14 5.3 Existing Plus Project Traffic Conditions............................................................................ 15 6.0 Future Traffic Conditions ................................, 6.1 Ambient Traffic Growth ............................. 6.2 Cumulative Projects Traffic Characteristics 6.2.1 Year 2019 Traffic Volumes ............... 17 17 17 17 7.0 Traffic Impact Analysis Methodology.................................................................................... 21 7.1 Impact Criteria and Thresholds........................................................................................... 21 7.2 Traffic Impact Analysis Scenarios...................................................................................... 22 8.0 Peak Hour Intersection Capacity Analysis............................................................................. 23 8.1 Existing Plus Project Analysis............................................................................................ 23 8.1.1 Existing Plus Project Traffic Conditions.................................................................. 23 8.2 Year 2019 Traffic Conditions............................................................................................. 25 8.2.1 Year 2019 Cumulative Traffic Conditions............................................................... 25 8.2.2 Year 2019 Cumulative Plus Project Conditions....................................................... 25 75B-58 TABLE OF CONTENTS (CONTINUED) SECTION PAGE 9.0 Site Access and Internal Circulation Evaluation 27 9.1 Site Access.......................................................................................................................... 27 9.2 Internal Circulation Evaluation........................................................................................... 27 10.0 Recommended Intersection Improvements............................................................................ 29 10.1 Existing Plus Project Traffic Conditions............................................................................ 29 10.2 Year 2019 Plus Project Traffic Conditions......................................................................... 29 11.0 Congestion Management Program (CMP) Compliance Assessment ................................... 30 12.0 State Of California (Caltrans) Methodology.......................................................................... 31 12.1 Highway Capacity Manual (HCM) Method of Analysis (Signalized Intersections) .......... 31 12.2 Existing Plus Project Traffic Conditions — Caltrans Methodology .................................... 33 12.2.1 Existing Traffic Conditions................................................................................. 33 12.2.2 Existing Plus Project Traffic Conditions............................................................ 33 12.3 Year 2019 Traffic Conditions — Caltrans Methodology..................................................... 34 12.3.1 Year 2019 Cumulative Traffic Conditions......................................................... 34 12.3.2 Year 2019 Cumulative Plus Project Traffic Conditions ..................................... 34 12.4 Recommended Improvements — Caltrans Methodology..................................................... 37 12.4.1 Existing Plus Project Traffic Conditions............................................................ 37 12.4.2 Year 2019 Plus Project Traffic Conditions......................................................... 37 13.0 Roadway Segment Evaluation................................................................................................. 38 13.1 Roadway Link Capacities...................................................................................................38 13.2 Roadway Link Level of Service Criteria............................................................................ 38 13.3 Roadway Link Analysis Results......................................................................................... 40 13.3.1 Existing Plus Project Analysis............................................................................ 40 13.3.2 Year 2019 Plus Project Analysis......................................................................... 42 14.0 Summary Of Findings And Conclusions................................................................................ 44 75B-59 APPENDICES APPENDIX A. Traffic Study Scope of Work B. Existing Traffic Count Data C. Intersection Level of Service Calculation Worksheets D. Project Driveway Level of Service Calculation Worksheets E. Intersection Level of Service Calculation Worksheets — Caltrans 75B-60 LIST OF FIGURES SECTION -FIGURE # FOLLOWING PAGE 1-1 Vicinity Map.......................................................................................................................2 2-1 Existing Aerial Site Photograph.........................................................................................3 2-2 Proposed Site Plan ...............................................................................................................3 3-1 Existing Roadway Conditions and Intersection Controls...............................................5 3-2 Existing AM Peak Hour Traffic Volumes........................................................................6 3-3 Existing PM Peak Hour and Daily Traffic Volumes........................................................6 5-1 Project Trip Distribution Pattern— Gas Station............................................................. 15 5-2 Project Trip Distribution Pattern — Commercial........................................................... 15 5-3 AM Peak Hour Project Traffic Volumes....................................................................... 15 5-4 PM Peak Hour and Daily Project Traffic Volumes....................................................... 15 5-5 Existing Plus Project AM Peak Hour Traffic Volumes ................................................ 15 5-6 Existing Plus Project PM Peak Hour and Daily Traffic Volumes ............................... 15 6-1 Location of Cumulative Projects..................................................................................... 17 6-2 AM Peak Hour Cumulative Projects Traffic Volumes ................................................... 17 6-3 PM Peak Hour and Daily Cumulative Projects Traffic Volumes .................................. 17 6-4 Year 2019 AM Peak Hour Cumulative Traffic Volumes ............................................. 17 6-5 Year 2019 PM Peak Hour and Daily Cumulative Traffic Volumes ............................ 17 6-6 Year 2019 AM Peak Hour Cumulative Plus Project Traffic Volumes ....................... 17 6-7 Year 2019 PM Peak Hour and Daily Cumulative Plus Project Traffic Volumes....... 17 75B-61 LIST OF TABLES SECTIOI-TABLE # PAGE 2-1 Project Development Summary........................................................................................4 3-1 Level of Service Criteria For Signalized Intersections...................................................9 3-2 Level of Service Criteria For Unsignalized Intersections ............................................ 10 3-3 Existing Peak Hour Intersection Capacity Analysis....................................................... 12 5-1 Project Traffic Generation Rates and Forecast............................................................... 16 6-1 Location and Description of Cumulative projects.....................................................18-19 6-2 Cumulative Projects Traffic Generation Forecast........................................................... 20 8-1 Existing Plus Project Peak Hour Intersection Capacity Analysis .................................. 24 8-2 Year 2019 Peak Hour Intersection Capacity Analysis ................................................... 26 9-1 Project Driveway Peak Hour Intersection Capacity Analysis ....................................... 28 12-1 Level of Service Criteria for Signalized Intersections (HCM 6 Methodology) ............ 32 12-2 Existing Plus Project Peak Hour Intersection Capacity Analysis — Caltrans ................ 35 12-3 Year 2019 Peak Hour Intersection Capacity Analysis — Caltrans .................................. 36 13-1 Roadway Link Capacities................................................................................................ 39 13-2 Existing Plus Project Roadway Segment Level of Service Summary ........................... 41 13-3 Year 2019 Cumulative Plus Project Roadway Segment Level of Service Summary... 43 75B-62 REVISED FOCUSED TRAFFIC IMPACT ANALYSIS REPORT TUSTIN AVENUE RETAIL Santa Ana, California March 13, 2018 (Update of the September 20, 2017 Report) 1.0 INTRODUCTION This Focused Traffic Impact Analysis report addresses the potential traffic impacts and circulation needs associated with Tustin Avenue Retail Project (hereinafter referred to as Project) in the City of Santa Ana and has been prepared in response to the City of Santa Ana's Development Review Committee comment from the Public Works Agency. The Project will include the development of a commercial building with a drive-through and a gas station convenience store at 301 and 325 N. Tustin Avenue, respectively. The Project would include construction of a 7,417 square -feet (SF) commercial building with drive-through to replace a 4,200 sit-down restaurant and a 2,778 SF gas service station convenience store to replace the existing gas station building and car wash. 1.1 Scope of Work This traffic report documents the findings and recommendations of a traffic impact analysis conducted by Linscott, Law & Greenspan, Engineers (LLG) to determine the potential impacts associated with the proposed Project. The traffic analysis evaluates the existing operating conditions at four (4) key study intersections one (1) key roadway segment within the project vicinity, estimates the trip generation potential of the proposed Project, and forecasts future near-term (Year 2019) operating conditions without and with the proposed Project. Where necessary, intersection improvements/mitigation measures are identified. This traffic report satisfies the traffic impact requirements of the City of Santa Ana and is consistent with the current Congestion Management Program (CMP) for Orange County. The Scope of Work for this traffic study, which is included in Appendix A, was developed in conjunction with City of Santa Ana Public Works Department staff. The project site has been visited and an inventory of adjacent area roadways and intersections was performed. Existing weekday peak hour traffic count information has been collected at four (4) key study intersections and one (1) key roadway segment for use in the preparation of intersection level of service calculations. Information concerning cumulative projects (planned and/or approved) in the vicinity of the proposed Project has been researched at the City of Santa Ana and City of Tustin. Based on our research, there are sixteen (16) cumulative projects located in the City of Santa Ana and eight (8) cumulative projects located in the City of Tustin. The twenty-four (24) cumulative projects were considered in the cumulative traffic analysis for this project. This traffic report analyzes existing and future weekday daily, AM peak hour and PM peak hour traffic conditions for a near-term (Year 2019) traffic setting upon completion of the proposed 75B-63 Project. Near-term (Year 2019) cumulative daily and peak hour traffic forecasts were projected by incorporating a one percent (1.0%) annual growth rate and the trip generation potential of twenty- four (24) cumulative projects. 1.2 Study Area Four (4) key study intersections and one (1) key roadway segment have been identified for evaluation. Of the four (4) identified intersections, two (2) are located within the City of Santa Ana and two (2) are located in the City of Tustin. The one (1) roadway segment is located within the City of Santa Ana. The four (4) intersections/one (1) roadway segment listed below provide regional and local access to the study area and define the extent of the boundaries for this traffic impact investigation. Key Study Intersections 1. Tustin Avenue at Fourth Street (Santa Ana) 2. Tustin Avenue at First Street (Tustin) 3. SR -55 SB Ramps at Fourth Street (Santa Ana/Caltrans) 4. SR -55 NB Ramps at Fourth Street/Irvine Boulevard (Tustin/Caltrans) Key roadway sezinent A. Tustin Avenue, between Fourth Street and First Street (Santa Ana) Figure I -I presents a Vicinity Map, which illustrates the general location of the Project and depicts the study locations and surrounding street system. The Level of Service (LOS) investigations at these key locations were used to evaluate the potential traffic -related impacts associated with area growth, cumulative projects and the proposed Project. When necessary, this report recommends intersection and/or roadway improvements that may be required to accommodate future traffic volumes and restore/maintain an acceptable Level of Service, and/or mitigates the impact of the project. Included in this Focused Traffic Impact Analysis are: ■ Existing traffic counts, ■ Estimated project traffic generation/distribution/assignment, ■ Estimated cumulative project traffic generation/distribution/assignment, • AM and PM peak hour capacity analyses for existing conditions, • AM and PM peak hour capacity analyses for existing plus project conditions, ■ AM and PM peak hour capacity analyses for future near-term (Year 2019) traffic conditions without and with the proposed Project, • Site Access Evaluation, • Congestion Management Program Compliance Assessment, and • Roadway Segment Evaluation. 75B-64 lEn 55 X) C - hnetimel - I S;tafflng'Sulutions A Servides nA El - (D GD,Bro�BurdD-' Al ...... . ..... ..... Del Taco 1.7 .......... .......... kehqbffltation-Hbspit 14 V :31 La6CDrp E First Sl VV F ct)l CD V-1 First St rD �Q 55 KEY FIGURE 1 -1 Q) - STUDY INTERSECTION I� a - STUDY ROADWAY SEGMENT NO SCALE - PROJECT SITE VICINITY MAP TUSTIN AVENUE RETAIL, SANTA ANA 75B-65 2.0 PROJECT DESCRIPTION The Project site is comprised of two parcels and is currently occupied by an existing gas station building and car wash at 325 N. Tustin Avenue and a sit-down restaurant at 301 N. Tustin Avenue. The site is generally located south of Fourth Street and east of Tustin Avenue. Both properties are located in the Professional (P) zoning district. 301 N. Tustin Avenue has a General Plan land use designation of Professional & Administrative Office (PAO) and 325 N. Tustin has the General Plan land use designation of General Commercial (GC). As proposed, the Project requires approval of a general plan amendment to change the land use designation from PAO to GC, zone change from P to Commercial General (C2) and a conditional use permit for the proposed drive-through services. Figure 2-1 is an existing aerial photograph of the Project site. The Project will include the development of a commercial building with a drive-through and a gas station convenience store at 301 and 325 N. Tustin Avenue, respectively. The Project would include construction of a 7,417 square -feet (SF) commercial building with drive-through to replace a 4,200 sit-down restaurant and a 2,778 SF gas service station convenience store to replace the existing gas station building and car wash. Please note that the proposed Project will provide internal access between the two parcels. Table 2-1 provides a summary of the proposed Project components. The Project is expected to be constructed and completed by Year 2019, which has been utilized to assess the Project's potential traffic impacts at full occupancy of the site within an opening year traffic setting. Figure 2-2 presents the site plan for the proposed Project prepared by Bundy Finkel Architects. 2.1 Site Access Vehicular access to the existing gas station at 325 N. Tustin Avenue is currently provided by one (1) right in -right out driveway on Tustin Avenue and two (2) right in -right out driveways on Fourth Street. Access to the existing restaurant at 301 N. Tustin Avenue is currently provided by one (1) full access driveway and one (1) right in -right out driveway on Tustin Avenue. Vehicular access will remain generally similar to the current driveways with the exception of the removal of the one (1) right in -right out driveway at the existing restaurant along Tustin Avenue and the western right in -right out driveway along Fourth Street. A total of three (3) driveways will provide access to the proposed Project site. 75B-66 II T2Y _ ni \_ �,t✓:. y 8 �f xry i�'CY. ' Y+C e^_Fii � i .wYw:i� 3 � <%j `,• Mw 11, ear, 0 � •4z y X Y t[ $ .c % LINSCQTT LAW & GREENSPAN engineers FIGURE 2-2 ®NO SCALE PROPOSED SITE PLAN TUSTIN AVENUE RETAIL, SANTA ANA 75B-68 TABLE 2-1 PROJECT DEVELOPMENT SUMMARY' Project Description Project Development Totals Exis6ne Development ❑ 301 N. Tustin Avenue o Quality Restaurant 4,200 SF ❑ 325 N. Tustin Avenue o Gas Station With Convenience Market With Car Wash 8 VFP Proposed Development ❑ 301 N. Tustin Avenue o Commercial Building With Drive -Through 7,417 SF ❑ 325 N. Tustin Avenue o Gas Station With Convenience Market 8 VFP Notes: VFP = Vehicle Fueling Positions I Source: TCA AmI ilecls, 11/01/17. 75B-69 3.0 EXISTING CONDITIONS 3.1 Existing Street System The principal local network of streets serving the project site includes Fourth Street, First Street, and Tustin Avenue. The following discussion provides a brief synopsis of these key area streets. The descriptions are based on an inventory of existing roadway conditions. Fourth Street is a six -lane, divided roadway oriented in the east -west direction that borders the Project site to the north. The posted speed limit on Fourth Street is 40 miles per hour (mph). On - street parking is not permitted along this roadway in the vicinity of the project. A traffic signal controls the study intersection of Fourth Street at Tustin Avenue. First Street is a four to six -lane, divided roadway oriented in the east -west direction that provides two or three lanes in each direction separated by a raised median island. The posted speed limit on First Street is 40 mph. On -street parking is not permitted along this roadway. A traffic signal controls the study intersections of First Street at Tustin Avenue. Tustin Avenue is a five -lane, divided roadway, oriented in the north -south direction. On -street parking is permitted along the west side of the roadway in the vicinity of the Project. The posted speed limit on Tustin Avenue is 40 mph. Traffic signals control the study intersections of Tustin Avenue at Fourth Street and First Street. Figure 3-1 presents an inventory of the existing roadway conditions for the arterials and intersections evaluated in this report. This figure identifies the number of travel lanes for key arterials, as well as intersection configurations and controls for the key area study intersections. 3.1.1 Public Transit Public transit bus service is provided in the project area by the Orange County Transportation Authority (OCTA). Two (2) OCTA bus routes operate within the vicinity of the Project site on First Street, Fourth Street and Tustin Avenue, which consist of the following: ■ OCTA Route 64 (Huntington Beach to Tustin): Route 64 is a community bus route serving the Cities of Huntington Beach, Westminster, Garden Grove, Santa Ana and Tustin. The major routes of travel include Bolsa Avenue, First Street and Newport Boulevard. Nearest to the project site are bus stops on First Street - eastbound and westbound of the intersection with Tustin Avenue. Route 64 operates on approximate 30 -minute headways during weekdays and 20 -minute headways on weekends. • OCTA Route 71 (Newport Beach to Placentia): Route 71 is a community bus route serving the Cities of Newport Beach, Costa Mesa, Irvine, Tustin, Santa Ana, Orange, Anaheim and Placentia. The major routes of travel include Newport Boulevard, Red Hill Avenue, Newport Avenue, First Street, Tustin Avenue and Rose Avenue. Nearest to the project site are bus stops on Tustin Avenue at the intersections with First Street and Fourth Street. Route 71 operates on approximate 30 -minute headways during weekdays and 45 -minute headways on weekends. 75B-70 KEY — APPROACH LANE ASSIGNMENT FIGURE 3-1 • = TRAFFIC SIGNAL, OL — OVERLAP P - PARKING, NP = NO PARKING EXISTING ROADWAY U - UNDIVIDED, D — DIVIDED (to SCALE 2 - NUMBER OF TRAVEL LANES CONDITIONS AND (%X = POSTED SPEED LIMIT (MPH) INMRSECTION CONTROLS [:— PROJECT SITE TUSTIN AVENUE RETAIL, SANTA ANA 75B-71 +EE3 6 PHASE 3 PHASE SE SIGN \ SIGNAL L FOURTH 6D ST NP IRVINE BLVD 40 NP ............ ': .;..... ..� $ 3 00 qoq 2 K 0 vz a 2 i 5D FIRST NP 4D NP ST o 40 NP 40 NP \� �F2 66 PHASE SIGNAL \ ' N/S g� .R i e KEY — APPROACH LANE ASSIGNMENT FIGURE 3-1 • = TRAFFIC SIGNAL, OL — OVERLAP P - PARKING, NP = NO PARKING EXISTING ROADWAY U - UNDIVIDED, D — DIVIDED (to SCALE 2 - NUMBER OF TRAVEL LANES CONDITIONS AND (%X = POSTED SPEED LIMIT (MPH) INMRSECTION CONTROLS [:— PROJECT SITE TUSTIN AVENUE RETAIL, SANTA ANA 75B-71 3.2 Existing Traffic Volumes Four (4) key study intersections and one (1) key roadway segment have been identified as the locations at which to evaluate existing and future traffic operating conditions. Some portion of potential project -related traffic will pass through each of these intersections, and their analysis will reveal the expected relative impacts of the project. These key locations were selected for evaluation based on discussions with City of Santa Ana staff and in consideration of Orange County CMP requirements. Existing daily, AM peak hour and PM peak hour traffic volumes for the key study intersections of Tustin Avenue at Fourth Street and Tustin Avenue at First Street, as well as the one (1) key roadway segment evaluated in this report were obtained from manual turning movement counts conducted by Transportation Studies, Inc. in October 2016. Please note that counts collected in October 2016 were grown by 1 % to 2017 to create a 2017 baseline condition. Existing AM peak hour and PM peak hour traffic volumes for the key study intersections of SR -55 SB Ramps at Fourth Street and SR -55 NB Ramps at Fourth Street/Irvine Boulevard were obtained from manual turning movement counts conducted by AimTD LLC in May 2017. Figures 3-2 and 3-3 illustrate the existing AM and PM peak hour traffic volumes at the four (4) key study intersections evaluated in this report, respectively. Figure 3-3 also presents the existing average daily traffic volumes for the one (1) key roadway segment in the vicinity of the proposed Project. Please note that these existing volumes include the traffic generated by the existing land uses. Appendix B contains the detailed peak hour and daily traffic count sheets for the key intersections and roadway segments evaluated in this report. 3.3 Intersection Analysis Methodologies Existing AM and PM peak hour operating conditions for the four (4) key study intersections were evaluated using the Intersection Capacity Utilization (ICU) methodology for signalized intersections and the methodology outlined in the Highway Capacity Manual 6 (HCM 6) for the unsignalized Project driveways. 3.3.1 Intersection Capacity Utilization (ICU) Method of Analysis In conformance with City of Santa Ana, City of Tustin, and Orange County CMP requirements, existing AM and PM peak hour operating conditions for the key signalized study intersections were evaluated using the Intersection Capacity Utilization (ICU) method. The ICU technique is intended for signalized intersection analysis and estimates the volume to capacity (V/C) relationship for an intersection based on the individual V/C ratios for key conflicting traffic movements. The ICU numerical value represents the percent signal (green) time, and thus capacity, required by existing and/or future traffic. It should be noted that the ICU methodology assumes uniform traffic distribution per intersection approach lane and optimal signal timing. 75B-72 (XX) - EXISTING PROJECT REROUTE FIGURE 3-2 = PROJECT SITE (TNO SCALE EXISTING AM PEAK HOUR TRAFFIC VOLUMES TUSTIN AVENUE RETAIL, SANTA ANA 75B-73 M mo L 23a' is / + 81 z / J ` f 433 / 645 8\ 67J ( 1(-3 680— 6731 4 1 6`(- 13223 J r i a N / / FOURTH ST IRVINE BLVD r: --::-i i:.:.:.:i N 0 9 5 1'1 N FIRST ST o s //��p n � 34) aC /iI L�0651 s 66J 4 �S i 2 (XX) - EXISTING PROJECT REROUTE FIGURE 3-2 = PROJECT SITE (TNO SCALE EXISTING AM PEAK HOUR TRAFFIC VOLUMES TUSTIN AVENUE RETAIL, SANTA ANA 75B-73 =DAILY TRAFFIC VOLUMES FIGURE 3-3 (XX) — EXISTING PROJECT REROUTE N m PROJECT SITE NO SCALE EXISTING PM PEAK HOUR AND DAILY TRAFFIC VOLUMES TUSTIN AVENUE RETAIL, SANTA ANA 75B-74 834 1071 lrtzt Z 1 ` iit so �22l\51 7E/ 61 �\f .27(35r N / FOURTH ST t IRVINE BLVD .. �, _77 �...............': �.:.':............. � ........... s 0 V W tT 9 n FIRST ST o 484\ j\ /c"rn3o �JIIr0 s 62D—' 2 =DAILY TRAFFIC VOLUMES FIGURE 3-3 (XX) — EXISTING PROJECT REROUTE N m PROJECT SITE NO SCALE EXISTING PM PEAK HOUR AND DAILY TRAFFIC VOLUMES TUSTIN AVENUE RETAIL, SANTA ANA 75B-74 Per City of Santa Ana requirements, the ICU calculations use a lane capacity of 1,700 vehicles per hour (vph) for through lanes and 1,600 vph for left -tum lanes and right -tum lanes. A clearance adjustment factor of 0.05 was added to each Level of Service calculation. Per City of Tustin requirements, the ICU calculations use a lane capacity of 1,700 for through and all tum lanes. A clearance adjustment factor of 0.05 was added to each Level of Service calculation. The ICU value translates to a Level of Service (LOS) estimate, which is a relative measure of the intersection performance. The ICU value is the sum of the critical volume to capacity ratios at an intersection; it is not intended to be indicative of the LOS of each of the individual turning movements. The six qualitative categories of Level of Service have been defined along with the corresponding ICU value range and are shown in Table 3-I. 3.3.2 Highway Capacity Manual (HCM 6) Method of Analysis (Unsignalized Intersections) Two-way stop -controlled intersections are comprised of a major street, which is uncontrolled, and a minor street, which is controlled by stop signs. Level of service for a two-way stop -controlled intersection is determined by the computed or measured control delay. The control delay by movement, by approach, and for the intersection as a whole is estimated by the computed capacity for each movement. LOS is determined for each minor -street movement (or shared movement) as well as major -street left turns. The worst side street approach delay is reported. LOS is not defined for the intersection as a whole or for major -street approaches, as it is assumed that major -street through vehicles experience zero delay. The HCM control delay value range for two-way stop - controlled intersections is shown in Table 3-2. 3.3.3 Level of Service Criteria According to the Cities of Santa Ana and Tustin, LOS D is the minimum acceptable condition that should be maintained during the peak commute hours. However, the City of Santa Ana has defined exceptions to this criterion at specific locations within the study area. The City of Santa Ana has defined major development areas where LOS `B" is considered acceptable. Caltrans "endeavors to maintain a target LOS at the transition between LOS "C" and LOS "D" on State highway facilities"; it does not require that LOS "D" (shall) be maintained. However, Caltrans acknowledges that this may not always be feasible and recommends that the lead agency consult with Caltrans to determine the appropriate target LOS. Caltrans has determined that all state owned facilities that operate below LOS D should be identified and improved to an acceptable LOS. The Caltrans Traffic Impact Study Guidelines dated December 2002 does state that if an existing state owned facility operates at less than LOS D, the existing service level should be maintained. Based on the above, the following summarizes the LOS required for each key study intersection: 75B-75 LOS "D"Requirements 2. Tustin Avenue at First Street 4. SR -55 NB Ramps at Fourth St/Irvine Blvd 3. SR -55 SB Ramps at Fourth Street LOS "E" Requirements 1. Tustin Avenue at Fourth Street 75B-76 TABLE 3.1 LEVEL OF SERVICE CRITERIA FOR SIGNALIZED INTERSECTIONS Level of Service (LOS) Intersection Capacity Utilization Value (V/C) Level of Service Description EXCELLENT. No vehicle waits longer A < 0.600 than one red light, and no approach phase is fully used. VERY GOOD. An occasional approach B 0.601— 0.700 phase is fully utilized; many drivers begin to feel somewhat restricted within groups of vehicles. GOOD. Occasionally drivers may have to C 0.701— 0.800 wait through more than one red light; backups may develop behind turning vehicles. FAIR. Delays may be substantial during portions of the rush hours, but enough D 0.801 — 0.900 lower volume periods occur to permit clearing of developing lines, preventing excessive backups. POOR. Represents the most vehicles E 0.901 — 1.000 intersection approaches can accommodate; may be long lines of waiting vehicles through several signal cycles. FAILURE. Backups from nearby locations or on cross streets may restrict or prevent F > 1.000 movement of vehicles out of the intersection approaches. Potentially very long delays with continuously increasing queue lengths. 75B-77 TABLE 3.2 LEVEL OF SERVICE CRITERIA FOR UNSIGNALIZED INTERSECTIONS (HCM 6 METHODOLOGY)' Level of Service (LOS) Highway Capacity Manual (RCM) Delay Per Vehicle (seconds/vehicle) Level of Service Description A < 10.0 Little or no delay B > 10.0 and < 15.0 I Short traffic delays C > 15.0 and:5 25.0 I Average traffic delays D I > 25.0 and:5 35.0 I Long traffic delays E I > 35.0 and < 50.0 I Very long traffic delays F > 50.0 Severe congestion '- Source: Highway Capacity Manual 6, Chapter 20: Two -Way Stop -Controlled Intersections. The LOS criteria apply to each lane on a given approach and to each approach on the minor street LOS is not calculated for major -street approaches or for the intersection as a whole. 75B-78 3.4 Existing Level of Service Results Table 3-3 summarizes the existing peak hour service level calculations for the four (4) key study intersections based on existing traffic volumes and current street geometries. Review of Table 3-3 indicates that three (3) of the four (4) key study intersections currently operate at an acceptable level of service during the AM and PM peak hours. The exception is SR -55 SB Ramps at Fourth Street, which currently operates at unacceptable LOS E during the AM peak hour. Appendix C presents the ICU/LOS calculation worksheets for the four (4) key study intersections for the AM peak hour and PM peak hour. 75B-79 TABLE 3.3 EXISTING PEAK HOUR INTERSECTION CAPACITY ANALYSIS 75B-80 Minimum Acceptable Control Time Key Intersection Jurisdiction LOS Type Period ICUMCM LOS Tustin Avenue at 80 Traffic AM 0.602 B 1 Santa Ana E Fourth Street Signal PM 0.783 C Tustin Avenue at 60 Traffic AM 0.490 A 2. Tustin D First Street Signal PM 0.517 A SR -55 SB Ramps at Santa Ana/ 30 Traffic AM 0.902 E 3. D Fourth Street Caltrans Signal PM 0.783 C SR -55 NB Ramps at Tustin 30 Traffic AM 0.699 B 4. D Fourth StreeWrvine Boulevard Caltrans Signal PM 0.757 C 75B-80 4.0 TRAFFIC FORECASTING METHODOLOGY In order to estimate the traffic impact characteristics of the proposed Project, a multi -step process has been utilized. The first step is traffic generation, which estimates the total arriving and departing traffic on a peak hour and daily basis. The traffic generation potential is forecast by applying the appropriate vehicle trip generation equations or rates to the project development tabulation. The second step of the forecasting process is traffic distribution, which identifies the origins and destinations of inbound and outbound project traffic. These origins and destinations are typically based on demographics and existing/expected future travel patterns in the study area. The third step is traffic assignment, which involves the allocation of project traffic to study area _ streets and intersections. Traffic assignment is typically based on minimization of travel time, which may or may not involve the shortest route, depending on prevailing operating conditions and travel speeds. Traffic distribution patterns are indicated by general percentage orientation, while traffic assignment allocates specific volume forecasts to individual roadway links and intersection turning movements throughout the study area. With the forecasting process complete and project traffic assignments developed, the impact of the proposed project is isolated by comparing operational (LOS) conditions at selected key intersections using expected future traffic volumes with and without forecast project traffic. The need for site- specific and/or cumulative local area traffic improvements can then be evaluated and the significance of the project's impacts identified. 75B-81 5.0 PROJECT TRAFFIC CHARACTERISTICS 5.1 Project Traffic Generation Traffic generation is expressed in vehicle trip ends, defined as one-way vehicular movements, either entering or exiting the generating land use. Generation equations and/or rates used in the traffic forecasting procedure are found in the 9`s Edition of Trip Generation, published by the Institute of Transportation Engineers (ITE) [Washington D.C., 2012]. Table 5-1 summarizes the trip generation rates used in forecasting the vehicular trips generated by the proposed Project and also presents the project's forecast peak hour and daily traffic volumes. As shown in the upper portion of Table 5-1, ITE Land Use 931: Quality Restaurant and ITE Land Use 946: Gasoline/Service Station With Convenience Market and Car Wash trip rates will be used to forecast the trip generation of the existing development. ITE Land Use 820: Shopping Center, ITE Land Use 937:. Coffee/Donut Shop With Drive -Through Window, and ITE Land Use 945: Gasoline/Service Station With Convenience Market will be used to forecast the trip generation of the proposed Project. A review of the middle portion of this table indicates that the existing land uses generate 1,257 daily trips, with 39 trips (21 inbound, 18 outbound) produced in the AM peak hour and 66 trips (37 inbound, 29 outbound) produced in the PM peak hour. A review of the lower portion of Table 5-1 indicates that the proposed Project is forecast to generate 2,135 daily trips, with 120 trips (63 inbound, 57 outbound) produced in the AM peak hour and 118 trips (58 inbound, 60 outbound) produced in the PM peak hour. Review of the last row of Table 5-1 shows that with application of existing trip credits, the proposed Project is forecast to generate a new of 878 daily trips, a net of 81 (42 inbound, 39 outbound) AM peak hour trips, and a net of 52 (21 inbound, 31 outbound) PM peak hour trips. 5.2 Project Trip Distribution and Assignment Figures 5-1 and 5-2 present the trip distribution pattern for the gas station and commercial components proposed Project, respectively. Project traffic volumes both entering and exiting the project site have been distributed and assigned to the adjacent street system based on the following considerations: • location of site access points in relation to the surrounding street system, • the site's proximity to major traffic carriers and regional access routes, • physical characteristics of the circulation system such as lane channelization and presence of traffic signals that affect travel patterns, ■ presence of traffic congestion in the surrounding vicinity, and • ingress/egress availability at the project site. The anticipated near-term AM and PM peak hour project traffic volumes associated with the proposed Project (the net trip volumes and existing trip credits) are presented in Figures 5-3 and 5-4, 75B-82 respectively. Figure 5-4 also presents the daily Project traffic volumes. The traffic volume assignments presented in Figures 5-3 and 5-4 reflect the traffic distribution characteristics shown in Figures 5-1 and 5-2 and the traffic generation forecast presented in Table 5-1. 5.3 Existing Plus Project Traffic Conditions The Existing Plus Project traffic conditions have been generated based upon existing conditions and the estimated project traffic. These forecast traffic conditions have been prepared pursuant to the California Environmental Quality Act (CEQA) guidelines, which require that the potential impacts of a Project be evaluated upon the circulation system as it currently exists. This traffic volume scenario and the related intersection capacity analyses will identify the roadway improvements necessary to mitigate the direct traffic impacts of the Project, if any. Figures 5-5 and 5-6 present projected AM and PM peak hour traffic volumes at the four (4) key study intersections and three (3) Project driveways with the addition of the trips generated by the proposed Project to existing traffic volumes. Figure 5-6 also presents the Existing Plus Project daily traffic volumes. 75B-83 N O h z a -30X1 o -25X 1 20X� I 1 30% 1 5%—} \ 00 \ / \25%—► K 1 / FOURTH ST IRVINE BLVD i .DWY 2:..::L � zo% , 1 ? r' \� NN,/ I I c / / ' E / L DWY 3 j L20% / o -35X f175%-� K / N e7 C FIRST ST g � 15% o / «' k-15%\ g r (tN0 SCALE KEY = INBOUND PERCENTAGE OUTBOUND PERCENTAGE = PROJECT SITE 75B-84 FIGURE 5-1 PROJECT TRIP DISTRD3UTION PATTERN - GAS STATION TUSTIN AVENUE RETAIL, SANTA ANA 20%-a.l I �►/ 1 \3DR� I 59. r---1-1. �.DWY 3.:.•.�,:.:J / X35% 25%— \ o / / a 25% > 5%-� 59.--► uKi / / IRVINE BLVD 25% KEY LINSCOTT- INBOUND PERCENTAGE FIGURE 5-2 LAW & OUTBOUND PERCENTAGE Ns - PROJECT SITE PROJECT TRIP DISTRIBUTION NO SCALE PATTERN — COMMERCIAL TUSTIN AVENUE RETAIL, SANTA ANA 75B-85 o 0 \ —0_ \ / 1 7 \ 0 KEY m (XX) a PASS-BY/DIVERTED TRIPS FIGURE 5-3 NO SCALE = PROJECT SITE (t NO PEAK HOUR PROJECT TRAFFIC VOLUMES TUSTIN AVENUE RETAIL, SANTA ANA 75B-86 E k' s E! o V) ::s —1 o " 3 I 0 KEY LINSCOTT DAILY TRAMC VOLUMES FIGURE 5-4 LAW XX PASS—BY/DIVERTED TRIPS GREENSPAN N PROJECT SITE PM PEAK HOUR AND DAILY (Tt 0 SCALE eng in eer.s PROJECT TRAFFIC VOLUMES TUSTIN AVENUE RETAIL, SANTA ANA 75B-87 2A 589 105 68 33 35'1\ 765 0 17 412ql I L 591 87;� ................ DWY 3'r:::::.:. 924 1492 3T 1082 433 47 >1 645 1078 r KEY PROJECT SITE FIGURE 5-5 15NO SCALE EXISTING PLUS PROJECT AM PEAK HOUR TRAFFIC VOLUMES TUSTIN AVENUE RETAIL, SANTA ANA W7 r m M-6-0 / J O/ 361 f B\ I p::.:':::.:,:::.':.,::./ 1 LDWY �3:�:•:::'.�: � � 1354 \1342 / N `\ 93 721 \ - 1156 1 KEY 1�° 700f - DAILY TRAFFIC VOLUMES FIGURE 5-6 - PROJECT SITE tNO SCALE EXISTING PLUS PROJECT PM PEAK HOUR AND DAILY TRAFFIC VOLUMES TUSTIN AVENUE RETAIL, SANTA ANA 75B-89 - jr / i X52 \ 'm I x255 / J O/ 361 f B\ I p::.:':::.:,:::.':.,::./ 1 LDWY �3:�:•:::'.�: � � 1354 \1342 / N `\ 93 721 \ - 1156 1 KEY 1�° 700f - DAILY TRAFFIC VOLUMES FIGURE 5-6 - PROJECT SITE tNO SCALE EXISTING PLUS PROJECT PM PEAK HOUR AND DAILY TRAFFIC VOLUMES TUSTIN AVENUE RETAIL, SANTA ANA 75B-89 TABLE 5.1 PROJECT TRIP GENERATION RATES AND FORECASTS Notes: • TE/TSF = Trip End per 1,000 Square Feet of Gross Floor Area • TE/VFP = Trip End per Vehicle Fueling Position 3 Source: Trip Generation, 9' Edition, Institute of Transportation Engineers (ITE), Washington, D.C. (2012). 4 Trip Generation rates based on the following equations: • Daily: Ln(T)=0.65Lu(X)+5.83 • AM Peak Hour. Ln(T)=0.61Ln(X)+2.24 • PM Peak Hour. Ln(T)=0.67Ln(X)+3.31 5 In order to be conservative, the Daily and AM Peak Hour includes 6,000 SF of retail and 1,500 SF of coffee shop with drive-through window. The PM Peak Hour includes 7,417 SF of retail. 75B-90 Daily AM Peak Hour PM Peak Hour Enter Exit Total Enter Exit Total Description 2 -Way Trip Generation Rates: 820: Shopping Center (TE/TSF) 4 181.80 62% 38% 4.67 48% 52% 14.08 931: Quality Restaurant (TE/TSF) 89.95 100% 0% 0.81 67% 33% 7.49 • 937: Coffee/Donut Shop With Drive -Through Window (TE/TSF) 818.58 51% 49% 100.58 50% 50% 42.80 945: Gasoline/Service Station With Convenience Market (TENFP) 162.78 50% 50% 10.16 50% 50% 13.51 946: Gasoline/Service Station With Convenience Market and Car Wash (TENFP) 152.84 51% 49% 11.84 51% 49% 13.86 Existing, Development Trin Generation: Gas Station With Market With Car Wash (8 VFP) 1,223 48 47 95 57 54 111 Pass -By (Daily 25%, AM 62%, PM 56%) -306 -30 -29 -59 -32 -30 -62 Existing Gas Station Subtotal 917 18 18 36 25 24 49 Quality Restaurant (4,200 SF) 378 3 0 3 21 10 31 Pass -By (Daily 10%, AM 0%, PM 44%) -38 0 0 0 -9 -5 -14 Existing Restmtrant Subtotal 340 3 0 3 12 5 17 Proposed Proiect Trip Generation: • Gas Station With Market (8 VFP) 1,302 41 40 81 54 54 108 Pass -By (Daily 25%, AM 62%, PM 56%) -326 -25 -25 -50 -30 -30 -60 Proposed Gas Station Subtotal 976 16 15 31 24 24 48 Commercial Building (7,417 SF) 5 2,319 94 85 179 51 55 106 Pass -By (Daily 50%, AM 50%, PM 34%) -1 160 -47 -43 -90 -17 -19 -36 - Proposed Gas Station Subtotal 1,159 47 42 89 34 36 70 Total Existing Development Trip Generation (A) 1,257 21 18 39 37 29 66 Total Proposed Project Trip Generation (B) 2,135 63 57 120 58 60 118 Total Net Project Trip Generation (C) _ (B) — (A) 878 42 39 81 21 31 52 Notes: • TE/TSF = Trip End per 1,000 Square Feet of Gross Floor Area • TE/VFP = Trip End per Vehicle Fueling Position 3 Source: Trip Generation, 9' Edition, Institute of Transportation Engineers (ITE), Washington, D.C. (2012). 4 Trip Generation rates based on the following equations: • Daily: Ln(T)=0.65Lu(X)+5.83 • AM Peak Hour. Ln(T)=0.61Ln(X)+2.24 • PM Peak Hour. Ln(T)=0.67Ln(X)+3.31 5 In order to be conservative, the Daily and AM Peak Hour includes 6,000 SF of retail and 1,500 SF of coffee shop with drive-through window. The PM Peak Hour includes 7,417 SF of retail. 75B-90 6.0 FUTURE TRAFFIC CONDITIONS 6.1 Ambient Traffic Growth Horizon year, background traffic growth estimates have been calculated using an ambient traffic growth factor. The ambient traffic growth factor is intended to include unknown and future cumulative projects in the study area, as well as account for regular growth in traffic volumes due to the development of projects outside the study area. The future growth in traffic volumes has been calculated at one percent (1.0%) per year. Applied to the Year 2017 existing traffic volumes, this factor results in a 2.0% growth in existing volumes to the near-term horizon year 2019. 6.2 Cumulative Projects Traffic Characteristics In order to make a realistic estimate of future on -street conditions prior to implementation of the proposed Project, the status of other known development projects (cumulative projects) within a two-mile radius of the proposed project has been researched at the City of Santa Ana and City of Tustin. With this information, the potential impact of the proposed Project can be evaluated within the context of the cumulative impact of all ongoing development. Based on our research during the scoping process, there are sixteen (16) cumulative projects in the City of Santa Ana and eight (8) cumulative projects in the City of Tustin that are being processed for approval. These twenty-four (24) cumulative projects have been included as part of the cumulative background setting. Table 6-1 provides a brief description for each of the twenty-four (24) cumulative projects. Figure 6-1 graphically illustrates the location of the twenty-four (24) cumulative projects. These cumulative projects are expected to generate vehicular traffic, which may affect the operating conditions of the key study intersections. Table 6-2 summarizes the trip generation potential for all twenty-four (24) cumulative projects on a daily and peak hour basis for a typical weekday. As shown, the cumulative projects are expected to generate 30,720 daily trips, with 2,501 trips (1,176 inbound, 1,325 outbound) anticipated during the AM peak hour and 2,962 trips (1,506 inbound, 1,456 outbound) produced during the PM peak hour. The AM and PM peak hour traffic volumes associated with the twenty-four (24) cumulative projects in the Year 2019 are presented in Figures 6-2 and 6-3, respectively. Figure 6-3 also presents the daily related project traffic volumes. 6.2.1 Year 2019 Traffic Volumes Figures 6-4 and 6-5 present the AM and PM peak hour cumulative traffic volumes (existing traffic + ambient growth + cumulative projects) at the four (4) key study intersections for the Year 2019. Figure 6-5 also presents the Year 2019 daily cumulative traffic volumes. Figures 6-6 and 6-7 illustrate the Year 2019 forecast AM and PM peak hour traffic volumes, with the inclusion of the trips generated by the proposed Project. Figure 6-7 also presents the Year 2019 daily cumulative plus project traffic volumes. 75B-91 aiuoo •pctu anuam upent - 1 '1 ale. JN.IJddKdi� AAJAd�dd�Fr�an rt-,. •. _ ,iY:` /f" 4e 1 I I 9 "FfoSpecl oval © - NTwtldf,V? eL OO+��..®tlf: m •nil tq - tr> �' i rn -OM ' i, . _ It ---' ,l:ncnln Ave S:, ry f- O O w" SKl on pr w ® jy' NSwlgc�n SlMOD, ,f W I tit L A93iri Sir cl © r ''� ry, -r Main S}.tt_'1 ! .I i Ntib.rmaFeb� y -•lJ - '� _ - - ! -5 -co 1 13 .! t]Q 9-7Sr (uli 4.' .. ! N(lnwcrS ... O E! oN Z / J ����o\ \�'si FOURTH ST / _51 \ 82J r IRVINE BLVD .. .. �,_7 0 L m v 9 C rt1 i P 8 FlRST ST ° s /)Il�os\ \\ olf SIL := F� cr SITEFIGURE 6-2 NO NO SCALE AM PEAK HOUR CUMULATIVE PROJECTS TRAFFIC VOLUMES TUSTIN AVENUE RETAIL, SANTA ANA 75B-93 Teti \ //^0354\ \�U (� ,� j FOURTH ST // 1 \\ — ee \� 6%J r IRVINE BLVD .T.'..... .I �................ . 'o n �iF NN o +i 9 4 <D m � F FIRSTST 1 0 ,\ �77J / R KEY - DAILY TRAFFIC VOLUMES FIGURE 6-3 PM PROJECT SITEN NO SCALE CUMULATIVE PROJECTS HTRAFFIC VOLUDAILY MES TUSTIN AVENUE RETAIL, SANTA ANA 75B-94 23S\ / w \ _ � _58 136 \ z / J 443 a \J97�I < FOURTH ST / \ / — 1140\ I `581 5J t IRVINE BLVD ............. is............. i .......... s 0 b S T Ca m g e FIRST ST /4 F35'�• non _ �J 1105 478- `\ 6 527— / i LINSCOTT P o ECT SITE FIGURE 6-4 (RO SCALE YEAR 2019 AM PEAK HOUR CUMULATIVE TRAFFIC VOLUMES TUSTIN AVENUE RETAIL, SANTA ANA 75B-95 304 371 JIl °\Z JC 1 96211\1013) FOURTH ST / 736 \ 1261 ¢� IRVINE BLVD .L•TST ......'.'.....'.'. .. ........... Imo'...... �.....;� 8 � Y 9 i b FIRST E s z � aaaaaaOOOOOO �" �495- ON 047 \ J I l 824J l r 552— 2 KEY - DAILY TRAMC VOLUMES FIGURE 6-5 PROJECT SITE ItNO SCALE YEAR 2019 PM PEAK HOUR AND DAILY CUMULATIVE TRAFFIC VOLUMES TUSTIN AVENUE RETAIL, SANTA ANA 75B-96 YCN 235\ w 8 iso ,n/ _117 / 658 \ J I l Z J 443 — 1150 c `\ 9 91 `\566J \\ 261 ML h/ % !� 33\ / r J I limos\i 7 / \ —1042 1769— \ 321 LINSEOTT:�� CT SITE FIGURE 6-6 NO SCALE YEAR 2019 AM PEAK HOUR CUMULATIVE PLUS PROJECT TRAFFIC VOLUMES TUSTIN AVENUE RETAIL, SANTA ANA 75B-97 1 91623 3 1 1� \ / �.'..'..'..:...'�.I \ DWY -2 DWY 3i r.i Lj'... . L.:j / / -1646 \ � 156421 5- a� � \ / r 717 J I llr 047\ 1 58522glIL o-1 / 736 \ —x1267 KEY ' = DAILY TRAMC VOLUMES FIGURE 6-7 = PROJECT SITE N NO SCALE YEAR 2019 PM PEAK HOUR AND DAILY CUMULATIVE PLUS PROJECT TRAFFIC VOLUMES TUSTIN AVENUE RETAIL, SANTA ANA 75B-98 TABLE 6.1 LOCATION AND DESCRIPTION OF CUMULATIVE PROJECTS' No. Cumulative Project Location/Address Description City of Santa Ana Development Artist Gateway 117 South Sycamore Street 14 DU Live/Work 1. 70 DU Apartments, 12.623 TSF 2. Depot at Santiago 923 North Santiago Street Retail/Office 3. Lotus Townhomes 627 East Washington Avenue 8 DU Townhomes 4.995 TSF Car Wash, 20.146 TSF 4. Rocket Express Car Wash 1703 East Seventeenth Street Existing Commercial Demolition 5. Sexlinger Homes and Orchard 1584 East Santa Clara Avenue 24 DU Single Family Detached Apartments, 47.04 TSF Existing 69 DU6. First Street Family Apartments 1440 East First Street ODemolition Office 518.000 SF Office Tower with 16.000 7. One Broadway Plaza 1109 North Broadway TSF of Restaurant Floor Area 8. East First Street Apartments 2222 East First Street 419 DU Senior Residential Apartments Convert 75 Room Motel to 72 DU 9. First Street Care Home 2151 East First Street Supportive Housing Apartments 10. Tom's Trucks Residential Development 1008 East Fourth Street 170 DU Single Family Detached Apartments, 6,561 TSF 11. The Madison 200 N. Cabrillo Park Drive Commmee rcial Co 694 DU Affordable Apartments, 9.700 12. 2114 East First Apartments 2114 East First Street TSF Commercial 13. 888 Adaptive Reuse 888 North Main Street 146 Condominiums 14. Elk's Lodge 1701 East St. Andrew Place 46.438 TSF Lodge 15. Hampton Inn Hotel 2129 North Main Street 135 Room Hotel Apartments, 16.430 TSF 601 DU16. Tustin Avenue Retail 1660 E. First Street Commercial Corcial City of Tustin Develountent 201 DU Apartments, 3.000 TSF Health Club, 10.000 TSF General Office, 4.000 17. Tustin Red Hill Mixed -Use 13751-13841 Red Hill Avenue TSF Shopping Center, 3.000 TSF High - Turnover Restaurant 18. 4 Unit Condominium Complex 1051 Bonita Street 4 DU Condominiums 19. 5 Detached Residential Condos 1381-1391 San Juan Street 5 DU Condominiums 20. New Office Building 721 West First Street 7.200 TSF Office 1.800 TSF Fast -Food Restaurant w/ 21. Restaurant 14232 Newport Avenue Drive-Thru 6 Source: City of Santa Ana and City ofTlatin Planning Department staff - 75B -99 TABLE 6.1 (CONTINUED) LOCATION AND DESCRIPTION OF CUMULATIVE PROJECTS? No. Cumulative Project Location/Address Description 22. Grace Harbor Church 12881 Newport Avenue 10.015 TSF 2 -story Classroom 23. Habitat for Humanity 140 South A Street 2 DU Condominiums 24. Intracorp So Cal -1 420 West 6s' Street 140 DU Single Family Attached 7 Source: City of Santa Ana and City of7trstin planning Department staff. 75B-100 TABLE 6.2 CUMULATIVE PROJECTS TRIP GENERATION FORECASTS Cumulative Project Description Daily 2 -Way AM Peak Hour PM Peak Hour Enter Exit Total Enter Exit Total 1. Artist Gateway 93 1 6 7 6 3 9 2. Depot at Santiago 658 15 32 47 31 24 55 3. Lotus Townhomes 46 1 3 4 3 1 4 4. Rocket Express Car Wash 529 15 15 30 21 20 41 5. Sexlinger Homes and Orchard 229 5 13 18 15 9 24 6. First Street Family Apartments 459 7 28 35 28 15 43 7. One Broadway Plaza 6,175 641 94 735 198 596 794 8. East First Street Apartments 1,524 30 59 89 60 51 111 9. First Street Care Home 479 7 30 37 29 16 45 10. Tom's Trucks Residential Development 1,618 32 96 128 107 63 170 11. The Madison 2,010 30 104 134 115 69 184 12. 2114 East First Apartments 4,988 76 286 362 291 163 454 13. 888 Adaptive Reuse 848 11 53 64 51 25 76 14. Elk's Lodge 1,571 63 32 95 62 65 127 15. Hampton Inn Hotel 1;103 42 30 72 41 40 81 16. Tustin Avenue Retail 4,464 67 240 307 257 155 412 17. Tustin Red Hill Mixed -Use 2,098 57 102 159 115 81 196 18. 4 Unit Apartment Complex 27 0 2 2 1 1 2 19. 5 Detached Residential Condos 29 0 2 2 2 1 3 20. New Office Building 122 15 2 17 3 13 16 21. Restaurant 670 21 21 42 15 14 29 22. Grace Harbor Church 155 29 23 52 5 7 12 23. Habitat for Humanity 12 0 1 1 1 0 1 24. Intracorp So Cal -1 813 11 51 62 49 24 73 FCumulative Projects Total Trip Generation Potential 30,720 1,176 1,325 2,501 1,506 1,456 2,962 8 Source: Trip Generation, 9" Edition, Institute of Transportation Engineers (ITE), Washington, D.C. (2012). 75B-101 7.0 TRAFFIC IMPACT ANALYSIS METHODOLOGY The relative impact of the proposed Project during the AM peak hour and PM peak hour was evaluated based on analysis of future operating conditions at the four (4) key study intersections, without, then with, the proposed Project. The previously discussed capacity analysis procedures were utilized to investigate the future volume -to -capacity relationships and service level characteristics at each study intersection. The significance of the potential impacts of the Project at each key intersection was then evaluated using the following traffic impact criteria. 7.1 Impact Criteria and Thresholds 7.1.1 City of Santa Ana For the study intersection solely under the jurisdiction of the City of Santa Ana, impacts to local and regional transportation systems are considered significant if-. ■ An unacceptable peak hour Level of Service (LOS) at any of the key intersections is projected and the project increases traffic demand at the study intersection by 1% of capacity (ICU increase >_ 0.010). The City of Santa Ana considers LOS D (ICU = 0.801 - 0.900) to be the minimum acceptable LOS for all intersections, except for those locations located within the City's defined major development areas, where LOS E is considered acceptable. Based on the above, the following summarizes the LOS required for the Santa Ana key study intersection: LOS "D"Renuirements 3. SR -55 SB Ramps at Fourth Street LOS "E" Requirements 1. Tustin Avenue at Fourth Street • At unsignalized intersections, an impact is considered to be significant if the project causes an intersection at LOS D or better to degrade to LOS E or F and the traffic signal warrant analysis determines that a signal is justified. 7.1.2 City of Tustin For the study intersection within the jurisdiction of the City of Tustin, impacts to local and regional transportation systems are considered significant i£ ■ An unacceptable peak hour Level of Service (LOS) at any of the key intersections is projected and, for this analysis, if the project increases traffic demand at the study intersection by 1% of capacity (ICU increase >_ 0.010), causing or worsening LOS E or F (ICU> 0.901), the impact is considered significant. The City of Tustin considers LOS D to be the minimum acceptable condition that should be maintained during the peak commute hours at the intersection listed below: 75B-102 LOS "D"Regrrirenrents 2. Tustin Avenue at First Street 4. SR -55 NB Ramps at Fourth Street/Irvine Boulevard 7.2 Traffic Impact Analysis Scenarios The following scenarios are those for which volume/capacity calculations have been performed at the four (4) key intersections for existing plus project, near-term (Year 2019) traffic conditions: A. Existing Traffic Conditions; B. Existing Plus Project Traffic Conditions; C. Scenario (B) with Improvements, if necessary; D. Near -Term (Year 2019) Cumulative Traffic Conditions, E. Near -Term (Year 2019) Cumulative plus Project Traffic Conditions; F. Scenario (E) with Improvements, if necessary; and G. Scenario (H) with Improvements, if necessary. 75B-103 8.0 PEAK HOUR INTERSECTION CAPACITY ANALYSIS 8.1 Existing Plus Project Analysis Table 8-1 summarizes the peak hour Level of Service results at the four (4) key study intersections for existing plus project traffic conditions. The first column (1) of ICU/LOS values in Table 8-1 presents a summary of existing AM and PM peak hour traffic conditions (which were also presented in Table 3-3). The second column (2) lists existing plus project traffic conditions. The third column (3) shows the increase in ICU value due to the added peak hour Project trips and indicates whether the traffic associated with the Project will have a significant impact based on the LOS standards and significant impact criteria defined in this report. The fourth column (4) presents the resultant level of service with the inclusion of recommended traffic improvements, where needed, to achieve an acceptable level of service. 8.1.1 Existing Plus Project Traffic Conditions Review of columns (2) and (3) of Table 8-1 indicate that traffic associated with the proposed Project will not significantly any of the four (4) key study intersections, when compared to the LOS standards and significant impact criteria specified in this report. Although the intersection of SR -55 SB Ramps at Fourth Street is forecast to operate at LOS E during the AM peak hour with the addition of Project traffic, the proposed Project is expected to add less than 0.010 to the ICU value. The remaining three (3) intersections are forecast to continue to operate at an acceptable LOS with the addition of project generated traffic. Appendix C presents the existing plus project ICU/LOS calculations for the four (4) key study intersections. 75B-104 u •L G p O i i � i E c a � �w O p o U U i 0 z z z z z z z z M O R u 4 ,un 0 0 0 0 0 0 0 0 r -i 01 � •L O O P7 U Q Q W U U U a N C � O a U pp u W F M 0 0 0 0 0 0 0 0 N o O W U Q' Q W U Pa U w � W u (Oj a F t Sol o19EldmV mnwlulIN ua Q Q Q ro m tl F N p o. E P7 C_ C C v ` F C� P4 N F fL •> L N L !A X O F W F k. vWi k0. ri] W T u (V vi R 75B-105 8.2 Year 2019 Traffic Conditions Table 8-2 summarizes the peak hour Level of Service results at the four (4) key study intersections for the Year 2019 horizon year. The first column (1) of ICU/LOS values in Table 8-2 presents a summary of existing AM and PM peak hour traffic conditions. The second column (2) lists projected cumulative traffic conditions (existing plus ambient plus cumulative projects traffic) based on existing intersection geometry, but without any traffic generated from the proposed Project. The third column (3) presents forecast Year 2019 near-term traffic conditions with the addition of Project traffic. The fourth column (4) shows the increase in ICU value due to the added peak hour Project trips and indicates whether the traffic associated with the Project will have a significant impact based on the LOS standards and significant impact criteria defined in this report. The fifth column (5) presents the resultant level of service with the inclusion of recommended traffic improvements, where needed, to achieve an acceptable level of service. 8.2.1 Year 2019 Cumulative Traffic Conditions An analysis of future (Year 2019) background traffic conditions indicates that with the addition of ambient traffic growth and cumulative projects traffic, one (1) of the four (4) key study intersections will operate at an adverse LOS. The location identified below is forecast to operate at an unacceptable level of service: AM Peak Hour PM Peak Hour Key Intersection ICU/HCM LOS ICU/HCM LOS 6. SR -55 SB Ramps at Fourth Street 0.968 E The remaining three (3) key study intersections are forecast to continue to operate at an acceptable LOS based on the LOS criteria identified in this report. 8.2.2 Year 2019 Cumulative Plus Project Conditions Review of columns (3) and (4) of Table 8-2 indicate that traffic associated with the proposed Project will not significantly impact any of the four (4) key study intersections, when compared to the LOS standards and significant impact criteria specified in this report. Although the intersection of SR -55 SB Ramps at Fourth Street is forecast to operate at an adverse LOS E during the AM peak hour, with the addition of Project traffic, the proposed Project is expected to add less than 0.010 to the ICU value. The remaining three (3) key study intersections are forecast to continue to operate at an acceptable LOS with the addition of project generated traffic in the Year 2019. Appendix C also presents the near-term ICU/LOS calculations for the four (4) key study intersections. 75B-106 :l! co W J a f- u OI N N Vl a � � i 9 � 0 a U .w u d 'a r .+ o E z z z 0 z 2 z z .. a R U d V V] G r.n O O O O O O O O N o (n O U q W GO W q U q � U y 7 N v p ti LU n 00 b � 0\ W n 00 F o 0 0 0 0 0 0 0 N o y O U q m Q W q U q u O N 9 R O N L E U F N o O CA U 6 ¢ W U W U b0 q C C ^ O r� v vi a t-: e t: F 'O Q F P. SO'I al9sjdaaad wnmlulw W q q q N S i ❑ s w s v t� = L Wi t w° F° w w° w r d Sts -i U 9.0 SITE ACCESS AND INTERNAL CIRCULATION EVALUATION 9.1 Site Access Vehicular access to the existing gas station at 325 N. Tustin Avenue is currently provided by one (1) right in -right out driveway on Tustin Avenue and four (4) right in -right out driveways on Fourth Street. Access to the existing restaurant at 301 N. Tustin Avenue is currently provided by one (1) full access driveway and one (1) right in -right out driveway on Tustin Avenue. Vehicular access will remain generally similar to the current driveways with the exception of the removal of the one (1) right in -right out driveway at the existing restaurant along Tustin Avenue and the westerley right in -right out driveway along Fourth Street. A total of three (3) driveways will provide access to the proposed Project site. Table 9-1 summarizes the intersection level of service results for the three (3) proposed Project driveways under near-term (Year 2019) traffic conditions at completion and full occupancy of the proposed Project. As shown, these key study intersections are forecast to operate at LOS C or better during the AM peak hour and PM peak hour. Appendix D presents the near-term HCM/LOS calculations for the three (3) Project driveways. 9.2 Internal Circulation Evaluation The on-site circulation was evaluated in terms of vehicle -pedestrian conflicts. Based on our review of the preliminary site plan, the overall layout does not create any unsafe vehicle -pedestrian conflict points and the driveway throating is sufficient such that access to parking spaces is not impacted by internal vehicle queuing/stacking. Curb return radii have been confirmed and are adequate for service/delivery trucks and trash trucks. The on-site circulation is very good based on our review of the proposed site plan, whereas the alignment, spacing, and throating of the Project driveways is adequate. The circulation around the buildings is adequate with sufficient sight distance along the drive aisles. 75B-108 TABLE 9.1 PROJECT DRIVEWAY PEAK HOUR INTERSECTION CAPACITY ANALYSIS SUMMARY Notes: Bold Delay/LOS values indicate adverse service levels based on the Cities LOS standards s/v = seconds per vehicle 75B-109 (1) Year 2019 Plus Project Intersection Time Traffic Conditions Delay LOS Key Intersection Control Period Project Driveway 1 at One -Way AM 21.0 s/v C A. Fourth Street Stop PM 18.9 s/v C Tustin Avenue at One -Way AM 12.2 s/v B B. Project Driveway j Y 2 Stop P PM 15.4 s/v C Tustin Avenue at One -Way AM 15.2 s/v C C. Project Driveway 3 J Y Stop P PM 19.8 s/v C Notes: Bold Delay/LOS values indicate adverse service levels based on the Cities LOS standards s/v = seconds per vehicle 75B-109 10.0 RECOMMENDED INTERSECTION IMPROVEMENTS For those intersections where projected traffic volumes are expected to result in unacceptable operating conditions, this report recommends (identifies) improvement measures that change the intersection geometry to increase capacity. These capacity improvements involve roadway widening and/or re -striping to reconfigure (add lanes) to specific approaches of a key intersection. The identified improvements are expected to: • mitigate the impact of existing traffic, Project traffic and future non -project (ambient traffic growth and cumulative project) traffic and • improve Levels of Service to an acceptable range and/or to pre -project conditions. 10.1 Existing Plus Project Traffic Conditions The results of the intersection capacity analysis presented previously in Table 8-1 shows that the proposed Project will not significantly impact any of the four (4) key study intersections under the "Existing Plus Project" traffic scenario. Given that there are no significant project impacts, no improvements are required under this traffic scenario. 10.2 Year 2019 Plus Project Traffic Conditions The results of the intersection capacity analyses presented previously in Table 8-2 shows that the proposed Project will not significantly impact any of the four (4) key study intersections under the "Year 2019 Plus Project" traffic scenario. Given that there are no significant project impacts, no improvements are required under this traffic scenario. 75B-110 11.0 CONGESTION MANAGEMENT PROGRAM (CMP) COMPLIANCE ASSESSMENT This analysis is consistent with the requirements and procedures outlined in the current Orange County Congestion Management Program (CMP). The CMP requires that a traffic impact analysis be conducted for any project generating 2,400 or more daily trips, or 1,600 or more daily trips for projects that directly access the CMP Highway System (HS). Per the CMP guidelines, this number is based on the desire to analyze any impacts that will be 3.0% or more of the existing CMP highway system facilities' capacity. However, as noted in this focused traffic study, the proposed Project is expected to generate a net of 878 daily trips, and thus does not meet the criteria required for a CMP traffic analysis. Therefore, it is concluded that the proposed Project will not have any significant traffic impacts on the Congestion Management Program Highway System. 75B-111 12.0 STATE OF CALIFORNIA (CALTRANS) METHODOLOGY In conformance with the current Caltrans Guide for the Preparation of Traffic Impact Studies, existing and projected AM and PM peak hour operating conditions at the two (2) state-controlled study intersections within the study area have been evaluated using the Highway Capacity Manual 61h Edition operations method of analysis. These state-controlled locations include the following intersections: 3. SR- 55 Ramps at Fourth Street 4. SR -55 NB Ramps at Fourth St/Irvine Blvd Caltrans "endeavors to maintain a target LOS at the transition between LOS "C" and LOS "D" on State highway facilities'; it does not require that LOS "D" (shall) be maintained. However, Caltrans acknowledges that this may not always be feasible and recommends that the lead agency consult with Caltrans to determine the appropriate target LOS. For this analysis, LOS D is the target level of service standard and will be utilized to assess the project impacts at the state-controlled study intersections. 12.1 Highway Capacity Manual (HCM) Method of Analysis (Signalized Intersections) AM and PM peak hour operating conditions for the key study intersections were evaluated using the methodology outlined in Chapter 19 of the Highway Capacity Manual 6 (HCM 6) for signalized intersections. Based on the HCM operations method of analysis, level of service for signalized intersections and approaches is defined in terms of control delay, which is a measure of the increase in travel time due to traffic signal control, driver discomfort, and fuel consumption. Control delay includes the delay associated with vehicles slowing in advance of an intersection, the time spent stopped on an intersection approach, the time spent as vehicles move up in the queue, and the time needed for vehicles to accelerate to their desired speed. LOS criteria for traffic signals are stated in terms of the control delay in seconds per vehicle. The LOS thresholds established for the automobile mode at a signalized intersection are shown in Table 12-1. 75B-112 TABLE 12-1 LEVEL OF SERVICE CRITERIA FOR SIGNALIZED INTERSECTIONS (HCM 6 METHODOLOGY)' Level of Service Control Delay Per Vehicle (LOS) (seconds/vehicle) Level of Service Description This level of service occurs when progression is A < 10.0 extremely favorable and most vehicles arrive during the — green phase. Most vehicles do not stop at all. Short cycle lengths may also contribute to low delay. This level generally occurs with good progression, short B > 10.0 and < 20.0 cycle lengths, or both. More vehicles stop than with LOS A, causing higher levels of average delay. Average traffic delays. These higher delays may result from fair progression, longer cycle lengths, or both. C > 20.0 and < 35.0 Individual cycle failures may begin to appear at this level. — The number of vehicles stopping is significant at this level, though many still pass through the intersection without stopping. Long traffic delays At level D, the influence of congestion becomes more noticeable. Longer delays may D > 35.0 and < 55.0 result from some combination of unfavorable progression, — long cycle lengths, or high v/c ratios. Many vehicles stop and the proportion of vehicles not stopping declines. Individual cycle failures are noticeable. Very long traffic delays This level is considered by many agencies to be the limit of acceptable delay. These high E > 55.0 and < 80.0 delay values generally indicate poor progression, long cycle lengths and high v/c ratios. Individual cycle failures are frequent occurrences. Severe congestion This level, considered to be unacceptable to most drivers, often occurs with over saturation, that is, when arrival flow rates exceed the F >_ 80.0 capacity of the intersection. It may also occur at high v/c ratios below 1.0 with many individual cycle failures. Poor progression and long cycle lengths may also be major contributing factors to such delay levels. 9 Source: Highway Capacity Manual 6, Chapter 19: Signalized Intersections. 75B-113 12.2 Existing Plus Project Traffic Conditions — Caltrans Methodology Table 12-2 summarizes the existing plus project peak hour HCM level of service results at the two (2) state-controlled study intersections within the study area. The first column (1) of HCM/LOS values in Table 12-2 presents a summary of existing traffic conditions. The second column (2) presents existing plus project traffic conditions. The third column (3) indicates whether the traffic associated with the Project will have an impact based on the LOS standards defined in this report. The fourth column (4) presents the resultant level of service with the inclusion of recommended traffic improvements, where needed, to achieve an acceptable level of service. 12.2.1 Existing Traffic Conditions Review of column (1) of Table 12-2 indicates that all two (2) state-controlled study intersections currently operate an acceptable LOS C or better during the AM and PM peak hours. 12.2.2 Existing Plus Project Traffic Conditions Review of columns (2) and (3) of Table 12-2 indicates that traffic associated with the proposed Project will not significantly impact any of the two (2) state-controlled study intersections, when compared to the LOS standards and significant impact criteria specified in this report. Appendix E presents the Caltrans level_of service calculation worksheets for the two (2) state- controlled study intersections. 75B-114 12.3 Year 2019 Traffic Conditions — Caltrans Methodology Table 12-3 summarizes the Year 2019 peak hour HCM level of service results at the two (2) state- controlled study intersections within the study area. The first column (1) of HCM/LOS values in Table 12-3 presents a summary of existing traffic conditions. The second column (2) presents Year 2019 cumulative traffic conditions based on existing intersection geometry, but without any project generated traffic. The third column (3) presents future forecast traffic conditions with the addition of Project traffic. Column four (4) indicates whether the traffic associated with the Project will have an impact based on the LOS standards defined in this report. The fifth column (5) presents the resultant level of service with the inclusion of recommended traffic improvements, where needed, to achieve an acceptable level of service. 12.3.1 Year 2019 Cumulative Trak Conditions An analysis of future (Year 2019) cumulative traffic conditions indicates that with the addition of ambient traffic growth and related projects traffic, both state-controlled study intersections currently operate an acceptable LOS C or better during the AM and PM peak hours. 12.3.2 Year 2019 Cumulative Plus Project Traffic Conditions Review of columns (3) and (4) of Table 12-3 indicates that traffic associated with the proposed Project will not significantly impact any of the two (2) state-controlled study intersections, when compared to the LOS standards and significant impact criteria specified in this report. Appendix E presents the Caltrans level of service calculation worksheets for the two (2) state- controlled study intersections. 75B-115 ) 75B.116 !})/ �22`a f § / ± ) ) u u u u « ] u u u u ) � / § � ))\! )! ( � [) kk) \0 ƒ w v ) 75B.116 d V N C ma � 'a Ra F x d 0 d i N U U U U n U 6 c aU Vrl N V 7 i 0 4 N� R v 00 O O -- F U x d N � a c O U U U U E_ �o 0 TUU o O F U x O U U U U 0 OD :p E e •= S K v > F U N N N N F x _i A 0 N N G N a � � o J5 p� u � P�i d ti w° T M V z' 75B-117 12.4 Recommended Improvements — Caltrans Methodology 12.4.1 Existing Plus Project Traffic Conditions The results of the Caltrans assessment presented previously in Table 12-2 shows that the proposed Project will not significantly impact either of the two (2) key study intersections under the "Existing Plus Project' traffic scenario. Given that there are no significant project impacts, no improvements are required under this traffic scenario. 12.4.2 Year 2019 Plus Project Traffic Conditions The results of the Caltrans assessment presented previously in Table 12-3 shows that the proposed Project will not significantly impact either of the two (2) key study intersections under the "Year 2019 Plus Project' traffic scenario. Given that there are no significant project impacts, no improvements are required under this traffic scenario. 75B-118 13.0 ROADWAY SEGMENT EVALUATION Per City of Santa Ana requirements, this section of the report analyzes the daily operating conditions of the key roadway segment within the vicinity of the proposed Project. One (1) key roadway segment within the City of Santa Ana has been selected for evaluation and is listed below: A. Tustin Avenue, between Fourth Street and First Street (Santa Ana) 13.1 Roadway Link Capacities Daily operating conditions for the one (1) key roadway segment (links) identified above have been investigated according to the daily volume -to -capacity (V/C) of each link. The daily V/C relationship is used to estimate the LOS of the roadway segment with the volume based on 24-hour traffic count data and the capacity based on the Orange County Master Plan of Arterial Highways (MPAH) street classifications. The daily and peak hour roadway link capacity of each street classification according to the Orange County MPAH is presented in Table 13-1, along with the six corresponding service levels and associated V/C ratios. 13.2 Roadway Link Level of Service Criteria According to the City of Santa Ana, LOS D is the minimum acceptable condition that should be maintained for roadway segments. However, the City of Santa Ana has defined exceptions to this criteria in major development areas where LOS E is considered acceptable. LOS "D"Reauiremeuts A. Tustin Avenue, between Fourth Street and First Street If the daily roadway V/C ratio results in unacceptable LOS conditions, a'peak hour link analysis is conducted to determine if the roadway operates at a satisfactory service level during the peak hours. 75B-119 TABLE 13.1 ROADWAY LINK CAPACITIES10 Notes: • VPD = vehicles per day • VPH = vehicles per hour Source: Most current Orange County Master Plan of Arterial Highways. Peak hour capacity based on 10% of the daily LOS "E" capacity. 75B-120 Level of Service Criteria With Associated Roadway Capacity Daily Values (VPD) Peak Hour Facility Number Level of Service (LOS) Capacity A B C D E F (VPH)11 Type of Lanes Principal 8 -lanes divided 45,000 52,500 60,000 67,500 75,000 7,500 Major 6 -lanes divided 33,900 39,400 45,000 50,600 56,300 5,630 Primary 4 -lanes divided 22,500 26,300 30,000 33,800 37,500 3,750 Divided Collector 2 -lanes divided 9,000 12,000 15,000 20,000 22,000 2,200 Secondary 4 -lanes undivided 15,000 17,500 20,000 22,500 25,000 2,500 Commuter 2 -lanes undivided 7,500 8,800 10,000 11,300 12,500 -- 1,250 V/CRatio <0.600 0.601-0.700 0.701-0.800 0.801-0.900 0.901-1,000 >_1.01 Notes: • VPD = vehicles per day • VPH = vehicles per hour Source: Most current Orange County Master Plan of Arterial Highways. Peak hour capacity based on 10% of the daily LOS "E" capacity. 75B-120 13.3 Roadway Link Analysis Results 13.3.1 Existing Plus Project Analysis Table 13-2 summarizes the results of the Existing Plus Project daily analysis for the one (1) key roadway segment. The first column (1) shows the number of lanes, the second column (2) shows the arterial classification and the third column (3) shows the existing LOS "E" capacity. The fourth column (4) shows the daily volume, V/C ratio and resulting level of service for "Existing" traffic conditions. The fifth column (5) shows the daily volume, V/C ratio and resulting level of service for "Existing Plus Project" traffic conditions and indicates whether the traffic associated with the Project will have an impact based on the LOS standards defined in this report. Existing Traffic Conditions Review of column (4) of Table 13-2 indicates that the one (1) key roadway segment currently operates at LOS A. Existing Plus Project Traffic Conditions Review of column (5) of Table 13-2 indicates that the one (1) key roadway segment is forecast to continue to operate at an acceptable service level on a daily basis with the addition of Project generated traffic to existing traffic and will not have a significant impact. 75B-121 75B-122 V y R C C e� z d e s u 'e L C e rei « W :fl a C v o ¢ eo e � W F U ° owe is a rn o T E E a � W Q a e e v •K o U '� R a M o W u A L 3 E •E Ca a 'n 0➢ � � ry n o W a e e R 'y rej O Q p U e c u c q v v � w C � C V N � yN � Y h T Q V1 9 0 F w a X ¢ 75B-122 13.3.2 Year 2019 Plus Project Analysis Table 13-3 summarizes the results of the Year 2019 Plus Project daily analysis for the one (1) key roadway segment. The first column (1) shows the number of lanes, the second column (2) shows the arterial classification and the third column (3) shows the existing LOS `B" capacity. The fourth column (4) shows the daily volume, V/C ratio and resulting level of service for "Year 2019 Cumulative" traffic conditions. The fifth column (5) shows the daily volume, V/C ratio and resulting level of service for "Year 2019 Cumulative Plus Project' traffic conditions and indicates whether the traffic associated with the Project will have an impact based on the LOS standards defined in this report. Year 2019 Cumulative Traffic Conditions An analysis of future (Year 2019) background traffic conditions indicates that the addition of ambient traffic growth and cumulative projects traffic will not adversely impact the one (1) key roadway segment. The one (1) key study roadway segment is forecast to continue to operate at acceptable LOS A on a daily basis with the addition of ambient traffic growth and cumulative projects traffic. Year 2019 Cumulative Plus Proiect Traffic Conditions Review of column (5) of Table 13-3 indicates that traffic associated with the proposed Project will not significantly impact the one (1) key roadway segment, when compared to the LOS standards specified in this report. The one (1) key roadway segment is forecast to continue to operate at an acceptable LOS with the addition of project generated traffic in the Year 2019. 75B-123 M r J m H 75B-124 u w 0 E � z u m � � o V C 0' � C C+ O V E � m U F e N U o c a o r T u E q o ni h 0 Q a d ac U •o- opo e u v: N L y y u F r T � E •� e n q O ' N N O Ml y •v G O a � ii O T e • 0 n •i u o Y y Q � U w � e .J zwa d t w u w b � V T z, 9 0 F w a X Q 75B-124 14.0 SUMMARY OF FINDINGS AND CONCLUSIONS • Project Description — The Project site is comprised of two parcels and is currently occupied by an existing gas station building and car wash at 325 N. Tustin Avenue and a sit-down restaurant at 301 N. Tustin Avenue. The site is generally located south of Fourth Street and east of Tustin Avenue. Both properties are located in the Professional (P) zoning district. 301 N. Tustin Avenue has a General Plan land use designation of Professional & Administrative Office (PAO) and 325 N. Tustin has the General Plan land use designation of General Commercial (GC). As proposed, the Project requires approval of a general plan amendment to change the land use designation from PAO to GC, zone change from P to Commercial General (C2) and a conditional use permit for the proposed drive-through services. The Project will include the development of a commercial building with a drive-through and a gas station convenience store at 301 and 325 N. Tustin Avenue, respectively. The Project would include construction of a 7,417 square -feet (SF) commercial building with drive-through to replace a 4,200 sit-down restaurant and a 2,778 SF gas service station convenience store to replace the existing gas station building and car wash. Please note that the proposed Project will provide internal access between the two parcels. Study Scope — The following four (4) key study intersections and one (1) key roadway segment were selected for detailed peak hour and daily V/C / level of service analyses under Existing Traffic Conditions, Existing Plus Project Traffic Conditions, Year 2019 Cumulative Traffic Conditions and Year 2019 Cumulative plus Project: Rey Study Intersections 1. Tustin Avenue at Fourth Street (Santa Ana) 2. Tustin Avenue at First Street (Tustin) 3. SR -55 SB Ramps at Fourth Street (Santa Ana/Caltrans) 4. Sr -55 NB Ramps at Fourth Street/Irvine Boulevard (Tustin/Caltrans) Key roadway seeneent A. Tustin Avenue, between Fourth Street and First Street (Santa Ana) Existing Traffic Conditions — Three (3) of the four (4) key study intersections currently operate at an acceptable level of service during the AM and PM peak hours for the Existing traffic conditions. The exception is SR -55 SB Ramps at Fourth Street, which currently operates at unacceptable LOS E during the AM peak hour. ■ Project Trip Generation — With the application of existing trip credits, the proposed Project is forecast to generate a new of 878 daily trips, a net of 81 (42 inbound, 39 outbound) AM peak hour trips, and a net of 52 (21 inbound, 31 outbound) PM peak hour trips. ■ Cumulative Projects Traffic Characteristics — Twenty-four (24) cumulative projects were considered as part of the cumulative background setting. The twenty-four (24) cumulative 75B-125 projects are forecast to generate 30,720 daily trips, with 2,501 trips (1,176 inbound, 1,325 outbound) anticipated during the AM peak hour and 2,962 trips (1,506 inbound, 1,456 outbound) produced during the PM peak hour. Existing Plus Project Traffic Conditions — The proposed Project will not significantly any of the four (4) key study intersections, when compared to the LOS standards and significant impact criteria specified in this report. Although the intersection of SR -55 SB Ramps at Fourth Street is forecast to operate at LOS E during the AM peak hour with the addition of Project traffic, the proposed Project is expected to add less than 0.010 to the ICU value. The remaining three (3) intersections are forecast to continue to operate at an acceptable LOS with the addition of project generated traffic under the Existing Plus Project traffic conditions. Year 2019 Cumulative Traffic Conditions Plus Project —Traffic associated with the proposed Project will not significantly impact any of the four (4) key study intersections, when compared to the LOS standards and significant impact criteria specified in this report. SR -55 SB Ramps at Fourth Street is forecast to operate at LOS E during the AM peak hour with the addition of Project traffic, the proposed Project is expected to add less than 0.010 to the ICU value. The remaining three (3) key study intersections are forecast to continue to operate at an acceptable LOS with the addition of project generated traffic in the Year 2019. Site Access Assessment— The three (3) proposed Project driveways under near-term (Year 2019) traffic conditions at completion and full occupancy of the proposed Project. As shown, these key study intersections are forecast to operate at LOS C or better during the AM peak hour and PM peak hour. • Internal Circulation Evaluation — The on-site circulation was evaluated in terms of vehicle - pedestrian conflicts. Based on our review of the preliminary site plan, the overall layout does not create any unsafe vehicle -pedestrian conflict points and the driveway throating is sufficient such that access to parking spaces is not impacted by internal vehicle queuing/stacking. Curb return radii have been confirmed and are adequate for service/delivery trucks and trash trucks. The on- site circulation is very good based on our review of the proposed site plan, whereas the alignment, spacing, and throating of the Project driveways is adequate. The circulation around the buildings is adequate with sufficient sight distance along the drive aisles. CMP Compliance Assessment — The proposed Project is expected to generate a net of 878 daily trips, and thus does not meet the criteria required for a CMP traffic analysis. Therefore, it is concluded that the proposed Project will not have any significant traffic impacts on the Congestion Management Program Highway System. State of California (Caltrans) Analysis for Existing Plus Project Traffic Conditions— Based on the evaluation using Caltrans criteria, the proposed Project will not significantly impact either of the two (2) state-controlled study intersections. Both intersections are forecast to continue to operate at acceptable LOS C with the addition of project generated traffic under the Existing Plus Project traffic conditions. 75B-126 • State of California (Caltrans) Analysis for Year 2019 Plus Project Traffic Conditions— Based on the evaluation using Caltrans criteria, the proposed Project will not significantly impact either of the two (2) state-controlled study intersections. Both intersections are forecast to continue to operate at acceptable LOS C with the addition of project generated traffic under the Year 2019 Plus Project traffic conditions. • Existing Roadway Segment Evaluation — The one (1) key roadway segment currently operates at LOS A under Existing traffic conditions. ■ Existing Plus Project Roadway Segment Evaluation — The one (1) key roadway segment is forecast to continue to operate at an acceptable service level on a daily basis with the addition of Project generated traffic to existing traffic and will not have a significant impact. • Year 2019 Cumulative Plus Project Roadway Segment Evaluation —The proposed Project will not significantly impact the one (1) key roadway segment, when compared to the LOS standards specified in this report. The one (1) key roadway segment is forecast to continue to operate at an acceptable LOS with the addition of project generated traffic in the Year 2019. 75B-127 BUNDY-FINKEL ■ Architects Architecture Planning Meeting Notes Neighborhood Meeting Tustin Ave. Retail Meeting Date: 12-13-16 Meeting Location: EI Ranchito Restaurant, Santa Ana Attendees: (See attached for attendance list) Yoon Hee Choe, D.D.S. (Neighbor to the south) Maribel Martinez (Looking for space to lease) Paul S. Gregory (Business operator across the street) Interiors The following are the notes from the meeting held to present the Tustin Ave. Retail project to the surrounding neighbors. No negative comments received. Dr. Choe inquired if trees were to be planted along the property line. We responded that there would be. Ms. Martinez asked when the project would be completed and indicated she might be interested in leasing space in the building. Mr. Gregory asked when the restaurant would be shutting down. Sincerely, Bundy -Finkel Architects PIA—D -9 Richard Finkel, A.I.A. TUSTIN AVENUE RETAIL DEVELOPMENT SUNSHINE MEETING NOTES EXHIBIT 9 1120 Bristol Street • Suite 120 -Costa Mesa -CA 92688 - P. 714 850-7575 - F. 714 850-7576 75B-128 Atlantic Square Starbucks - CDs February 19, 2018 Page 2 Chase Russell - Russell Fischer Partnership 12-13-16 Richard Finkel - Bundy -Finkel Architects EI Ranchitc Restaurant Q Yoon Nee Uoe ).b,S. (114) 313-8183 (be -t ) yoo_nhee6�o dds CyAhoa,co.m N. 20 c Iwc 7 ta�.ti. , m -z-o max Imo. , CA- Sz"1 75B-129 d fi 4TH STREET 75B-130 N A LS 11.20.18 RESOLUTION NO.2018-xx A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA ADOPTING MITIGATED NEGATIVE DECLARATION ENVIRONMENTAL REVIEW NO. 2016-156 AND ADOPTING A MITIGATION MONITORING AND REPORTING PROGRAM RELATIVE TO GENERAL PLAN AMENDMENT NO. 2018-05, AMENDMENT APPLICATION NO. 2018-08, CONDITIONAL USE PERMIT NO. 2018-18 AND VARIANCE NO. 2018-10 FOR THE PROJECT LOCATED AT 301 AND 325 N. TUSTIN AVENUE BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SANTA ANA AS FOLLOWS: Section 1. The City Council of the City of Santa Ana hereby finds, determines and declares as follows: A. Applicant, Richard Finkel, representing Russell Fischer Partnership LLC, is requesting approval of General Plan Amendment No. 2018-05, Amendment Application No. 2018-08, Conditional Use Permit No. 2018-18 and Variance No. 2018-10 in order to facilitate construction of a new multi -tenant commercial building with ancillary drive-through service at 301 North Tustin Avenue and a service station at 325 North Tustin Avenue. B. The provisions of the California Environmental Quality Act of 1970 (CEQA), Public Resources Code Sections 21000 et. seq., as amended, require the evaluation of environmental impacts in connection with proposals for discretionary projects. C. Pursuant to Guidelines for the Implementation of the California Environmental Quality Act, an Initial Study relative to the proposed project concluded that implementation of the project could result in potentially significant effects on the environment and identified mitigation measures that would reduce the significant effects to a less -than -significant level. D. The City of Santa Ana prepared a Mitigated Negative Declaration (MND), Environmental Review No. 2016-156 for the proposed project which reflects the City's independent judgement and analysis as lead agency for the project. The Mitigated Negative Declaration concluded that the project would have a less than significant environmental impact with implementation of mitigation measures. Mitigation measures are included to address cultural resources, hazards, and tribal and cultural resources. EXHIBIT B 75B-133 E. On August 13, 2018, Notice of Intent to adopt the Initial Study and Mitigated Negative Declaration, Environmental Review No. 2016-156 was published in the OC Register newspaper, circulated to interested parties, and the State Clearinghouse. F. The documents related to the Mitigated Negative Declaration were made available for a 30 -day public review and comment period at the Santa Ana City Hall, the Main Library, and on the 'project webpage on the City's website. G. Comments received were addressed in a Response, to Comments document that provides sufficient information to demonstrate that the environmental conclusions and mitigation measures remain valid as disclosed in the Mitigated Negative Declaration. H. The mitigation measures set forth in Mitigated Negative Declaration are fully enforceable and will be 'implemented using the Mitigation Monitoring and Reporting Program attached hereto as Exhibit A, and incorporated herein by reference. On October 8, 2018, the Planning Commission of the City of Santa Ana held a duly noticed public hearing and voted to recommend that the City Council approve a resolution to adopt Mitigated Negative Declaration, Environmental Review No. 2016-156 and the related Mitigation Monitoring and Reporting Program for the project. J. On November 20, 2018, the City Council of the City of Santa Ana held a duly noticed public hearing to consider all testimony, written and oral, related to Mitigated Negative Declaration, Environmental Review No. 2016- 156, and the related Mitigation Monitoring and Reporting Program for the project, at which time all persons wishing to testify were heard, the project was fully considered, and all other legal prerequisites to the -adoption of this Resolution occurred. Section 2. The ,City Council has independently reviewed and analyzed the information contained in the Initial Study and the Mitigated Negative Declaration, Environmental Review No. 2016-156, prepared with respect to this project.. The City Council has, as a result of its consideration and the evidence presented at the hearings on this matter, determined that, as required pursuant to the California Environmental Quality Act (CEQA) and the State CEQA Guidelines, the. MND ,adequately addresses the expected •environmental impacts of this project. On the basis of this review, the City Council finds that there is no substantial evidence from which it can be fairly argued that the project will have a significant adverse effect on the environment. Section 3. The City Council hereby adopts and approves the MND and adopts the Mitigation Monitoring and Reporting Program, and directs that the Notice of Determination be prepared and filed with the County Clerk of the County ,of Orange in 75B-134 the manner required by law. This decision is based upon the evidence submitted at the above said hearing, which includes, but is not limited to: the Request for Council Action dated November 20, 2018, and exhibits attached hereto; and the public testimony, written and oral, all of which are incorporated herein by this reference. Section 4. Pursuant to Title XIV, California Code of Regulations (CCR) § 735.5(c)(1), the City Council has determined that, after considering the record as a whole, there is no evidence that the proposed project will have the potential for any significant adverse effect on wildlife resources or the ecological habitat upon which wildlife resources depend. The proposed project exists in an urban environment characterized by paved concrete, roadways, surrounding buildings and human activity. However, pursuant to Fish and Game Code § 711.2 and Title XIV, CCR § 735.5, the payment of Fish and Game Department filing fees in conjunction with this project is at the discretion of the State of California Department of Fish and Wildlife. Section 5. The Applicant agrees to indemnify, hold harmless, and defend the City of Santa Ana, its officials, officers, agents, and employees, from any and all liability, claims, actions or proceedings that may be brought arising out of its approval of this project, and any approvals associated with the project, including, without limitation, any environmental review or approval, except to the extent caused by the sole negligence of the City of Santa Ana. Section 6. This decision rendered by the City Council of the City of Santa Ana is final and is subject to judicial review pursuant to California Code of Civil Procedure section 1094.6. The Planning and Building Agency shall give direct notice to the Applicant of the City Council's decisions and these findings. ADOPTED this day of 2018. Miguel A. Pulido Mayor 75B-135 APPROVED AS TO FORM: Sonia R. Carvalho, City Attorney Lisa Storck Assistant City Attorney AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers CERTIFICATE OF ATTESTATION AND ORIGINALITY I, MARIA D: HUIZAR, Clerk of the Council, do hereby attest to and certify the attached Resolution No. 2018-xx to be the original resolution adopted by the City Council of the City of Santa Ana on , 2018. Date: Clerk of the Council City of Santa Ana 75B-136 EXHIBIT A Mitigation Monitoring and Reporting Program 75B-137 Mitigation Monitoring and Reporting Program Tustin Avenue Retail Project MND SCH# 2018081033 City of Santa Ana 75B-138 Mitigation Monitoring and Reporting Program Authority and Purpose Pursuant to, and in accordance with California Public Resources Code, Section 21081.6 (AB 3180), a mitigation monitoring and reporting program for the City of Santa Ana's Tustin Avenue Retail Project Mitigated Negative Declaration (MIND) SCH# 2018081033 has been prepared. The purpose of this Mitigation Monitoring and Reporting Program (MMRP) is to ensure compliance with and effectiveness of the mitigation measures set forth in the Tustin Avenue Retail Project MND. Section 15074(d) of the CEQA Guidelines states that, when adopting a mitigated negative declaration, the lead agency shall adopt a program for reporting on or monitoring the changes that it has either required in the project or made a condition of approval to reduce or avoid significant environmental effects. Section 21081.6 of the Public Resources Code and Section 15097 of the CEQA Guidelines require a public agency to adopt a mitigation monitoring and reporting program for assessing and ensuring the implementation of required mitigation measures applied to proposed projects. Monitoring Program List of Mitigations The City of Santa Ana's Mitigation Monitoring and Reporting Program for the Tustin Avenue Retail Project consists of a list of mitigation conditions and/or verifications required for incremental implementation of the project The following provides information regarding the purpose and procedures for each individual significant impact and related mitigation measures. For each significant impact and corresponding set of mitigation measures, the party responsible for mitigation implementation and monitoring is identified. The required timing for implementation of each measure is also specified. MITIGATION MONITORING AND REPORTING PROGRAM 75B-139 Mitigation Monitoring and Reporting Program Impacts RequiredIN[itigation Measu CS V. Cultural Resources Items (b) and (c) The Tustin Avenue Retail Development Project site AIM CR -A Should previously unidentified historical, Implementing Entity: Project applicant/ sill be graded prior to construction, and if during archaeological or paleontological resources be uncovered during developer and cultural resources expert grading, it is revealed that previously unidentified archaeological, Paleontological or geologic deposits the course of construction, grading/construction shall be halted in the area of concern so that the findings can be assessed. If it is Monitoring en Ci of Sana Ara g cY City exist, an expect appropriate m the nature of the find determined that more formal data collection u ed, needa Planning and Building Agency most be afforded the opportunity to evaluate any controlled excavation shall be required to adequately record the Timing: Grading/construction phase additional finds and to complete an analysis in find and recover (he associated materials in accordance with accordance with CEQA guidelines, as amended. CEQA guidelines, as amended. Excavating the materials in this controlled manner will minimize the risk of any resources being lost, damaged or destroyed. AIM CR -1- Prior to the sten of construction, the project Implementing Entity: Project applicant/ developer shall retain a Native American Monitor to conduct a developer and Native American Monitor Native American Indian Sensitivity Training for cm snuction Personnel prior to commencement of any excavation activities. Monitoring en Ci of Santa Ana � Agency: City The training session shall include a lundout and focus on how to Planning and Building Agency and Native identify Native American resources encountered during Amencon tribal group(s) earthmoving activities and the procedures followed if resources Timing: Grading/commrction phase are discovered, dm duties of the Native American Monitor and the general steps the Monitor would EORDw in conducting a salvage investigation. The project developer shall renin a Native American Monitor to be on-site during all project -related, ground -disturbing construction activities (e.g., pavement removal, auguring boring, grading, excavation, potholing, trenching, and grubbing) of previously undutudxd native sods. MITIGATION MONITORING AND REPORTING PROGRAM 2 75B-140 V. Cultural Resources Item (d) If future activities in project site adversely impact previously unidentified cultural resources, including burial sites or sacred lands, an archaeologist will be afforded the opportunity to evaluate any additional finds and to complete an analysis in accordance with CEQA guidelines, as amended. Mitigation Monitoring and Reporting Program MMCR-3. Any future development that occurs u a result of the proposed project will be subject to the provisions of Section 7050.5 of the Calif nuia Health and Safety Code. Section 7050.5 requires the contractor to notify the County Coroner if suspected human remains are uncovered. The Coroner will then determine whether the remains are of forensic interest. If the Coroner, with the aid of a supervising archaeologist, determines that the remains are or appear to be of a Native American individual, he/she avould contact the Native American Heritage Commission for further investigations and proper recovery of such remains, if necessary. MITIGATION MONITORING AND REPORTING PROGRAM 3 75B-141 Implementing Entity. Project applicant/developey County Coroner, qualified arelueologist Monitoring Agenry: City of Santa Ana Planning and Building Agency and the Native American Heritage Comn fission Timing: Gtading/eonsnuction phase Mitigation Monitoring and Reporting Program Impacts Required Nlitigation,mcisures Implementation VIII. Hazards and Hazardous Materials Items (a), (b), end (c) Due to the age of the existing budding, them is a potential AIMHAZIAsbesrosAbateamene. Prior many Implementing Entity: Project applicant/ that asbestos containing mawrials (AC10) and, perhaps, lead- demolition, a thorough asbestos survey is required in developer and Certified Asbestos Consultant base paint (I -BP) may be present. Exposure to either ACM of accordance with the EPA and SCAQbID Rule 403. All Monitoring o g � ry' Ci ty of Santa Ana LBP may expose construction wvrkets and people in the onsite structures that contain wbesms must have the ACM Planning and Building Agency (Building vicinity of the project site to potential health risks. removed according to proper abatement procedures Safety Division) and the South Coast Air recommended by the asbestos consultant and as requited by the SCAQMD. All abatement activities shall be in Quality Management District (SCAQMD) compliance with Cahli nnia and Federal OSI IA, and with Timing. Prior to demolition phase the SCAQMD requirements. Only asbestos trained and certified abatement personnel shall be allmved m perform asbestos abatement. All ACM removed from onsite structures shall be transported by a licensed to handle ACM and disposed of at a licensed receiving facility and under proper manifest Follovving completion of the asbestos abatement, the asbestos consultant shall provide a report documenting the abatement procedures used, the volume of ACM removed, where the material was disposed. Tliis report shall include transportation and disposal manifests or dump tickets. The abatement report shall be prepared for the property owner or other responsible party, with a copy submitted to the SCAQMD and the City of Santa Ana. MITIGATION MONITORING AND REPORTING PROGRAM 4 75B-142 Mitigation Monitoring and Reporting Program Impacts Required Mitigation Measures Implementation VIII. Hazards and Hazardous Materials Cad. Due to the age of the existing building, there is a potential MAI HAZ-1Ashesros Noddcation. SCAQMD Rule Implementing Entity. Project applicant/ that asbestos containing materials (ACM) and, perhaps, lead- 1403 establishes noti4ntion and work practice developer and City of Santa Ana Planning base paint (LBP) may be p s;enL Furposure m eitherAChl or requirements to limit asbestus emissions from building and Building Agency (Building Safety LDP may expose construction unrkea and people in the demolition and renovntion activities. State law requires Division) vicinity of the project site to potential health risks. that a copy of the asbestos demolition notification form be Monitoring Ci of Santa A �g en ry' City na provided to Building and Safety petsonncl prior m the Planning aril Building Agency (Building m issuance of a demolition perit. Local governments are Safety Division) and the South Coast Air responsible for the asbestus notification process. Quality ivlaaagement District (SCAQh1D) Timing. Prior to and during demolition/ construction phase AIMHAZ-5 Lead BasedPaiarRemoml. Prior to the Implementing Entity. Project issuance of a permit for demolition of any structure, a applicant/developer and licensed Lead Based licensed LBP professional shall be contacted to evaluate Paint wnsulumt the structure for LBP. If LBP is discovered, it shag be MonitoringCi of Santa Ana City removed according to proper abatement procedures an�B°cy' Planning and Agency ng recommended by the consultant and in accordance with Safety Division) and the South Coast Air n) an t Coast Ai SCAQMD, State of California and Federal requiranents. Only LBP trained and certified abatement personnel shall Quality Management District (SCAQMD) be allowed to perform abatement activities. Ag LBP Timing. Prior to and during demolition removed from these structures shag be hauled and phase disposed of by a transportation company licensed m transport this type of material, In addition, the material shag be taken to a landfill or receiving facility licensed to accept the waste. Following completion of the LBP abatcmcn4 the LBP consultant shag provide a report documenting the abatement procedums used, the volume of LBP removed, where the material vvas moved to, and include transportation and disposal manifests or dump tickets. The abatement report slag be prepared for the Property ownet or other responsible patty, with a copy submitted to die SCAQMD and the City of Santa Ana MITIGATION MONITORING AND REPORTING PROGRAM 5 75B-143 Mitigation Monitoring and Reporting Program Please refer to Impacts in pmsious section V. Cultural Please refer to MM CR-? and MM CR -3 in section V. Please refer to Implememation in pvn ious Resources, Items (b), (e), and (d). Cultural Resources, Items (b), (c), and (d). section V. Cultural Resources, items (b), (c), and (d). MITIGATION MONITORING AND REPORTING PROGRAM 6 75B-144 LS 11.20.18 RESOLUTION NO.2018-xx A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA APPROVING GENERAL PLAN AMENDMENT NO. 2018-05 FOR THE PROPERTIES LOCATED AT 301 NORTH TUSTIN AVENUE, 431 NORTH TUSTIN AVENUE AND 2321 EAST FOURTH STREET BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SANTA ANA AS FOLLOWS: Section 1. The City Council of the City of Santa Ana hereby finds, determines and declares as follows: A. Richard Finkel (Applicant), representing Russell Fischer LP, is requesting approval of General Plan Amendment No. 2018-05 to amend the General Plan land use designation of the property at 301 North Tustin Avenue from Professional & Administrative Office (PAO) to General Commercial (GC) and to update text portions of the City's Land Use Element to reflect this change in order to facilitate construction of a new multi -tenant commercial building with ancillary drive-through service at 301 North Tustin Avenue and a service station at 325 North Tustin Avenue. B. In addition, the City of Santa Ana is proposing to change the land use designation of the properties at 431 North Tustin Avenue and 2321 East 41 Street from Professional and Administrative Office (PAO) to General Commercial (GC) and to update text portions of the City's Land Use Element to reflect this change. C. On June 12, 2018, pursuant to Senate Bill 18 and Assembly Bill 52, the City mailed consultation letters to all tribes listed on the Native American Heritage Commission (NAHC) Tribal Consultation List. D. On October 8, 2018, the Planning Commission of the City of Santa Ana held a duly noticed public hearing and voted to recommend that the City Council adopt a resolution adopting Mitigated Negative Declaration, Environmental Review No. 2016-156 and approve General Plan Amendment No. 2018-05. E. On November 20, 2018, the City Council of the City of Santa Ana held a duly noticed public hearing to consider all testimony, written and oral, related to General Plan Amendment No. 2018-05, at which time all persons wishing to testify were heard, the project was fully considered, and all other legal prerequisites to the adoption of this Resolution occurred. Resolution No. 2018-xx EXHIBIT 2 Page 1 of 5 75B-145 F. General Plan Amendment No. 2018-05 has been filed to amend the General Plan to change the land use designation of the property at 301 North Tustin Avenue from Professional and Administrative Office (PAO) to General Commercial (GC). In addition, the City of Santa Ana is proposing to change the land use designation of the properties at 431 North Tustin Avenue and 2321 East 4t' Street from Professional and Administrative Office (PAO) to General Commercial (GC) and to update text portions of the City's Land Use Element to reflect this change. 1. The existing General Plan land use designation for the project area is Professional & Administrative Office (PAO) which are typically in areas that are in close proximity to freeways allow for professional and/or administrative offices, with floor area ratio intensity ranges from 0.5 to 1.0. 2. The proposed General Plan land use designation for the project area is General Commercial (GC) which applies to commercial corridors and major arterial roadways in the City, allows for facilities and services including shopping, recreation, cultural and entertainment activities and the floor area ratio intensity ranges from 0.5 to 1.0. 3. The general plan amendment will support several goals and policies of the General Plan, including the Land Use Element, Economic Development Element, Circulation Element, and Urban Design Element. In specific, General Plan Land Use Element Goal 1 to promote a balance of land uses to address basic community needs. Policy 1.10 to encourage the location of commercial centers at arterial roadway .intersections in commercial districts. Land Use Element Goal 2 to promote land uses that enhance the City's economic and fiscal viability. Policy 2.4 supporting pedestrian access with an enhanced pedestrian walkway. Furthermore, the project is consistent with Policy 2.8, to promote rehabilitation of commercial properties, and encourage increased levels of capital investment. Policy 2.9 supporting developments that create a business environment that is safe and attractive. Policy 5.5 to encourage development that is compatible with and supporting of surrounding land uses. The commercial center and its operations are compatible with the surrounding commercial and professional businesses. Economic Development Goal 2 to maintain and enhance the diversity of the City's economic base. Specifically, Policy 2.3 to encourage the development of mutually beneficial and supportive business clusters within the community. Economic Development Goal 4 to expand the tax base of local government to improve and maintain the level of public services. Policy 4.1 to target business attraction and retention resources towards firm with high positive net revenue implications for local government, particularly those engaged in business -to -business taxable sales transactions. Resolution No. 2018-xx Page 2 of 5 75B-146 Circulation Element Goal 2 to promote design and construction that facilitates safe utilization of the City's transportation system. Policy 2.1 to limit the number of driveways on arterial streets to reduce vehicular conflict, and facilitate traffic flow. Urban Design Goal 1 to improve the physical appearance of the City through development of districts that project a sense of place, positive community image and quality environmental. Specifically, Policy 1.5 to include enhanced architectural forms, textures, colors, and materials are expected in the design of all projects and Policy 1.6 to include plazas, open spaces, and courtyards connecting to public right-of-way to encourage public interaction. G. The City Council has weighed and balanced the General Plan's policies, and has determined that based upon this balancing that General Plan Amendment No. 2018-05 is consistent with the purpose of the general plan. Section 2. The Planning Commission of the City of Santa Ana recommends that the City Council adopt an ordinance rezoning the real properties located at 301, 325 and 401 North Tustin Avenue and 2320 East Fourth Street and Amended Sectional District Map number 9-5-9 showing the above described change in use district designation (AA No. 2018-08). This recommendation is based upon the evidence submitted at the above said hearing, which includes, but is not limited to: the Request for Planning Commission and Council Action dated October 8, 2018 and November 20, 2018, respectively and exhibits attached thereto; and the public testimony, all of which are incorporated herein by this reference. Section 3. The City Council has reviewed and considered the information contained in the initial study and the mitigated negative declaration (MND), Environmental Review No. 2016-156, prepared with respect to this project. The City Council has, as a result of its consideration and the evidence presented at the hearings on this matter, determined that, as required pursuant to the California Environmental Quality Act (CEQA) and the State CEQA Guidelines, the MND adequately addresses the expected environmental impacts of this project. On the basis of this. review, the City Council finds that there is no evidence from which it can be fairly argued that the project will have a significant adverse effect on the environment Section 4. The City Council of the City of Santa Ana after conducting the public hearing hereby approves General Plan Amendment No. 2018-05. The amendments to the Land Use Element are attached hereto as Exhibit A and incorporated herein by this reference as though fully set forth herein. This decision is based upon the evidence submitted at the above said hearing, which includes, but is not limited to: the Request for Council Action dated November 20, 2018, and exhibits attached hereto; and the public testimony, written and oral, all of which are incorporated herein by this reference. Resolution No. 2018-xx Page 3 of 5 75B-147 Section 5. This Resolution shall not be effective unless and until Ordinance No. NS- (AA No. 2018-08) becomes effective. If said ordinance is for any reason held to be invalid or unconstitutional by the decision of any court of competent jurisdiction, or otherwise does not go into effect for any reason, then this resolution shall be null and void and have no further force and effect. Section 6. The Applicant agrees to indemnify, hold harmless, and defend the City of Santa Ana, its officials, officers, agents, and employees, from any and all liability, claims, actions or proceedings that may be brought arising out of its approval of this project, and any approvals associated with the project, including, without limitation, any environmental review or approval, except to the extent caused by the sole negligence of the City of Santa Ana. Section 7. This decision rendered by the City Council of the City of Santa Ana is final and is subject to judicial review pursuant to California Code of Civil Procedure section 1094.6. The Planning and Building Agency shall give direct notice to the Applicant of the City Council's decisions and these findings. ADOPTED this _ day of , 2018. APPROVED AS TO FORM: Sonia R. Carvalho, City Attorney By' Lisa Storck Assistant City Attorney AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers Miguel A. Pulido Mayor 75B-148 Resolution No. 2018-xx Page 4 of 5 CERTIFICATE OF ATTESTATION AND ORIGINALITY I, MARIA D. HUIZAR, Clerk of the Council, do hereby attest to and certify the attached Resolution No. 2018-xx to be the original resolution adopted by the City Council of the City of Santa Ana on .2018. Date: Clerk of the Council City of Santa Ana 75B-149 Resolution No. 2018-xx Page 5 of 5 City of Santa Ana General Plan Land Use Element 1998 City of Santa Ana Planning Division Adopted February 2, 1998 (Reformatted January 2010) The following is a chronology of the approved general plan amendments that have been incorporated into this document since the comprehensive update of the General Plan Land Use Element adapted by the Santa Ana City Council February 2, 1998 (GPA 1997- 05): GPA 2018-02 (May 15, 2018) GPA 201091 GPA 2015-01(May15, 2018) GPA 200802 GPA 2017-02 (December 19,2017) GPA 2007-03 GPA 2D17 -0i (June 27,2117) GPA 2008-01 GPA 2016-03 (February 21, 2017) GPA 2004-03 GPA 2016-02(May 17,2016) GPA 2007-02 GPA 2016-01(Ap 119, 201 6) GPA 2007-01 GPA 201503 (February 2, 2016) GPA 2006-01 GPA 2014-02 (October 21, 2014) GPA 2005-01 GPA 2014-01 (Joe 3, 2014) GPA 2003-01 (February 18, 2003) GPA 2011-03 (March 19, 2012) h 19, 2007) 6,2011) GPA 2005-02 (October 17, 2005) GPA 2001-02 (January 7, 2002) 7,2010) GPA 200"1(Apn75,2005. as passed by GPA 2000-09 (May 7, 2001) W. 2009) the voters of Santa Ana) GPA M08(Febmary 5, 2001) 18, 2009) GPA 2004-04 (July 19, 2004) GPA 200003 (December4, 2000) 5,2008) GPA 20)4-06 (July 6, 2004) GPA 2000-02(November 2D, 2000) uary 2, 2009) GPA 200302(June 16, 2003) GPA 1999-02 (October 18,1999) 18, 2007) GPA 2003-01 (February 18, 2003) GPA 1999-01 (August 16,1999) h 19, 2007) GPA 2002-01(Sepumber 3, 2002) GPA 1998-04 (October 5,1998) bar 2, 2006) GPA 2002-03(August19, 2002) GPA 1998-05(September 21,1998) ember 5, 2005) GPA 2001-03 (February 19, 2002) GPA 1998-01 (May 4, 1998) EXHIBIT A 75B-150 ■ W2 fa L\.11■ i 75B-151 Land Use Designations Land Use Plan ©(p u z 56MA41-d W MBaw.kMrlr.MSsdaiTM F. - 1 75B-152 -ro Land Use Plan 6 Development Intensity Standards/ FAR Areas Go E.M.. LAND USE ELEMENT Commercial The Land Use Plan identifies three land use designations that encourage a variety of office, retail and commercial enterprises to serve the community. • The Professional/Administrative Office (PAO) designation applies to those areas where professional and/or administrative offices are predominant, or where such development is being encouraged. Land included in this designation is found primarily near the Civic Center, and along the First Street and Tustin Avenue Corridors in close proximity to freeways. There are other smaller PAO areas in the City such as along North Broadway and along portions of east and west Seventeenth Street. A total of 64-2-.609.6 acres is included in this land use designation. The floor area ratio intensity standard applicable to this land use designation ranges from 0.5 to 1.0. The Professional and Administrative Office areas are intended to provide a unique environment for office development in those areas of the City where office uses are the predominant land use. The purpose for maintaining and supporting these areas exclusively for office and office -related uses is to encourage major employment centers at locations which significantly lessen the impact to the City's local street system. The First Street/Tustin Avenue office corridor between the Santa Ana (I-5) and Costa Mesa (SR -55) Freeways serves this purpose. In addition, the orderly, well-maintained quality of existing development supports a continuation of these areas as functional office/employment centers. The Professional and Administrative Office designation includes a range of floor area ratios to differentiate development intensity and character in relation to adjacent land uses. The areas with a FAR of 0.5 are not major office centers, but rather have an established character of lower intensity garden office and professional service uses. These areas are typically adjacent to low density residential neighborhoods, or are converted residential office uses. Office development along East Fourth Street, between Grand Avenue and the Santa Ana Freeway, is typical of this low-rise office character. The PAO area located adjacent to the Civic Center contains a range of office development intensity which supports the City's functional role as the government center of the County. The types of uses typically located in the PAO district include the following-. • Professional and administrative offices,/office parks; ■ Service activities such as copy centers, courier services, travel agencies, and restaurants when such uses are an integral component of a planned office development; and Professional uses such as accountants, attorneys, doctors, engineers, and insurance brokers. A-20 CITY OF SANTA ANA GENERAL PLAN 75B-153 LAND USE ELEMENT The General Commercial (GC) district applies to commercial corridors in Santa Ana including those located along Main Street, Seventeenth Street, Harbor Boulevard, and other major arterial roadways in the City. The intensity standard applicable to this designation is a floor area ratio of0.5 -1.0, though most General Commercial districts have a FAR of 0.5. A total of88}8 888.7 acres of land is included in this designation. General Commercial districts are key components in the economic development of the City. They provide highly visible and accessible commercial development along the City's arterial transportation corridors. In addition, General Commercial land uses provide important neighborhood facilities and services, including shopping, recreation, cultural and entertainment activities, employment, and education. The districts also provide support facilities and services for industrial areas including office and retail, restaurants and various other services. The General Commercial development standards are based upon the character and intensity of development, as well as the degree of access and market demand for these properties. The relationships to adjacent land uses, are also considered. Uses typically located in this district are: • Business and professional offices; • Retail and service establishments; ■ Recreational, cultural, and entertainment uses; and • Vocational schools. General Commercial Districts have a floor area ratio of0.5 with the exception of the Mid -town area which has an floor area ratio of up to 1.0. One Broadway Plaza District Center is a separate land use designation as it has an FA.R. of 2.9, which exceeds the typical District Centerintensity limit. Additionally, it does not include a residential component. One Broadway Plaza is envisioned as a landmark professional office complex that will be a focal point in the Downtown Redevelopment area serving the Civic Center complex, Downtown, and Midtown urban areas. The City's District Centers and major development areas are shown in Exhibit A-5. CITY OF SANTA ANA GENERAL PLAN 75B-154 W LAND USE ELEMENT Table A-4 Land Use Man Build -out Capacities Land Use Intena(ty/ Acres Oens( EUecthre Bu(Idoof' Theoretical Buildout 45,198 du Residential Low Density Residential LR -7 6,456.9 7 dWac Low Medium Density Residential LMR -11 1 420.61 11 duhe 1 4,627 du Medium Density Residential MR -15 370.1 15 dWac 5,551du Subtotal 7,3971 Non Res. all du' Res. Non -Res. 55,624 du Res. Mixed Use District Center Other" DC 309.5 50 du /ac FAR 1.0.2.0 11,955,583 sl 3,017 du 23,764,53451 3,017 du Heritage OC 18.8 FAR 1.7 54,090 4 1,221 du 54,090sl 1,221 du Downtown DC 62.5 FAR 3.0 2,057,824 4 1,661 du 2.057,824 sf 1,661 du Metro East DC 98.3 FAR 3.0 3,245,185 sf 5,551 du 3,245.185 sf 5,551 du Transit Village DC 51.4 FAR 5.0 402,8644 2,761 du 402,8644 2,761 du Harbor Corridor DC 125.0 FAR 5.0 1,836,1554 2,029 du 1,836,1558 2,029 du Urban Neighborhood UN 276.9 FAR 0.53.0 876,546 4 5,016 du 876,546 5,016 du Subtotal — Commercial f44.i 20An,42d 21,256 du 32,237,371 �,. 26 551.9984'.=9,,-�-r1a 21,256 du Professional S Admin. Office PAFFAR 0.5.1.0 13.zis999 d General CornnerCial FAR 0.5.1.0 9.354.7974 a8595448 38.709.59481One Broadway Plaza District Ctrs OBPDC 4--609`5 FAR 2.9 543,193 d 543,193 sf Sl�tal 33,173,9894 65,604,7954ndustrial Other IND FAR 0.45 42,199,991 4 42,199,991 4 Institutional INS 900.6 FAR 02-0.5 6,974,7404 17,436,650 st Open Space I 0S 1 1.010.91 FAR 02 8,806,961 4 8,806,961 ad Subtotal 1,911.5 15,781,701 It 26,243,811 8f FAR=fbn area ratio, d.o.=dwelling unit, s L—square feet (of floor area). Acreage shown in table does not include roads in right-of-way. t Elf above capacity for non-residential development assumes development possible under the lower range of FAR intensity standards with the exception of the Metro East District Center, Transit Village District Center, Downtown District Center, Heritage District Center, and Urban Neighborhood areas. The Harbor Corridor District Center, Metro East District Cerner, Transit Village District Center, Downtown District Center, and Urban Neighborhood areas allow a range of intensity for mixture of residential and non-residential development based on the zoning development standards. Residential effective capacity was calculated by adding the 21.256 units possible in the District Center and Urban Neighborhood with the existing 74,588 (Census 2000) housing units. ' Land use designation permits both residential and non-residential development. Build -out assumes 90% of land area will be developed as commercial and 10% will be developed as residential. with the exception of Town and Country Manor project intended for continuum of care and housing seniors. ' Land use designation permits high intensity office development with ancillary retail use. This table has been revised to correspond with the GIS Land Use Map illustrated in Exhibit 2. CITY OF SANTA ANA GENERAL PLAN 75B-155 75B-156 LS 11,20 18 ORDINANCE NO. NS-XXXX AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA ANA APPROVING AMENDMENT APPLICATION NO. 2018-08 REZONING THE PROPERTIES LOCATED AT 301 NORTH TUSTIN AVENUE, 325 NORTH TUSTIN AVENUE, 401 NORTH TUSTIN AVENUE, AND 2320 EAST FOURTH STREET FROM THE PROFESSIONAL (P) TO THE GENERAL COMMERCIAL (C2) ZONING DISTRICT THE CITY COUNCIL OF THE CITY OF SANTA ANA DOES ORDAIN AS FOLLOWS: Section 1. The City Council of the City of Santa Ana hereby finds, determines and declares as follows: A. Richard Finkel (Applicant), representing Russell Fischer LP, has filed Amendment Application No. 2018-08 with the City of Santa Ana to change the zoning designation of the parcels located at 301 and 325 North Tustin Avenue from Professional (P) to General Commercial (C2) in order to facilitate construction of a new multi -tenant commercial building with ancillary drive-through service at 301 North Tustin Avenue and a service station at 325 North Tustin Avenue. B. In addition, the City of Santa Ana is proposing to amend the zoning designation of 401 North Tustin Avenue and 2320 East Fourth Street from Professional (P) to General Commercial (C2). C. General Plan Amendment No. 2018-05 was filed concurrently with the Amendment Application for consistency with the General Plan. D. On October 8, 2018, the Planning Commission held a duly noticed public hearing and voted to recommend that the City Council adopt an ordinance approving Amendment Application No. 2018-08 which is consistent with the General Plan, as amended by General Plan Amendment No. 2018-05. E. The City Council has reviewed applicable general plan policies and has determined that this proposed rezoning is consistent with the purpose of the general plan. F. The City Council, prior to taking action on this ordinance, held a duly noticed public hearing on November 20, 2018. G. The City Council also adopts as findings all facts presented in the Request for Council Action dated November 20, 2018 accompanying this matter. Ordinance No. NS-XXXX Page 1 of 3 75B4671 H. For these reasons, and each of them, Amendment Application No. 2018- 08 is hereby found and determined to be consistent with the intent and purpose of Chapter 41 of the Santa Ana Municipal Code, thus changing the zoning district is found to be consistent with the General Plan of the City of Santa Ana and otherwise justified by the public necessity, convenience, and general welfare. Section 2. The Planning Commission of the City of Santa Ana recommends that the City Council adopt an ordinance rezoning the real properties located at 301, 325 and 401 North Tustin Avenue and 2320 East Fourth Street and Amended Sectional District Map number 9-5-9 showing the above described change in use district designation (AA No. 2018-08). This recommendation is based upon the evidence submitted at the above said hearing, which includes, but is not limited to: the Request for Planning Commission and Council Action dated October 8, 2018 and November 20, 2018, respectively and exhibits attached thereto; and the public testimony, all of which are incorporated herein by this reference. Section 3. The City Council has reviewed and considered the information contained in the Mitigated Negative Declaration (Environmental Review No. 2016-156) prepared with respect to this project. The City Council has, as a result of its consideration of the record as a whole and the evidence presented at the hearings on this matter, determined that, as required pursuant to the California Environmental Quality Act (CEQA) and the State CEQA Guidelines, Environmental Review No. 2016- 156 meets all the requirements of CEQA. Section 4. The zoning designation of the real properties located at 301 North Tustin Avenue, 325 North Tustin Avenue, 401 North Tustin Avenue and 2320 East Fourth Street is hereby reclassified from Professional (P) to General Commercial (C2). An amended Sectional District Map, showing the above described changes in use district designation, is hereby approved and attached hereto as Exhibit A, and incorporated by this reference as though fully set forth herein. Section 6. This ordinance shall not be effective unless and until Resolution No. 2018- (Environmental Review No. 2016-156 and General Plan Amendment No. 2018-05) is adopted and becomes effective. If either resolution and/or ordinance are for any reason held to be invalid or unconstitutional by the decision of any court of competent jurisdiction, or otherwise does not go into effect for any reason, then this ordinance shall be null and void and have no further force and effect. Section 7. If any section, subsection, sentence, clause, phrase or portion of this ordinance is for any reason held to be invalid or unconstitutional by the decision of any court of competent jurisdiction, such decision shall not affect the validity of the remaining portions of the ordinance. The City Council of the City of Santa Ana hereby declares that it would have adopted this ordinance and each section, subsection, sentence, clause, phrase or portion thereof irrespective of the fact that any one or more sections, subsections, sentences, clauses, phrases or portions be declared invalid or unconstitutional. Ordinance No. NS-XXXX Page 2 of 3 75B-158 Section 8. The Applicant agrees to indemnify, hold harmless, and defend the City of Santa Ana, its officials, officers, agents, and employees, from any and all liability, claims, actions or proceedings that may be brought arising out of its approval of this project, and any approvals associated with the project, including, without limitation, any environmental review or approval, except to the extent caused by the sole negligence of the City of Santa Ana. ADOPTED this _ day of 2018. Miguel A. Pulido Mayor APPROVED AS TO FORM: Sonia R. Carvalho City Attorney By: isa Storck Assistant City Attorney AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers CERTIFICATE OF ATTESTATION AND ORIGINALITY I, MARIA D. HUIZAR, Clerk of the Council, do hereby attest to and certify that the attached Ordinance No. NS- to be the original ordinance adopted by the City Council of the City of Santa Ana on 2018 and that said ordinance was published in accordance with the Charter of the City of Santa Ana. Date: Clerk of the Council City of Santa Ana 75B-159 Ordinance No NS -)(XXX Page 3 of 3 ZONING DISTRICTS Al GENHRALAGRICULTURAL CSM SOUTH MANSTREET COMLERCAL DST R2 TAO-FAMLYRESOENCE -B PARKNG MODFOATIDN Cl COLMIINFTY CO&WERCAL GC GOVERNAENTCENTER R3 MULTPLE-FAALY RES CBRCE -OZ OVERLAY ZONE CMO COLMINRYCOM.ERCIAL-MJSBIM OST. M1 LOHTNDUSTRAL R4 SUBURBANAPARTMENT PLANNEDRESOENTNL C2 GBIERALCOMr RCNL M2 HEN AVY DIISTRIAL RE RES CENTAL ESTATE -PRD DEVELOPMENT C4 PUNNEDSHOPPNG CENTER O OPEN SPACE SO SPBCFCDEVELOPLENT -HD2 HEIGHTDSTRCTI C5 ARTHRAL COM4ERCAL P PROFESSIONAL SP SPECFIC PUN CR COMERCALR6OENTAL R1 SNGLE-FAMLYRESC@!CE SECTIONAL DISTRICT MAP: 9-5-9 e CITV OF SANTA ANA, CALJFORNIA A 75B-160 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: NOVEMBER 20, 2018 TITLE: AN EMERGENCY ORDINANCE OF THE CITY OF SANTA ANA MAKING FINDINGS AND EXTENDING THE MORATORIUM ON THE APPROVAL, COMMENCEMENT, ESTABLISHMENT, OPERATION, RELOCATION OR EXPANSION OF CYBER CAFES AND INTERNET ACCESS BUSINESSES WITHIN THE CITY FOR AN ADDITIONAL TEN (10) MONTHS AND FIFTEEN (15) DAYS, PERSUANT TO GOVERNMENT CODE SECTION 65858 PENDING STUDY AND ADOPTION OF REGULATORY AND ZONING STANDARDS OR OPTIONS (STRATEGIC PLAN NO. 5, 4) 17 CITY rj. RECOMMENDED ACTION Ca111=1:L'(d;Ld•111k,Cd1111111`9X•]kil A APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 1n Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Adopt an emergency ordinance extending the 45 -day temporary moratorium on the approval, commencement, establishment, operation, relocation or expansion of cyber cafes and internet access businesses within the city for an additional ten (10) months and fifteen (15) days pursuant to Government Code 65858 pending study and adoption of regulatory and zoning standards. As in other cities in California, there has been a proliferation of cyber cafes and internet access businesses in the City of Santa Ana. Customers purchase phone time in exchange for opportunities to win chances at internettnetwork based sweepstakes prizes and money. On October 16, 2018, the City Council adopted Urgency Ordinance No. NS -2956 establishing a forty-five (45) day moratorium on the approval, commencement, establishment, operation, relocation or expansion of cyber cafes and internet access businesses within the city. The current provisions of the Santa Ana Municipal Code allow cyber cafes in specific zones, and sets forth the operational standards for such businesses. The provisions of the Santa Ana Municipal Code require further review, study, and possible revision in order to respond to recent 75C-1 Emergency Ordinance Adopting Moratorium on Cyber Cafes November 20, 2018 Page 2 concerns relating to the impacts of these internet access businesses and cyber cafe uses in the City. Cities such as Garden Grove, Westminster, and Stanton have implemented ordinances that limit the number of computers and access at these locations, provide clarity in the definition of the approved internet uses, and implemented ordinances specifically addressing illegal gambling. Crime statistics and calls for service in the City of Santa Ana and neighboring cities where cyber cafes and internet access businesses are located are significantly higher since these establishments opened for business. The Santa Ana Police Department identified 460 incidents occurring between January 1, 2018 and September 2018 at various locations in the City. These incidents have included criminal arrests to include the possession of firearms, possession of narcotics, possession of a stolen vehicle, and parole/probation violations. Since January of this year the Santa Ana Police Department has responded to noticeable increase of calls for service and officer generated activities. Since the City Council's approval of the moratorium on October 16, 2018, there have been two additional serious incidents at and/or near cyber cafes and internet access businesses. One involved an altercation and the shooting of a female victim in an adjacent parking lot of a business allowing internet access and possible illegal gaming. The second incident involved the arrest of documented gang members by the Santa Ana Police Department for firearm violations and gang enhancements at an approved Cyber Cafe. City staff recommends extension of the emergency ordinance which, if approved by 4/5 vote of the council (six affirmative votes), shall become effective upon adoption. The emergency measure proposes an extension of the interim ordinance which shall be effective for ten (10) months and fifteen (15) days. This measure could be further extended by the Council, if after public hearing, the City Council members, by four-fifths (4/5) vote, extend this ordinance for one more year (Government Code section 65858). The Ordinance will expire on October 15, 2019. The purpose of extending the interim ordinance is to promote the public health, safety and welfare during the time that City staff continues to gather and analyze information; prepare a study on cyber cafes and internet access businesses impact on surrounding businesses and neighborhoods; and provide a multi -agency enforcement plan. The study will include options and recommendations on whether to adopt a regulatory ordinance permitting the operation of such establishments, institute operational guidelines, or adopt an outright ban on these businesses. PUBLIC NOTICE Public notice of the proposed extension of the moratorium ordinance was published in the Orange County Reporter on November 9, 2018 in accordance with Government Code Section 65090. 75C-2 Emergency Ordinance Adopting Moratorium on Cyber Cafes November 20, 2018 Page 3 STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #5 — Community Health, Livability, Engagement and Sustainability; Objective #4 (Support neighborhood vitality and livability). FISCAL IMPACT There is no fiscal impact associated with this action. Q Minh Thai Executive Director Planning & Building Agency AN:fg r� J D alentin Chief of Police Santa Ana Police Department Exhibit: 1. Emergency Ordinance Extension 75C-3 75C-4 LS 11.20.18 ORDINANCE NO. NS-XXXX AN EMERGENCY ORDINANCE OF THE CITY OF SANTA ANA MAKING FINDINGS AND EXTENDING THE MORATORIUM ON THE APPROVAL, COMMENCEMENT, ESTABLISHMENT, OPERATION, RELOCATION OR EXPANSION OF CYBER CAFES AND INTERNET ACCESS BUSINESSES WITHIN THE CITY FOR AN ADDITIONAL TEN MONTHS AND FIFTEEN DAYS PENDING STUDY AND ADOPTION OF REGULATORY AND ZONING STANDARDS THE CITY COUNCIL OF THE CITY OF SANTA ANA DOES ORDAIN AS FOLLOWS: Section 1. The City Council of Santa Ana hereby finds, determines and declares as follows: A. As in other cities in California, there has been a proliferation of cyber cafes and internet access businesses in the City of Santa Ana. Customers purchase phone time in exchange for opportunities to win chances at intemet/network based sweepstakes prizes and money. B. The current provisions of the Santa Ana Municipal Code allow cyber cafes in specific zones, and sets forth the operational standards for such businesses. The provisions of the Santa Ana Municipal Code require review, study, and possible revision in order to respond to recent concerns relating to the impacts of these Internet access businesses and cyber cafe uses in the City. C. On October 16, 2018, the City Council adopted Urgency Ordinance No. NS -2956 establishing a forty-five (45) day moratorium on the approval, commencement, establishment, operation, relocation or expansion of cyber cafes and internet access businesses within the city, through November 30, 2018. D. Since the City Council's approval of the moratorium on October 16, 2018, there have been two additional serious incidents at and/or near cyber cafes and internet access businesses. One involved an altercation and the shooting of a female victim in an adjacent parking lot of a business allowing internet access and possible illegal gaming. The second incident involved the arrest of documented gang members by the Santa Ana Police Department for firearm violations and gang enhancements at an approved cyber cafe. E. In order to address the community's concerns regarding the negative impacts associated with the operation of cyber cafes and internet access businesses, it is Ordinance No. NS - Page 1 of 7 75C-5 necessary for the City of Santa Ana to continue to study the potential impacts such facilities may have on the public health, safety and welfare. F. While no new regulations have been formulated or proposed in the brief time since the adoption of the moratorium, progress has been made toward identifying key stakeholders and logical next steps. G. City staff, the Santa Ana Police Department, Code Enforcement, and the City Attorney's office are continuing to conduct research into the possible and likely impacts of regulating or outlawing cyber cafes and internet access businesses in the City in order to mitigate such impacts. H. City staff is continuing to gather factual data regarding the adverse impacts experienced by other cities that permit cyber cafes and internet access businesses. This information is currently being processed as a tool to draft provisions for regulating cyber cafes and internet access businesses in the City. I. City staff continues to conduct research into the City's options for regulating cyber cafes and internet access businesses. This research includes a review of many city ordinances in California that either prohibit or regulate cyber cafes and internet access businesses. J. As a result, the City Council desires to extend the moratorium as it applies to cyber cafes and internet access businesses for a period of ten (10) months and fifteen (15) days (Government Code section 65858) to allow staff and the City Council the opportunity to continue to research and select the best course of action for the City's citizens and the community at large. K. The City Council has determined that the circumstances and conditions that led to the adoption of Ordinance No. NS -2956, which are set in the recitals of Ordinance No. NS -2956, have not been alleviated as of the date of this Urgency Ordinance and continue to create the concerns described in Ordinance No. NS -2956. L. Based on the foregoing, the City Council finds that issuing permits, business licenses, or other applicable entitlements to individuals wishing to use their property for the purposes of cyber cafes and internet access businesses, prior to the City's completion of its study of the potential impact of such cyber cafes and internet access businesses, would pose a current and immediate threat to the public health, safety, and welfare, and that a temporary moratorium on the issuance of such permits, licenses, and entitlements is thus necessary. M. Based on the foregoing, the City Council finds that the use of property as a cyber cafe and internet access businesses in any zone of the City prior to the City's completion of its study of the potential impact of such cyber cafes and internet access businesses is a public nuisance and poses a current and immediate threat to the public health, safety, and welfare. Ordinance No. NS - _ Page 2 of 7 75C-6 Section 2.Extension of Moratorium and Findings. A. In accordance with the authority granted to the City of Santa Ana under Government Code Section 65858, from and after the date of this Ordinance, no use permit, variance, building permit, business license or other applicable entitlement for use shall be approved or issued for a cyber cafe or internet access business for a period extending through and including October 15, 2019, pending the completion of zoning or other regulations that are needed to alleviate a current and actual threat to the public health, safety and welfare. B. In addition, no property in any zone of the City is to be used for purposes of a cyber cafe or internet access business for a period extending through and including October 15, 2019. The use of any property for such purpose shall be deemed a public nuisance. Any violation of this provision shall be treated as a violation of Section 1-8 of the Santa Ana Municipal Code. C. This Ordinance is an interim urgency ordinance adopted pursuant to the authority granted to the City of Santa Ana by Government Code Section 65858, and is for the immediate preservation of the public health, safety, and welfare. The City Council hereby FINDS and DETERMINES as follows: (1) The City has received an increased number of public nuisance complaints emanating from cyber cafes and internet access businesses in recent weeks, involving the following: (a) Even where cyber cafes and internet access businesses utilize lawful sweepstakes features, these businesses have created adverse impacts on public health, safety and welfare, including a dramatic increase in crime including serious and violent crimes such as loitering, illegal drug use and sales, burglaries, assaults, fights, theft, robbery, public intoxication, vandalism, property damage, weapons offenses, and other criminal activity in and around cyber cafes and internet access business, as well as increased pedestrian traffic, noise, parking violations, and other nuisance activities. These businesses have also resulted in a tremendous increase and demand for police response. (b) The City of Santa Ana and neighboring cities have experienced serious adverse impacts due to the unique manner in which cyber cafes and internet access businesses operate the "sweepstakes" games. Customers may occupy a particular computer system for multiple hours, creating lines and people congregating or loitering while waiting for a computer. Parking availability may also be impacted due to extended periods of game playing, and such businesses have also Ordinance No. NS - Page 3 of 7 75C-7 resulted in increased demand for police response, as well as increased demand for maintenance of public streets and sidewalks. These late night gaming sessions which extend play beyond typical commercial business hours may cause noise and related impacts on the surrounding community as customers enter and exit these businesses during the late night hours. (c) Crime statistics and calls for service in the City of Santa Ana and neighboring cities where cyber cafes and internet access businesses are located are significantly higher since these establishments opened for business. The Santa Ana Police Department identified 460 incidents occurring between January 1, 2018 and September 2018 at various locations in the city. These incidents have included criminal arrests to include the possession of firearms, possession of narcotics, possession of a stolen vehicle, and parole / probation violations. Since January of this year the Santa Ana Police Department has responded to noticeable increase of calls for service and officer generated activities. The Staff Report for this item, which is incorporated herein by reference, includes these statistics and calls for service. (d) Since the City Council's approval of the moratorium on October 16, 2018, there have been two additional serious incidents at and/or near cyber cafes and internet access businesses. One involved an altercation and the shooting of a female victim in an adjacent parking lot of a business allowing Internet access and possible illegal gaming. The second incident involved the arrest of documented gang members by the Santa Ana Police Department for firearm violations and gang enhancements at an approved Cyber Cafe. (e) The Police Department reports its officers have spent a significant amount of time conducting surveillance operations around cyber cafes. This type of business appears to attract clientele involved in criminal activity. Several enforcement stops of customers entering or leaving such locations have yielded drug related arrests, evidence of drug trafficking, an influx of individuals on probation, parole, or wanted subjects. There is also the possibility of prostitution related activity gravitating to the parking lots and surrounding areas based on known subjects being contacted at such locations who either have prior arrests or contacts involving prostitution. Since the City Council's approval of the moratorium on October 16, 2018, there have been two additional serious incidents at and/or near cyber cafes and internet access businesses. One involved an altercation and the shooting of a female victim in an adjacent parking lot of a business allowing internet access and possible illegal gaming. The second incident involved the arrest of documented gang members by the Santa Ana Police Ordinance No. NS - _ Page 4 of 7 75C-8 Department for firearm violations and gang enhancements at an approved Cyber Cafe. (f) The City Council of the City of Santa Ana is concerned with increased calls for service, increasing reports of violent criminal behavior and related detrimental neighborhood effects associated with cyber cafes and internet access businesses. The City of Santa Ana and neighboring cities have experienced criminal activity associated with cyber cafas and internet access businesses, such as loitering, illegal drug activity, assaults, fights, theft, robbery, public intoxication, vandalism, property damage, and other criminal activity such as gang and prostitution related activity. (2) After receiving complaints of this nature, the City has committed resources to study the impacts of cyber cafes and internet access businesses on the surrounding community. (3) Absent the adoption of this extension of Urgency Ordinance No. NS -2956, the continued existence of cyber cafes and internet access businesses in the City of Santa Ana could result in an even greater increase in nuisance conditions which negatively affect the health and safety of the community. (4) As a result, it is necessary to extend the moratorium established pursuant to Urgency Ordinance No. NS -2956 for ten months and fifteen days, on the issuance of any entitlements permitting of cyber cafes and internet access businesses in the City, pending completion of the City's study of the potential Impacts of cyber cafes and internet access businesses, and possible amendments to the City's zoning ordinances. (5) In addition, it is necessary to prohibit, as a public nuisance, the use of property in any zone of the City for purposes of cyber cafes and internet access businesses for the duration of the ten month and fifteen -day extension. Section 3. Compliance with California Environmental Quality Act, The City Council finds that this Ordinance is not subject to the California Environmental Quality Act (CEQA) pursuant to Sections 15060(c)(2) (the activity will not result in a direct or reasonably foreseeable indirect physical change in the environment) and 15060(c)(3) (the activity is not a project as defined in Section 15378) of the CEQA Guidelines, California Code of Regulations, Title 14, Chapter 3, because it has no potential for resulting in physical change to the environment, directly or indirectly; it prevents changes in the environment pending the completion of the contemplated study of impacts. Section 4. Severability. If any sentence, clause, or phrase of this Ordinance, or any part thereof is for any reason held to be unconstitutional, such decision shall not affect the validity of the remaining portion of this Ordinance or any part thereof. The City Council hereby declares that it would have passed each sentence, clause, or phrase Ordinance No. NS - Page 5 of 7 75C-9 thereof, irrespective of the fact that any one or more sentence, clause, or phrase be declared unconstitutional. Section 5. Effective Date. This Ordinance shall become effective immediately upon adoption if adopted by at a least four-fifths (4/5) vote of the City Council and shall be in effect for period of ten months and fifteen days, extending through and including October 15, 2019, unless extended by the City Council as provided for in the Government Code. Section 6. Publication. The City Clerk shall certify to the adoption of this Ordinance and cause it, or a summary of it, to be published once in a newspaper of general circulation printed and published within the City of Santa Ana. Section 7. Report. City staff is instructed to prepare the report required by Government Code Section 65858(d) describing the measures taken to alleviate the condition which led to this Ordinance's adoption for presentation to the City Council no later than ten days prior to the expiration of this Ordinance. Section 8. The Request for Council Action for this ordinance dated November 20, 2018, and duly signed by the Executive Director of the Planning and Building Agency and/or Chief of Police shall, by this reference, be incorporated herein, and together with this ordinance, any amendments or supplements, and oral testimony constitute the necessary findings for this ordinance. Section 9. Any ordinance declared by the City Council to be necessary as an emergency measure for preserving the public peace, health and safety, and containing a statement of the reasons for its urgency, may be introduced and adopted at one and the same meeting if passed by the affirmative votes of at least four-fifths (4/5) vote of the City Council members. Further, California Government Code Section 65858 authorizes the City Council to adopt an interim urgency ordinance, without following the procedures otherwise required for the adoption of an ordinance, to protect the public safety, health, and welfare, prohibiting any uses that may be in conflict with a contemplated general plan, specific plan, or zoning proposal that the City Council, Planning Commission or the planning department is considering or studying or intends to study within a reasonable time. Section 10. This ordinance shall have no further force and effect ten (10) months and fifteen (15) days after adoption, unless subsequently, after public hearing, the City Council members, by four-fifths (4/5) vote, extend this ordinance one more year. Section 11. It shall be unlawful and a misdemeanor for any person to violate or fail to comply with any provision of this ordinance. The violation of any provision of this ordinance shall be punished as provided in Section 1-8 of the Santa Ana Municipal Code. Ordinance No. NS - _ Page 6 of 7 75C-10 Section 12. This ordinance is introduced, passed and adopted at one and the same meeting and is thereafter immediately effective upon expiration of the original 45 day moratorium. The City Council finds that this ordinance is necessary to protect the public safety, health and welfare. ADOPTED this _ day of 2018. Miguel A. Pulido Mayor APPROVED AS TO FORM: Sonia R. Carvalho, City Attorney Lisa Storck Assistant City Attorney AYES: Councilmembers: NOES: Councilmembers: ABSTAIN: Councilmembers: NOT PRESENT: Councilmembers: CERTIFICATE OF ATTESTATION AND ORIGINALITY I, Maria D. Huizar, Clerk of the Council, do hereby attest to and certify the attached Ordinance No. NS-XXXX to be the original ordinance adopted by the City Council of the City of Santa Ana on , 2018. Date: Clerk of the Council City of Santa Ana Ordinance No. NS Page 7 of 7 75C-11 75C-12 REQUEST FOR COUNCIL/ HOUSING AUTHORITY ACTION CITY COUNCIL MEETING DATE: NOVEMBER 20, 2018 TITLE: APPROVE COMMITMENT TO RESUBORDINATE THE EXISTING AFFORDABLE HOUSING LOANS FOR THE CORNERSTONE APARTMENTS TO $8,700,000 IN DEBT TO FUND REHABILITATION COSTS (STRATEGIC PLAN NO. 4, 5) ,F� P,J�� C TY MANAG EXECUTIVE DIRECTOR JOINT RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: ❑ As Recommended ❑ As Amended ❑ Ordinance on 16' Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Authorize the City Manager and Executive Director of the Housing Authority to execute a commitment letter to: Resubordinate the current affordable housing loans for the Cornerstone Apartments at 805 - 904 South Minnie Street, Santa Ana, California to tax-exempt multifamily bonds (Bonds) in an amount not to exceed $8,700,000. The Bond funds will be used to substantially rehabilitate the Project. 2. Authorize the City Manager and Executive Director of the Housing Authority to execute the necessary documents to level all rents onsite at the 50% TCAC rents instead of the existing Health and Safety Code rents. DISCUSSION The Cornerstone Apartments at 805 — 904 South Minnie Street is collectively a 126 -unit affordable housing project that is requiring more repairs as the project gets older. For a single- family homeowner, when their home gets older and in need of repair typically the homeowner will refinance their mortgage to take out a loan to do some rehabilitation work on their home. On the other hand for a multi -family affordable housing project owner, when their project gets older and in need of repair typically the owner will do something called "resyndicate" by applying for additional 4% tax credits and obtaining additional Bond proceeds to complete necessary repairs. This type of transaction using public funds is much more complicated than a single-family home 80A-1 Approve Commitment to Resubordinate Loans for Cornerstone Apartments November 20, 2018 Page 2 and it requires approvals from all of the various lenders (e.g. the City and Housing Authority) who have a financial interest in the project. Jamboree Housing Corporation (Jamboree), owner of the Cornerstone Apartments, is undertaking this complicated process in order to ensure the long- term viability of their asset which will protect the health and safety of the residents and extend the term of affordability for the project. Specifically, in 2001 and 2003 the City of Santa Ana and Housing Authority of the City of Santa Ana made a series of forty-two (42) loans (City Loans) to Wakeham -Grant Apartments, LP for the Cornerstone Apartments (Project). The Project consists of 8 apartment buildings consisting of 126 units in total. These loans were for the acquisition and rehabilitation of existing market rate units that were converted to affordable units that were in part financed with Low Income Housing Tax Credits (tax credits). Jamboree is now requesting to resyndicate and recapitalize the project in order to rehabilitate the 126 affordable rental units at Cornerstone Apartments (Exhibit 1). A request for resyndication and recapitalization of a project such as this one involves Jamboree submitting an application for non-competitive 4% tax credits, tax-exempt bonds, and including a new tax credit investor into the Project's ownership structure. Commitment to Resubordinate Current Affordable Housing Loans As was the case when the Project was originally undertaken, it will be necessary for the City Loans to be subordinated to the Bonds in the Project's loan hierarchy (e.g. financing stack). Currently, the City Loans are subordinated to a senior lien of approximately $3.95 million. Under the proposed transaction, the City Loans will be resubordinated for up to $8,700,000 in Bond debt. The proposed Commitment to Resubordinate Existing Affordable Housing Loans is presented as Exhibit 2. The acquisition of the former Limited Partner's interest in the Project, and the proposed rehabilitation activities will be funded with the proposed Bonds, the equity generated from the sale of 4% tax credits, the resubordination of the City Loans, a Seller carryback note, and the deferral of a portion of the Developer Fee included in the Project's rehabilitation budget. Due to the insufficient rehabilitation scope by the original developer in 2001 and 2003, there are significant capital needs to address through the proposed rehabilitation. An approximate budget of over $7.4 million will be used to install new windows, roofs, Americans with Disabilities Act improvements, install new kitchen and bathroom cabinets / countertops, new sinks and plumbing fixtures, new flooring throughout the units, install new appliances, install new hot water heaters with solar hot water collectors, and reline all waste lines. A more comprehensive rehabilitation scope was provided to City staff. A site needs assessment was conducted in March 2018 and found that parking is one of the most significant concerns of existing residents (Exhibit 3). Therefore, Jamboree is also addressing the significant parking issues in the neighborhood by installing parking lifts for residents. Another significant part of the rehabilitation scope is the addition of a large solar installation, with a portion of the energy savings going to offset resident electricity demand, reducing their electricity bills. 80A-2 Approve Commitment to Resubordinate Loans for Cornerstone Apartments November 20, 2018 Page 3 While the proposed resyndication of the Cornerstone Apartments will result in additional debt being in a senior position to the City's Loans, the recapitalization will preserve the improvements which is the source of the City's repayment. The physical needs assessment confirms that the existing property cash flow cannot support the future long term capital needs, necessitating this rehabilitation. Any cash flow currently received may be negatively impacted if these long term capital needs are not addressed. As of the end of FY 2017-18, the outstanding principal and interest balance of the City Loans was $9,039,410.21. This includes a current principal balance of $6,792,940.43 and $2,246,469.78 in accumulated interest (Exhibit 4). The source of the loans include the former Low and Moderate Income Housing Funds (Tax Increment "TI"), HOME Investment Partnerships Program funds (HOME), and Tax Increment/California Housing Finance Agency (TI/CHFA) funds. As mentioned previously, the City Loans are already in a subordinate position to a senior loan and therefore this request is to resubordinate the existing loans to the new financing. The City and Housing Authority loan documents prohibit the distribution of any sales proceeds to the general partner before the City Loans are repaid. In adherence to this requirement, Jamboree will not be receiving any sale proceeds from the resyndication and recapitalization transaction. As proposed, Jamboree will make a $500,000 payment on the City Loans when the Project financing closes. These funds will be used to reduce the accumulated interest obligation on the City Loans. As such, the total principal and interest balance of the City Loans to be resubordinated will be approximately $8,539,410.21, with the final amount determined at the close of financing (e.g. up to no more than $8.7 million). Keyser Marston Associates, Inc., (KMA) the City's financial consultant, has evaluated the proposed transaction in an analysis that is presented in Exhibit 5. KMA recommends the City and Housing Authority to subordinate the City Loans up to a maximum of $8.7 million in Bonds. The approval of the commitment to resubordinate the City Loans to an amount not to exceed $8.7 million in Bonds will increase the amount to which the City Loans are subordinated by approximately $4.75 million. This will extend the repayment of the City Loans by increasing the debt service payments on the senior lien, which will reduce the cash flow available for annual debt service payments on the City Loans. Specifically, this means that the City and Housing Authority will not be repaid in the same time period as originally agreed upon, and therefore the affordable housing funds from the repayment of those loans will not become available to the City until a later date. Based on projections, the City and Housing Authority does not anticipate receiving any additional residual receipt payments until Year 22, which is projected to be in FY 2040-41. This is only an estimate and is subject to change. Nonetheless, the City Loans are interest bearing, and as a result, the total debt service payments on the City Loans will exceed the amount that was originally anticipated. Although the City Loans will be resubordinated, the proposed rehabilitation cost will extend the useful life of the Project and will enhance the quality of life for the residents who live at the Project. It is important to note that without the proposed rehabilitation, the Project can be anticipated to continue to decline and diminish the quality of this affordable housing asset. The only resource from which to fund the repairs and maintenance costs will be the Project's cash • I . Approve Commitment to Resubordinate Loans for Cornerstone Apartments November 20, 2018 Page 4 flow. Current cash flow projections indicate that insufficient funds will be generated to cover the Project's existing physical needs. If the commitment to resubordinate the City Loans is approved, staff will return at a later date with various Subordination Agreements for consideration by City Council and the Housing Authority prior to the issuance of the Bonds and Jamboree's application for the non-competitive 4% tax credits required for the rehabilitation. At that time, the City and Housing Authority will have the exact dollar amount of the Bonds, and the then outstanding balance of the City Loans. In addition, a new TEFRA hearing will also need to be held prior to closing in mid -2019, as the current TEFRA will expire in December 2018. Commitment to Increase Rents If the commitment to resubordinate the City Loans is approved staff will also need to return at a later date with various Amendments to the Loan Agreements for consideration by City Council and the Housing Authority to increase the rents at the project to 50% Area Median Income TCAC rents. These amendments are necessary in order for Jamboree to create an additional $800,000 in appraised value which in turn will yield rehabilitation credits as well as sale proceeds for the City repayment. The increased Bond funds would be used to make an upfront payment of $500,000 on the City Loans, with the balance dedicated to rehabilitation costs. An analysis of the current rent roll (dated October 25, 2018) reveals that the effective increase to 91 % of residents will be about $25 per month or $300 per year. This will generate approximately $34,000 in additional revenue per year for Jamboree. Six percent (or equivalent of eight units) have been residents onsite less than 12 months, and at their one year anniversary will have their rents gross up to a level where they would see the same $25 per month effective increase. The remaining three percent (4 units) of the tenants would see rent increases of $31/month. Staff supports the request for a rent increase due to the level of rehabilitation needed and the value of increasing sustainability onsite and protecting residents from potential spikes in the cost of electricity due to the large photovoltaic system. Prior to the levying of any rent increase, Jamboree has also agreed to provide a minimum 60 day notice instead of the statutory 30 day notice. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal # 4 Fiscal Sustainability, Objective # 1 (maintain a stable, efficient and transparent financial environment) and Goal # 5 - Community Health, Livability, Engagement & Sustainability, Objective # 3 (Facilitate diverse housing opportunities and support efforts to preserve and improve the livability of Santa Ana neighborhoods). Approve Commitment to Resubordinate Loans for Cornerstone Apartments November 20, 2018 Page 5 FISCAL IMPACT The Residual Receipt payment schedule under the current Loan Agreements call for the City Loans to be repaid at the end of a 40 -year term. Under the proposed Resubordination, the City and Housing Authority will receive approximately $500,000 from the resyndication at Bond closing. The $500,000 payment will be applied to the various sources according to the table below: In FY 2017-18, residual repayments received by the City/Housing Authority for the existing loans were as follows: Program Account Tax Increment TI/CHFA HOME TOTAL $ 84,172.36 Fund 607 Fund 607 Fund 130 $242,799.01 Outstanding Loan Balances as of $3,130,677.28 $920,751.43 $4,987,981.50 $9,039,410.21 6/27/2018 Projected Allocation of $ 173,168.23 $ 50,929.84 $ 275,901.93 $ 500,000.00 $500,000 Payment New Loan Balances $2,957,509.05 $869,821.59 $4,712,079.57 $8,539,410.21 In FY 2017-18, residual repayments received by the City/Housing Authority for the existing loans were as follows: Program Account Amount HOME 13018002-56901 $134,014.11 Tax Increment 60718002-56901 $ 84,172.36 Tax Increment/CHFA 60718002-56901 $ 24,612.54 Total $242,799.01 The above annual receipts provide the scope of the revenues to be deferred as a result of the recommended action. The City is not forgiving any of the current debt or accrued interest, merely extending the term an additional 55 years and Jamboree is not requesting any new funds in support of the proposed rehabilitation. Approve Commitment to Resubordinate Loans for Cornerstone Apartments November 20, 2018 Page 6 Steven A. Mendoza Executive Director Community Development Agency APPROVED AS TO FUNDS AND ACCOUNTS: Kathryn Dowhs, CPA Executive Director Finance and Management Services Agency Exhibits: 1. Request for Consent from Jamboree Housing Corporation 2. Commitment to Resubordinate Existing Affordable Housing Loans and Increase Rents 3. Cornerstone Apartments Site Needs Assessment 4. List of City Loans as of June 27, 2018 5. Analysis by Keyser Marston Associates EXHIBIT 1 Jamboree 411, September 28, 2018 Judson Brown Housing Division Manager City of Santa Ana Community Development Agency, Housing and Neighborhood Development Division 20 Civic Center Plaza (M-26) Santa Ana, CA 92701 RE: Wakeham Grant Apartments Request for Resubordination Dear Judson: As you know, we have been diligently working to balance the capital needs evident onsite at Wakeham Grant Apartments ("Cornerstone") with the available capital since earlier this year. Located in one of the most expensive counties in California to live, we understand the value of every affordable unit in the City's housing stock. The initial rehabilitation of Cornerstone left many capital needs unmet, and we now have our only opportunity for the next 15+ years to properly recapitalize the improvements to ensure the long term financial security of these affordable units. That said, we similarly understand the concern that the City is not receiving any repayment from this resyndication and have worked to restructure the capital to allow for $500,000 in sale proceeds to repay the existing City obligation. This revised proposal allows us to properly recapitalize Cornerstone to ensure the financial health of the property for the next 15 years, as well as address several goals outlined in the City Strategic Plan. We have generated a superior debt offer from Union Bank yielding about $1 million in additional debt proceeds. It is important to understand that while the budget has decreased, short of the loss of the community building, the overall scope of the rehab remains largely the same. In most cases, we were able to identify VE opportunities stemming from using materials that were lower cost, but of a quality necessary to preserve the long term economic health of Cornerstone. One such example is identifying the silicon product for the reroofing, which costs a fraction of the TPO overlay roof but maintains both the cool roof properties as well as the 20 year warranty. J A M B 0 R E E H 0 U E I N G C 0 R P 0 P A T 1 0 N REGIONAL DFFICES. SACRAMENTO AND SAN DIEGO 17701 COWAN AVENUE SUITE 200 IRVINE CA 92614 P84.9.263,9676 F 949 263 0647 jamboreehousing. com EXHIBIT 1 We therefore respectfully submit the following proposal requesting the subordination of $8,632,441 of the current City debt and accrued interest as well as approval to level rents at the full 50% TCAC level. This will allow us to recapitalize Cornerstone at a level necessary for a 60 year old asset, as well as address some of the major concerns expressed in the community needs assessment previously. Due to the significant level of rehabilitation currently proposed, we are hopeful that there will be sufficient contingency to install a modular community building where the new building was originally planned. However, until we get deeper into the rehab, we will not know if this is financially feasible. We believe the Cornerstone recapitalization will generate significant public benefits, with no new capital investment required from the City. Nearly $5.5 million in current and future rehabilitation needs have been identified in the previously submitted Physical Needs Assessment. Reviewing the cash flow in the last 4 years, there has been on average $201,000 of free cash flow available for distribution for payment of fees and subordinate loans. Over the next 15 years, assuming 3% annualized growth, this equates to less than $3.15 million. In short, even assuming capital needs will not increase with age, the property will not be able to fund the projected needs of the project in the next 15 years. Not recapitalizing Cornerstone will result in the loss of these units from the affordable inventory for the City as the property will not be able to support breakeven operations. Ultimately, this will affect the City Financial Stability Strategic Plan goal, with the potential foreclosure of the asset that is repaying the existing City debt. Furthermore, this also affects that Community Health, Livability, Engagement, & Sustainability goal with the potential loss of affordable units; the linkage between personal health and affordable housing is well established. Aside from addressing the projected capital needs of the project, we are also responding to what was communicated to us in the resident needs survey that was shared with City staff. While TCAC and ADA require us to convert 7 units to full mobility units, it is the loss of parking that is more impactful. The addition of 7 ADA parking spaces will result in the loss of 14 total parking spaces for residents. Consequently, we have prioritized adding parking lifts to offset the lost spaces. Instead of losing these spaces, we are now adding 30 new spaces. As anyone that has attempted to park in the neighborhood in the evening can attest, any reduction in parking will affect the quality of life for residents significantly. Recognizing that leveling rents at the 50% AMI TCAC rents results in rent increases to most units, we are also installing a large solar photovoltaic system that will reduce energy bills between 50-80% depending on current usage. This will help offset the increases in rents necessary to support the proper recapitalization of Cornerstone as well as supports the Community Health, Livability, Engagement, & Sustainability goal of the Strategic Plan. CELEBRATING 25YEARS OF STRONGER COMMUNITIES J A M a 0 R E E H 0 U S I N G C O R PC R AT I ON REGIONAL OFFICESSACRAMENTO AND SAN DIEGO 17701 COWAN AVENUE SUITE 200 IRVINE CA 92614 Pd 9.p638e676 F 949.263.0647 www.lamboreehausing.com EXHIBIT 1 We remain committed to the long term preservation of the Cornerstone project as affordable, but reiterate the projected capital needs are akin to a ticking time bomb. It is not a question of if, but rather when they will come due. A shoddy rehabilitation that was completed by the original developer of this project has resulted in capital needs that jeopardize the economic viability of these affordable units going forward. We feel strongly that the proposed scope of work will address these needs, represent good stewardship of public resources, and therefore request the approval of the project as currently proposed. We value our continued partnership with the City of Santa Ana and hope you are in agreement that it has been positive relationship. If you have any questions, please do not hesitate to contact either John Okura at 949-813-6923 (iokuraOiamboreehousina.com) or Tung Tran at 949-263- 8676 (ttrariftamboreehousina.com). Sincerely, Michael Massie Senior Vice President Jamboree Housing Corporation 25YEARS , s`X.)PAMUNITIES J AM G ORE E H o U s I N G C 0 R P 0 R A T 1 0 N REGIONAL OFFICES. SACRAMENTO AND SAN DIEGO 17701 COWAN AVENUE SUITE 200 IRVINE CA 92614 Pgg9.Z63§676 F 949 263 0647 www.jemboreehousing.com EXHIBIT 1 Attachment A.0 Pro Forma Sources & Uses 25YEARS OF STRONGER COMMUNITIES J A M B O R E E H 0 U S I N G C 0 R P O R AT I ON REGIONAL OFFICES: SACRAMENTO AND SAN DIEGO 17701 COWAN AVENUE SUITE 200 IRVINE CA 92614 P 949.263.8676 F 949 263 0647 www.jamhoreehousing.com 80A-10 EXHIBIT 1 Cornerstone Sources & Uses City of Santa Ana Inifial Proforma 07/17/17 175,121 USES OF FUNDS• •N NEW OR REHAB COST ELIGIBLE HISTORIC ELIGIBLE NOT TOTAL Land al $1,475,410 Per Acre or $33.87 Per SF 2,700,000 0 0 0 0 2,700,000 21,429 Existing Structure 14,860,000 14,860,000 0 0 0 0 117,937 Other Acquisition Costs 1 1 0 0 0 0 0 Hard Cost Residential 5,087,500 40,377 5,000,000 0 5,000,000 0 5,000,000 0 39,683 Site Improvements 0 0 0 0 0 0 0 General Conditions, Profit & Overhead 0.00% 0 0 0 0 0 0 0 GC Bond / Insurance / Leiter of Credit 1.75% 87,500 0 87,500 0 87,500 0 694 Hard Cost Contingency 10.00% 508,750 0 508,750 0 508,750 0 4,038 Construction Interest (3.5%)al Perm. Rate +-12: 3.50% 524,763 0 28,125 0 28,125 496,638 4,165 Bridge Interest at 10.00% 293 0 0 0 0 293 2 Construction Loan Fees 82,500 0 82,500 0 82,500 0 655 Permanent Loan Fees 98,364 0 0 0 0 98,364 781 Bridge Loan Fees 1 0 1 0 1 0 0 4% Related Costs / Cost of Issuance 287,750 0 275,000 0 275,000 12,750 2,284 Accoun0ng&Audit 20,000 0 20,000 0 20,000 0 159 Appraisal/Market Study 20,000 0 20,000 0 20,000 0 159 Architecture (Architect, Landscape Architect) 570,000 0 570,000 0 570,000 0 4,524 Civil Engineering 60,000 0 60,000 0 60,000 0 476 Construction Manager 125,000 0 125,000 0 125,000 0 992 Consultants (CM, Geo, LEED, Utilities, exc.) 185,000 0 185,000 0 185,000 0 1,468 Environmental (EIR, Phase I, Asbestos. exc.) 50,000 0 50,000 0 50,000 0 397 Financial Advisor/ Syndication Consultant 0 0 0 0 0 0 0 Furnishings 150,000 0 150,000 0 150,000 0 1,190 Parking Lifts 1,303,000 0 1,303,000 0 1,303,000 0 10,341 Lease -up & Marketing Expenses 50,000 0 0 0 0 50,000 397 Legal 190,000 0 145,000 0 145,000 45,000 1,508 MHSA Construction Period Fees 0 0 0 0 0 0 0 Operating & Debt Service Reserve (3-mo's / debt 3- 345,294 0 0 0 0 345,294 2,740 Other (Admin, Repro. & Reimb.) 15,000 0 15,000 0 15,000 0 119 Other (Bank Inspections) 25,000 0 25,000 0 25,000 0 198 Other- Bond Negative Arbitrage 0 0 0 0 0 0 0 Allowance- Community Building 0 0 0 0 0 0 0 Permit Fees 127,188 0 127,188 0 127,188 0 1,009 Property Taxes and Insurance 217,500 0 187,500 0 187,500 30,000 1,726 Relocation 150,000 0 150,000 0 150,000 0 1,190 Allowance - PV/ Solar Thermal installation 1,100,000 0 1,025,000 0 1,025,000 75,000 8,730 Soft Cost ConlIngency 8.84% 450,000 0 450,000 0 450,000 0 3,571 Tax Credit Fees (App., Mon., & Res.) 53,000 0 2,000 0 2,000 51,000 421 Title & Recording 45,000 0 32,250 0 32,250 12,750 357 Developer Overhead 0 0 0 0 0 0 0 Developer Fee 2,158,000 1 01 2,083,000 1 -OJ 2,083,000 1 75.0001 17.127 TOTAL USES 31,558,904 14,860,001 12,706,814 0 12,706,814 3,992,090 25D 467 80A-11 80A-12 MAYOR Miguel A. Pulido MAYOR PRO TEM Michele Martinez COUNCILMEMBERS P. David Benavides Vicente Sanniento Jose Solodo Sal Tinajero Juan Villages November 20, 2018 CITY OF SANTA ANA 20 Civic Center Plaza a P.O. Box 1988 Santa Ana, California 92702 www.santa-ana.ora Cornerstone Housing Partners LP c/o Jamboree Housing Corporation Attn: Laura Archuleta 17701 Cowan Avenue, Suite 200 Irvine, CA 92614 EXHIBIT 2 CITY MANAGER Raul Godinez II CITY ATTORNEY Sonia R. Carvalho CLERK OF THE COUNCIL Maria D. Huizar Re: 126 Unit Affordable Housing Apartment Project Known as Cornerstone Apartments Located at 805 - 904 South Minnie Street, Santa Ana, California Dear Ms. Archuleta, On November 20, 2018, the City of Santa Ana and the Housing Authority of the City of Santa Ana (collectively, the "City") authorized the City Manager and Executive Director of the Housing Authority to execute a commitment letter to: 1) resubordinate the current affordable housing loans for the Cornerstone Apartments at 805 - 904 South Minnie Street, Santa Ana, California ("Property") to tax-exempt multifamily bonds (Bonds) in an amount not to exceed $8,700,000 for the rehabilitation of the Property, and 2) execute the necessary documents to level all rents onsite at the 50% Tax Credit Allocation Committee ("TCAC") rents instead of the existing State of California Health and Safety Code rents. The City previously has made forty-two loans to Wakeham -Grant Apartments L.P. ("Existing Owner') in the aggregate principal and interest amount of $9,132,442 secured by deeds of trust encumbering all or portions of the Property (individually, a "City Loan" and, collectively, the "City Loans'). A description of each City Loan is set forth on Exhibit "A" attached hereto. Cornerstone Housing Partners LP (the "New Owner") desires to purchase the Property from Existing Owner, in order to obtain a new construction and permanent tax-exempt loan (the "Senior Loan") to acquire and substantially rehabilitate the Property, to obtain a seller carryback loan from Existing Owner to pay a portion of the purchase price for the Property ("Carryback Loan"), to obtain a new allocation of low income housing tax credits pursuant to Section 42 of the Internal Revenue Code (`Tax Credits") and to assume the City Loans. SANTA ANA CITY COUNCIL WguelA Pul Ushele Marline, Mcente Sarmiento Jose Solono P. David aenavides Juan UJlepes Sal Tinajero Maya, Mayor Pro Tem. Ward 2 Wad Wada Wad Ward Wad rmulido®sama-ana.aa mimaAnm0santa-ana.om vsarmiento0sadaana or rA dbenavides0saniaana.sw 'villeaasdurta-ana.ora 54 naierortsanta-ana.ora EXHIBIT 2 The City now commits itself, subject to the terms of this letter, to permit the New Owner to assume the City Loans and to subordinate the lien of the deeds of trust securing the City Loans and the regulatory agreements encumbering the Property related to the City Loans to the lien of the deed of trust securing the Senior Loan (the "Assumption"), but not the Carryback Loan on the following terms and conditions: Borrower: Cornerstone Housing Partners LP Collateral: Deed of Trust encumbering the Property subordinate to the Senior Loan, but senior to the Carryback Loan. Assumed Loan Amount: Outstanding principal balance and accrued and unpaid interest on the City Loans, less any net proceeds from the sale of the Property to New Owner (but excluding the Carryback Loan). Non -Recourse: The City Loans shall remain non-recourse to New Owner and the partners of New Owner. Assumption Documents: The form of the assumption agreement and Subordination Agreements for the Senior Loan shall be approved by the City and Housing Authority after the New Owner obtains their Tax Credits. Commitment Expiration Date: November 20, 2020 Additional Terms: The City and Authority agree to subordinate the City Loans to a maximum of $8.7 million in Bonds. The City Loans will continue to be repaid from 50% of the residual receipts generated by the Project. Residual receipts will be defined as cash flow remaining after payment of approved cash operating expenses, Bond debt service, repayment of the deferred Developer Fee, and payment of approved Limited and General Partner asset management fees. 100% of the Project's cash flow after payment of operating expenses and Bond debt service will be allocated to repaying the deferred Developer Fee. The payment of Limited Partner asset management fees will terminate at the end of 15 years. • I . EXHIBIT 2 The rents may be increased at the Property up to 50% of Area Median Income. Prior to the levying of any rent increase, Jamboree will provide a minimum 60 -day notice instead of the statutory 30 -day notice. This Commitment contains the entire understanding between New Owner and the City with respect to the Assumption, supersedes all prior oral or written communications, and may not be modified or waived except in writing, and signed by the party to be bound thereby. This Commitment and all Assumption documents shall be governed by California law. This Commitment is personal to New Owner and is not assignable or transferable by New Owner. The fulfillment of this Commitment is subject to the approval of various Subordination Agreements and Amendments to the Loan Agreements by City Council and the Housing Authority. If you have any questions or require any additional information regarding this Commitment, please contact Judson Brown, Housing Division Manager, by telephone at (714) 667-2241 or by e-mail at ibrown(a)santa-ana.org. Sincerely, Raul Godinez II Steven A. Mendoza City Manager Executive Director City of Santa Ana Housing Authority of the City of Santa Ana , Jamboree CORNERSTONE NEEDS ASSESSMENT March 2018 Demographics & Methodology: Median Income - Comparison 80000 60000 0000 20000 0 Wakeham/Grant City of Santa Ana County of Orange Jamboree commissioned focus groups and one-on-one interviews: • Monolingual Spanish and Monolingual Khmer residents • Spoke to 21% of households • 90% of participants are foreign -born Themes from Focus Group: 1. Working Class • Hard-working; trying their best to get ahead • Long-term residents are connected to this neighborhood 2. Determined • Want to learn English and get better jobs • Want kids to be able to go to college 3. Misinformed • Limited access to resources and trainings they are interested in (like ESL, workforce programs) • Want to better understand the school system 4. Interested in Mental Health Services and Access to Basic Needs EXHIBIT 3 Wakeham/Grant Breakdown of Race - Latino/Hispanic - Asian - White = Other Average Age at Wakeham/Grant: 30 years old "1 know people drive through our neighborhood and assume we are poor or do not have an education. But some of us come to this country with a wealth of experiences. Some of us attended the university in our home country. We are simply having a difficult time in the U.S. But it takes time. We have the will to excel and programs like Jamboree are helping us." "Man, some people just need time to breathe... Parents are tired. People work endless hours to make ends meet. We come home and hear all the yelling. I feel for them. I know there isn't much I can do, but if Jamboree can help them with parenting classes, or something like that — we need that — kids need that support. Supportfor their parents." 80A-17 Jamboree dk Service Recommendations • ESL Classes • Workforce Development classes • FAFSA and College workshops • After School Program EXHIBIT 3 • Mental Health programs/Parenting Skills classes • Food Access • Create Resident Leadership group to help plan and promote programs � m j Ed Foorlymcl EXHIBIT 5 ,G01> KEYSER MARSTON ASSOCIATES, ADVISORS IN PUBLIC/PRIVATE REAL ESTATE DEVELOPMENT MEMORANDUM ADvisORs IN: Real Estate To: Judson Brown, Housing Division Manager Affordable Housing Economic Development City of Santa Ana BERKELEY A. Jerry Keyser From: Kathleen Head Timothy C. Kelly Debbie M. Kern David Doezema Date: November 8, 2018 LOSANGELFS Kathleen H. Head James A. Rabe Gregory D. Soo -Hoo Subject: Cornerstone Apartments Rehabilitation Analysis Kevin E. Engstrom Julie L. Romey SAN DIEGO Paul C. Marra At your request, Keyser Marston Associates, Inc. (KMA) evaluated the proposal submitted by Jamboree Housing Corporation (JHC) to restructure the financial transaction for the 127 -unit Cornerstone Apartments (Project). The purpose of the KMA analysis is to assess the impact of the proposed transaction on the loans that the City of Santa Ana (City) and the Housing Authority of the City of Santa Ana (Housing Authority) provided to the Project. BACKGROUND STATEMENT In 2001 and 2003, the City and the Authority provided 42 loans to a partnership that used the loans to fund a portion of the costs incurred to acquire and rehabilitate the Project (City Loans). The balance of the Project costs were funded with Tax -Exempt Multifamily Bonds (Bonds) and 4% Low Income Housing Tax Credits (Tax Credits). As requirements of the Bonds/Tax Credits and the City Loans, long-term income and affordability covenants were imposed on the apartments. Specifically, the covenants require the units to meet the following standards: 1. The units must be rented to very -low income households that earn less than 50% of the area median income (AMI). The definition of very -low income is provided in California Health and Safety Code Section 50105 (H&SC Section 50105). 500 SOUTH GRAND AVENUE, SUITE 1480> LOS ANGELES, CALIFORNIA 90071 > PHONE 213.622.8095 W W W.KEYSERMARSTON.COM 80A-21 1810020.SNA:KHH 19190.017.003 Judson Brown, City of Santa Ana EXHIBIT 5 November 8, 2018 Cornerstone Apartments Rehabilitation Analysis Page 2 2. The very -low income rents must be calculated using the methodology defined in H&S Section 50053. The Project was structured as a partnership comprised of the developer as the General Partner and the Tax Credit investor as a Limited Partner. It is important to understand that the Limited Partner's role was limited to a passive investment that is tied to the tax benefits provided by the Tax Credits and the related tax losses. As is typical, after the initial 15 -year compliance period imposed by the Internal Revenue Service (IRS), the Limited Partner chose to exit the partnership. In May 2018, the City Council and the Authority Board approved JHC's request to purchase the Limited Partner's interest in the Project. Following the purchase, JHC proposed to form a new partnership for the purposes of obtaining new Bond financing and resyndicating the Tax Credits. These funds are proposed to be used to pay for the acquisition costs and to substantially rehabilitate the Project. ANALYSIS The KMA analysis evaluates the following components of the proposed transaction: 1. Does the proposed acquisition price represent the Project's fair market value? 2. Is JHC receiving any proceeds from the sale of the Project to the newly formed partnership? 3. Is the proposed rehabilitation scope necessary for the continuing operation of the Project in at a decent, safe and sanitary quality level? 4. Is the Developer Fee amount that is included in the Project's budget warranted? 5. JHC is requesting that the City and the Housing Authority modify the affordability covenants to allow the rents to be based on the Tax Credit rents for households at 50% of the AMI. These rents are published annually by the California Tax Credit Allocation Committee (TCAC). a. What is the average amount of the monthly rent increase per unit? How will the proposed modification to the rent setting methodology impact the rents paid by existing tenants? 1830020.8NA:KHH 19190.017.003 80A-22 Judson Brown, City of Santa Ana EXHIBIT 5 November 8, 2018 Cornerstone Apartments Rehabilitation Analysis Page 3 C. Is the proposed modification to the rent setting methodology necessary to support the proposed acquisition and rehabilitation activities? 6. Is it reasonable for the City and Authority to agree to subordinate the City Loans to up to $8.7 million in Bond financing? Proposed Acquisition Price The newly formed partnership is proposing to acquire the Project for $17.56 million. In an appraisal dated August 16, 2018, the Kinetic Valuation Group, Inc. (KVG) determined that the Project's fair market value is $17.5 million. The less than 1% difference between the appraised value and the proposed acquisition cost can be considered inconsequential. Sales Proceeds Allocation The $17.56 million in sales proceeds are proposed to be distributed as follows: 1. The sales price is offset by a credit to reflect immediate capital repair needs required by the Project. 2. The principal and interest balance on the existing Bonds will be repaid. 3. The prepayment penalty that is imposed on the existing Bonds will be paid. 4. The exit taxes incurred by the Limited Partner will be paid. 5. The City will receive a $500,000 payment that will be used to reduce the principal balance of the City Loans. 6. The remaining principal and interest balance on the City Loans is deducted from the sales proceeds, and will be assumed by the newly formed partnership. A JHC note and accrued interest related to capital repairs costs are deducted from the sales proceeds, and will be assumed by the newly formed partnership. 8. The remaining balance of the sales proceeds will be structured as a seller carryback loan. The seller carryback loan will be repaid over time from the 50% of the Project's cash flow that JHC is entitled to receive. 1810020.SNA:KHH 19190.017.003 EXHIBIT 5 Judson Brown, City of Santa Ana November 8, 2018 Cornerstone Apartments Rehabilitation Analysis Page 4 The sales proceeds are proposed to be allocated in a typical fashion. The proposed allocation complies with the City Loans prohibition on JHC receiving any cash proceeds from a sale of the Project until the City Loans are fully repaid. Proposed Rehabilitation Scope JHC engaged EMG to conduct a Physical Needs Assessment (PNA) for the Project that complies with the requirements imposed by the California Tax Credit Allocation Committee and by Fannie Mae. The PNA was used as a starting point in the development of a proposed rehabilitation scope for the Project. In addition, based on the results of a resident needs survey, JHC is proposing to add parking lifts to the Project which will provide 30 additional parking spaces. JHC is also proposing to install a solar photovoltaic system to serve the Project. It is anticipated that the execution of the proposed rehabilitation scope will meet the physical needs exhibited by the Project over the next 15 years. The proposed scope also meets tenants' needs by providing additional parking and a solar voltaic system that will reduce the energy costs incurred by the tenants. Developer Fee The Developer has included a $2,158,000 Developer Fee in the Project's budget. This Fee represents approximately 15% of the development costs excluding the Project acquisition costs. The proposed Developer Fee comports with the requirements imposed by the Tax Credit program. Moreover, it is KMA's opinion that given the amount of rehabilitation work that is proposed to be undertaken, a Developer Fee of this magnitude is acceptable. It should also be noted that the Developer has agreed to defer $1,050,000 of the Developer Fee. This represents nearly half of the total Developer Fee amount. The deferred amount will be recouped from the cash flow generated by the Project over time. 1810020.SNA:KHH 19190.017.003 EXHIBIT 5 Judson Brown, City of Santa Ana November 8, 2018 Cornerstone Apartments Rehabilitation Analysis Page 5 Affordable Rent Calculation Methodology Issues Average Rent Increase Prior to the JHC submission of a resyndication proposal, the City had informed JHC that the rents being charged at the Project did not comply with the rent calculation methodology imposed by H&SC Section 50053. As part of the resyndication proposal, JHC is requesting that the affordability covenants be modified to allow the use of TCAC rents at 50% of AMI. If this modification is approved, the average rent paid by the tenants is estimated to increase by an average of $25 per month over the amounts currently being paid. Impact of the Proposed Rent Increase on the Tenants The proposed rehabilitation scope includes the installation of a solar photovoltaic system. It is anticipated that that this system will result in decreased electricity costs for the tenants, and will protect the tenants from potential increases over time. Utilities cost reductions would reduce the impact of the rent increases being proposed by JHC. Financial Feasibility The rent increase being proposed by JHC is projected to increase the supportable.Bond amount by approximately $800,000. The increased Bond funds would be used to make an upfront payment of $500,000 on the City Loans, with the balance dedicated to rehabilitation costs. Without the rent increase it would not be possible to provide any upfront payment of the City Loans, and the rehabilitation scope would need to be reduced. Subordination Issues JHC is proposing that the City and Authority allow the City Loans to be subordinated to a maximum of $8.7 million in Bonds.' This is $4.75 million more than the $3.95 million in existing Bond debt. To evaluate this issue, KMA undertook the following analyses: 1. A 55 -year cash flow projection for the transaction being proposed by JHC; and 'The Bond amount is currently estimated at $8.63 million. 1810020.SNA:KHH 19190.017.003 EXHIBIT 5 Judson Brown, City of Santa Ana November 8, 2018 Cornerstone Apartments Rehabilitation Analysis Page 6 2. A 55 -year cash flow under which the City Loan continues to be subordinated to the existing $3.95 million Bond, and the rehabilitation costs must be paid for from the cash flow generated by the Project over time. For analysis purposes, the future cash flows are discounted to the present value at a 10% rate. The results of the KMA analyses are summarized below. The detailed projections are presented in Appendices A and B, which follow this memorandum. Resyndication Supportable Analysis Cost Analysis I. Resyndication Cost Analysis A. Direct Rehabilitation Costs 2 $8,149,000 $8,149,000 B. Available Rehabilitation Cost Funding NPV of Project Cash Flow 3 $2,932,000 Available Funds During Construction 518,000 Total Available Rehab Cost Funding $8,149,000 $3,450,000 C. Shortfall --$0-- $4,699,000 As a Percentage of Direct Rehab Costs 58% II. Loan Subordination Amount $8,631,000 4 $3,950,000 III. City Loan Repayment Upfront Payment $500,000 $0 NPV of Repayment Over 55 Years 42,000 88,000 NPV City Loan Repayment $542,000 $88,000 IV. Outstanding City Loan Balance —Year 55 $21,084,000 $18,065,000 ' Based on the pro forma analysis included in the 1HC proposal letter dated October 3, 2018. 3 Net present value (NPV) calculations are based on a 10% discount rate. 4 Current estimate of the Bond amount. The subordination amount is capped at $8.7 million. 1810020.SNA:KHH 19190.017.003 FO ' M T, EXHIBIT 5 Judson Brown, City of Santa Ana November 8, 2018 Cornerstone Apartments Rehabilitation Analysis Page 7 As can be seen in the preceding table, if the rehabilitation costs are funded solely from the cash flow generated by the Project over a 35 -year period, the supportable costs are projected to be limited to $3.45 million. This is approximately $4.7 million less than the estimated direct costs to complete the proposed rehabilitation scope. In other words, only 42% of the proposed rehabilitation scope could be completed under this scenario. The JHC proposal includes an upfront payment of $500,000 to reduce the principal balance of the City Loans. When the net present value of the residual receipts payments are included, the present value of the City Loans repayment is estimated at $542,000. Comparatively, the net present value of the payments under the alternate scenario are projected at $88,000. It should be noted that under both alternatives, the available cash flow is projected to be insufficient to cover the 3% simple interest that currently accrues on the City Loans. At the end of the 55 -year period, the outstanding principal and interest balance is projected at $21.1 million under the structure proposed by JHC, and $18.1 million under the alternate scenario. TRANSACTION STRUCTURING RECOMMENDATIONS Based on the results of the preceding analysis, KMA offers the following recommendations for the financial components of the transaction: 1. The 42 City Loans should be consolidated into three loans that are tied to the funding sources that were originally used to fund the loans. 2. The City and Authority should agree to subordinate the City Loans to a maximum of $8.7 million in Bonds. 3. The City Loans should continue to be repaid from 50% of the residual receipts generated by the Project. 4. Residual receipts should be defined as cash flow remaining after payment of approved cash operating expenses, Bond debt service, repayment of the deferred Developer Fee, and payment of approved Limited and General Partner asset management fees. 1830020.SNA:KHH 19190.017.003 80A-27 Judson Brown, City of Santa Ana EXHIBIT 5 November 8, 2018 Cornerstone Apartments Rehabilitation Analysis Page 8 a. To comply with IRS timing regulations, 100% of the Project's cash flow after payment of operating expenses and Bond debt service will need to be allocated to repaying the deferred Developer Fee. b. The payment of Limited Partner asset management fees should terminate at the end of 15 years. C. The repayment of the seller carryback loan should not be treated as a Project cost. Instead, the repayment should be derived solely from JHC's 50% share of the Project's residual receipts. 5. It is anticipated that the residual receipts payments generated by the Project will be insufficient to cover the 3% simple interest obligation currently imposed on the City Loans. This will likely result in a large balloon payment obligation at the end of the term. It may be advisable to consider reducing the interest rate that is imposed on the City Loans to mitigate this financial burden. 1810020.SNA:KHH 19190.017.003 FO • 10::11.1kip APPENDIX A t RESYNDICATION ANALYSIS Foorlymwo n of in m 0 0 0 0l o o `o v v r o m w v v m m w w a m m m w w 0 c n w w n m a n v n m m m m u t0 O n a vl R O N N N N N e0 w w m m 0 m w O O m n w m m m w w an o m �° o v m m w m o 0l o o 1° 3 w X m m m w w 0 m m m N a m a s w w o o w a .+ m n .-i w N v N n M m m w N o w w Is c6 vi cr v v N N C O jp m O O N w M w n C< w n w m m T m IE o m m o of o o a 0 m o m w n m a N o m n m m m m w m o a w N a m m o m ry m w w o c C N u 1O tT O Q g sT Y1 Vf d' O V O N n n� 0 °' +-' m d Vi C w M m c a .° N O N W V „ L V W m om.N-Ii�voil m N-Im a E ".n-lool .oi� .oi�o E° cQ E c mww a waewv n wIn NN a z N a o w a a `I L6 ai ry m I- rvi Ili o a Ll r ry ll tri o a° o E a° m a m .y w w n w m c e o w w w w " u e.° ;: o ^+ m c c ' to w aw o N m 0 "'D c E ° u m Z x d X« m O d y vYai mwv mN w w w 0 o m muof 0 0 Q . 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a o a o m a m a m w c m a E a m m w n a s l7 w O> iu O a l7 a m w f u 0 u 0 m 0 u w n O Z Q u u �LOOIIY��I LO m 2 X W H N n `o c V e E a C a E m m m N [O rl ed N n o rl n n o no Ifl n m .r v n co m m m m m N ry m m � w n o o n m m W v a m N N ry m m e mIria w ..i w m e m m mvNtiv m .�+ .� o v Ip N N O ry m M M N M o V c y N N N m C W C a n n m m O O n O tp m CO O ei M m w O] w CO m O M 1I1 Ill m m m m n Vf N n W N N R O N V 00 O O V O M O O O m Ill O O m N Ip O Ill m m n N l0 x d w d 2 m co m a a x LL N¢ a a d a d c O m n e1 T flt lO Ivl N Vf V N N m ttf N N N N d .-I N N N N N d C W N X N 6 Q Q m mm IO 1p n m m 0 00 n n 0 O n m w m a .r a n w m m m W C y E E E u o` W o Ip co N m In kN .y m a a - .i m U m a vi c w ni v a' ni N v w vi vi v o 0 0o v ca a n Ip .y n v Ip n n m m m m m .� d � N N N �.m •IC m V O y N N c N N 10 C O C L V N a° a L p' a a 6 !� n Illm m n N O N 0 N N N O Ip lO c0 .y w a m m o m m m n Ip Ip m n m m a M co .y m m m cr v w e e n W m V m m N V w N N w O V m m N n M 80A-35 M N N N N Ill O m W n W Ill O m m m o M tp M rI Ip 'a Ip Ip ml .y m .i m v r, n y VN 1 O 0 r, n O OJ Y V1 W M1 m m .y N e O N N m l0 pf N e-1 Il1 O m N N mm lD `m a a n O V1 N rl a a M N N O] M � (vl KI m v N N o fll m N m N N N r N N N N Ip .+ m co o ry Ip n o ip m m o n m m m w v N N- W- m O N N N O m ryl r� IR n N Ill R" V N O O Yl 1Il n O Ifl w N rl N t m m V W n W n v n v M m m m mN m v m V O a0 m N m Ci zj m N N m m m N rl y AI Ivl N N N N N N N N N N N V m M R a0 N n 0 N N N O n m m m o m m n Ip m .n n m m m c m w m N .y m n .+ v ry cl a cl m m m m .+ a vi o ry M v m -rm v' pi v v m o 0 O V n `m n V W ei e4 C O W W CO W a a .r y II'1 ry M N ti a N N m N m N m N N N .+ N N N N m m V N N n O vl O I+l 00 00 O rl n m N N 1p O V m m N N m n O Q ,y v ma Ill o n N o n v o m m In m cr m a co c co m m vi ri < Iti m ri m a Ip o m 00 o m m r } m m A'I N r o N w N m N m m N m N .� N N N N H N C c V E a C a E o E m m s m n d a n m .6, _ w a y 6 LL LL C R ..i m v d d :� al d •C o V c m C W C a pp dl p 0 O C y E q c M x d w d 2 a a a a x LL N¢ a a d a d c O .+ °' E w a x W d 1 c C d C W N X N 6 Q Q m 10 W N a m` C c m F m a d 'm n m W C y E E E u o` W m c Q v d Q w Q a ` r d m O c U0°>�, w E n o t ova= o m y ^+ •IC m V O m c v E N 10 C O C L V N a° a L p' a a 6 !� m li VI L LL y LL L W a L 9 9 N c a m t a° o a o m w m w E m m a 5 N d ii 1' O i W O LL 1 N w h V O V 0 (D V w O 6 ii 80A-35 LO F- m X W 0 r a m a m ry m n N n to of m a a o of v o Ill n tp Ol pl DJ m V O1 O N IO 1p vl 1p M N n a .y n o n W n O W n .n U1 R N N n W Vf V l0 V O1 V v C m V1 O mN m M m m m N V N m M m M lD W `m w e O m o n .+ m v n In Ip o In ry y VF W m n m VF N N N N n Ill N O N N N N O 00 m m 0 M O O O N N .-I 1p n CO O Y1 t0 O V O Vf VI � IO w V1 m N l0 N w C M Vl vl V1 w .a m o a ,-i Ic n o o ri ri Ic v r' m m m o vi i0 eel If1 'I 1f1 N rl Ol V N N N N C N m N ei m m N Ill rl H to ei Vf N a N Vf a E �A C X a c w y w LL a w Ol n O N O N O [t n n O n O O a N N O m n N Y1 O w V1 W = eel 1A l/F m W N V O M V O m m Ol m Ol m Of o m In m o e o n c a o v m ri a 0 14 m` N m m In �-+ N N n O m m m .� w v w M O m o O 0 N w o H e w a W m a c a m Q a Q as t ¢ a a$ p o7J l7 c> H � a � 3 0 m m 3 s c> V a O m In n Ip Ip n w o n o 0 0 0 0 0 z u a m d l n m m m m vt v+ Inl o ai o c oc ri ri v e m � is n l7 C O> W O 6 l7 d vpi K H Q V O V O J V' V n' O W� `y N m N Ill 01 W M rl .-I n vl M vl n V Ol R a0 N Ifl ei Vt 'i Ot Ill Vf Ill n n M pj w� Ifl N w M t0 m (Ti rl O N l0 V O O N rl Ot N Y1 N V d' m W vl u0 n m rl m '1 N N Vf Vf N Vl 0 r a m a Ifl V M N a n OI Ill Ol Ol O N m N N n W N M lD 01 N IIIJI n a a O e n o w n w w n m In .+ o a In v n m V1 01 n N Vl m m m N V N m M m M lD lD W `m w e O m o n .+ m v n In Ip o In ry y m ry Aj w nj m n m VF N A.j N N V E a } u Yl O N M w N Ill O r n n O IO O O m m a m e m In w m m m In m n m In a N o w rl w ll o m w .a m o a ,-i Ic n o o ri ri Ic v r' m m m o vi i0 C y G C V m C y O1 ei lyj n lYj M l0 vl N rj vl IYI .4 N rl N ei Vf N a VT Vf a E N C X a c w y w LL 0 r a m a N C E v N v C a E `o E n m N a ry n V E a } u a a £ E vai « c O C y G C V m C a d m a C y a a E C X a c w y w LL a q C O p In a w Z n a x a N a n .a = m c q a a a o m m n a a a 0 0 m` C m I- m a E E E u a W m a c a m Q a Q as t ¢ a a$ p o7J l7 c> F Z E a 3 Z 3 0 m m 3 s c> V a > a N n O p p - m p '� o c z u a m d l n V m _ LL VI 11 LL O O l7 C O> W O 6 l7 d vpi K H Q V O V O J V' V n' 80A-36 0 r a m a EXHIBIT 5 APPENDIX B SUPPORTABLE COST ANALYSIS 80A-37 0 0 0 0 N O O � y m N m N a y N N N rl N rl N O n v ` U 0y u a N C y m« w y N N } } N N N a a o � b m o 'S o0 � W N W w 'w a " 0 W } N N N N G _ c n w n � n m w E N W n m m m m � n a n } N w � N v a c N C o 0 v ro m 2 � N b N b N O O y N v '> Q N N o 0 q N N N N 3 v m� N b n m m b n m ry ri N a Q � d b N E 3 b N y N o N E O LL E � a 0 a u 0 N b b « 2 � � � n N W W O n N I/l N a a 3 0 .oii w 0 o o ul � m r o > m A eo ems° In .-i C 0 Yl m L o vl O M O Z � Ill N pp M � N N Oml O O Y N I bw N N lO W U N U N b � lIl T ^ 0 Q c � r 0 r N LL n n O 0 O 0 O Q U u c m_ m_ J 0 a v = u ' F « = d « a 0 c 6 l - a � n N m m O c O W > > o G z c G � V a o ' Iu > u O a y TQ 9 Q u a o a n Z U Z 3 m z Z a ° X 3° o c o O b Z o r W N 0 w n o. ZLL Q '�" E Z V vOi O 0 Q vOi Q uwu 0 0 N N a N O O ` U 0y u N N C y m« } } N a o � o 'S > > w 'w a " 0 0 N N G _ c w � w E N W N 6 W o a voi w � v a c 2 O O o o v '> Q N N o 0 q N N 3 v m� N m m U N a Q E 3 0 o E O LL E � a a u U N a « 2 � � W W O I/l N a a 3 0 .oii w 0 o o ul � o > A d V GI C 0 m L o O Z F5m •� v Q N N N O O C V t N I bw LL H m lO W U N U N � 0 c 0 0 r LL n n u° O a v = u ' � « c « 0 c ' {J a � � N c 6 ry V pp V 9 a a � Z m O > 80A-38 n 0 r N m a o O u m m K H ip O m m i0 R N m m N L — a i H H a z a L H 0 � N m O O w > N N N N a � eNi rtl rt1 a `m m m up m m LL p vt O � N N O O V O O Q vii a n L6 .� ko is N` N m m m m m ti n .mi 0 0 N` N m m H m N > N O O `m 1 a m N m m H } O O OO O O m m N N O W O� r O m O 0 � m m N N O O e'I e'1 V N m m m N `n m m m y N N r N m a u u u O O C 0 O = i0 R N N L — a L a a z a L H 0 � a C O C p w > > a a a � c a c > u a up LL p vt O � p N a V O O Q vii r N m a LO m X w q 0 0 V V c c OO JR T :o a m m L L a a ¢ z Y Y c c 0 0 n `o m m a u 0 u n a m a m m o 0 N L b b a a a e a o 0 ti m � Y N N a a o 0 O O N h O W � M a0 00 v a a N VF Y � n n NI p m m m > w v> m m o 0 of N m m m m m a a vi a vi a �n in o 0 n N N N N N T N N ti ti Y N v N N h N � N N N {p 1p O O m O O 1 J N Y N u° u° N pO O O � •q O V N J a N mo s ¢ m $ C a z 0 a o o O a � o G z •—aa a-- o' ' a c Gz LL '� u 6 u u •v m a OZ X o C LL O N O� O LL U O 9 M p Q L .O O O. a i LL W W 2 Z F U 0= O O a N Z K O a m a w a a N N N l0 p n V n m a �o m w m = a a n R N Vf V� L V1 1A N 4A Y a L 0 a a N o w > O o m o a 0 0 m m a c q � M Q a m Ic N 1l1 N n V1 N N N > N a U vii a n m m v m a a n m vi vi N N N t0 m a Ill VV tl1 V1 N N } O O Vf m m m M ui ui � e1 rl N N a N N Vf V1 N YF Y m oo a 0o m a M Vj yj ry O O Yf A a v1 w m v> N vI Y < a o 0 M vj vj `m m m a an a +n > V1 N O O ta11 Yl Ill `n m m c a } n e o O c w M m m M ui vi n n v a w V V O C O C O V c2 m o = = N R 0 L L — a a ac a L 0 a O O w > > a a a a —y o c a c q � Q a a N C V a 3 m n N U vii p 6 vii �OOIIYAEK a m a Ln m X W n N a o e n` N a ti n o a ca N m tp } N O O N n O ul rl T b d V1 } n N N N v m O N 1p d h Y .y m o n a .ti m N N 1 N n N m � v o W A N } N ei Wcc N a oc m N N d 1/V } O) N ti kR a n N F N d {n Y Y Q Z Q N F N O u V C J O Q •A z a O m 6 L 6 � 7 N w d O G Z � m G60 a z s 3 m 3a x O N Z L QJ W' Q y w vQ2 Z Q u Q V V Q _ 0 0 C C p p n w N ry 0 0 a ry tp m N Vf a n 0 0 co v N N N M O O O N n W vi n N O �p m h w n v N ei l0 W M rl O O tp m N N m m n W r � m m N N u} VF n e W Ol .+ o 0 0 0o m N N N V! N tp 0o a od v � W N N V} N W N N ry �p W n c6 N n N N N h N O U p N m d N p C •� a n � C M W p a m V � d � G R v V 9 N d •y � Z z O 80A-43 n `o LO m X w N 0o m mcc 0 rn m n M W n m N N O m m m m io .ti o N m n m N N m m a N ry � ri ni o m n m N N CO Of n o0 m w m e o m �o m N N N m 00 01 Cli n m O m n m �o M N N m n m N a ry w m w m W m N N m M 00 m m �o m is m ry W m N N N 0 u 0 m � « c C � o E Z V � m a m V 'y Cl V pp d � c a a d y � Z s O 80A-44 rb r: m a